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 Landlord represents that no Mortgages (hereafter defined) currently encumber the Building, any part thereof, or the land on which it is situate. Upon delivery of a nondisturbance and attornment agreement which is reasonably satisfactory to Tenant, stating that this Lease is is, and all of Tenant’s rights hereunder are and shall always be, subject and subordinate to any ground and underlying leasessuch mortgage, mortgages and deeds leases of trust Landlord’s property (in sale-leaseback) pursuant to which Landlord has or shall retain the right of possession of the Leased Space (and/or the Building) or security instruments (collectively "Encumbrances"called “Mortgage”) which may that now affect the Property and to all renewalsexist, 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 placed upon the PremisesLeased Space or the Building, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of part thereof and 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 extensions thereof, so long as Landlord obtains from and if the Holder holder of any such Encumbrance a non-disturbance agreement which provides that interest forecloses or extinguishes Landlord’s rights in the event of termination of any such lease Building 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 requestLeased Space, Tenant shall execute attorn to and recognize any such holder as the successor Landlord under this Lease. The aforesaid provision shall be self-operative and all documents no further instrument or document shall be necessary unless required by Landlord any such 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 foregoingpurchaser. Notwithstanding anything to the contrary set forth in above, any Mortgagee may at any time subordinate its Mortgage to this paragraphLease, without Tenant’s consent, by execution of a written document subordinating such Mortgage to this Lease to the extent set forth therein, thereupon this Lease shall be deemed prior to such Mortgage. Should Landlord or any Mortgagee or purchaser desire confirmation of either such subordination or such attornment, as the case may be, Tenant hereby attorns upon written request, and agrees from time to attorn time, will execute and deliver without charge and in form reasonably satisfactory to any entity purchasing Tenant, Landlord, the Mortgagee or otherwise acquiring the Property at any sale or other proceeding or pursuant purchaser all instruments and/or documents that may be required to the exercise of any other rightsacknowledge such subordination and/or agreement to attorn, powers or remedies under such Encumbrancein recordable form within ten (10) business days following a request therefor from Landlord.

