Common use of Subordination Clause in Contracts

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

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "“Encumbrances"”) which may now affect the Property Premises, to any covenants, conditions or restrictions of record, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("“Holder"”) shall require that this Lease to be prior and superior thereto, within ten seven (107) business days of after written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, in the form presented to Tenant, which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from that with respect to Encumbrances created after the Holder of any such Encumbrance a non-disturbance agreement which provides that Effective Date, in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, Holder shall agrees to recognize Tenant's ’s rights under this Lease (with the Lease to continue as a direct lease between Tenant and Holder) as long as Tenant is not then in default beyond applicable notice and cure periods and continues to pay the Base Monthly Rent and observe additional rent and perform observes and performs all the required provisions of this Lease to be observed and performed by TenantLease. Within ten seven (107) business days after Landlord's ’s written request, Tenant shall execute any and all documents reasonably required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance Encumbrance. If Tenant fails to do so, then in addition to such failure constituting a default by Tenant, it shall be deemed that this Lease is so long as subordinated to such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. Notwithstanding anything to the contrary set forth in this paragraphSection 20.T, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance. Within forty-five (45) days after execution of this Lease, Landlord shall cause all mortgagees, lenders, ground lessors and other parties currently holding a security interest affecting the Premises or the Project to execute a recognition and nondisturbance agreement (which may also provide for subordination as provided in this Section 20.T above) which (i) provides that this Lease shall not be terminated so long as Tenant is not in default under this Lease beyond applicable notice and cure periods, and (ii) so long as the Lease remains in full force and effect, recognizes all of Tenant’s rights under the Lease and requires such lender or ground lessor to be bound by Landlord’s obligations under this Lease to the extent such obligations accrue during such lender or ground lessor’s fee ownership of the Project.

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

Subordination. This Lease is subject and subordinate to the lien of any ground and underlying leases, all mortgages and (which term "mortgages" shall include deeds of trust (collectively "Encumbrances"and similar security instruments) and ground or other underlying leases which may now or hereafter encumber or otherwise affect the Property Land, the Building, or both, as well as the obligation to pay any and to all renewals, extensions, modifications, consolidations, replacements and extensions recastings or refinancing thereof; provided, however, if that in the holder or holders of event the mortgagee under any such Encumbrance ("Holder") mortgage, or ground lessor under any such ground lease, shall require that this Lease to be prior superior and superior theretoparamount to such mortgage or ground lease, Tenant agrees to execute and deliver any documents required for such purpose within ten five (105) days after delivery of written request of Landlord such documents to Tenant. This paragraph shall be self-operative and no further instruments of subordination need be required by any mortgagee, trustee or Ground Lessor. Nevertheless, if requested by Landlord, Tenant shall execute, have acknowledged promptly execute any certificate or other document specified by Landlord in confirmation of this subordination. Tenant hereby constitutes and deliver any and all reasonable documents or instruments which appoints Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right as Tenant's attorney-in-fact to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of execute any such Encumbrance a non-disturbance agreement which provides that in the event certificate or document on behalf of termination of Tenant if Tenant does not execute it within five (5) days after receiving it. Tenant agrees that, if any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed of trust mortgage, Tenant, if requested to do so by the Holder purchaser at the foreclosure sale, shall attorn to the purchaser, shall recognize Tenant's rights the purchaser as Landlord under this Lease as long as Lease, and shall make all payments required hereunder to such new Landlord without deduction or setoff. Tenant is not then in default and continues to pay the Rent and observe and perform all waives the provisions of any law or regulation, now or hereafter in effect, which may give or purport to give Tenant any right to terminate or otherwise adversely affect this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder obligations of Tenant hereunder in the event that any such foreclosure or termination or other proceeding is prosecuted or completed. Anything contained herein to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain contrary notwithstanding, (i) Landlord shall procure for Tenant a subordination, attornment and non-disturbance provisions substantially agreement signed by Landlord's current mortgagee in conformance with such lender's usual and customary form within sixty (60) days of the foregoing. Notwithstanding anything Commencement Date and (ii) Landlord shall endeavor in good faith to the contrary set forth in this paragraph, procure a commercially reasonable non-disturbance agreement for Tenant hereby attorns and agrees to attorn to from any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancefuture mortgagee.

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

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

Subordination. This Lease is and shall automatically be subject and subordinate to any ground and underlying leases, all mortgages and deeds of trust (collectively "Encumbrances"collectively, “Encumbrance”) which may now or hereafter affect the Property Premises, to the CC&R’s and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, (i) if the holder or holders of any such Encumbrance ("“Holder"”) shall require that this Lease to be prior and superior thereto, within ten (10) days of then upon written request of Landlord notice from Holder to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease shall be automatically prior and superior to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount lien of all advances made or to be made thereunder and such Encumbrance without regard to the time or character sequence of recordation, and (ii) such advances, together with interest thereon and subordination is subject to all the terms and provisions thereof, so long as Landlord obtains from the requirement that such Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize agree not to disturb Tenant's ’s rights under this Lease as Lease, so long as Tenant is not then in default and continues to pay the Rent and observe and perform all Default under the provisions of this Lease to be observed and performed by Tenant. Lease; Within ten (10) days after Landlord's Landlord or Holder’s written request, Tenant shall execute any and all documents required requested by Landlord or the Holder to make further effectuate and evidence such subordination of this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with or to evidence the foregoingHolder’s election that this Lease be prior and senior to the Encumbrance. Notwithstanding anything to the contrary set forth in this paragraphParagraph, Tenant hereby attorns and agrees to attorn to the Holder and any entity person purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance, which obligation to attorn shall survive any foreclosure of any Encumbrance; and Tenant agrees within ten (10) days after request of Holder or any such other person to execute an attornment agreement recognizing Holder or such other person as Landlord under this Lease and acknowledging that this Lease is and shall remain in full force and effect and binding upon Tenant notwithstanding any foreclosure of such Encumbrance. Tenant acknowledges that, as of the date of this Lease, the Property is subject to the lien of a deed of trust for the benefit of Xxxxx Fargo Bank, National Association (“Xxxxx”).

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

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property Premises, to any covenants, conditions or restrictions of record, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) business days of after written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, in the form presented to Tenant (provided such form is commercially reasonable), which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, Holder shall agrees to recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Base Monthly Rent and observe additional rent and perform observes and performs all the required provisions of this Lease to be observed and performed by TenantLease. Within ten thirty (1030) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance Encumbrance. If Tenant fails to do so, then in addition to such failure constituting a default by Tenant, it shall be deemed that this Lease is so long as subordinated to such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. Notwithstanding anything to the contrary set forth in this paragraphSection, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceencumbrance. Landlord shall use its best efforts to obtain and deliver to Tenant as soon as reasonably possible following the Effective Date written nondisturbance agreements ("Nondisturbance Agreements") from all lessors under all ground leases or underlying leases, from all beneficiaries under all deeds of trust and all mortgagees under all mortgages affecting the Premises, stating that so long as no event of default has occurred, this Lease and all of the terms, provisions, and conditions of this Lease, shall remain in full force and effect, and neither this Lease, nor Tenant's rights nor Tenant's possession of the Premises will be disturbed during the Term of this Lease or any extension thereof.

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

Subordination. This Tenant accepts this Lease is subject and subordinate to any ground and underlying leasesmortgage, mortgages and deeds deed of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents other lien presently existing or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering encumbering the Premises, or and to any renewals, modificationsrefinancing, consolidations, extensions and replacements or extensions thereof, for the full amount of all advances made or to be made thereunder . Tenant specifically acknowledges and without regard agrees to the time or character presence and terms of such advancesthat certain Intercreditor Agreement between it and the lenders under the Tranche A Loan Agreement and the Tranche B Loan Agreement, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination any conflict between it and the terms hereof, the terms of said Intercreditor Agreement shall control. Subject thereto, Landlord and Tenant agree that this Lease shall be subordinate as hereinabove described, and that if any purchaser by a foreclosure sale or by deed in lieu of foreclosure becomes the owner of the Premises, Tenant will attorn to and recognize such lease entity as Landlord hereunder should Landlord so request such attornment; provided that such subordination and agreement to attorn are conditioned on the agreement by any lender or upon purchaser of the foreclosure of any such mortgage Premises that it will not disturb Tenant or deed of trust the Holder shall recognize Tenant's rights under this Lease as hereunder for so long as Tenant is not then in default complies with the terms and continues to pay the Rent and observe and perform all the provisions conditions of this Lease Lease. This subordination shall be self-operative and no further instrument of subordination shall be required in order for the same to be observed and performed by Tenanteffective. Within ten (10) days after Upon the request of Landlord's written request, however, in confirmation of this subordination, Tenant shall execute and promptly deliver any document that confirms and all documents required by ratifies the terms of this Paragraph 13.4 that Landlord or any mortgagee may require. Any mortgagee shall have the Holder right at any time to make subordinate such mortgage, deed of trust lien or other lien to this Lease subordinate Lease. Tenant agrees to give any lien mortgagee and/or deed of trust holder, by certified mail, a copy of any notice of default served upon the Landlord, provided that prior to such notice Tenant has been notified in writing (by way of notice of assignment of rents and leases or otherwise) of the Encumbrance so long as address of such documents contain non-disturbance provisions substantially in conformance mortgagee and/or deed of trust holder. Notwithstanding anything, to the extent that the terms of the Subordination Agreement conflict with the foregoing. Notwithstanding anything to the contrary set forth in terms of this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to terms of the exercise of any other rights, powers or remedies under such EncumbranceSubordination Agreement shall control.

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

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "“Encumbrances"”) which may now affect the Property Premises, to any covenants, conditions or restrictions of record, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("“Holder"”) shall require that this Lease to be prior and superior thereto, within ten seven (107) days of after written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, in the form presented to Tenant, which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, Holder shall agrees to recognize Tenant's ’s rights under this Lease as long as Tenant is not then in default and continues to pay the Base Monthly Rent and observe additional rent and perform observes and performs all the required provisions of this Lease to be observed and performed by TenantLease. Within ten (10) business days after Landlord's ’s written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance Encumbrance. If Tenant fails to do so, then in addition to such failure constituting a default by Tenant, it shall be deemed that this Lease is so long as subordinated to such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. Notwithstanding anything to the contrary set forth in this paragraphSection, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceencumbrance. Within forty five (45) days of the execution hereof, as a condition precedent to Tenant’s obligations under this Lease, Landlord shall deliver to Tenant notarized nondisturbance agreements or other evidence acceptable to Tenant (each a “Nondisturbance Agreement”) in writing from all lessors under all Underlying Leases and from all beneficiaries under all Encumbrances affecting the Premises, stating that so long as Tenant is not in default under any of the terms, covenants, conditions, or agreements of this Lease, this Lease and all of the terms, provisions, and conditions of this Lease, shall remain in full force and effect, and neither this Lease, nor Tenant’s rights nor Tenant’s possession of the Premises will be disturbed during the Lease Term or any extension thereof. In the event Landlord does not deliver the required Nondisturbance Agreement(s) within the aforementioned 60-day period, Tenant may terminate this Lease and be released of all obligations hereunder by giving ten (10) days’ written notice to Landlord, which termination shall be Tenant’s sole remedy.

Subordination. This Subject to Tenant’s receipt of an appropriate non-disturbance agreement(s) as set forth below, this Lease is shall be subject and subordinate to the lien of any ground and underlying leasesmortgage or trust deed now or hereafter in force against Landlord’s leasehold interest in this Lease or any part thereof, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon and subject unless the holders of such mortgages or trust deeds require in writing that this Lease be superior thereto. Landlord’s delivery to all the terms and provisions thereof, so long as Landlord obtains from the Holder Tenant of any such Encumbrance a commercially reasonable non-disturbance agreements) in favor of Tenant from any mortgage holders and lien holders of Landlord and/or Master Landlord shall be in consideration of, and a condition precedent to, Tenant’s agreement which provides that to be bound by the TCCs of this Article 17. Subject to Tenant’s receipt of the non-disturbance agreement(s) described above, Tenant covenants and agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed of trust in lieu thereof, to attorn to the Holder shall lienholder or purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof, to recognize Tenant's rights such purchaser or lienholder as the lessor under this Lease, provided such lienholder or purchaser shall agree to accept this Lease as and not disturb Tenant’s occupancy, so long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions Default of this Lease to be observed and performed by TenantLease. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make ’s interest in this Lease subordinate may be assigned as security at any time to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancelienholder.

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

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

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

Subordination. This Lease is and the rights of Tenant hereunder are expressly subject and subordinate to any ground lease of the land comprising the Complex hereafter existing (Landlord hereby confirming that the land comprising the Complex is not currently ground leased), and underlying leasesall amendments, mortgages renewals, modifications and deeds extensions of trust (collectively "Encumbrances") which may and to any said ground lease, and to the lien and provisions of any mortgage now affect or hereafter existing encumbering the Property Complex, or any part thereof, or said ground leasehold estate, and all amendments, renewals and modifications and extensions of and to any such mortgage, and to all renewals, modifications, consolidations, replacements and extensions thereofadvances made or hereafter to be made upon the security of any such mortgage; provided, however, if that such subordination is contingent upon Tenant being provided with a non-disturbance agreement reasonably acceptable to Tenant. As used herein, the holder term mortgage shall mean any first lien mortgage, deed of trust, deed to secure debt or holders other instruments used to secure debt. Landlord represents and warrants to Tenant that Lender, which currently holds a mortgage encumbering the Premises, has agreed to utilize the form of subordination, nondisturbance and attornment agreement attached hereto as Exhibit D and made a part hereof. Tenant agrees to execute and deliver such agreement (properly completed) upon request by Landlord, and as to any such Encumbrance ("Holder") shall require that this Lease future mortgage or ground lease, Tenant agrees to be prior execute and superior theretodeliver the standard form of subordination, nondisturbance and attornment agreement of the mortgagee or ground lessor within ten (10) days of written after request of by Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize nondisturbance provisions thereof are reasonably acceptable to Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.

Subordination. This So long as Tenant is provided with a Subordination, Nondisturbance and Attornment Agreement substantially in the form to be agreed to by Landlord and Tenant no later than thirty (30) days after the execution of this Lease is (which form shall then be attached as Exhibit “G”) this Lease and Tenant’s interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any ground mortgage, now existing or hereafter created on or against the Premises, and underlying leasesall amendments, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant’s obligation to pay Rent is conditioned on Tenant’s receipt on or before the Commencement Date of a Subordination, if Nondisturbance and Attornment Agreement executed by Landlord and its lender. Tenant agrees, at the election of the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretomortgage, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring such holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of attornment as shall be requested by any such holder. Notwithstanding the Property foregoing, any such holder may at any sale time subordinate its mortgage to this Lease, without Tenant’s consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution, delivery or other proceeding or pursuant recording and in that event such holder shall have the same rights with respect to this Lease as though this Lease had been executed prior to the exercise execution, delivery and recording of such mortgage and had been assigned to such holder. The term “mortgage” whenever used in this Lease shall be deemed to include deeds of trust, security assignments and any other rightsencumbrances, powers or remedies and any reference to the “holder” of a mortgage shall be deemed to include the beneficiary under such Encumbrancea deed of trust. Upon request by Tenant, Landlord will obtain and deliver to Tenant a nondisturbance agreement from Landlord’s then existing mortgagee (if any) for the benefit of Tenant, in form and substance substantially in accordance with Exhibit “G” attached hereto and incorporated herein by reference.