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

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

Subordination. (a) This Lease is Lease, and all rights of Tenant hereunder, are and shall be subject and subordinate in all respects to any all ground leases, operating leases, overriding leases and underlying leasesleases of the Land and/or the Building (or any portions thereof) now or hereafter existing, and to all mortgages (and deeds of trust (collectively "Encumbrances"construction loan agreements) which may now or hereafter affect the Property Land and/or the Building and/or any of such leases, whether or not such mortgages shall also cover other lands and/or buildings, to each and every advance made or hereafter to be made under such mortgages (or construction loan agreements), and to all renewals, modifications, consolidationsreplacements, replacements substitutions and extensions thereof; providedof such leases and mortgages, however, if the holder or holders and to all spreaders and consolidations of any such Encumbrance mortgages. This Paragraph 16 ("Holder"a) shall require that this Lease to be prior self-operative and superior thereto, within ten (10) days no further instrument of written request subordination shall be required. In confirmation of Landlord to Tenantsuch subordination, Tenant shall execute, have acknowledged promptly execute and deliver at its own cost and expense any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have instrument, in recordable form if requested, that Landlord, the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination lessor of any such lease or upon the foreclosure holder of any such mortgage or deed any of trust their respective successors in interest may reasonably request to evidence such subordination. The leases to which this Lease is, at the Holder time referred to, subject and subordinate pursuant to this Paragraph 16 are herein sometimes called “superior leases” and the mortgage to which this Lease is, at the time referred to, subject and subordinate are herein sometimes called ‘superior mortgages’. The lessor under any superior lease is sometimes herein referred to as a “Superior Lessor”, and the mortgagee under any superior mortgage is herein sometimes referred to as a “Superior Mortgagee”. (b) If, in connection with the obtaining, continuing or renewing of any financing for which the Building, the Land or the interest of the lessee under any superior lease represents collateral, in whole or in part, any bank, insurance company, pension fund or other lending institution shall recognize request reasonable modifications of this Lease as a condition of its granting such financing, Tenant will not unreasonably withhold its consent thereto, provided that such modifications do not (i) increase the rental obligations or other costs and expenses payable by Tenant under this Lease, (ii) increase or decrease the Term, (iii) decrease the services required to be provided by Landlord hereunder, (iv) materially increase any of Tenant's ’s other obligations under this Lease, or (v) materially adversely affect any of Tenant’s other rights under this Lease or materially diminish Landlord’s obligations hereunder. (c) In the event of any act or omission of Landlord which would give Tenant the right, immediately or after the lapse of a period of time, to cancel or terminate this Lease, or to claim a partial or total eviction, Tenant agrees that Tenant shall not exercise such right (i) until it has given written notice of such act or omission to the holder of each superior lease and superior mortgage whose name and address shall previously have been furnished to Tenant in writing, and (ii) until a reasonable period for remedying such act or omission shall have elapsed following the giving of such notice and following the time when such Superior Mortgagee or Superior Lessor shall have become entitled under its superior mortgage or superior lease, as the case my be, to remedy the same (which reasonable period shall in no event be less than the period to which Landlord would be entitled under this Lease or otherwise, after similar notice, to effect such remedy), provided such Superior Mortgagee or Superior Lessor shall with due diligence give Tenant written notice of its intention to, and commence and continue to, remedy such act or omission. (d) If any Superior Lessor or Superior Mortgagee, or such persons’ successors or assigns, shall succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action or delivery of a new lease or deed, then at the request of such party so succeeding to Landlord’s rights (herein sometimes called “successor landlord”) and upon successor landlord’s written agreement to accept Tenant’s attornment, Tenant shall attorn to and recognize such successor landlord as Tenant’s landlord under this Lease, and shall promptly execute and deliver any instrument that such successor landlord may reasonably request to evidence such attornment. From and after the date of Tenant’s attornment, the successor landlord shall perform the obligations of Landlord to be paid or performed pursuant to the terms of this Lease. The foregoing provisions of this Paragraph 16 shall inure to the benefit of any successor landlord, shall apply notwithstanding that as a matter of law this Lease may terminate upon the termination of the superior lease or superior mortgage, shall be self operative, upon any such demand, and no further instrument shall be required to give effect to said provisions. Upon such attornment this Lease shall continue in full force and effect as, or as if it were, a direct lease between the successor landlord and Tenant upon all of the executory terms, conditions and covenants as are set forth in this Lease and shall be applicable after such attornment, except that the successor landlord shall not: (i) be liable for any previous act or omission or negligence of Landlord under this Lease; (ii) be subject to any counterclaim, offset, or defense not expressly provided for in this Lease and asserted with reasonable promptness, which shall have theretofore accrued to Tenant against Landlord; (iii) be bound by any previous modification of this Lease, not expressly provided for in this Lease, or by any previous prepayment of more than one month’s Fixed Rent or Additional Rent payable pursuant to this Lease (exclusive of any payment in the nature of a security deposit), unless such modification or prepayment shall have been expressly approved in writing by the Superior Lessor or the Superior Mortgagee through or by reason of which the successor landlord shall have succeeded to the rights of Landlord under this Lease; or (iv) be obligated to repair the Demised Premises or the Building or any part thereof, in the event of total or substantial total damage beyond such repair as can reasonably be accomplished from the net proceeds of insurance actually made available to the successor landlord, or be obligated to repair the Demised Premises or the Building or any part thereof in the event of partial condemnation beyond such repair as can reasonably be accomplished from the net proceeds of any award actually made available to the successor landlord as consequential damages allocable to the part of the Demised Premises or the Building not taken. (e) Nothing contained in this Article 16 shall be construed to impair any right otherwise exercisable by any Superior Mortgagee or Superior Lessor. (f) The holder of a superior mortgage may elect that this Lease shall have priority over such superior mortgage and upon notification to Tenant by the holder of such superior mortgage, this Lease shall be deemed to have priority over such superior mortgage whether this Lease is dated prior to or subsequent to the date of such superior mortgage. (g) Tenant shall not knowingly do or suffer or permit anything to be done which would constitute a default under any superior mortgage or superior lease or cause any superior lease to be terminated or forfeited by virtue of any rights of termination or forfeiture reserved or vested in the lessor thereunder, it being understood that the Permitted Use hereunder shall not be deemed to be a violation of such superior mortgage or superior lease. (h) Landlord shall use commercially reasonable efforts to obtain and provide to Tenant an agreement (a “Non-Disturbance Agreement”) from the holder of any mortgage hereafter encumbering the Property, in the usual form of such holder, in favor of Tenant, providing in substance that so long as Tenant is not then in default and continues to pay under the Rent and observe and perform all the provisions terms of this Lease Lease, the right of possession of Tenant to the Demised Premises shall not be observed affected or disturbed by such holder in the exercise of any of its rights under the mortgage or any note secured thereby, 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 sale 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 rights and remedies under the mortgage or otherwise shall be made subject to Tenant’s right of possession under this Lease. Such efforts shall include making a written request to each such Encumbranceholder for such Non-Disturbance Agreement. Landlord shall incur no liability, nor shall this Lease or the obligations of Tenant hereunder be affected in any manner, in the event Landlord shall be unable to obtain a Non-Disturbance Agreement from the holder of any mortgage in favor of Tenant. Furthermore, Landlord shall not be required to incur any expense (other than a reasonable processing fee) or pay any consideration in order to obtain any Non-Disturbance Agreement in favor of Tenant.

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

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

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

Subordination. This Lease is subject and shall, at LANDLORD’s option, be subordinate or superior to any ground and underlying leasesmortgage, mortgages and deeds deed of trust (collectively "Encumbrances") which or ground lease that may now affect exist or hereafter be placed upon the Property Premises or any part thereof and to any and all advances to be made thereunder and to the interest thereon and to all renewals, modifications, consolidations, replacements and extensions thereof, provided, however, so long as TENANT performs its obligations under this Lease, no foreclosure of, deed given in lieu of foreclosure of, sale, and no procedures taken under the encumbrance shall affect TENANT’s rights under this Lease and the holder of such encumbrance shall agree to recognize this Lease and all of the TENANT’s rights hereunder. TENANT shall upon written demand by LANDLORD execute such instruments as may reasonably be required at any time and from time to time to subordinate the rights and interest of TENANT under this Lease to the lien of any such ground lease, mortgage or deed of trust, or, if requested by LANDLORD, to subordinate any such ground lease, mortgage or deed of trust to the Lease, so long as such instrument includes reasonable non-disturbance protection; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretoTENANT shall, 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 proceedings are brought for the foreclosure of any such mortgage or deed of trust on termination of such ground lease, attorn to the Holder purchaser upon foreclosure sale or sale under power of sale or the LANDLORD under such ground lease, and shall recognize Tenant's rights such purchaser or ground lessor as LANDLORD under this Lease as long as Tenant is not then in default Lease, 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 TENANT is not in default hereunder, no such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in termination or foreclosure shall terminate this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing Lease 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 Encumbranceaffect TENANT’s rights hereunder.