Subordination. (a) This Lease is shall be subject and subordinate at all times to the lien of any mortgage, deed of trust, or other security instrument, or ground and underlying leaseslease, mortgages and deeds of trust (collectively "Encumbrances") which may now affect master lease, or primary lease heretofore or hereafter placed by Landlord on the Property or any part thereof and to of all renewals, modifications, consolidations, replacements and extensions thereof; providedthereof (all of which are hereinafter referred to collectively as "Mortgage"), howeverall automatically and without the necessity of any further act on the part of Tenant to effectuate such subordination. Tenant shall, if at the request of the holder or holders of any such Encumbrance Mortgage ("HolderLandlord's Mortgagee") ), upon foreclosure thereof attorn to Landlord's Mortgagee. Tenant shall require that also execute, acknowledge and deliver, within 15 days after Tenant's receipt of demand from Landlord or Landlord's Mortgagee, such other instrument or instruments evidencing such subordination of Tenant's right, title and interest under this Lease to be prior the lien of the Mortgage and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents such other instrument or instruments which of attornment, as shall be desired by Landlord's Mortgagee. With respect to any Mortgage first encumbering the Building subsequent to the Commencement Date of the Lease, upon Tenant's request, Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right will use its good faith efforts to cause this Lease Landlord's Mortgagee to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, agree that so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default of its obligations under the Lease, the Lease will not be terminated and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien possession of the Encumbrance so long as Premises will not be disturbed by the termination or foreclosure, or proceeds for enforcement, of such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceMortgage.

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

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

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

Subordination. This Lease is subject Agreement, and all rights of Licensee hereunder, shall be subordinate to (a) any ground mortgage, deed of trust, or any other hypothecation or security now or hereafter placed upon the real property of which the Ag Lot is a part or any interest of Licensor therein and underlying leases, mortgages to any and deeds of trust (collectively "Encumbrances") which may now affect all advances made on the Property security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof; provided(b) any reciprocal easement agreement, howevergrant of easements, if or declaration of conditions, covenants and restriction currently recorded against title to the holder Ag Lot, the Property or holders of the Project, including any subsequent easements designed, granted, or reserved in accordance with any such Encumbrance agreement, grant or declaration currently encumbering the Ag Lot, the Property or the Project; and ("Holder"c) shall require that the CPR Documents, as the same may be further amended from time to time. Licensee agrees to execute any documents required to effectuate the subordination provisions set forth above. Licensee does hereby make, constitute and irrevocably appoint Licensor as Licensee’s attorney-in-fact and in Licensee’s name, place and stead, to execute such documents in accordance with this Lease to be prior and superior theretoSection 22. End of Addendum B Addendum C – Application of 99-Year Fee THIS ADDENDUM C SHALL AUTOMATICALLY BECOME EFFECTIVE AS OF THE COMMENCEMENT DATE Unless otherwise defined in this Addendum, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord initially-capitalized words shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that meanings given them in the event other parts of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the Agreement. The provisions of this Lease Addendum C (this “Addendum”) shall govern and apply to be observed and performed by Tenant. Within ten (10the Ag Lot identified in Section 1(c) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain nonSpecific Provisions of this Agreement and to the 99-disturbance provisions substantially Year Fee paid to Licensor by Licensee in conformance connection with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceAg Lot.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect At the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request option of Landlord to Tenantbe expressed in writing from time to time, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to and the rights of Tenant hereunder are and shall be and become and remain subject and subordinate to any and all Encumbrances mortgages, trust deeds and charges (any of which are herein called “Mortgage” or “Mortgages”) and any and all easements and rights of way (provided that the same do not materially adversely affect Tenant’s access to or use of the Premises) (“Easements”) on or in any way affecting the Premises or the Project or any part thereof now or may hereafter be executed covering in the Premisesfuture, including all renewals, extensions, modifications and replacements of any Mortgages and Easements from time to time. Tenant shall at any time on ten (10) days’ notice from Landlord or holder of a Mortgage attorn to and become a tenant of the holder of any of such Mortgages or any party whose title to the Project is superior to that of Landlord upon the same terms and conditions as set forth herein. Tenant shall execute promptly on request by Landlord any certificates, agreements, instruments of postponement or attornment, or other such instruments or agreements as requested from time to time to postpone or subordinate this Lease and all of Tenant’s rights hereunder to any renewals, modifications, consolidations, replacements of such Mortgages or extensions thereof, for the full amount of all advances made Easements or to be made thereunder and without regard otherwise give full effect to the time or character any of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease Article 15. Provided Tenant is not in default hereunder, and at Tenant’s request and sole cost and expense, Landlord shall obtain from the holder of any Mortgage, in respect of which Tenant has executed and delivered an instrument of postponement, subordination or attornment as required hereby, its agreement to be observed permit Tenant to continue in occupation of the Premises in accordance with and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or subject to the Holder to make terms of this Lease subordinate to any lien of the Encumbrance so long as such documents contain non(“Non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceDisturbance Agreement”).

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

Subordination. (a) This Lease is and the rights of Tenant hereunder shall be and are hereby expressly made subject to and subordinate at all times to any ground and underlying leases, mortgages and deeds deed of trust or mortgage (collectively "Encumbrances"a “Mortgage”) which may or ground lease now affect or hereafter existing on the Property Building, and to all renewalsamendments, modifications, consolidationsrenewals, extensions, consolidations and replacements thereof, and extensions to all advances made or hereafter to be made upon the security thereof; provided, however, if that as a condition to such subordination the holder of the deed of trust or holders of any such Encumbrance mortgage ("Holder"the “Mortgagee”) shall require that this Lease to be prior and superior theretoor the ground lessor, within ten (10) days of written request of Landlord to Tenantas applicable, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereofshall, so long as no Event of Default has occurred, not disturb Tenant in its possession of the Premises. Upon request, Tenant agrees to execute and deliver to Landlord obtains from such further instruments consenting to or confirming the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions subordination of this Lease to the Mortgage or ground lease and containing such other provisions which may be observed and performed requested in writing by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord the Mortgagee or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoingground lessor. Notwithstanding anything to the contrary set forth contained herein, any Mortgagee may subordinate, in whole or in part, its Mortgage to this paragraphLease without joinder of Tenant by sending Tenant notice in writing. There are no ground lessors and the only Mortgagee as of the date of this Lease is LaSalle National Bank. Landlord agrees that it shall make commercially reasonable efforts to cause LaSalle National Bank or its assignee to execute a Subordination, Non-Disturbance and Attornment Agreement in the form customarily executed by LaSalle National Bank or its assignee (the “SNDA”) between Tenant hereby attorns and agrees to attorn to any entity purchasing LaSalle National Bank or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceits assignee.

Subordination. This Tenant accepts this Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such recorded mortgage or deed of trust lien or assignment of leases and rents presently existing or hereafter created upon the Holder shall recognize Tenant's rights Building or Project (provided, however, that any such mortgagee may, at any time, subordinate such mortgage, deed of trust or other lien or assignment of leases and rents to this Lease) and to any renewals thereof. Tenant agrees that this clause is self-operative and no further instrument of subordination is required to effect such subordination. Tenant also agrees upon demand to execute additional instruments subordinating this Lease as Landlord may require. If the interests of Landlord under this Lease as long as are transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage or deed of trust lien or assignment of leases and rents on the Leased Premises, Tenant is not then in default agrees to be bound to the transferee (sometimes called the "Purchaser"), under the terms, covenants and continues to pay the Rent and observe and perform all the provisions conditions of this Lease to be observed for the balance of the term remaining, including any extensions or renewals, with the same force and performed effect as if the Purchaser were Landlord under this Lease, and, if requested by Tenant. Within ten (10) days after Landlord's written requestthe Purchaser, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to the Purchaser, including the first mortgagee under any entity purchasing such mortgage if it be the Purchaser, as its landlord, provided, in either event such Purchaser agrees to recognize the rights of Tenant hereunder as long as no Event of Default exists. Upon transfer of Landlord's interest to Purchaser, Purchaser shall not be 1) subject to any credit, demand, claim, counterclaim, offset or otherwise acquiring defense which theretofore accrued to Tenant against Landlord; 2) liable for any previous act or omission of Landlord, 3) unless consented to by Landlord's lender, bound by any previous modification of the Property at Lease or prepayment of more than one month's Base Rent or Additional Rent in advance; 4) required to account for any sale Security Deposit unless actually delivered to Landlord's lender by Landlord; 5) bound by any obligation to make any payment or other proceeding or pursuant grant any credit except as specifically provided for in this Lease; and 6) responsible for any monies owing to the exercise of any other rights, powers or remedies under such EncumbranceTenant by Landlord.

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

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which mortgages, deeds of trust and ground leases, if any ("Encumbrances") that are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such ground lease or upon the foreclosure of any such mortgage or deed of trust trust, so long as Tenant is not in default, the Holder holder thereof ("Holder") shall agree to recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to shall pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute execute, acknowledge and deliver any and all reasonable documents required by Landlord or the Holder to make effectuate such subordination. If Tenant fails to do so, such failure shall constitute a Default by Tenant under this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoingLease. Notwithstanding anything to the contrary set forth in this paragraphParagraph 31, Tenant hereby attorns and agrees to attorn to any person or entity purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.

Subordination. This Lease is subject and subordinate to the lien of all and any ground mortgages (which term “mortgages” shall include both construction and underlying leases, mortgages permanent financing and shall include deeds of trust (collectively "Encumbrances"and similar security instruments) which may now or hereafter encumber or otherwise affect the Property real estate (including the Building) of which the Premises form a part, or Landlord’s leasehold interest therein, and to all and any renewals, extensions, modifications, consolidationsrecastings or refinancings thereof. Notwithstanding the foregoing Landlord shall obtain from any holder of a mortgage, replacements deed of trust or other security instrument a non-disturbance agreement from such third parties acknowledging and extensions thereofagreeing that Tenant’s possession of the Premises will not be disturbed so long as Tenant performs its obligations hereunder. In confirmation of such subordination, Tenant shall, at Landlord’s request, promptly execute any requisite or appropriate certificate or other document and if Tenant fails to execute the same within fifteen (15) days following receipt of request from Landlord, Tenant agrees that Landlord shall be authorized to execute the certificate or other document as Tenant’s attorney-in-fact. Tenant agrees that in the event that any proceedings are brought for the foreclosure of any such mortgage, Tenant shall attorn to the purchaser at such foreclosure sale and recognize such purchaser as the Landlord under this Lease, and Tenant waives the provisions of any statute or rule of law, now or hereinafter in effect, which may give or purport to give Tenant any right to terminate or otherwise adversely affect this Lease and the obligations of Tenant hereunder in the event that any such foreclosure proceeding is prosecuted or completed; provided, however, if that such attornment and recognition shall be conditioned upon Tenant’s receiving from such purchaser, reasonable assurances that Tenant may remain in quiet and peaceable possession of the holder or holders Premises for the unexpired term at the rents herein provided and that purchaser shall otherwise keep and perform all of any such Encumbrance ("Holder") shall require that this Lease to be prior the covenants and superior thereto, within ten (10) days of written request conditions herein contained on the part of Landlord to Tenant, Tenant shall execute, have acknowledged be kept and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceperformed.

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

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property Premises, to any covenants, conditions or restrictions of record as of the Effective Date, and to all renewals, modifications, consolidations, replacements and extensions thereofthereof (that do not have a material adverse effect upon Tenant); provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten seven (107) days of after written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, in the form presented to Tenant, which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, Holder shall agrees to recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Base Monthly Rent and observe additional rent and perform observes and performs all the required provisions of this Lease to be observed and performed by TenantLease. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents reasonably required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance Encumbrance. If Tenant fails to do so, then it shall be deemed that this Lease is so long as subordinated to such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. Notwithstanding anything to the contrary set forth in this paragraphSection, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceencumbrance. Landlord shall cause the existing lender for the Building to furnish to Tenant, within thirty (30) days of the date of both parties' execution of this Lease, with a written agreement, in form and substance reasonably acceptable to Tenant, providing for (i) recognition by the lender of all of the terms and conditions of this Lease; and (ii) continuation of this Lease upon foreclosure of existing lender's security interest in the Premises. In the event that Landlord is unable to provide such agreement, Tenant's sole remedy shall be termination of the Lease, which election shall be made within thirty (30) days following the expiration of such 30-day period.

Subordination. This Lease is subject (a) Each Agent (on behalf of itself and subordinate to any ground its other Relevant Subordinated Parties) hereby agrees, on a several basis, that all of their respective right, title and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property interest in and to all renewalsthe Subordinated Obligations shall be subordinate and junior in right of payment to the rights of the Senior Parties in respect of the obligations of each Guarantor (whether now existing or from time to time after the date hereof incurred, modificationsassumed, consolidationscreated or arising) arising under the Senior Debt Documents (as defined below), replacements and extensions thereof; providedincluding the payment of principal, howeverpremium (if any), if interest (including, without limitation, interest accruing on or after the holder or holders filing of any Insolvency Proceeding (as defined below) relating to the Company or any Guarantor pursuant to the terms of the Senior Debt Documents, whether or not a claim for post-filing interest is allowed or allowable in any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretoInsolvency Proceeding), within ten (10) days of written request of Landlord to Tenantfees, Tenant shall executecharges, have acknowledged and deliver any expenses, indemnities, reimbursement obligations and all reasonable documents other amounts payable thereunder or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions in respect thereof, for in each case whether or not any of the full amount foregoing is allowed or allowable as a claim in any Insolvency Proceeding (collectively, the “Senior Obligations”). For the avoidance of all advances made doubt, (1) “payment in full” (or similar term used herein) of the Senior Obligations will not be deemed to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, have occurred so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that Obligations under and as defined in the event of termination of Senior Debt Documents remain outstanding (other than any such lease inchoate obligations for which no claim has been asserted) and (2) nothing herein shall or upon shall be deemed to affect, alter or impair the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long Subordinated Parties under the relevant ECA Agreement and the [Loan] Documents (as such documents contain non-disturbance provisions substantially defined in conformance the relevant ECA Agreement) other than with the foregoing. Notwithstanding anything respect to the contrary set forth Subordinated Guarantees entered into in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.connection with that ECA Agreement. For purposes hereof:

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "“Encumbrances"”) which may now or hereafter affect the Property and to all renewalsBuilding or the Project, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("“Holder"”) shall require that this Lease to be prior and superior thereto, within ten seven (107) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, in the form presented to Tenant, which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, so long as Tenant is not in default, Holder shall agrees to recognize Tenant's ’s rights under this Lease as long as Tenant is not then in default and continues to shall pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's ’s written request, Tenant shall execute any and all documents required by Landlord or the Holder required to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. If Tenant fails to do so, it shall be deemed that this Lease is subordinated. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Building or the Project at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.