Subordination. This Lease is subject and subordinate to any all existing and future ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to Real Property, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall ▇▇▇▇▇▇ agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances 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 ▇▇▇▇▇▇ agrees that in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the mortgagee under such mortgage or deed of trust trust, such mortgagee’s successor purchaser or any of their successors or assigns 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 Holder lessor under this Lease; provided, however, that, subject to the following sentence, such mortgagee or its successor shall recognize Tenant's rights not be liable for or bound by (i) any payment of any rent installment which may have been made more than thirty (30) days before the due date of such installment, (ii) any act or omission of or default by Landlord under this Lease as (but such mortgagee, or such successor, shall be subject to the continuing obligations of Landlord under this Lease to the extent arising from and after such succession to the extent of such mortgagee’s or such successor’s interest in the Project), (iii) any credit, claims, setoffs or defenses which Tenant may have against Landlord, (iv) any modification or amendment to this Lease for which such mortgagee’s consent is required, but has not been obtained, under a mortgage or deed of trust or (v) any obligation under this Lease to maintain a fitness facility at the Project, if any. Tenant, upon the reasonable request by such mortgagee or such successor in interest, shall execute and deliver within fifteen (15) business days of such request an instrument or instruments confirming such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee, deed of trust beneficiary and mezzanine lender whose address has been provided to Tenant in advance and Tenant shall provide such mortgagee, deed of trust beneficiary and mezzanine lender 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 Tenant hereunder in the event of any foreclosure proceeding or sale. As a condition precedent to the future subordination of this Lease to a future mortgage or deed of trust, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement (an “SNDA”) in favor of Tenant from any mortgagee or beneficiary who comes into existence after the Effective Date on the mortgagee’s standard form of SNDA provided such form contains commercially reasonable terms and conditions, including a provision that, so long as Tenant is paying the rent due under this Lease and is not then otherwise in default under this Lease beyond any applicable cure period, its right to possession and continues to pay the Rent other terms of the Lease shall remain in full force and observe and perform all effect. Landlord represents that, as of the provisions date of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestLease, Tenant shall execute any and all documents required by Landlord there is no mortgage or deed of trust encumbering 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 EncumbranceProject.

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

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

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

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

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

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

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

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

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

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

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

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

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

Subordination. This 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 subject and subordinate in all respects to any all ground leases and/or underlying leases now or hereafter covering the real property of which the premises form a part and underlying leases, to all mortgages and deeds of trust (collectively "Encumbrances") which may now or hereafter be placed on or affect the Property such leases and/or real property, and/or Landlord’s interest therein, and to each advance made and/or hereafter to be made under any such mortgages, and to all renewals, modifications, consolidations, replacements and extensions thereof; 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 renewalsadditions, modifications, consolidations, replacements replacements, spreaders and extensions thereof and all substitutions of and for such ground leases and/or underlying leases and/or mortgages. This subparagraph (a) shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall execute and deliver promptly any certificate that Landlord and/or mortgagee and/or the lessor under any ground or extensions underlying lease and/or their respective successors in interest may request. Tenant hereby constitutes and appoints Landlord and/or any mortgagee and/or the lessor under any ground or underlying lease and/or their respective successors in interest ▇▇▇▇▇▇’s attorney-in-fact to execute and deliver any such certificate or certificates for and on behalf of Tenant. (b) Without limitation of any of the provisions of this Lease, if at any time during the term of this Lease, Landlord shall be the holder of a leasehold estate covering the real property of which the premises form a part, and if such leasehold estate shall terminate or be terminated for any reason, ▇▇▇▇▇▇ agrees, at the election and upon demand of any owner of the real property of which the premises form a part, or of any mortgagee in possession thereof, for or of any holder of a leasehold hereafter affecting the full amount real property of all advances made which the premises form a part, to attorn, from time to time, to any such owner, mortgagee or to be made thereunder and without regard to the time or character of such advancesholder, together with interest thereon and subject to all upon the terms and conditions set forth herein for the remainder of the term demised in this Lease. The foregoing provisions thereof, so long as Landlord obtains from shall inure to the Holder benefit of any such Encumbrance a non-disturbance agreement which provides owner, mortgagee or holder, shall apply to the tenancy of Tenant notwithstanding that in this Lease may terminate upon the event of termination of any such lease or leasehold estate, and shall be self- operative upon the foreclosure any such demand, without requiring any further instrument to give effect to said provisions. Tenant, however, upon demand of any such owner, mortgagee or holder, agrees to execute, from time to time, an instrument in confirmation of the foregoing provisions, satisfy to such owner, mortgagee or holder, in which Tenant shall acknowledge such attornment and shall set forth the terms and conditions of its tenancy, which shall be the same as those set forth herein and shall apply for the remainder of the term originally demised in this Lease. Nothing contained in this subparagraph (b) shall be construed to impair any right, privilege or option of any such owner, mortgagee or holder. (c) The term “mortgage(s)” as used in this Lease shall include any mortgage or any deed of trust the Holder shall recognize Tenant's rights under trust. The term “mortgagee(s)” as used in this Lease shall include any mortgagee or any trustee under a deed of trust. The term “mortgagor(s)” as long as Tenant is not then used 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 include any and all documents required by Landlord mortgagor or the Holder to make this Lease subordinate to any lien grantor under a 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 this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancetrust.