Subordination. This The rights and interests of Tenant under this Lease is and in and to the Premises shall be subject and subordinate to all easements and recorded restrictions, covenants, and agreements pertaining to the Project, or any ground part thereof, and underlying leases, mortgages and to all deeds of trust (collectively "Encumbrances") which may now affect the Property trust, mortgages, and other security instruments and to all renewals, modifications, consolidations, replacements and extensions thereofthereof (the “Security Documents”) heretofore or hereafter executed by Landlord covering the Premises, the Building or any part of the Project, to the same extent as if the Security Documents had been executed, delivered and recorded prior to the execution of this Lease. After Tenant’s receipt of a notice from Landlord that it has entered into one or more Security Documents, then, during the term of such Security Documents, Tenant shall deliver to the holder or holders of all Security Documents a copy of all notices to Landlord and shall grant to such holder or holders the right to cure all defaults, if any, of Landlord hereunder within the same time period provided in this Lease for curing such defaults by Landlord and, except with the prior written consent of the holder or holders of the Security Documents, shall not surrender or terminate this Lease except pursuant to a right to terminate expressly set forth in this Lease. Tenant shall attorn to any holder of any Security Documents or its successor in interest by foreclosure or otherwise. The provisions of this subsection shall be seIf-operative and shall not require further agreement by Tenant; however, at the request of Landlord, Tenant shall execute such further documents as may be required by the holder of any Security Documents. At any time and from time to time upon not less than ten (10) days’ prior notice by Landlord, Tenant shall execute, acknowledge and deliver to the Landlord a written estoppel certificate certifying: (i) the Rentable Area of the Premises, (ii) the Commencement Date and Expiration Date of this Lease, (iii) the Base Rent and Additional Rent, (iv) that this Lease is unmodified and in full force and effect, or if there have been modifications, that the same is in full force and effect as modified and stating the modifications, (v) whether or not the Landlord is in default in the keeping, observance or performance of any covenant, agreement, term, provision or condition of this Lease and, if so, specifying each such default, (vi) that Tenant has unconditionally accepted and occupied the Premises, (vii) that all requirements of the Lease have been complied with and no charges, set-offs or other credits exist against any rentals, (viii) that Tenant has not assigned, pledged, sublet, or otherwise transferred any interest in this Lease, or the nature of any of the foregoing effectuated by Tenant in accordance with this Lease; and (ix) such other matters as Landlord may reasonably request, it being intended that any such statement may be relied upon by Landlord, any prospective purchaser, mortgagee or assignee of any mortgage of the Building or the Project or of the Landlord’s interest therein. At Tenant’s written request, Landlord shall use commercially reasonable efforts to secure from the holder of the Security Documents (such holder, “Landlord’s Mortgagee”) a non-disturbance agreement on the standard form of the Landlord’s Mortgagee with or for the benefit of Tenant whereby the Landlord’s Mortgagee agrees not to disturb Tenant’s possession of the Premises provided Tenant is not in Default; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right no liability if Landlord’s Mortgagee does not agree to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of provide such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in notwithstanding Landlord’s commercially reasonable efforts to secure the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenantsame. Within ten (10) days after Landlord's written request, Tenant shall execute be responsible for any and all documents required charges, fees or costs assessed by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain Landlord’s Mortgagee in providing any non-disturbance provisions substantially in conformance with the foregoingagreement. Notwithstanding anything “Commercially reasonable efforts” of Landlord shall not require Landlord to the contrary set forth in this paragraphincur any cost, Tenant hereby attorns and agrees expense or liability to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under obtain such Encumbrancea non-disturbance agreement.

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

Subordination. This Lease is subject shall to subordinate at all times to all covenants, restrictions, easements and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may encumbrances now affect or hereafter affecting the Property and to any ground or superior leases or mortgages that are now, or may hereafter be, placed upon the Premises (and any advances made thereunder), and to the interest thereon, and to all amendments, renewals, modifications, consolidations, replacements and extensions thereof; , provided, that the holder of such interest shall agree not to disturb Tenant absent an Event of Default hereunder, provided further, however, if that any mortgagee may elect to have this Lease constitute a lien prior to its mortgage, and in the event of such election and upon notification by such mortgagee to Tenant to that effect, this Lease shall be deemed prior in lien to such mortgage, whether this Lease is dated prior to or subsequent to the date of such mortgage. The aforesaid provisions shall be self-operative and no further instrument of subordination shall be necessary unless required by the holder or holders of any ground or superior lease or mortgage. Upon the request of Landlord, any ground or superior lessor or any mortgagee, Tenant shall execute whatever instruments may be reasonably required by Landlord, ground or superior lessor or mortgagee to carry out the intent of this Section (provided that such Encumbrance ("Holder"instrument contains the non-disturbance protection referenced above) and, in addition, shall require that execute and deliver such further instruments containing modifications of this Lease, so long as such modifications do not materially increase Tenant’s monetary obligations under this Lease to be prior or otherwise materially and superior theretoadversely affect Tenant’s rights or privileges under this Lease. Landlord shall obtain, at Tenant’s sole cost, a subordination, non-disturbance and attornment agreement on Landlord’s existing mortgagee’s standard form, provided that Tenant shall execute same within ten (10) days of written request of Landlord to Tenant, following receipt thereof. Tenant shall execute, have acknowledged pay all actual out-of-pocket legal and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together other costs incurred in connection with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain and/or non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceprotection promptly following Landlord’s demand therefor.

Subordination. This Lease is and all rights of Tenant hereunder are subject and subordinate to any ground deed of trust, mortgage or other instrument of security which does now or may hereafter cover the Building and underlying leasesthe Land or any interest of Landlord therein, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to any [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deed of trust, mortgage or instrument of security. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the holder upon demand at any time or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall times execute, have acknowledged acknowledge and deliver to Landlord any and all reasonable documents or instruments which Landlord or Holder deems and certificates that, in the judgment of Landlord, may be necessary or desirable for proper to confirm or evidence such purposessubordination. Landlord shall have Tenant further covenants and agrees upon demand by Landlord’s mortgagee at any time, before or after the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder institution of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings for the foreclosure of any such deed of trust, mortgage or other instrument of security, or sale of the Building pursuant to any such deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions trust, mortgage or other instrument of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestsecurity or voluntary sale, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to the purchaser upon any entity purchasing or otherwise acquiring such sale and to recognize and attorn to such purchaser as Landlord under this Lease, provided such purchaser performs all of Landlord’s obligations under the Property at Lease and agrees not to disturb Tenant’s possession of the Premises. Landlord shall use reasonable efforts to obtain, within sixty days after the Lease Execution Date, a commercially reasonable nondisturbance agreement for the benefit of Tenant from the beneficiary under any sale deed of trust, mortgage or other proceeding or pursuant security interest (“Mortgagee”) covering the Complex. Tenant’s subordination to the exercise any future Mortgagee is conditioned upon Tenant receiving a commercially reasonable form of any other rights, powers or remedies under nondisturbance agreement from such EncumbranceMortgagee.

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

Subordination. This Lease is subject and all of Tenant's rights hereunder shall be automatically subordinate to any ground and underlying leasesall Encumbrances, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, howeverand to any and all advances made or hereafter made on the security thereof or Landlord's interest therein, if unless an Encumbrancer requires in writing that this Lease be superior to its Encumbrance. If any proceeding is brought for the holder or holders foreclosure of any such Encumbrance ("Holder"or if by deed in lieu of foreclosure the Project is obtained by Encumbrancer or any purchaser, or if any ground lease is terminated), if such purchaser or Encumbrancer, as applicable, elects in its sole discretion to accept this Lease, then (a) shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall executeattorn, have acknowledged and deliver without any and all reasonable documents deductions or instruments which Landlord set-offs whatsoever, to the Encumbrancer or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, purchaser or any renewals, modifications, consolidations, replacements successors thereto upon any foreclosure sale or extensions thereof, for the full amount of all advances made deed in lieu thereof (or to the ground lessor), (b) Tenant shall recognize such purchaser or Encumbrancer as the "Landlord" under this Lease, and (c) Tenant's possession and quiet enjoyment of the Premises hereunder shall not be made thereunder and without regard to the time disturbed by such purchaser or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, Encumbrancer for so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the timely pays Rent and observe observes and perform all performs the provisions terms, covenants and conditions of this Lease to be observed and performed by Tenant. Within Landlord's interest herein may be assigned as security at any time to any Encumbrancer. The provisions of this Section 13.1.1 shall be self-operative without execution of any further instruments; provided, however, within ten (10) Business Days after request by Landlord or any Encumbrancer, Tenant shall execute such further commercially reasonable instruments or assurances which are consistent with the provisions of this Section 13.1.1 to evidence or confirm the subordination or superiority of this Lease to any such Encumbrance. Tenant waives the provisions of any Requirement which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding, deed in lieu thereof or sale. Tenant agrees with Encumbrancer that if Encumbrancer or any foreclosure sale purchaser shall succeed to the interest of Landlord under this Lease, Encumbrancer shall not be (i) liable for any action or omission of any prior Landlord under this Lease except for continuing non- monetary defaults, or (ii) subject to any offsets or defenses which Tenant might have against any prior Landlord accept as set forth in Section 12.8 above, or (iii) bound by any Rent which Tenant might have paid for more than the current month to any prior Landlord unless actually received by the Encumbrancer, or (iv) liable for any Security Deposit not actually received by such Encumbrancer, or (v) bound by any modification or amendment of this Lease not consented to by such Encumbrancer. Notwithstanding the foregoing, (i) within thirty (30) days after Landlord's written requestexecution and delivery of this Lease, Tenant Landlord shall execute use commercially reasonable efforts to obtain from any current Encumbrancer a fully-executed Subordination, Non-Disturbance and all documents required Attornment Agreement on a commercially reasonable form, which includes such Encumbrancer's agreement to be bound following a foreclosure by Landlord or Tenant's offset rights and Landlord's obligation to fund the Holder to make this Lease subordinate to any lien Construction Allowance and (ii) the subordination of the Lease to a future Encumbrance so long as shall be conditioned upon Tenant's receipt from any such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise Encumbrancer of any other rights, powers or remedies under such Encumbrancea recognition agreement.

Subordination. This Lease is subject and all of Tenant’s rights hereunder shall be automatically subordinate to any ground and underlying leasesall Encumbrances, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, howeverand to any and all advances made or hereafter made on the security thereof or Landlord’s interest therein, if unless an Encumbrancer requires in writing that this Lease be superior to its Encumbrance. If any proceeding is brought for the holder or holders foreclosure of any such Encumbrance ("Holder"or if by deed in lieu of foreclosure the Project is obtained by Encumbrancer or any purchaser, or if any ground lease is terminated), if such purchaser or Encumbrancer, as applicable, elects in its sole discretion to accept this Lease, then (a) shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall executeattorn, have acknowledged and deliver without any and all reasonable documents deductions or instruments which Landlord set-offs whatsoever, to the Encumbrancer or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, purchaser or any renewals, modifications, consolidations, replacements successors thereto upon any foreclosure sale or extensions thereof, for the full amount of all advances made deed in lieu thereof (or to the ground lessor), (b) Tenant shall recognize such purchaser or Encumbrancer as the “Landlord” under this Lease, and (c) Tenant’s possession and quiet enjoyment of the Premises hereunder shall not be made thereunder and without regard to the time disturbed by such purchaser or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, Encumbrancer for so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the timely pays Rent and observe observes and perform all performs the provisions terms, covenants and conditions of this Lease to be observed and performed by Tenant. Within Landlord’s interest herein may be assigned as security at any time to any Encumbrancer. The provisions of this Section 13.1.1 shall be self-operative without execution of any further instruments; provided, however, within ten (10) days Business Days after Landlord's written requestrequest by Landlord or any Encumbrancer, Tenant shall execute any and all documents required by Landlord such further commercially reasonable instruments or assurances which are consistent with the Holder provisions of this Section 13.1.1 to make evidence or confirm the subordination or superiority of this Lease subordinate to any lien such Encumbrance. Tenant waives the provisions of any Requirement which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance the event of any foreclosure proceeding, deed in lieu thereof or sale. Tenant agrees with the foregoing. Notwithstanding anything Encumbrancer that if Encumbrancer or any foreclosure sale purchaser shall succeed to the contrary set forth in interest of Landlord under this paragraphLease, Tenant hereby attorns and agrees to attorn Encumbrancer shall not be (i) liable for any action or omission of any prior Landlord under this Lease, or (ii) subject to any entity purchasing offsets or otherwise acquiring defenses which Tenant might have against any prior Landlord, or (iii) bound by any Rent which Tenant might have paid for more than the Property at current month to any sale prior Landlord, or other proceeding (iv) liable for any Security Deposit not actually received by such Encumbrancer, or pursuant (v) bound by any modification or amendment of this Lease not consented to the exercise of any other rights, powers or remedies under by such EncumbranceEncumbrancer.

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

Subordination. This Tenant accepts this Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such recorded mortgage or deed of trust lien or assignment of leases and rents presently existing or hereafter created upon the Holder shall recognize Leased Premises (provided, however, that any such mortgagee may, at any time, subordinate such mortgage, deed of trust or other lien or assignment of leases and rents to this Lease) and to any renewals thereof. Tenant agrees that this clause is self-operative and no further instrument of subordination is required to effect such subordination. Tenant also agrees within fifteen (15) business days of demand to execute additional instruments subordinating this Lease as Landlord may require, provided such instruments include the non-disturbance of Tenant's ’s rights and tenancy under this Lease as long as no Event of Default exists. If the interests of Landlord under this Lease are transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage or deed of trust lien or assignment of leases and rents on the Leased Premises, and provided such Purchaser assumes the obligations of Landlord under this Lease after the date of such transfer, Tenant is not then in default agrees to be bound to the transferee (sometimes called the “Purchaser”), under the terms, covenants and continues to pay the Rent and observe and perform all the provisions conditions of this Lease to be observed for the balance of the term remaining, including any extensions or renewals, with the same force and performed effect as if the Purchaser were Landlord under this Lease, and, if requested by Tenant. Within ten (10) days after Landlord's written requestthe Purchaser, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to the Purchaser, including the first mortgagee under any entity purchasing such mortgage if it be the Purchaser, as its landlord. Upon transfer of Landlord’s interest to Purchaser, Purchaser shall not be 1) subject to any credit, demand, claim, counterclaim, offset or otherwise acquiring the Property at defense which theretofore accrued to Tenant against Landlord nor 2) liable for any sale previous act or other proceeding or pursuant to the exercise omission of any other rights, powers or remedies under such EncumbranceLandlord.

Subordination. 13.1 This Lease is and the term and estate hereby granted are and shall be subject and subordinate to any ground and underlying leases, mortgages and deeds (a) the lien of trust (collectively "Encumbrances") each mortgage which may now or shall at any time hereafter affect the Property Premises, the Building and/or the Land, or the Landlord’s interest therein (collectively, as the same may be extended, modified, or consolidated without increasing the principal balance secured thereby, the “underlying mortgages”), provided that in the case of future underlying mortgages or increases in the principal balance secured by any existing underlying mortgage, the holder thereof executes, acknowledges and delivers to all renewalsthe Tenant a non-disturbance agreement substantially in the form of Exhibit E and (b) any future ground or net lease of the Land and/or the Building (collectively, modificationsas the same may be extended, consolidationsmodified or consolidated, replacements and extensions thereof; providedthe “underlying leases”), however, if provided that the holder or the lessor thereunder executes, acknowledges and delivers to the Tenant a non-disturbance agreement substantially in the form of Exhibit F. The Landlord agrees to use reasonable efforts to obtain a non-disturbance agreement from all such holders and lessors substantially in the form of Exhibit E or Exhibit F, as the case may be, and the Tenant agrees to accept such reasonable changes to the form as such holder or lessor may reasonably require. Without limiting the generality of the foregoing, the Landlord further agrees to use reasonable efforts to have such holders and lessors agree to the deletion of subparagraph 4(c) from the forms of non-disturbance agreement annexed hereto. The foregoing provisions for the subordination of this Lease and the term and the estate hereby granted to future underlying mortgages and underlying leases shall be self-operative upon delivery to the Tenant of an executed non-disturbance agreement substantially in the form of Exhibit E or Exhibit F, as the case may be, and no further instrument shall be required to effect any such Encumbrance ("Holder") shall require that this Lease subordination; but the Tenant shall, from time to be prior and superior theretotime, within ten (10) days of written upon request of Landlord to Tenantby the Landlord, Tenant shall execute, have acknowledged execute and deliver any and all reasonable documents or instruments which Landlord or Holder deems that may be necessary or desirable for proper to effect such purposessubordination or to confirm or evidence the same. Landlord If the Landlord’s interest in the Building or the Land shall have the right to cause this Lease to be and become and remain subject and subordinate sold or conveyed to any and all Encumbrances which are now person, firm or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or corporation upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any remedy provided for in any underlying mortgage or by law or equity, or if the Landlord’s interest in this Lease is assigned or conveyed to the landlord under any ground lease as a result of a default by the tenant under the ground lease and a resulting termination thereof, such person, firm or corporation succeeding to the Landlord’s interest in the Building or Land or this Lease and each person, firm or corporation thereafter succeeding to its interest in the Building or the Land or this Lease (i) shall not be liable for any act or omission of the Landlord under this Lease occurring prior to such sale or conveyance, (ii) shall not be subject to any offset, defense or counterclaim accruing prior to such sale or conveyance, (iii) shall not be bound by any payment prior to such sale or conveyance of Rent for more than one month in advance (except prepayments in the nature of security for the performance by the Tenant of its obligations hereunder), and (iv) shall be liable for the performance of the other rights, powers or remedies obligations of the Landlord under this Lease only during the period such Encumbrancesuccessor landlord shall hold such interest.

Subordination. This Without the necessity of any additional document being executed by City for the purpose of effecting a subordination, and subject to subsection (b) below, this Lease is shall be subject and subordinate at all times to the following (each an "Encumbrance"): (a) any reciprocal easement agreements, ground leases or other underlying leases that may hereafter be executed affecting Landlord’s interest in the Property, or any portion thereof, and underlying leases, (b) the lien of any mortgages and or deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereofof any of the foregoing that may hereafter be executed by Landlord in any amount for which any part of the Property, any ground leases or underlying leases, or Landlord’s interest or estate therein is specified as security; providedprovided that as a condition to any such Encumbrance, however, if the holder or holders of any such the Encumbrance ("Holder") shall require that this Lease to be prior shall, at City’s request, enter into a subordination and superior theretonondisturbance agreement with City in a form then commercially reasonable. Notwithstanding the foregoing, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to subordinate or cause to be subordinated to this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now Encumbrance. In the event that any ground lease or may hereafter be executed covering the Premises, underlying lease terminates for any reason or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, City shall pay subsequent Rent and attorn to and become the Holder tenant of such successor landlord, at the option of such successor-in-interest, provided that City has received proper written notice of such succession and the name and address of the successor landlord, and further provided that, in the case of any Encumbrance hereafter executed, as a condition to such attornment the holder of such Encumbrance shall, at City’s request, agree that so long as City is not in default hereunder, such holder shall recognize Tenant's rights under this Lease as long as Tenant is and shall not then disturb City in default and continues its possession of the Premises for any reason other than one that would entitle Landlord to pay terminate this Lease or otherwise dispossess City of the Rent and observe and perform all Premises in accordance with the terms hereof. The provisions of this Lease Section shall be self-operative and no further instrument shall be required other than as provided in this Section. City agrees, however, to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required upon request by Landlord and in a form reasonably acceptable to City, any additional documents evidencing the priority or the Holder to make subordination of this Lease subordinate with respect to any lien of such Encumbrance as provided herein. Landlord shall use its best efforts to provide to City, before the Encumbrance so long as such documents contain Effective Date, executed non-disturbance provisions substantially in conformance with and attornment agreements from the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise holder of any other rights, powers or remedies under existing Encumbrance. The form of such Encumbranceagreement shall be subject to City’s reasonable approval.

Subordination. This Lease is subject and subordinate Subject to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereofconditions of this section, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize -------------- this Lease and Tenant's rights under this Lease as long as Tenant is not then are subordinate to any ground lease or underlying lease, first mortgage, first deed of trust, or other first lien against the Leased Property, together with any renewal, consolidation, extension, modification or replacement thereof, which now or at any subsequent time affects the Leased Property or any interest of Landlord in default and continues the Leased Property, except to pay the Rent and observe and perform all the provisions of extent that any such instrument expressly provides that this Lease is superior. The foregoing subordination provision is expressly conditioned upon any lessor or mortgagee being obligated and bound to recognize Tenant as the tenant under this Lease, and such lessor or mortgagee shall have no right to disturb Tenant's possession, use and occupancy of the Leased Property or Tenant's enjoyment of its rights under this Lease unless and until an Event of Default occurs hereunder. Any foreclosure action or proceeding by any mortgagee with respect to the Leased Property shall not affect Tenant's rights under this Lease and shall not terminate this Lease unless and until an Event of Default occurs hereunder. The foregoing provisions will be observed self-operative, and performed by Tenantno further instrument will be required in order to effect them. Within ten (10) days after Landlord's written requestHowever, Tenant shall execute execute, acknowledge and deliver to Landlord, at any time and all from time to time upon demand by Landlord, such documents required as may be requested by Landlord or the Holder any mortgagee or any holder of any mortgage or other instrument described in this section, to make this Lease subordinate to confirm or effect any lien of the Encumbrance so long such subordination, provided that any such document shall include a nondisturbance provision as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphsection satisfactory to Tenant. Any mortgagee of the Leased Property shall be deemed to be bound by the nondisturbance provision set forth in this section. If Tenant fails or refuses to execute, acknowledge, and deliver any such document within 20 days after written demand, Landlord may execute acknowledge and deliver any such document on behalf of Tenant as Tenant's attorney-in-fact. Tenant hereby attorns constitutes and agrees irrevocably appoints Landlord, its successors and assigns, as Tenant's attorney-in-fact to attorn to execute, acknowledge, and deliver on behalf of Tenant any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise documents described in this section. This power of any other rights, powers or remedies under such Encumbranceattorney is coupled with an interest and is irrevocable.

Subordination. This Lease is or may become subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "collectively, “Encumbrances"”) which may now affect the Property Premises, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("collectively, “Holder"”) shall require that this Lease to be prior and superior thereto, within ten fifteen (1015) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, in the form presented to Tenant, which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, so long as Tenant is not in default beyond applicable notice and cure periods, Holder shall agrees to recognize Tenant's ’s rights under this Lease as long as Tenant is not then in default and continues to shall pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten fifteen (1015) days after Landlord's ’s written request, Tenant shall execute any and all documents reasonably required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain nonEncumbrance, including without limitation a Subordination, Non-disturbance provisions Disturbance and Attornment Agreement substantially in conformance with the foregoingform attached hereto as Exhibit E. If Tenant fails to do so, it shall be deemed that this Lease is subordinated to such Encumbrance. Notwithstanding anything to the contrary set forth in this paragraphParagraph 27, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceEncumbrance provided that Tenant’s occupancy is not disturbed by such entity.

Subordination. (a) This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any deed of trust or mortgage or any ground lease, now existing or hereafter created on or against the Project or the Premises, and underlying leasesall amendments, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; , without the necessity of any further instrument or act on the part of Tenant. Tenant agrees to attorn to any such holder, provided, however, if that with respect to any future encumbrance, Tenant’s obligation to subordinate this Lease shall be subject to Tenant’s obtaining a commercially reasonable subordination, non-disturbance and attornment agreement providing for the holder recognition of Tenant’s rights, interests and options under this Lease in the event of a foreclosure, deed given in lieu of foreclosure or holders sale, so long as Tenant is not in default beyond applicable notice and cure periods. Except as set forth in the preceding sentence, the provisions of this Paragraph 27 shall be self-operative and no further instrument shall be required to effect such subordination or attornment; however, Tenant agrees to execute, acknowledge and deliver such commercially reasonable instruments, confirming such subordination and such instruments of attornment as shall be requested by any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, holder within ten (10) business days of receipt of such written request request. Tenant's obligation to furnish each such instrument requested hereunder in the time period provided is a material inducement for Landlord's execution of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease and any failure of Tenant to timely deliver each instrument shall be and become and remain deemed an Event of Default, subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character provisions of such advancesParagraph 23(g) above. Notwithstanding the foregoing, together with interest thereon this Lease and subject to all the terms and provisions thereof, so long as Landlord obtains Tenant’s obligations hereunder shall be conditioned upon receiving from the Holder holder of any such Encumbrance the existing mortgage encumbering the Project, within seven (7) business days after Landlord’s execution of this Lease, a subordination, non-disturbance and attornment agreement which provides that in substantially the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease form attached hereto as long as Tenant is not then in default Exhibit H and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed incorporated by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancereference herein.

Subordination. This Lease is subject and subordinate Subject to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereofconditions of this ------------- section, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize this Lease and Tenant's rights under this Lease as long as Tenant is not then are subordinate to any ground lease or underlying lease, first mortgage, first deed of trust, or other first lien against the Leased Property, together with any renewal, consolidation, extension, modification or replacement thereof, which now or at any subsequent time affects the Leased Property or any interest of Landlord in default and continues the Leased Property, except to pay the Rent and observe and perform all the provisions of extent that any such instrument expressly provides that this Lease is superior. The foregoing subordination provision is expressly conditioned upon any lessor or mortgagee being obligated and bound to recognize Tenant as the tenant under this Lease, and such lessor or mortgagee shall have no right to disturb Tenant's possession, use and occupancy of the Leased Property or Tenant's enjoyment of its rights under this Lease unless and until an Event of Default occurs hereunder. Any foreclosure action or proceeding by any mortgagee with respect to the Leased Property shall not affect Tenant's rights under this Lease and shall not terminate this Lease unless and until an Event of Default occurs hereunder. The foregoing provisions will be observed self- operative, and performed by Tenantno further instrument will be required in order to effect them. Within ten (10) days after Landlord's written requestHowever, Tenant shall execute execute, acknowledge and deliver to Landlord, at any time and all from time to time upon demand by Landlord, such documents required as may be requested by Landlord or the Holder any mortgagee or any holder of any mortgage or other instrument described in this section, to make this Lease subordinate to confirm or effect any lien of the Encumbrance so long as such documents contain subordination, provided that any such document shall include a non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary provision as set forth in this paragraphsection satisfactory to Tenant. Any mortgagee of the Leased Property shall be deemed to be bound by the non-disturbance provision set forth in this section. If Tenant fails or refuses to execute, acknowledge, and deliver any such document within 20 days after written demand, Landlord may execute acknowledge and deliver any such document on behalf of Tenant as Tenant's attorney-in-fact. Tenant hereby attorns constitutes and agrees irrevocably appoints Landlord, its successors and assigns, as Tenant's attorney-in-fact to attorn to execute, acknowledge, and deliver on behalf of Tenant any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise documents described in this section. This power of any other rights, powers or remedies under such Encumbranceattorney is coupled with an interest and is irrevocable.

Subordination. This Lease Lease, all rights of Tenant in this Lease, and all interest or estate of Tenant in the Property, is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders lien of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretoMortgage. Tenant will, within ten (10) days of written request of Landlord to Tenanton Landlord's demand, Tenant shall execute, have acknowledged execute and deliver any and all reasonable documents or instruments which to Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisesother person Landlord designates an original of a subordination, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance and attornment agreement which provides in form and content substantially similar to the Subordination, Non-Disturbance and Attornment Agreement attached hereto as EXHIBIT "L." Notwithstanding the foregoing, the subordination to any Mortgage provided for in this Section is expressly conditioned upon the mortgagee's agreement that as long as Tenant is not in default in the event payment of termination Rent or the performance and observance of any such lease covenant, condition, provision, term or upon agreement to be performed and observed by Tenant under this Lease, beyond any applicable grace or cure period this Lease provides Tenant, the foreclosure holder of any such mortgage or deed of trust the Holder shall recognize Mortgage will not disturb Tenant's rights under this Lease as long as and will recognized Tenant's rights with respect to the Expansion Premises, First Notice Space and Section 6.1.7 hereof. The lien of any existing or future Mortgage will not cover Tenant's moveable trade fixtures or other personal property of Tenant is not then located in default and continues to pay or on the Rent and observe and perform all Premises. Within thirty (30) days following the provisions execution of this Lease Lease, Landlord will undertake to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or cause the Holder to make this Lease subordinate to any lien holder of the Encumbrance so long as such documents contain existing Mortgage to execute and deliver an undertaking in respect to the foregoing non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceprovision.

Subordination. This Subject to Tenant’s receipt of an appropriate non-disturbance agreement(s) as set forth below, this Lease is subject and subordinate to all present and future ground or underlying leases of the Project, the CC&R’s and the lien of any ground mortgages or trust deeds, now or hereafter in force against the Project and underlying leasesthe Building, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereofto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Xxxxxxxx’s delivery to Tenant of commercially reasonable non-disturbance agreement(s) in favor of Tenant from any ground lessors, mortgage holders or lien holders of Landlord who later come into existence at any time prior to the expiration of the Lease Term shall be in consideration of, and a condition precedent to, Xxxxxx’s obligations under this Article 18. Tenant shall, within five (5) business days of request by Xxxxxxxx, execute such further instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of this Lease to any such mortgages, trust deeds, ground leases or underlying leases including, without limitation, a Subordination, Nondisturbance and Attornment Agreement in such form as may be required by Landlord’s mortgagee. Subject to Tenant’s receipt of the non-disturbance agreement(s) described above, Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such mortgage, or if any ground or underlying lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease. If requested, Xxxxxx shall execute and deliver an instrument or instruments confirming its attornment as provided for herein; provided, however, if the holder that no such beneficiary or holders successor-in-interest shall be bound by any payment of any such Encumbrance Base Rent for more than one ("Holder"1) shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisesmonth in advance, or any renewals, modifications, consolidations, replacements amendment or extensions thereof, for modification of this Lease made without the full amount of all advances made or to be made thereunder and without regard to the time or character express written consent of such advancesbeneficiary where such consent is required under applicable loan documents. Tenant hereby irrevocably authorizes Landlord to execute and deliver in the name of Tenant any such instrument or instruments if Tenant fails to timely do so, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains provided that such authorization shall in no way relieve Tenant from the Holder obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any such Encumbrance a non-disturbance agreement current or future statute, rule or law which provides that may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of termination of any such lease foreclosure proceeding or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenantsale. Within ten (10) days after following a request in writing by Landlord's written request, Tenant Xxxxxx shall execute and deliver to Landlord any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of trust, or leasehold estates. Landlord shall obtain a Subordination, Non-disturbance and Attornment Agreement from the current lender of the Encumbrance so long Project in substantially the form of Exhibit H as such documents contain non-disturbance provisions substantially part of the Tenant Contingency requirement (as defined in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceSection 29.34 below).