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

Subordination. This Lease is subject and subordinate to any 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 Tenant covenants and agrees that 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 Security Instrument and to any advances made on the security thereof and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof. This clause shall be self operative and no further instrument of subordination need be required by any owner or holder of any such ground lease, mortgage, deed of trust or security agreement. In confirmation of such subordination, at Landlord’s request, Tenant shall execute promptly any appropriate certificate or instrument that Landlord may request and Tenant hereby constitutes and appoints Landlord as Tenant’s attorney-in-fact to execute any such certificate or instrument for and on behalf of Tenant. Notwithstanding the foregoing, any Lender shall have the right to elect, by written notice given to Tenant, to have this Lease be superior to its Security Instrument. In the event of the enforcement by any holder of the Security Instrument (“Successor Landlord”) of the remedies provided for by law or by such Security Instrument, at Successor Landlord’s election, Tenant will attorn to and recognize as its landlord, and become the tenant of, such Successor Landlord, without any change in the terms or other provisions of this Lease or without the execution of any further instrument by Tenant; provided, however, if that such Successor Landlord or successor in interest shall not be bound by (a) any payment of Base Monthly Rent or Additional Rent for more than one (1) month in advance, (b) any amendment or modification of this Lease, or any waiver of the holder terms of this Lease, made without the written consent of such Successor Landlord, (c) any offset right that Tenant may have against any former Landlord relating to any event or holders occurrence before the date of attornment, including any claim for damages of any kind whatsoever as the result of any breach by a former Landlord that occurred before the date of attornment; (d) any obligation to pay Tenant any sum(s) that any former Landlord owed to Tenant unless such Encumbrance sums, if any, shall have actually been delivered to Successor Landlord by way of an assumption of escrow accounts or otherwise, ("Holder"e) shall require that this Lease any obligation to be prior pay Tenant any security deposited with a former Landlord, unless such security was actually delivered to such Successor Landlord; (f) any obligation to commence or complete any initial construction of improvements in the Premises or any expansion or rehabilitation of existing improvements thereon; or (g) any obligation arising from representations and superior theretowarranties related to a former Landlord. Upon request by such Successor Landlord, within ten (10) days whether before or after the enforcement of written request of Landlord to Tenantits remedies, Tenant shall execute, have acknowledged execute and deliver any and all reasonable documents an instrument or instruments which confirming and evidencing the attornment herein set forth, and Tenant hereby irrevocably appoints Landlord or Holder deems necessary or desirable as Tenant’s agent and attorney-in-fact for the purpose of executing, acknowledging and delivering any such purposesinstruments and certificates. Landlord shall have the right This Lease is further subject to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now matters of record. If the Project is currently encumbered by a Security Instrument, Landlord shall request the beneficiary (or may hereafter be executed covering its servicer) of the Premisesexisting Security Instrument that encumbers the Project as of the date hereof to issue its standard 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 (“SNDA”), pursuant to which provides that such beneficiary agrees to recognize this Lease in the event of termination of any default under such lease Security Instrument or upon the foreclosure of any sale under such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as Security Instrument, so long as Tenant is not then in default hereunder. Landlord’s sole obligation under this section is to request such SNDA and continues follow the process of such lender for issuance of a SNDA. The failure of such lender to issue its SNDA shall not relieve Tenant of any of its obligations under this Lease. Landlord will pay for the Rent basic administrative fee, if any, to the lender and observe and perform all costs for such Lender’s attorney to prepare the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestSNDA, but Tenant shall execute be responsible for paying all additional costs incurred to negotiate any and all documents required by Landlord or changes in the Holder to make this Lease subordinate to any lien lender’s form 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 EncumbranceSNDA.

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

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

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

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

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

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

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

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

Subordination. This Lease is subject and subordinate to 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 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 "“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 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 that in the event favor of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within Subject to the foregoing, Tenant agrees, within ten (10) days after Landlord's 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 (a) Subject to the provisions of Section 25(e) hereof, this Lease is and shall be subject and subordinate to any all present and future ground or underlying leases and underlying leasesto all mortgages, mortgages options, and deeds of trust (collectively "Encumbrances") which building loan agreements that may now or hereafter affect such leases or the Property real property of which the Premises are a part and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder"ground or underlying leases, options, building loan agreements and mortgages. The provisions of this Section 25(a) shall require that this Lease to be prior self-operative and superior thereto, within ten (10) days no further instrument of written request subordination shall be required. In confirmation of Landlord to Tenantsuch subordination, Tenant shall execute, have acknowledged execute and deliver promptly at its own cost and expense any and all reasonable documents instrument, in recordable form if required, that Landlord, the lessor of the ground or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such underlying lease or upon the foreclosure holder of any such mortgage or deed any of trust their respective successors in interest may reasonably request to evidence such subordination. (b) In the Holder shall recognize Tenant's rights event of a termination of any ground or underlying lease, or if the interests of Landlord under this Lease are transferred by reason of, or assigned in lieu of, foreclosure or other proceedings for enforcement of any mortgage, or if the holder of any mortgage acquires a lease in substitution therefor, then Tenant under this Lease, at the option to be exercised in writing by the lessor under such ground or underlying lease or such mortgagee or purchaser, assignee or lessee, as long as Tenant is not then in default the case may be, either (a) will attorn to it and continues to pay the Rent and observe and will perform for its benefit all the terms, covenants and conditions of this Lease on Tenant's part to be performed with the same force and effect as if said lessor, such mortgagee or purchaser, assignee or lessee, were the landlord originally named in this Lease, or (b) will enter into a new lease with said lessor or such mortgagee or purchaser, assignee or lessee, as landlord, for the remaining Term and otherwise on the same terms and conditions and with the same options, if any, then remaining. The foregoing provisions of clause (a) of this Section 25(b) shall enure to the benefit of such lessor, mortgagee, purchaser, assignee or lessee, shall be self-operative upon the exercise of such option, and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such lessor, mortgagee, purchaser, assignee or lessee, shall execute, from time to time, instruments in confirmation of the foregoing provisions of this Section 25(b) reasonably satisfactory to any such lessor, mortgagee, purchaser, assignee or lessee, acknowledging such attornment and setting forth the terms and conditions of its tenancy. (c) Anything herein contained to the contrary notwithstanding, under no circumstances shall any lessor under any ground lease or mortgagee or purchaser, assignee or lessee, as the case may be, whether or not it shall have succeeded to the interests of the landlord under this Lease, be: (i) liable for any act, omission or default of any prior landlord or for the return of any security deposit or part thereof not actually received by such lessor, mortgagee, purchaser, assignee, or lessee, as the case may be; or (ii) subject to any offsets, claims or defenses that Tenant might have against any prior landlord: or (iii) bound by any rent or additional rent that Tenant might have paid to any prior landlord for more than one month in advance or for more than three months in advance where such rent payments are payable at intervals of more than one month (other than payments for Tenant's Tax Payment which shall be paid in accordance with the terms and conditions of Article 4 of this Lease); or (iv) bound by any modification, amendment or abridgment of this Lease, or any cancellation or surrender of the same, made without its prior written approval. (d) If, in connection with the financing of the Land and/or the Building, the holder or prospective holder of any mortgage shall request reasonable modifications in this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestas a condition of approval thereof, Tenant shall execute any and all documents required by Landlord will not unreasonably withhold, delay or the Holder defer making such modifications. (e) As a condition to make this Lease lease being subordinate to any lien of future mortgage or ground lease, anything herein contained to the Encumbrance so long as such documents contain contrary notwithstanding, Landlord shall provide Tenant with a non-disturbance provisions substantially agreement, in conformance with the foregoing. Notwithstanding anything to the contrary set forth form annexed hereto as Exhibit C, in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing recordable form executed by all such future mortgagees 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 lessors .