Subordination. This Lease is subject and Lessee's rights hereunder are and will remain subordinate to any ground and underlying leaseslease, mortgages and deeds mortgage, deed of trust (collectively "Encumbrances") which may or any other hypothecation for security now affect or hereafter placed upon the Property Leased Premises, and to all increases, renewals, modifications, consolidations, replacements replacements, and extensions thereof; provided, however, if extension thereof (collectively referred to as the "Mortgage'). If the holder of a Mortgage becomes die owner of the Leased Premises by reason of foreclosure or holders acceptance of a deed in lieu of foreclosure, at such holder's election Lessee will be bound to such holder or its successor-in-interest under all terms and conditions of this Lease, and Lessee will be deemed to have attorned to and recognized such holder or successor as Lessor's successor-in-interest for the remainder of the Lease term or any extension thereof. In such Encumbrance ("Holder") shall require that event, the holder of such Mortgage will agree that, so long as Lessee is not then in default hereunder, such holder will recognize this Lease and will not disturb Lessee in its possession of the Leased Premises for any reason other than one which would entitle the Lessor to terminate this Lease under its terms. The foregoing is self-operative and no further instrument of subordination and/or attornment will be prior and superior theretonecessary unless required by Lessor or the holder of a Mortgage, in which case Lessee will, within ten (10) days of after written request of Landlord to Tenantrequest, Tenant shall execute, have acknowledged execute and deliver without charge any documents reasonably required by Lessor or such holder in order to confirm the subordination and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposesattornment set forth above. Landlord shall have Should the right to cause holder of a Mortgage request that this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to Lessee's rights hereunder be made thereunder and without regard superior; rather than subordinate, to the time or character of such advancesMortgage, together with interest thereon and subject to all the terms and provisions thereofthen Lessee will, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within within ten (( 10) days after Landlord's written request, Tenant shall execute any and all documents deliver without charge such agreement as may be reasonably required by Landlord or the Holder such holder in order to make this Lease subordinate to any lien effectuate and evidence such superiority of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything Lease to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceMortgage.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require Lessee agrees that this Lease shall, at the option of Lessor, be subjected an subordinated to any mortgage, deed of trust, or other instrument of security, which has been or shall be prior placed and superior theretothis subordination is hereby made effective without any further act of Lessee or Lessor. The Lessee shall, within ten (10) days at any time hereinafter, on demand, execute any instruments, releases or other documents that may be required by any mortgage, mortgagor, or trustor or beneficiary under any deed of written request trust or other instrument of Landlord security. If Lessee fails to Tenant, Tenant shall execute, have acknowledged execute and deliver any and all reasonable such documents or instruments which Landlord instruments, Lessee irrevocably constitutes and appoints Lessor as Lessee's special attorney-in-fact to execute and deliver any such documents or Holder deems necessary or desirable for instruments. However, the provisions of this Paragraph 21 shall not be effective with respect to the interest of any successor to Lessor unless and until such purposes. Landlord successor shall have delivered to Lessee a written non-disturbance agreement for the right benefit of Lessee, to cause the effect that this Lease to shall not be and become and remain subject and subordinate to terminated in the event of any and all Encumbrances which are now default under any ground lease or may hereafter be executed covering the Premises, underlying lease or any renewals, modifications, consolidations, replacements foreclosure or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard sale pursuant to the time terms of any mortgage or character deed of such advances, together with interest thereon and subject to all the terms and provisions thereoftrust, so long as Landlord obtains from Lessee is not in default (after the Holder expiration of any all applicable cure periods) under the terms of this Lease, and Lessee agrees to attorn to and become the Lessee of Lessor's successor. In addition, Lessor shall use its best efforts to obtain such Encumbrance a written non-disturbance agreement which provides that from all existing lien holders having an interest in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as Premises. So long as Tenant is not then in default Lessee pays all rentals required hereunder and continues observes and performs all of the covenants, conditions and provisions on Lessee's part to pay be observed and performed hereunder, Lessee shall have quiet possession of the Rent and observe and perform Premises for the entire Lease term, subject to all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which mortgages, deeds of trust and ground leases, if any ("ENCUMBRANCES") that are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such ground lease or upon the foreclosure of any such mortgage or deed of trust trust, so long as Tenant is not in default, the Holder holder thereof ("HOLDER") shall agree in writing, in a recordable form reasonably acceptable to Tenant, to recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to shall pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten fifteen (1015) days after Landlord's written request, Tenant shall execute execute, acknowledge and deliver any and all reasonable documents required by Landlord or the Holder to make effectuate such subordination. If Tenant fails to do so, such failure shall constitute a Default by Tenant under this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoingLease. Notwithstanding anything to the contrary set forth in this paragraphParagraph 31, Tenant hereby attorns and agrees to attorn to any person or entity purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance. Landlord hereby represents to Tenant that there are no existing Encumbrances affecting the Building as of the date of this Lease.

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

Subordination. This 23.1 Subject to Landlord's obtaining and providing to Tenant a "non-disturbance agreement" as provided in Paragraph 23.2, below, this Lease is and Tenant's rights hereunder are and will remain subject and subordinate to any ground and underlying leaseslease, mortgages and deeds mortgage, deed of trust or any other hypothecation for security now or hereafter placed upon the real property of which the Premises are a part (collectively the "EncumbrancesProperty") which may now affect the Property and ), and, again, subject to such non-disturbance protection, to all increases, renewals, modifications, consolidations, replacements replacements, and extensions thereof; provided, however, if thereof (collectively referred to as the "Mortgage"). If the holder of a Mortgage becomes the owner of the Property by reason of foreclosure or holders acceptance of a deed in lieu of foreclosure, at such holder's election Tenant will be bound to such holder or its successor-in-interest under all terms and conditions of this Lease, and Tenant will be deemed to have attorned to and recognized such holder or successor as Landlord's successor-in-interest for the remainder of the Lease Term or any such Encumbrance ("Holder") shall require that this Lease to extension thereof. The foregoing is self-operative and no further instrument of subordination and/or attornment will be prior and superior theretonecessary unless required by Landlord or the holder of a Mortgage, in which case Tenant will, within ten (10) days of after written request of Landlord to Tenantrequest, Tenant shall execute, have acknowledged execute and deliver without charge any and all reasonable documents or instruments which reasonably required by Landlord or Holder deems necessary or desirable for such purposesholder in order to confirm the subordination and attornment set forth above. Landlord shall have Should the right to cause holder of a Mortgage request that this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as hereunder be made superior, rather than subordinate, to the Mortgage, then Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within will, within ten (10) days after Landlord's written request, Tenant shall execute any and all documents deliver without charge such agreement as may be reasonably required by Landlord or the Holder such holder in order to make this Lease subordinate to any lien effectuate and evidence such superiority of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything Lease to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceMortgage.

Subordination. (a) This Lease is and any Leasehold Mortgage shall be subject and subordinate to each and every existing and future fee mortgage or lease (each, a "Superior Interest") now or hereafter encumbering or affecting all or any ground portion of the Premises, provided that Landlord shall obtain for the benefit of Tenant a subordination, non-disturbance and underlying leasesattornment agreement from the holder of each Superior Interest substantially in the form attached hereto as Exhibit H or otherwise in such holder's form as long as, substantively, such form contains substantially the same provisions as those in the agreement attached hereto as Exhibit H. (Landlord's initial mortgagee also shall provide such an agreement substantially in the form attached hereto as Exhibit H-1 for Directrix if it shall then be the subtenant under the Directrix Sublease, if any, and Landlord shall request that any future holder of a Superior Interest also permit that any such agreement provided to Tenant run to the benefit of Directrix if it shall then be the subtenant under the Directrix Sublease, if any). Any failure of Tenant to execute and deliver such subordination, non-disturbance and attornment agreement shall not affect the subordination of this Lease and the lien thereof to any such Superior Interest, nor shall Landlord be in default of its obligation to obtain the same for the benefit of Tenant as a result thereof. Upon the request of Landlord in writing, Tenant agrees to execute and deliver any commercially reasonable instrument which the Superior Interest holder may deem necessary further to effect the subordination of this Lease and the lien thereof to any such Superior Interest. The leases and mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property are a Superior Interest and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that which this Lease to be prior and superior theretois, within ten (10) days of written request of Landlord to Tenantat the time referred to, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rightsthis Article are hereinafter sometimes collectively called "superior leases" and "superior mortgages", powers or remedies under such Encumbrancerespectively.

Subordination. This Lease is and shall automatically be subject and subordinate to any ground and underlying leases, all mortgages and deeds of trust (collectively "Encumbrances"collectively, “Encumbrance”) which may now or hereafter affect the Property Premises, to the CC&R’s and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, (i) if the holder or holders of any such Encumbrance ("“Holder"”) shall require that this Lease to be prior and superior thereto, within ten (10) days of then upon written request of Landlord notice from Holder to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease shall be automatically prior and superior to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount lien of all advances made or to be made thereunder and such Encumbrance without regard to the time or character sequence of recordation, and (ii) any such advances, together with interest thereon and subordination shall be subject to all the terms and provisions thereof, so long as Landlord obtains from the requirement that such Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize agree not to disturb Tenant's ’s rights under this Lease as Lease, so long as Tenant is not then in default and continues to pay the Rent and observe and perform all Default under the provisions of this Lease Lease; it shall be a condition of any such subordination that Holder execute a nondisturbance and attornment agreement (“Attornment Agreement”), containing terms and conditions reasonably acceptable to be observed and performed by Tenant, incorporating the foregoing provision. Within ten (10) business days after Landlord's Landlord or Holder’s written request, Tenant shall execute any and all documents required reasonably requested by Landlord or the Holder to make further effectuate and evidence such subordination of this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with or to evidence the foregoing. Notwithstanding anything Holder’s election that this Lease be prior and senior to the contrary set forth in this paragraphEncumbrance. Subject to the obligation of Holder to execute an Attornment Agreement pursuant to the provisions hereof, Tenant hereby attorns and agrees to attorn to the Holder and any entity person purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance, which obligation to attorn shall survive any foreclosure of any Encumbrance; and Tenant agrees within ten (10) business days after request of Holder or any such other person to execute an Attornment Agreement meeting the conditions set forth above and otherwise recognizing Holder or such other person as Landlord under this Lease and acknowledging that this Lease is and shall remain in full force and effect and binding upon Tenant notwithstanding any foreclosure of such Encumbrance. Tenant acknowledges that, as of the date of this Lease, the Property is subject to the lien of a deed of trust for the benefit of Wxxxx Fargo Bank, National Association (“Wxxxx”). Landlord shall use commercially reasonable efforts to cause Wxxxx to execute an Attornment Agreement with Tenant meeting the conditions set forth above and otherwise in Wxxxx’ then existing commercially reasonable form of such document not later than the Commencement Date.

Subordination. This Lease The indebtedness evidenced by this Global Note is, to the extent provided in Article Eleven of the Indenture, subordinate and subject in right of payment to the prior payment in full of all Senior Indebtedness (as defined in the Indenture), and this Global Note is issued subject to the provisions of the Indenture with respect thereto. Each Holder of this Global Note, by accepting the same, agrees that each holder of Senior Indebtedness, whether created or acquired before or after the issuance of the Notes, shall be deemed conclusively to have relied on such provisions in acquiring and subordinate continuing to any ground hold, or in continuing to hold, such Senior Indebtedness. The Indenture also provides that if, upon the occurrence of certain events of bankruptcy or insolvency relating to the Company or bankruptcy, insolvency, receivership or similar proceedings of Bank United, a federally chartered savings bank and underlying leases, mortgages and deeds indirect subsidiary of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance Company ("HolderBank"), there remains, after giving effect to such subordination provisions, any amount of cash, property or securities available for payment or distribution in respect of Notes (as defined in the Indenture, "Excess Proceeds"), and if, at such time, any Entitled Person (as defined in the Indenture) has not received payment in full of all amounts due or to become due on or in respect of Other Financial Obligations (as defined in the Indenture), then such Excess Proceeds shall require that first be applied to pay or provide for the payment in full of such Other Financial Obligations before any payment or distribution may be made in respect of Notes. This Global Note is also issued subject to the provisions of the Indenture regarding payments to Entitled Persons in respect of Other Financial Obligations. Each Holder of this Lease Global Note, by accepting the same, (a) agrees to and shall be prior bound by all of such provisions, (b) authorizes and superior thereto, within ten directs the Trustee on his behalf to take such action as may be necessary or appropriate to effectuate the subordination of this Global Note and payment of Excess Proceeds as provided in the Indenture and (10c) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver appoints the Trustee as his attorney-in-fact for any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.

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

Subordination. This Lease is subject and subordinate to any ground and underlying leases, all mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property Premises and to all renewals, modifications, consolidations, replacements replacements, and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior extension thereof and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from provided only that any such subordination to any existing or future mortgage or deed of trust shall at all times be expressly subject to the Holder condition that the holder of any such Encumbrance a non-disturbance agreement which provides mortgage or deed of trust agree that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize trust, Tenant's rights under this Lease as leasehold interest in the Premises shall not be disturbed so long as Tenant is not then in default beyond any applicable cure period. Additionally, the holder of any such mortgage or deed of trust shall agree to enter into a new lease with Tenant upon the same terms and continues to pay the Rent and observe and perform all the provisions of conditions as this Lease with respect to be observed and performed by Tenantthe Premises in the event such holder acquires title to the Premises. Within ten (10) days after Landlord's written requestrequest therefor, Tenant shall execute any and all documents reasonably required by Landlord or the Holder (or Holders) of the mortgage or deed of trust required to effectuate such subordination attornment and non-disturbance agreement to make this Lease subordinate prior to any lien of any mortgage, or deed of trust, as the Encumbrance case may be, so long as such documents contain non-disturbance provisions substantially provide that the holder or holders of such mortgage or deed of trust will not disturb Tenant's leasehold interest in conformance with the foregoingPremises following foreclosure so long as Tenant is not in default beyond any applicable cure period. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity person, firm or corporation purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancemortgage or deeds of trust as if such person, firm or corporation had been named as Landlord herein, it being intended hereby that Tenant's right to quiet possession of the Premises shall not be disturbed if Tenant is not in default and so long as Tenant shall pay the rent and observe and perform all of the provisions of this Lease, unless this Lease is otherwise terminated, pursuant to its terms. If acceptable to Landlord's lender and in an acceptable form, this Lease may be prior to the mortgage. Landlord shall, within thirty (30) days of the execution of this Lease by the parties, provide a written acknowledgement to Tenant from the holder or holders of any mortgage or deed of trust encumbering the Premises which (i) provides that this Lease shall not be terminated so long as Tenant is not in default under any applicable cure period under this Lease and (ii) recognizes all of Tenant's rights hereunder.