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, the building, or the Project, 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 instruments, in the form presented to Tenant, which Landlord or Holder deems necessary or desirable for such purposespurposes provided any such documents or instruments are not inconsistent with, change or add terms to the terms of this Lease. 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, the 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 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 required to effectuate such subordination to make this Lease subordinate to any lien of the Encumbrance so long as Encumbrances provided any such documents contain non-disturbance provisions substantially in conformance with or instruments are not inconsistent with, change or add terms to the foregoingterms of this Lease. If Tenant fails to do so, it shall be deemed that this lease is so subordinated. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns attorneys and agrees to attorn to any entity purchasing or otherwise acquiring the Property Building at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance. Each statement, instrument or document that Tenant is required to sign under this Section shall provide that Tenant, upon performing the terms, conditions and covenants of this Lease, shall have quit and peaceful possession of the Premises as against any person claiming the same by, through or under Landlord.

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

Subordination. This Lease is subject and Tenant agrees that it shall 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 mortgage or instruments which Landlord underlying lease encumbering or Holder deems necessary or desirable for such purposes. Landlord shall have affecting 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 Demised Premises, the Building or the Project or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of component thereof and to all advances made or hereafter 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 security thereof; provided that the holder of any such mortgage or deed the lessor under any such underlying lease shall, on behalf of trust the Holder shall recognize themselves and their successors and assigns, first agree, in a document that is in recordable form and otherwise reasonably satisfactory to Tenant's , and typical for major office leases including those relating to Class “A”, corporate office environments, that so long as no event of default (as defined in Article 18.1 above) has occurred and remains uncured beyond all applicable cure periods, Tenant’s rights under this Lease including, without limitation, the rights to require application of Landlord’s insurance proceeds and condemnation awards as long provided in this Lease and the payment of all amounts owed by Landlord under the Lease, and Tenant’s possession of the Demised Premises during the remainder of the Lease Term and any extension or renewal thereof, shall not be disturbed despite any foreclosure, lease termination or other action by such mortgagee (or its trustees under a deed of trust) or lessor or any of their successors or assigns, including, without limitation, the taking of possession of the Project or any portion thereof by the mortgagee or lessor or the exercise of any assignment of rents by the mortgagee, such trustees or lessor. Landlord, Tenant and such mortgagee, trustees or lessor shall execute promptly such additional instruments as may be reasonably required to carry out the intent hereof. In such instrument, Tenant is shall agree to give the holder of a mortgage (or, in the case of an underlying lease, the lessor thereunder) notice of defaults by Landlord hereunder and the same time period, if any, to cure such default as may be allowed to Landlord under this Lease; provided, that with respect to non-monetary defaults that by their nature are susceptible of cure by a party other than Landlord, the mortgagee or lessor shall be allowed an additional fifteen (15) day period to commence and complete the cure of such default beyond the time period allowed to Landlord under this Lease. Tenant shall agree that if such notice and opportunity to cure a Landlord’s default are required to be given pursuant to any such instrument, but Tenant does not comply with such requirement, then the party succeeding to the interest of Landlord as a result of the subsequent enforcement of the mortgage or lease described in such instrument shall not be liable for any accrued obligation of the former Landlord or any act or omission of the former Landlord relating to Landlord’s default of which no notice or applicable opportunity to cure was given to the mortgagee or lessor. Each of Tenant and continues Landlord agrees that, if requested by the other, each shall, without charge, enter into (i) a Subordination, Non-Disturbance and Attornment Agreement reasonably and customarily requested by mortgagees, and the form attached hereto as Exhibit G shall be reasonable and customary provided such agreement contains provisions relating to pay the Rent and observe and perform all non-disturbance in accordance with the provisions of this Lease to be observed Article 26.1, and performed by Tenant. Within ten (10ii) days after Landlord's written request, an agreement with the mortgagee whereby Tenant shall execute agree for the benefit of such mortgagee that Tenant will not, without in each case the prior written consent of such mortgagee, which shall not be unreasonably withheld, conditioned or delayed, (a) amend, modify, cancel or surrender the Lease Term except as expressly permitted by the provisions of this Lease, or enter into any and all documents required by agreement with Landlord so to do, or the Holder to make this Lease subordinate to (b) pay any lien installment of Base Rental more than one (1) month in advance of the Encumbrance so long as such documents contain non-disturbance provisions substantially due date thereof or otherwise than in conformance with the foregoing. Notwithstanding anything to the contrary set forth manner provided for 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. 28.01 This Lease is subject and shall be subordinate to any ground first mortgage, first deed of trust, or any other first hypothecation and underlying leasesrelated instruments for security now or hereafter placed upon the Property, 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; . Notwithstanding such subordination, if the terms of such mortgage, deed of trust, hypothecation or other related security instrument provide, or the holder of such security instrument agrees by separate instrument, that, at the option of the holder thereof, Tenant's right to quiet possession of the Leased Premises shall not be disturbed if Tenant is not in default under this Lease 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, then, at the option of such holder, if such holder shall hereafter succeed to the rights of Landlord under this Lease, whether through possession, foreclosure action or otherwise, Tenant shall attorn to such holder, and this Lease shall continue in full force and effect as a direct lease between such successor, Landlord and Tenant, subject to all of the terms, covenants and conditions of this Lease, provided, however, if that such successor Landlord shall not be liable for any failure of Landlord hereunder to comply with any of the holder or holders terms, covenants and conditions of this Lease. 28.02 Tenant further agrees to execute any instrument required to make this Lease inferior to the lien of any such Encumbrance ("Holder") shall require that this Lease mortgage, deed of trust or any other hypothecation and related instruments for security now or hereafter placed upon the Property, to be prior any and superior theretoconsolidations, replacements and extensions thereof and execute and deliver to Landlord said instrument within ten (10) days after receipt from Landlord. 28.03 If the holder of a first mortgage, first deed of trust or other first hypothecation encumbering the Property shall agree by written request of Landlord to Tenantinstrument filed for record on the applicable records where the Property is located, 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 also be subordinate to be and become and remain subject and subordinate any mortgage, deed of trust or other hypothecation, which does not have first priority, for security now or hereafter placed upon the Property, to any security instruments related thereto, to any and all Encumbrances which are now or may hereafter be executed covering advances made on the Premises, or any security thereof and to all renewals, modifications, consolidations, replacements or and extensions thereof. Notwithstanding such subordination, for if the full amount of all advances made or to be made thereunder and without regard to the time or character terms of such advancessecondary mortgage, together with interest thereon and subject to all deed of trust, hypothecation or other related security instrument provide, or the terms and provisions holder thereof agrees by separate instrument, that at the option of the holder thereof, Tenant's right to quiet possession of the Leased Premises shall not be disturbed if Tenant is not in default under this Lease and 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 Tenant shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent rent and observe and perform all of the provisions of this Lease unless this Lease is otherwise terminated pursuant to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestits terms, then at the option of such holder, if such holder shall hereafter succeed to the rights of Landlord under this Lease, whether through possession, foreclosure action or otherwise, Tenant shall execute attorn to such holder, and this Lease shall continue in full force and effect as a direct lease between such successor Landlord and Tenant, subject to all the terms, covenants and conditions of this Lease; provided, however, that such successor Landlord shall not be liable for any failure of Landlord hereunder to comply with any of the terms, covenants and all documents conditions of this Lease. 28.04 The provisions of Section 28.01 and 28.03 regarding subordination, attornment and nondisturbance shall be effective and self-operative without the execution of any further instruments on the part of the Landlord, Tenant or the holder of any instrument referenced in Sections 28.01 or 28.03, except for such instruments as may be expressly required by Landlord the terms of Sections 28.01 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 Encumbrance28.

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

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

Subordination. Landlord hereby agrees to use commercially reasonable efforts to obtain a commercially reasonable non-disturbance agreement in favor of Tenant from the current lender for the Project. 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 Tenant is if there does not then in default and continues to pay the Rent and observe and perform all the provisions or thereafter exist an Event of Default by Tenant under this Lease to be observed and performed by Tenantbeyond any applicable cure period. 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 (a) Subject to any mortgagee's or ground lessor's election, as hereinafter provided for, this Lease is subject and subordinate in all respects to any ail matters of record (including, without limitation, deeds and land disposition agreements), ground and leases and/or underlying leases, mortgages and deeds all mortgages, any of trust (collectively "Encumbrances") which may now or hereafter be placed on or affect such leases and/or the Property real property of which the premises are a part, or any part of such real property, and/or Landlord's interest or estate therein, and to each advance made and/or hereafter to be made under any such mortgages, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder thereof and all substitutions therefor. This Article 23 shall be self-operative and no further instrument or holders subordination shall be required. In confirmation of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenantsubordination, Tenant shall execute, have acknowledged acknowledge and deliver promptly any and all reasonable documents certificate or instruments which instrument that Landlord and/or any mortgagee and/or lessor under any ground or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or underlying lease and/or their respective successors in interest may hereafter be executed covering the 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 provided that such certificate or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially instrument is in conformance with the foregoinga commercially reasonable form. Notwithstanding anything to the contrary set forth in this paragraphArticle 23 contained as to any future mortgages, ground leases, and/or underlying lease or deeds of trust, the herein provided subordination and attornment shall be effective only if the mortgagee, ground lessor or trustee therein, as the case may be, agrees, by a written instrument in recordable form and in the customary form of such mortgagee, ground lessor, or trustee with such commercially reasonable modifications as Tenant may request ("Nondisturbance Agreement") that, as long as Tenant shall not be in terminable default of the obligations on its part to be kept and performed under the terms of his Lease, this Lease will not be affected and Tenant's possession hereunder will not be disturbed by any default in, termination, and/or foreclosure of, such mortgage, ground lease, and/or underlying lease or deed of trust, as the case may be. Landlord represents and warrants to Tenant that, as of the Execution Date of this Lease, there are no mortgages, ground leases, or underlying leases encumbering the real property or which the premises are a party. (b) Any such mortgagee or ground lessor may from time to time subordinate or revoke any such subordination of the mortgage or ground lease held by it to this Lease. Such subordination or revocation, as the case may be, shall be effected by written notice to Tenant and by recording an instrument of subordination or of such revocation, as the case may be, with the appropriate registry of deeds or land records and to be effective without any further act or deed on the part of Tenant. In confirmation of such subordination or of such revocation, as the case may be, Tenant hereby attorns shall execute, acknowledge and agrees promptly deliver any certificate or instrument that Landlord, any mortgagee or ground lessor may request, provided that such certificate or instrument is in a commercially reasonable form. (c) Without limitation of any of the provisions of this Lease, if any ground lessor or mortgagee shall succeed to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to interest of Landlord by reason of the exercise of any other rights, powers or remedies its rights under such Encumbranceground lease or mortgage (or the acceptance of voluntary conveyance in lieu thereof) or any third party (including, without limitation, any foreclosure purchaser or mortgage receiver) shall succeed to such interest by reason of any such exercise or the expiration or sooner termination of such ground lease, however caused, then such successor shall succeed to the interest of Landlord under this Lease, provided, however, that such successor shall not: (i) be liable for any previous act or omission of Landlord under this Lease; (ii) be subject to any offset, defense, or counterclaim which shall theretofore have accrued to Tenant against Landlord; (iii) have any obligation with respect to any security deposit unless it shall have been paid over, credited to, or physically delivered to such successor; or (iv) be bound by any previous modification of this Lease or by any previous payment of Yearly Rent for a period greater than one (1) month, made without such ground lessor's or mortgagee's consent where such consent is required by applicable ground lease or mortgage documents, in either case, if Tenant has received prior written notice of the interest of such around lessor or mortgagee. In the event of such succession to the interest of the Landlord -- and notwithstanding that any such mortgage or ground lease may antedate this Lease -- the Tenant shall attorn to such successor and shall ipso facto be and become bound directly to such successor in interest to Landlord to perform and observe all the Tenant's obligations under this Lease without the necessity of the execution of any further instrument. Nevertheless, Tenant agrees at any time and from time to time during the term hereof to execute a suitable instrument in confirmation of Tenant's agreement to attorn, as aforesaid, provided that such instrument is in a commercially reasonable form.

Subordination. This (a) Except as provided in subparagraph (c) below, this Lease is and all rights of Tenant hereunder are and shall be subject and subordinate at all times to the lien or security title or interest of any ground and all underlying leasesdeeds of trust, mortgages and deeds of trust (collectively "Encumbrances") which may to secure debt or other instrument in the nature thereof in any amount or amounts whatsoever now affect or hereafter placed on or against or affecting the Property Building or any part thereof or on or against Landlord's interest or estate therein and to all any other instrument encumbering the fee title of the Building and to any modifications, renewals, modifications, consolidations, extensions or replacements thereof (collectively or singularly, "Landlord's Mortgage"), all without the necessity of having further instruments executed on the part of Tenant to effectuate such subordination. (b) While subparagraph (a) above is self-operative, and extensions thereof; providedno further instrument of subordination shall be necessary, howeverTenant shall, if the in confirmation of such subordination promptly, upon demand, at any time or times, execute, acknowledge and deliver to Landlord or a holder of a Landlord's Mortgage any and all instruments requested by either of them to evidence such subordination. (c) Tenant shall promptly, upon demand, at any time or holders times, execute, acknowledge and deliver to Landlord or to a holder of Landlord's Mortgage any such Encumbrance ("Holder") shall require and all instruments that may be necessary to make this Lease superior to the lien or security title or interest of a Landlord's Mortgage. (d) If a holder of a Landlord's Mortgage shall hereafter succeed to the right of Landlord under this Lease, whether through possession or foreclosure action or exercise of private power of sale or delivery of a new lease or otherwise, Tenant shall, at the option of such holder, attorn to and recognize such successor as Tenant's landlord under this Lease as of the date of such holder's succession to Landlord's interest and shall promptly execute, acknowledge and deliver any instrument that may be prior necessary to evidence such attornment. Upon such attornment, this Lease shall continue in full force and superior theretoeffect as a direct lease between each successor Landlord and Tenant, subject to all of the terms, covenants and conditions of this Lease. (e) If Tenant fails at any time to execute, acknowledge and deliver any of the instruments provided for in this Paragraph 24 within ten (10) business days of written request of Landlord after Landlord's notice so to Tenantdo, Tenant shall Landlord, in addition to the remedies allowed by Paragraph 19, may execute, have acknowledged acknowledge and deliver any and all reasonable documents or of such instruments as the attorney-in-fact of Tenant and in its name, place and stead, and Tenant hereby irrevocably appoints Landlord, its successors and assigns, as such attorney-in-fact, which power of attorney is irrevocable and is coupled with an interest. (f) It is acknowledged by the parties that a Subordination, Attornment and Non-Disturbance Agreement by and among Tenant, Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have and the right to cause holders of Landlord's Mortgage encumbering the Building as of the date of execution of this Lease to be has been executed and become and remain subject and subordinate delivered contemporaneously with this Lease. With respect to any Landlord's Mortgage executed and all Encumbrances which are now or may hereafter be executed covering delivered by Landlord following the Premisesdate of this Lease, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or Landlord agrees 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 obtain from the Holder holder of any such Encumbrance a Landlord's Mortgage an executed subordination, non-disturbance and attornment agreement which provides that in the event of termination of any form customarily used by 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 Encumbranceholder.