Subordination. This Lease is subject and all rights of Tenant under this Lease are subordinate to any ground of the following, and underlying leasesany modifications thereof, mortgages and deeds of trust (collectively "Encumbrances") which may now or hereafter affect any portion of the Property Building: any Mortgage, or any ground or underlying lease covering any part of the Building. On sale by foreclosure of a Mortgage or sale in lieu of foreclosure, Tenant will attorn to the purchaser if requested by such purchaser, and recognize the purchaser as the Landlord under this Lease, provided that such purchaser recognizes this Lease. These provisions are self- operative and no further instrument is required to all renewals, modifications, consolidations, replacements and extensions thereofeffect them; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease upon demand from time to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenanttime, Tenant shall execute, have acknowledged acknowledge and deliver to Landlord any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for proper to evidence such purposes. subordination and/or attornment or, if Landlord shall have so elects, to render any of the right foregoing subordinate to cause this Lease to be and become and remain subject and subordinate or to any and or all Encumbrances which are now or may hereafter be executed covering rights of Tenant hereunder. Tenant further waives the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement current or future statute, rule or law which provides that may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of Tenant hereunder in the event of termination of any such lease foreclosure proceeding or upon the foreclosure of sale, and agrees that this Lease shall not be affected in any way whatsoever by any such mortgage proceeding or deed of trust sale unless the Holder Mortgagee, or the purchaser, shall recognize declare otherwise. Notwithstanding the foregoing, Tenant shall not be required to subordinate its interest under this Lease unless (a) such subordination does not materially increase Tenant's obligations, or materially decrease its rights under this Lease, and (b) Landlord first obtains from the holder of the mortgage, deed of trust, or other instrument of security to which this Lease is to become subordinated a written agreement that provides substantially that as long as Tenant is not then performs its obligations under this Lease, no foreclosure of, deed given in default lieu of foreclosure of, or sale under the encumbrance, and continues to pay no steps or procedures taken under the Rent and observe and perform all the provisions of this Lease to be observed and performed by encumbrance, shall affect Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancerights hereunder.

Subordination. This Lease is shall be subject and subordinate to all present and future ground or underlying leases of the Building or Project and to the lien of any ground and underlying leasesmortgage, mortgages and deeds of trust (collectively "Encumbrances") which may deed or other encumbrances now affect or hereafter in force against the Property Building or Project or any part thereof, if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereofto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages, trust deeds or other encumbrances, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto (collectively, the “Superior Holders”); provided, however, if with respect mortgages, deeds of trust, or encumbrances entered into after the holder or holders date hereof, that in consideration of any such Encumbrance ("Holder") shall require that and as a condition precedent to Tenant’s agreement to subordinate this Lease to be prior any mortgage, trust deed or other encumbrances, such Superior Holders shall not disturb Tenant’s right to possession of the Premises so long as no Default has occurred and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposesis continuing. Landlord shall have use commercially reasonable efforts to obtain from each Superior Holder a subordination non-disturbance and attornment agreement in the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of standard form provided by such advances, together with interest thereon and Superior Holders (subject to all the terms commercially reasonable modifications), which requires such Superior Holder to accept this lease, and provisions thereofnot to disturb tenant’s possession, so long as a Default has not occurred and be continuing executed by Landlord obtains from and the Holder of any such Encumbrance a non-disturbance agreement which provides that appropriate Superior Holder. Tenant covenants and agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed of trust in lieu thereof (or if any ground lease is terminated), to attorn, without any deductions or set-offs whatsoever, to the Superior Holder or any successors thereto upon any such foreclosure sale or deed in lieu thereof (or to the ground lessor), if so requested to do so by such Superior Holder, and to recognize such Superior Holder as the lessor under this Lease, provided such Superior Holder shall recognize Tenant's rights under agree to accept this Lease as and not disturb Tenant’s occupancy, so long as a Default has not occurred and is continuing. Landlord’s interest herein may be assigned as security at any time to any lienholder. Tenant is not then in default and continues shall, within ten (10) business days of request by Landlord, execute such further commercially reasonable instruments or assurances as Landlord may reasonably deem necessary to pay evidence or confirm the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed and performed by Tenantany such mortgages, trust deeds, ground leases or underlying leases. Within ten (10) days after Landlord's written requestTenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant shall execute any and all documents required by Landlord right or the Holder election to make terminate or otherwise adversely affect this Lease subordinate to any lien and the obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. (a) This Lease is shall be subject and subordinate at all times to the lien of any ground mortgage or deed of trust, heretofore or hereafter placed by Landlord upon any or all of the Premises or the Building the Land, the Property, or any interest therein and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; providedthereof (all of which are hereinafter referred to collectively as a "Mortgage"), howeverall automatically and without the necessity of any further act on the part of Tenant to effectuate such subordination provided that the current holder of the first mortgage encumbering the Property executes and deliveres to Tenant its standard form of subordination and non-disturbance agreement. With respect to holders of mortgages placed of record after the date of this Lease, if upon written request by Tenant, Landlord shall use commercially reasonable efforts to have said mortgagee(s) provide Tenant a subordination and non-disturbance agreement. However, Landlord does not ensure that such agreement will be made available to Tenant and it is expressly agreed that Landlord shall have fulfilled its obligations hereunder by using commercially reasonable efforts to obtain such agreement. Tenant shall, at the request of the holder of a Mortgage (the "Mortgagee"), upon foreclosure thereof attorn to the Mortgagee. Tenant shall also execute, enseal, acknowledge and deliver, within 15 days after Tenant's receipt of demand from Landlord or holders the Mortgagee such further instrument or instruments evidencing such subordination of any such Encumbrance ("Holder") shall require that Tenant's right, title and interest under this Lease to the lien of the Mortgage, and such further instrument or instruments of attornment, as shall be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, desired by the Mortgagee. In the event that Tenant shall executefail to complete, have acknowledged execute and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within instrument within ten (10) days after Landlord's written requestrequest therefor, in addition to committing a default hereunder, Tenant shall execute any and all documents required by be deemed to have irrevocably appointed Landlord or the Holder Beneficiary (if Landlord is a trustee of a land trust) as Tenant's attorney-in-fact to make this Lease subordinate to execute and deliver any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially instrument or instruments in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceTenant's name.

Subordination. This Tenant agrees that upon delivery to it by any mortgagee of ------------- the Leased Premises of a "non-disturbance letter," as same is defined below, that this Lease is subject and subordinate Tenant's interest in this Lease shall be subordinated to any ground and underlying leasesmortgage, mortgages and deeds deed of trust (collectively "Encumbrances") or other method of financing or refinancing now or hereafter encumbering the Leased Premises, the land underlying the Leased Premises, and/or the building of which may now affect the Property Leased Premises comprise a part; and to all renewals, modifications, consolidationsreplacements, replacements consolidations and extensions thereof; provided, however, if the holder or holders of any . Tenant further agrees that in such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged event it will execute and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have to evidence the right to cause subordination of its rights under this Lease as aforesaid. The "non- disturbance letter" referred to above shall be and become and remain subject and subordinate to any and all Encumbrances which are now letter from the holder of such mortgage, deed of trust or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard other security instrument to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides effect that in the event of termination of a foreclosure or other action taken under any such lease security instrument that this Lease and the rights of Tenant hereunder shall not be disturbed, diminished or upon the foreclosure of interfered with, but shall continue in full force and effect so long as Tenant shall not be in default hereunder. In any event, if any such mortgage or mortgage, deed of trust or other security instrument encumbering the Holder shall recognize Tenant's rights Leased Premises is foreclosed for any reason, and the holder of such mortgage, deed of trust or other security instrument succeeds to the interest of Landlord under this Lease as long as Lease, Tenant is not then in default and continues shall be bound to pay such mortgage, deed of trust or security holders under all of the Rent and observe and perform all the provisions terms of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or for the Holder to make this Lease subordinate to any lien balance of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance term thereof remaining, with the foregoing. Notwithstanding anything to same force and effect as if said mortgagee were the contrary set forth in Landlord under this paragraph, Lease; and Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise mortgagee as its Landlord, such attornment to be effective and self-operative, without the execution of any other rightsfurther instrument on the part of either of the parties hereto, powers or remedies immediately upon the mortgage succeeding to the interest of Landlord under such Encumbrancethis Lease.

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

Subordination. This Lease is shall be subject and subordinate at all times to any ground and underlying leases, the lien of all mortgages and trust deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder in any amount or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are amounts whatsoever now or may hereafter be placed on or against the Building or the premises or on or against Lessor's interest or estate therein, all without the necessity of having further instruments executed covering on the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount part of all advances made or Lessee to be made thereunder and without regard to the time or character of effectuate such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides subordination; provided that in the event of termination of any such lease or upon the a foreclosure of any such mortgage or trust deed or any other action or proceeding for the enforcement thereof, or of trust the Holder shall recognize Tenant's rights under any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee hereunder be disturbed if there shall exist no Event of Default with respect to the payment of rent or any other Event of Default hereunder. Lessee shall attorn to the purchaser at any such foreclosure, sale or other action or proceeding or, if requested, enter into a new lease for the balance of the Term then remaining upon the same terms and provisions as long as Tenant is not then are in default this Lease contained. Lessee agrees to execute and continues to pay the Rent and observe and perform all the provisions deliver upon demand such further instruments evidencing such subordination of this Lease to the lien of any such mortgages or trust deeds as may be observed required by Lessor. Notwithstanding the foregoing, Lessee shall from time to time on request from Lessor execute and performed deliver any documents or instruments that may be required by Tenantany lender to effectuate such subordination. Within If Lessee fails to execute and deliver any documents or instruments, Lessee irrevocably constitutes and appoints Lessor as Lessee's attorney in fact to execute and deliver such documents or instruments Brokerage Fees, Commissions: Lessee represents that Lessee was not shown the premises by any real estate broker or agent and that Lessee has not otherwise engaged in, any activity which could form the basis for a claim for real estate commission, brokerage fee, finder's fee or other similar charge, in connection with this Lease. Memorandum ofLease: The parties hereto contemplate that this Lease should not and shall not be filed for record. Estoppel Certificate: At any time and from time to time but on not less than ten (10) days after Landlord's prior written request by either party hereto, the other party shall execute, acknowledge and deliver to the requesting party, promptly upon request, Tenant shall execute any and all documents required by Landlord or the Holder to make a certificate certifYing (a) that this Lease subordinate is unmodified and in full force and effect (or, if there have been modifications, that this Lease is in full force and effect, as modified, and stating the date and nature of each modification), (b) the date, if any, to which rent and other sums payable hereunder have been paid, (c) that no notice has been received by such party of any lien Default which has not been cured, except as to Defaults specified in the certificate, and (d) such other matters as may be reasonably requested by the requesting party. Any such certificate may be relied upon by any prospective purchaser, mortgagee or beneficiary under any trust deed of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in premises or any part thereof and by any collateral assignee of this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

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

Subordination. This Subject to the full execution and delivery of an SNDA (as defined herein), this Lease is subject and subordinate to any future ground or underlying leases affecting the Land, Building or Project (“Ground Lease”) and underlying leasesto any mortgage, mortgages and deeds deed of trust trust, security interest, or title retention interest now or in the future affecting the Land, Building or Project (collectively "EncumbrancesMortgage") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance Ground Lease or Mortgage. Tenant shall, within 20 days after Landlord’s request execute any instrument (“SNDA”) in confirmation thereof and confirming Tenant’s attornment agreement as provided herein; provided that (a) such SNDA is duly executed by the ground lessor under a Ground Lease (“Ground Lessor”) or any holder of any note or obligation secured by a Mortgage ("Holder"Mortgagee”), as applicable, (b) shall require contains an agreement (“Non-disturbance Agreement”) providing, among other things, that so long as an Event of Default does not exist under this Lease, Tenant's use and occupancy of the Premises and its rights under this Lease shall not be disturbed or affected by (i) the termination of such Ground Lease prior to the expiration or termination of this Lease or (ii) any foreclosure or other action (including by the delivery or acceptance of a deed in lieu thereof) which may be prior instituted or undertaken in order to enforce any right or remedy available under the Mortgage, and superior thereto, within ten (10c) days of written request of Landlord is otherwise reasonably acceptable to Tenant. Notwithstanding the foregoing, Tenant shall executebut subject to the terms of any applicable SNDA, have acknowledged and deliver any and all reasonable documents Ground Lessor or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord Mortgagee shall have the right to cause subordinate the Ground Lease or the Mortgage, as applicable, to this Lease, in which case this Lease to be may continue in full force and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering effect upon the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease the Ground Lease or upon foreclosure or other action under a Mortgage and Tenant shall attorn to and recognize as its landlord the foreclosure Ground Lessor or the purchaser of any such mortgage or deed of trust the Holder shall recognize TenantLandlord's rights interest under this Lease Lease, as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceapplicable.

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

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

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

Subordination. This Lease and Tenant’s interest hereunder is subject and subordinate to the lien of any ground and underlying leases, mortgages and deeds first deed of trust (collectively "Encumbrances") which may or mortgage or other security instrument now affect or hereafter placed upon the Property Premises by Landlord, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard thereunder, to the time interest thereon, and all renewals, replacements, consolidations or character of such advances, together with interest thereon refinancing and subject to all the terms and provisions thereof, extensions thereof so long as the Landlord obtains from and any applicable secured lender or lien holder comply with the Holder terms of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any this Article 18. Any such mortgage or deed other security instrument to which this Lease shall be subordinate shall contain a provision to the effect that as long as Tenant is not in default under this Lease, this Lease shall not be terminated nor Tenant’s possession hereunder disturbed in any proceeding to foreclose the mortgage or in any other action instituted in connection with such mortgage, and that Tenant shall not be named as a defendant in any foreclosure action or proceeding which may be instituted by the holder of trust such mortgage and an agreement embodying such provision shall be entered into by the Holder mortgagee or the holder of such other security instrument, Landlord, and Tenant simultaneously with the execution of the mortgage or other security instrument. If Landlord conveys all of its rights and duties in and to this Lease and/or Premises, or if an interest of Landlord in this Lease is foreclosed judicially or nonjudicially; upon the request of the Landlord’s lawful successor, Tenant shall attorn to such successor, provided that such successor accepts the Premises subject to the terms, conditions and covenants of this Lease and further provided that such successor shall recognize Tenant's rights under ’s right to the use and possession of the Premises pursuant to the terms of this Lease as long as Tenant is not then in default hereunder. Tenant shall execute and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten deliver, within thirty (1030) days after Tenant’s receipt of Landlord's ’s request therefor, a written request, Tenant shall execute any and all documents required by Landlord or statement certifying the Holder to make intent of this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceArticle 18.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property Demised Premises and to all renewals, modifications, consolidations, replacements and extensions thereof; thereof provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, Lessee shall, within ten seven (107) days of after written request of Landlord to Tenantfrom Lessor, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, which Landlord Lessor or Holder deems necessary or desirable for such purposes. Landlord , Lessor shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Demised Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without full regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereofthereof provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, so long as Lessee is not in default. Holder shall agrees to recognize TenantLessee's rights under this Lease as long as Tenant is not then in default and continues to Lessee shall pay the Monthly Rent and observe and perform all the provisions of this Lease to be observed and performed by TenantLessee. Lessor shall obtain a nondisturbance agreement from the Holder of any Encumbrance which provides for such recognition of Lessee's rights under this Lease. Within ten (10) 103 days after LandlordLessor's written request, Tenant Lessee shall execute any and all documents required by Landlord lessor or the Holder required to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. If Lessee fails to do so, it shall be deemed that this Lease is subordinated. Notwithstanding anything to the contrary set forth in this paragraph, Tenant . Lessee hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Demised Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.

Subordination. This Lessee accepts this Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds recorded mortgage or deed of trust (collectively "Encumbrances") which may now affect lien presently existing or hereafter created upon the Property leased premises and to all existing recorded restrictions, covenants, easements and agreements with respect to the leased premises, subject to and conditioned upon, Lessor causing any holder of any lien(s) now or hereafter affecting the project or any part thereof to execute and deliver the agreement hereinafter described in this section 9.04. Lessee agrees upon demand to execute additional instruments subordinating this Lease as Lessor may reasonably require. If the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for the enforcement of any mortgage or deed of trust lien on the leased premises, Lessee shall be bound to the transferee (sometimes called the "Purchaser"), under the terms, covenants and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Lessor under this Lease, and Lessee agrees to attorn to the Purchaser, including the mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Provided further, as a material inducement to cause Lessee to enter into this Lease, Lessor agrees to cause the holder of any existing or future lien placed against the leased premises or any portion thereof to enter into an agreement with Lessee making this Lease expressly subject and subordinate to such lien and all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if wherein the Lessee shall agree to attorn to the Purchaser at any foreclosure sale of such lien and such agreement shall contain a covenant binding upon the holder of such lien to the effect that, as long as there shall be no event of default on the part of Lessee entitling Lessor to terminate this Lease, or holders if any such event of default exists, any time in which to cure the event of default as contained herein shall not have expired, (a) this Lease shall not be terminated or modified in any respect whatsoever nor shall the rights of Lessee hereunder or its occupancy of the leased premises be affected in any manner by reason of such lien or any foreclosure action or other proceeding that may be instituted in connection therewith or in lieu thereof and (b) Lessee shall not be named by such holder as a defendant in any such foreclosure action or other proceeding. Lessee and Lessor agree to execute (together with any future holder of any lien[s] hereafter placed against the leased premises or any portion thereof), within thirty (30) days following receipt of written request therefor from Lessor or Lessee (as the case may be), such an agreement containing the aforesaid terms, together with such additional changes as the future holder of any such Encumbrance ("Holder"lien(s) shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancereasonably require.

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

Subordination. This At the execution of this Lease, Lessor represents that neither the Building nor the land on which it is located is currently subject to a mortgage. Lessee accepts this Lease is subject and subordinate to any ground and underlying leasesmortgage, mortgages and deeds deed of trust (collectively "Encumbrances") which may now affect trust, or any lien hereafter placed upon the Property Leased Premises, and to all renewals, modifications, consolidations, replacements any renewals and extensions thereof; provided, however, if the holder or holders Lessee agrees that such mortgagee and/or beneficiary of any such Encumbrance deed of trust, or other lien ("HolderLessor's Mortgagee") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord and/or Lessor shall have the right at any time to cause subordinate such mortgage, deed of trust, or other lien to this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of on such advances, together with interest thereon terms and subject to all such conditions as such Lessor's Mortgagee may deem appropriate in its discretion. Lessee agrees upon demand to execute such further instruments subordinating this Lease as Lessor or Lessor's Mortgagee may request and such attornment agreements as any such Lessor's Mortgagee shall request. In the terms event that Lessee shall fail to execute any such instrument promptly as requested, Lessee hereby irrevocably constitutes Lessor as attorney-in-fact to execute such instrument in Lessee's name, place, and provisions thereofstead, so long as Landlord obtains it being stipulated by Lessor and Lessee that such agency is coupled with an interest in Lessor and is, accordingly, irrevocable. With respect to any first lien mortgages, deeds of trust, or other liens entered into by Lessor and any mortgagee and/or beneficiary of any deed of trust or other lien (Lessor's mortgagee). Lessor shall use its best efforts to secure within sixty (60) days from the Holder date same are entered into (or within sixty (60) days of any such Encumbrance lease commencement, as the case may be) a non-disturbance agreement which provides in recordable form from Lessor's mortgagee for the benefit of Lessee that will be executed and delivered by Lessor's mortgagee to Lessee. The agreement should state that in the event of termination foreclosure, foreclosure sale, or deed-in-lieu of any such lease or upon foreclosure, the foreclosure of any such mortgage or deed of trust successor to the Holder shall Lessor agrees to recognize TenantLessee's rights under this Lease as long as Tenant is not then in default Agreement, and continues further agrees to pay the Rent and observe assume and perform all obligations of the provisions of Lessor under this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceAgreement.

Subordination. This Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, this Lease is shall be subject and subordinate at all times to the lien of any ground and underlying leases, mortgages and deeds mortgage or deed of trust (collectively "Encumbrances") which may now affect exist or hereafter be executed in any amount for which the Property and Premises or Landlord’s interest or estate in any of such items is specified as security, subject to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance lien executing a written subordination, non-disturbance and attornment agreement substantially in the form attached hereto as EXHIBIT D ("Holder") shall require that this Lease the “Attornment Agreement”). If required by any lender on a secured loan with respect to be prior the Premises, Landlord agrees to deliver to Tenant, and superior thereto, Tenant agrees to sign and return within ten (10) business days of receipt, a written request of Landlord to Tenantsubordination, Tenant shall executenon-disturbance and attornment agreement substantially in the form attached hereto as EXHIBIT D, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisesprovides, or any renewalsamong other things, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, that so long as Landlord obtains from Tenant is not in default under this Lease, Tenant's occupancy of the Holder Premises under this Lease will not be disturbed and Tenant will not be joined by the holder of any mortgage or deed of trust in any action or proceeding to foreclose thereunder, except for joinder where such Encumbrance a non-disturbance agreement which provides that is necessary for jurisdictional reasons. Upon any Foreclosure Event, Tenant shall, notwithstanding any subordination, attorn to and become the tenant of the successor in interest to Landlord at the option of such successor in interest. Tenant covenants and agrees to execute and deliver, upon demand by Landlord and in the event form requested by Landlord or its lender, any additional documents evidencing the priority or subordination of termination of any such lease or upon this Lease with respect to the foreclosure lien of any such mortgage or deed of trust the Holder shall recognize or amending this Lease in such respects as may be required by such lender, provided that any such amendment does not materially alter or impair Tenant's ’s rights or remedies under this Lease as long as Tenant is not then in default or increase the rent payable hereunder, and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain contains acceptable non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything similar to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.EXHIBIT D.

Subordination. This Lease is subject and subordinate to any ground and underlying leasesmortgagee, mortgages and deeds deed of trust (collectively "Encumbrances") or ground lease which now or may now in the future affect the Property Land or any interest of Landlord in the Building, and to all increases, renewals, modifications, consolidations, replacements replacements, and extensions thereof; provided, however, if . This Paragraph is self-operative. No further instrument is required to effect the holder or holders subordination of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretoany such mortgagee, within ten (10) days deed of written request trust or ground lease. In confirmation of Landlord the subordination, however. Tenant agrees to Tenant, Tenant shall execute, have acknowledged acknowledge, and deliver promptly any certificate or instrument requested by Landlord that evidences the subordination. Tenant hereby irrevocably appoints Landlord its attorney-in-fact to execute, acknowledge and deliver any and all reasonable documents such certificate or instruments which Landlord or Holder deems necessary or desirable instrument for such purposesTenant. Landlord shall have Tenant agrees that if the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of Building is sold at disclosure under any such mortgage or deed of trust or is transferred in lieu of foreclosure, or if the Holder shall lessor repossesses the Building under any such ground lease. Tenant will attorn to the purchaser. transferee or lessor (as the case may be, the "Applicable Successor") upon request. Tenant will recognize Tenant's rights such Applicable Successor as the Landlord under this Lease if the Applicable Successor elects to keep this lease in effect. This Lease and all rights of Tenant are further subject and subordinate to all other existing title matters that affect the Building or the Land, including all utility easements and agreements. However, Landlord shall request, but shall not be obligated to obtain, a non-disturbance and attornment agreement in favor of Tenant from the current mortgagee or lien-holder or any future mortgagees or lien-holders on the Building. If any such Deed of Trust, mortgage, or other security instrument is foreclosed, or the Project is sold under Deed in Lieu of Foreclosure. Tenant shall, upon request, attorn to such purchase or grantee, as the case may be. and execute instrument(s) confirming such attornment: provided however, that Tenant's attornment shall be conditioned upon the agreement by such successor to Landlord's interest not to disturb Tenant's possession hereunder during the Term so long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of performs its obligations under this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and mortgages, deeds of trust and security instruments (collectively "Encumbrances") which may now affect the Property Premises, to any covenants, conditions or restrictions of record, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of after written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, in the form presented to Tenant, which Landlord or Holder reasonably deems necessary or desirable for such purposesto make the Lease superior thereto. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, Holder shall agrees to recognize Tenant's rights under this Lease as long as Tenant is not then in default (as defined in Section 13 of this Lease) and continues to pay the Base Monthly Rent and observe additional rent and perform observes and performs all the provisions of this Lease required to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all reasonable documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance Encumbrance. If Tenant fails to do so, then in addition to such failure constituting a default by Tenant, it shall be deemed that this Lease is so long as subordinated to such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. Notwithstanding anything to the contrary set forth in this paragraphSection, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring title to the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such encumbrance. Landlord shall cause the existing lender, First California Mortgage, to furnish to Tenant, within sixty (60) days of the date of both parties' execution of this Lease, with a written agreement providing for (i) recognition by the lender of all of the terms and conditions of this Lease, and (ii) continuation of this Lease upon foreclosure of existing lender's security interest in the Premises. In the event that Landlord is unable to provide such agreement, Tenant's sole remedy shall be termination of the Lease, which election shall be made within fourteen (14) days following the expiration of such sixty (60) day period. Notwithstanding such subordination, Tenant's right to quiet possession of the Premises shall not be disturbed if Tenant is not in default under this Lease (as defined in Section 13 of this Lease). Notwithstanding anything to the contrary in the Lease, subordination of Tenant's leasehold interest to an Encumbrance, and Tenant's attornment to any party, is conditioned upon Tenant's concurrent receipt from the lender or ground lessor or Holder in question of an express written agreement in a form reasonably satisfactory to Tenant providing for (i) the recognition of all of the terms and conditions of this Lease and providing for continuation of this Lease upon foreclosure of the Encumbrance or termination of the ground lease and (ii) the written agreement by such successor to perform all of the obligations to be performed by Landlord under the Lease on and after the date of the foreclosure or termination of the ground lease.

Subordination. This Lease is shall be subject and subordinate subordinated at all times to the terms of any ground or underlying leases which now exist or may hereafter be executed affecting the Premises under which Landlord shall claim, and underlying leases, to the liens of any mortgages and or deeds of trust (collectively "Encumbrances") which may in any amount or amounts whatsoever now affect existing or hereafter encumbering the Property Premises, without the necessity of having further instruments executed by Tenant to effect such subordination. Notwithstanding the foregoing, Tenant covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease to such ground or underlying leases and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders lien of any such Encumbrance ("Holder") mortgages or deeds of trust as may be requested by Landlord and if Tenant shall require that this Lease fail to be prior and superior thereto, do so within ten (10) business days of written request Landlord's request, Landlord is hereby granted an irrevocable power of Landlord attorney to execute such instruments in the name of Tenant as the act and deed of Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease authorization is hereby declared to be coupled with an interest and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in not revocable. In the event of termination for any reason whatsoever of any such underlying lease or upon in the foreclosure event any holder of any such a mortgage or deed of trust acquires title to the Holder Premises, whether by foreclosure, deed in lieu thereof or otherwise, Tenant shall recognize Tenant's rights under this Lease as automatically be and become Tenant of such underlying Landlord and shall attorn to such underlying Landlord at his request or at the option of any first mortgagee or deed of trust holder. Notwithstanding the foregoing, so long as Tenant is not then in default and continues to hereunder shall pay the Rent rent reserved and observe comply with, abide by and perform all discharge the provisions terms, conditions, covenants, and obligations on its part to be kept and performed hereunder and shall attorn to the successor in title, the peaceable possession of Tenant in and to the Premises for the term of this Lease to shall not be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancedisturbed.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property Building or the Project, to the CC&Rs and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, Tenant shall, within ten seven (107) days of after written request of Landlord to Tenantfrom Landlord, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, which Landlord or Holder deems necessary or desirable for such purposes. In the event that the deed of trust which currently encumbers the Project ("Existing Deed of Trust") is not fully reconveyed by the beneficiary thereunder within one hundred twenty (120) days after the latest date of execution of this Lease by either Landlord or Tenant, then Landlord shall exercise commercially reasonable efforts to obtain, within thirty (30) days after the expiration of the aforesaid one hundred twenty (120) period, from the beneficiary under the Existing Deed of Trust a non-disturbance agreement in favor of Tenant on such beneficiary's standard subordination, non-disturbance and attornment agreement form. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Building or the Project or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Encumbrances so long as Tenant is not in default, Holder shall agrees to recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to shall pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so provided that Holder agrees in writing to recognize Tenant's rights under this Lease as long as such documents contain non-disturbance Tenant shall pay the Rent and observe and perform all the provisions substantially in conformance with the foregoingof this Lease to be observed and performed by Tenant. If Tenant fails to do so, it shall be deemed that this Lease is subordinated. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Building or the Project at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance, provided that Holder agrees to recognize Tenant's rights under this Lease so long as Tenant is not in default hereunder.

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

Subordination. This Lease is Lease, and all rights of Tenant hereunder, are and shall be subject and subordinate to any all ground leases, overriding leases and underlying leases, leases of the Property and/or the Building now or hereafter existing and to all first mortgages and deeds of trust (collectively "Encumbrances") which may now or hereafter affect the Property and/or the Building and/or any of such leases (whether or not such first mortgages shall also cover other lands and/or buildings and/or leases) . This subordination shall likewise apply to each and every advance made or hereafter to be made under such first mortgages, to all renewals, modifications, consolidations, replacements and extensions thereof; providedof such leases and such mortgages and to spreaders and consolidations of such first mortgages. This Section shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, howeverTenant shall promptly execute, if acknowledge and deliver any instrument that Landlord, the lessor under any such lease or the holder or holders of any such Encumbrance mortgage ("Holder"or their respective successors-in-interest) shall require that this Lease may reasonably request to be prior and superior theretoevidence such subordination. If Tenant fails to execute, acknowledge or deliver any such instrument within ten (10) days of written after request of Landlord to Tenanttherefore, Tenant shall executehereby irrevocably constitutes and appoints Landlord as Tenant's attorney-in-fact, have acknowledged coupled with an interest, to execute and deliver any such instruments for and all reasonable documents or instruments on behalf of Tenant. Any lease to which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain is subject and subordinate is hereinafter referred to as a "Superior Lease" and the lessor of a Superior Lease is hereinafter referred to as a "Superior Lessor"; and any and all Encumbrances first mortgage to which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease is subject and subordinate is hereinafter referred to as long a "Superior Mortgage" and the holder of a Superior Mortgage is hereinafter referred to as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancea "Superior Mortgagee".

Subordination. This Tenant agrees and covenants that the Lease is subject and the rights of the Tenant thereunder, all of Tenant's right, title and interest in and to the property covered by the Lease, and any lease thereafter executed by Tenant covering any part of the Property, are and shall be subordinate and inferior to (a) the Mortgage and the rights of Mortgagee thereunder, and all right, title and interest of Mortgagee in the Property, and (b) all other security documents now or hereafter securing payment of any ground and underlying leases, mortgages and deeds indebtedness of trust the Landlord (collectively "Encumbrances"or any prior landlord) to Mortgagee which may now cover or affect the Property (the "Security Documents"). This Agreement is not intended and shall not be construed to all renewalssubordinate the Lease to any mortgage, modificationsdeed to secure debt or other security document other than those referred to in the preceding sentence, consolidationssecuring the indebtedness to Mortgagee. Without limitation of any other provision hereof, replacements Mortgagee may, at its option and extensions thereofwithout joinxx xx further consent of Tenant, Landlord, or anyone else, at any time after the date hereof subordinate the lien of the Mortgage (or any other lien or security interest held by Mortgagee which covers or affects the Property) to the Lease by executing an instrument which is intended for that purpose and which specifies such subordination; providedand, however, if in the holder or holders event of any such Encumbrance election by Mortgagee to subordinate, Tenant will execute any documents required to evidence such subordination; provided however, notwithstanding that the Lease may by unilateral subordination by Mortgagee hereafter be made superior to the lien of the Mortgage, the provisions of the Mortgage relative to the rights of the Mortgagee with respect to proceeds arising from an eminent domain taking ("Holder"including a voluntary conveyance by Landlord) and/or insurance payable by reason of damage to or destruction of the Premises shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant and shall execute, have acknowledged and deliver control over any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and contrary provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

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

Subordination. 21.1 This Lease is subject and subordinate to any ground the lien, provisions, operation and underlying leaseseffect of all mortgages, mortgages and deeds of trust (collectively "Encumbrances") trust, ground leases or other security instruments which may now affect or hereafter encumber the Property Building or the Land (collectively, “Mortgages”), to all funds and indebtedness intended to be secured thereby, and to all renewals, extensions, modifications, consolidationsrecastings or refinancings thereof. The holder of any Mortgage to which this Lease is subordinate shall have the right (subject to any required approval of the holders of any superior Mortgage) at any time to declare this Lease to be superior to the lien, replacements provisions, operation and extensions effect of such Mortgage and Tenant shall execute, acknowledge and deliver all documents required by such holder in confirmation thereof. Notwithstanding the foregoing, (a) Landlord shall obtain from the holder of the existing Mortgage which encumbers the Building and Land a non-disturbance agreement for the benefit of tenant in such holder’s usual form and (b) with respect to any future Mortgage on the Building, the Land or both, if (i) at the time that any such Mortgage is placed Tenant is then paying all of its obligations to its creditors on a timely basis as such obligations become due, and (ii) there shall then be no default existing under this Lease then, in such event, Landlord shall use commercially reasonable efforts to obtain from the holder of such future Mortgage a non-disturbance agreement for the benefit of Tenant in such holder’s usual form; provided, however, if the holder or holders of any such Encumbrance that in each case ("Holder"A) shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and pay all reasonable documents or instruments which costs incurred by Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering imposed by such holder of a Mortgage with respect to such non-disturbance agreement, (B) in the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as event that Landlord obtains from the Holder of any such Encumbrance does not obtain a non-disturbance agreement which provides it is obligated to obtain pursuant to clause (a) of this Section 21.1, then Tenant’s sole remedy shall be that this Lease shall not be subject and subordinate to the lien of the Mortgage and Landlord shall have no liability to Tenant on account of Landlord’s failure to obtain a non-disturbance agreement, and (C) in the event that Landlord does not obtain a non-disturbance agreement which it is obligated to use commercially reasonable efforts to obtain pursuant to clause (b) of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this sentence, then this Lease as long as Tenant is not then in default shall remain subject and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any the lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceMortgage.

Subordination. This Lease is expressly made subject and subordinate to any mortgage, deed of trust, ground and lease, underlying leases, mortgages and deeds lease or like encumbrance affecting any part of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereofor any interest of Landlord therein which is now existing or hereafter executed or recorded ("ENCUMBRANCE"); provided, however, that such subordination shall only be effective, as to future Encumbrances, if the holder or holders of any such the Encumbrance ("Holder") shall require agrees that this Lease shall survive the termination of the Encumbrance by lapse of time, foreclosure or otherwise and such holder agrees to be prior recognize the rights of Tenant under the Lease, all so long as Tenant is not in default under this Lease beyond any applicable notice and superior theretocure period. Provided the conditions of the preceding sentence are satisfied, Tenant shall execute and deliver to Landlord, within ten (10) days of after written request therefor by Landlord and in a form reasonably requested by Landlord, any additional documents evidencing the subordination of this Lease with respect to any such Encumbrance and the nondisturbance agreement of the holder of any such Encumbrance. If the interest of Landlord in the Project is transferred pursuant to Tenantor in lieu of proceedings for enforcement of any Encumbrance, Tenant shall executeimmediately and automatically attorn to the new owner, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be shall continue in full force and become effect as a direct lease between the transferee and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all Tenant on the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary conditions set forth in this paragraphLease. Landlord represents and warrants to Tenant that as of the Executed Lease Delivery Date, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring there is no Encumbrance on Landlord's interest in the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceProperty.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require Lessee agrees that this Lease shall, at the option of ------------- Lessor, be subjected and subordinated to any mortgage, deed of trust, or other instrument of security, which has been or shall be prior placed and superior theretothis subordination is hereby made effective without any further act of Lessee or Lessor. The Lessee shall, within ten (10) days at any time hereinafter, on demand, execute any instruments, releases or other documents that may be required by any mortgage, mortgagor, or trustor or beneficiary under any deed of written request trust or other instrument of Landlord security. If Lessee fails to Tenant, Tenant shall execute, have acknowledged execute and deliver any and all reasonable such documents or instruments which Landlord instruments, Lessee irrevocably constitutes and appoints Lessor as Lessee's special attorney-in-fact to execute and deliver any such documents or Holder deems necessary or desirable for instruments. However, the provisions of this Paragraph 21 shall not be effective with respect to the interest of any successor to Lessor unless and until such purposes. Landlord successor shall have delivered to Lessee a written non-disturbance agreement for the right benefit of Lessee, to cause the effect that this Lease to shall not be and become and remain subject and subordinate to terminated in the event of any and all Encumbrances which are now default under any ground lease or may hereafter be executed covering the Premises, underlying lease or any renewals, modifications, consolidations, replacements foreclosure or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard sale pursuant to the time terms of any mortgage or character deed of such advances, together with interest thereon and subject to all the terms and provisions thereoftrust, so long as Landlord obtains from Lessee is not in default (after the Holder expiration of any all applicable cure periods) under the terms of this Lease, and Lessee agrees to attorn to and become the Lessee of Lessor's successor. In addition, Lessor shall use its best efforts to obtain such Encumbrance a written non-disturbance agreement which provides that from all existing lienholders having an interest in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as Premises. So long as Tenant is not then in default Lessee pays all rentals required hereunder and continues observes and performs all of the covenants, conditions and provisions on Lessee's part to pay be observed and performed hereunder, Lessee shall have quiet possession of the Rent and observe and perform Premises for the entire Lease term, subject to all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

Subordination. This Sublease is in all respects subject and ------------- subordinate to the terms and conditions of the Master Lease and to the matters to which the Master Lease is subordinate. This Sublease shall also be subject to and subordinate Subtenant accepts the Sublease also subject to any ground and underlying leasesamendments, mortgages and deeds of trust (collectively "Encumbrances") which may now modifications or supplements to the Master Lease hereafter made, provided that Sublandlord shall not enter into any amendment, modification or supplement that would prevent or materially adversely affect the Property and use by Subtenant of the Premises in accordance with the terms hereof, increase the obligations of Subtenant or decrease its rights hereunder, shorten or lengthen the term hereof or increase the rent required to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders be paid by Subtenant hereunder. Sublandlord shall provide written notice to Subtenant of any such Encumbrance ("Holder") permitted amendment, modification or supplement to the Master Lease. Except as otherwise expressly provided in this Sublease, Subtenant assumes and shall require that this Lease keep, observe and perform every term, provision, covenant and condition on Sublandlord's part to be prior kept, observed and superior theretoperformed pursuant to the Master Lease, within ten (10) days of written request of Landlord insofar as such pertain to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or Term. Subtenant hereby agrees that it will conduct itself and its operations, and cause its agents, contractors, servants, employees, partners, invitees and any subtenants and licensees (collectively, "Agents") to ------ conduct themselves and their operations, so as not to cause Sublandlord to be made thereunder in default under the Master Lease. Sublandlord has delivered a true and without regard correct copy of the Master Lease (subject to the time or character redaction of such advances, together certain financial information). Subtenant hereby acknowledges receipt of a copy of the Master Lease and that it is familiar with interest thereon and subject to all of the terms and provisions conditions thereof. As an inducement to Subtenant to enter into this Sublease, so long as Sublandlord represents and warrants with respect to the Premises that, to Sublandlord's actual knowledge, (i) the Master Lease is in full force and effect, and Sublandlord has received no written notice from Landlord obtains from that there exists under the Holder Master Lease any default or event of default, or that any event has occurred which, with the giving of notice or passage of time or both, could constitute such a default or event of default; and (ii) there are no pending or threatened actions, suits or proceedings before any court or administrative agency against Sublandlord which could, in the aggregate, adversely affect the Premises or Sublandlord's ability to perform its obligations under this Sublease, and Sublandlord is not aware of any such Encumbrance a non-disturbance agreement facts which provides that might result in the event of termination of any such lease actions, suits or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceproceedings.

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien of any ground mortgages or trust deeds, now or hereafter in force against the Real Property and underlying leasesthe Building, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereofto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto; provided, however, if the holder that a condition precedent to such subordination as to future leases or holders of any such Encumbrance ("Holder") liens shall require be that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance lessor, lender or other party in question a commercially reasonable non-disturbance agreement which provides that in favor of Tenant. Subject to the event foregoing, Tenant covenants and agrees to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any foreclosure sale, or to the lessor of termination of any such a ground or underlying lease or upon the foreclosure of any termination thereof, as the case may be, if so requested to do so by such mortgage purchaser or deed of trust lessor, and to recognize such purchaser or lessor as the Holder shall recognize Tenant's rights lessor under this Lease Lease. Tenant shall, within five (5) days of request by Landlord, execute such further instruments or assurances as long as Tenant is not then in default and continues Landlord may reasonably deem necessary to pay evidence or confirm such attornment and/or the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed and performed by Tenantany such mortgages, trust deeds, ground leases or underlying leases. Within ten thirty (1030) days after Landlord's written requestthe full execution and delivery of this Lease, Landlord shall use commercial reasonable efforts to obtain a commercially reasonable subordination, nondisturbance and attornment agreement (“SNDA”) from the current lender of the Building. In the event Landlord is unable to obtain a SNDA within sixty (60) days after the date of full execution and delivery of this Lease, Tenant shall execute any may, at Tenant’s option, directly contact Landlord’s lender and all documents required by Landlord or attempt to negotiate for the Holder to make this Lease subordinate to any lien execution and delivery of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancea SNDA.

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

Subordination. This Lease is subject and Lessee's rights hereunder are and will remain subordinate to any ground and underlying leaseslease, mortgages and deeds mortgage, deed of trust (collectively "Encumbrances") which may or any other hypothecation for security now affect or hereafter placed upon the Property Leased Premises, and to all increases, renewals, modifications, consolidations, replacements replacements, and extensions thereof; provided, however, if extension thereof (collectively referred to as the "Mortgage"). If the holder of a Mortgage becomes the owner of the Leased Premises by reason of foreclosure or holders acceptance of a deed in lieu of foreclosure, at such holder's election Lessee will be bound to such holder or its successor-in-interest under all terms and conditions of this Lease, and Lessee will be deemed to have attorned to and recognized such holder or successor as Lessor's successor-in-interest for the remainder of the Lease term or any extension thereof. In such Encumbrance ("Holder") shall require that event, the holder of such Mortgage will agree that, so long as Lessee is not then in default hereunder, such holder will recognize this Lease and will not disturb Lessee in its possession of the Leased Premises for any reason other than one which would entitle the Lessor to terminate this Lease under its terms. The foregoing is self-operative and no further instrument of subordination and/or attornment will be prior and superior theretonecessary unless required by Lessor or the holder of a Mortgage, in which case Lessee will, within ten (10) days of after written request of Landlord to Tenantrequest, Tenant shall execute, have acknowledged execute and deliver without charge any documents reasonably required by Lessor or such holder in order to confirm the subordination and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposesattornment set forth above. Landlord shall have Should the right to cause holder of a Mortgage request that this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to Lessee's rights hereunder be made thereunder and without regard superior, rather than subordinate, to the time or character of such advancesMortgage, together with interest thereon and subject to all the terms and provisions thereofthen Lessee will, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within within ten (10) days after Landlord's written request, Tenant shall execute any and all documents deliver without charge such agreement as may be reasonably required by Landlord or the Holder such holder in order to make this Lease subordinate to any lien effectuate and evidence such superiority of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything Lease to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.Mortgage. /s/ /s/ ---------------------------------- ------------------------------------- Lessor Lessee

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

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "“Encumbrances"”) which may now affect the Property Building or the Project, to the CC&Rs and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("“Holder"”) shall require that this Lease to be prior and superior thereto, Tenant shall, within ten seven (107) business days of after written request of Landlord to Tenantfrom Landlord, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Building or the Project or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, so long as Tenant is not in default, Holder shall agrees to recognize Tenant's ’s rights under this Lease as long as Tenant is not then in default and continues to shall pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's ’s written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. If Tenant fails to do so, it shall be deemed that this Lease is subordinated. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Building or the Project at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property Building, to any covenants, conditions and restrictions and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten seven (107) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, in the form presented to Tenant, which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, so long as Tenant is not in default, Holder shall agrees to recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to shall pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten seven (107) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder required to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. If Tenant fails to do so, it shall be deemed that this Lease is subordinated. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Building or the Project at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.

Subordination. This Lease (including all rights of Tenant ------------- hereunder) is subject and subordinate to: (a) any ground lease or underlying lease (each a "Ground Lease") now or hereafter affecting the Land or the Building, (b) any mortgage, deed of trust or other indenture (each a "Mortgage") now or hereafter affecting any Ground Lease or Land, and all renewals, replacements and extensions thereof, and (c) all advances and interest under any Mortgage. Landlord will use reasonable efforts to attempt to obtain a nondisturbance agreement with the present and any future holders of any Ground Leases or Mortgages, but failure to obtain same is not a default under this Lease. This section is self-operative and no further instrument is required; nevertheless, Tenant agrees to execute within twenty (20) days of Landlord's written request, any documents required by any Mortgage holder or ground lessor to evidence such subordination. Upon termination of this Lease through foreclosure of any Mortgage (or deed in lieu thereof) or if the Ground Lease is terminated, Tenant will attorn to and accept the purchaser at the foreclosure sale (or the transferee under the deed in lieu) or ground lessor as Landlord under this Lease and, upon demand, enter into a new lease agreement with such purchaser, transferee or ground lessor for the unexpired term of this Lease at the same Rent and under the same provisions of this Lease. This Lease is subject and subordinate to any ground covenants, conditions and underlying leasesrestrictions of record on the date of this Lease, mortgages as well as any regulations, laws and deeds of trust (collectively "Encumbrances") ordinances to which may now affect the Property Building and Land are subject to, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long owners of the Land and the Building as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth otherwise provided in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

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

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