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. 23.01. This Lease is and shall be subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") leases which may now or hereafter affect the Property real property of which the demised premises forms a part and to all mortgages which may now or hereafter affect such leases or such real property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided. The provisions of this Section 23.01 shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute and deliver at its own cost and expense any instrument, in recordable form if required, that Landlord, the lessor of the ground or underlying lease or the holder of any such mortgage or any of their respective successors in interest may request to evidence such subordination, and Tenant hereby constitutes and appoints Landlord or its successors in interest to be Tenant's attorney-in-fact, irrevocably and coupled with an interest, to execute and deliver any such instrument for and on behalf of Tenant. 23.02. In the event of a termination of any ground or underlying lease, or if the interests of Landlord under this Lease are transferred by reason of, or assigned in lieu of, foreclosure or other proceedings for enforcement of any mortgage, or if the holder of any mortgage acquires a lease in substitution therefor, then Tenant under this Lease will, at the option to be exercised in writing by the lessor under such ground or underlying lease or such mortgagee or purchaser, assignee or lessee, as the case may be, either (i) attorn to it and will perform for its benefit all the terms, covenants and conditions of this Lease on Tenant's part to be performed with the same force and effect as if said lessor, such mortgagee or purchaser, assignee or lessee, were the landlord originally named in this Lease, or (ii) enter into a new lease with said lessor or such mortgagee or purchaser, assignee or lessee, as landlord, for the remaining term of this Lease and otherwise on the same terms and conditions and with the same options, if any, then remaining. The foregoing provisions of clause (i) of this Section 23.02 shall enure to the benefit of such lessor, mortgagee, purchaser, assignee or lessee, shall be self-operative upon the exercise of such option, and no further instrument shall be required to give effect to said provisions. Tenant, however, if the holder or holders upon demand of any such Encumbrance lessor, mortgagee, purchaser, assignee or lessee agrees to execute, from time to time, instruments in confirmation of the foregoing provisions of this Section 23.02, satisfactory to any such lessor, mortgagee, purchaser, assignee or lessee, acknowledging such attornment and setting forth the terms and conditions of its tenancy. Tenant hereby constitutes and appoints Landlord or its successors in interest to be the Tenant's attorney in fact, irrevocably and coupled with an interest, to execute and deliver such instrument of attornment, or such new lease, if the Tenant refuses or fails to do so promptly upon request. 23.03. Anything herein contained to the contrary notwithstanding, under no circumstances shall the aforedescribed lessor under the ground lease or mortgagee or purchaser, assignee or lessee, as the case may be, whether or not it shall have succeeded to the interests of the landlord under this Lease, be ("Holder"a) liable for any act, omission or default of any prior landlord; or (b) subject to any offsets, claims or defenses which Tenant might have against any prior landlord; or (c) bound by any rent or additional rent which Tenant might have paid to any prior landlord for more than one month in advance or for more than three months in advance where such rent payments are payable at intervals of more than one month; or (d) bound by any modification, amendment or abridgment of the Lease, or any cancellation or surrender of the same, made without its prior written approval. 23.04. If, in connection with the financing of the Building, the holder of any mortgage shall require that request reasonable modifications in this Lease as a condition of approval thereof, Tenant shall not unreasonably withhold, delay or defer making such modifications provided such modifications do not increase Tenant's obligations or decrease Landlord's obligations, other than to be prior a de minimus extent under this Lease. 23.05. Landlord shall make a reasonable effort to obtain a so-called non-disturbance agreement with respect to this Lease from the holder of the existing mortgage affecting the Building on the usual form of such mortgagee. With respect to any future superior mortgage or lease, Landlord agrees to use reasonable efforts to obtain from any such superior mortgagee or lessee a non-disturbance agreement on such superior mortgagee's or lessee's standard form, which Tenant agrees to execute and superior thereto, deliver to Landlord within ten (10) days of written request of Landlord to Tenantafter receipt thereof, Tenant shall executeprovided, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. however, Landlord shall have no liability to Tenant and this lease, including without limitation the right to cause provisions of this Lease to Section 23.05, shall not be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisesaffected if Landlord is unable, despite such reasonable efforts, or otherwise fails for any renewalsreason, modificationsincluding inadvertent oversight, 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 obtain 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 agreement. Tenant agrees to pay as additional rent any reasonable attorneys' fees of the event holders of termination of any such lease or upon the foreclosure of any such future superior mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then lease actually charged 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 connection with obtaining such documents contain non-disturbance provisions substantially in conformance agreement. Nothing contained herein shall be deemed to require Landlord to offer any payment or other consideration to a superior lessor or to reject financing from a proposed lender because said lessor or lender refuses to supply Tenant with the foregoinga non-disturbance agreement. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing Landlord represents that there is no ground lease or otherwise acquiring other superior lease affecting the Property at any sale or other proceeding or pursuant to and the exercise of any other rights, powers or remedies under such Encumbranceonly mortgage encumbering the Building is a mortgage held by SEB AG.

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

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

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

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

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

Subordination. (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; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the election of the holder or holders of any such Encumbrance ("Holder") mortgage, to attorn to any such holder. The provisions of this Section 27 shall require that this Lease 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 instruments, confirming such subordination and such instruments of attornment as shall be prior and superior thereto, requested by any such holder within ten (10) days of written request such 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 this Lease and any failure of Tenant to timely deliver each instrument shall be deemed an Event of Default. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably (such power of attorney being coupled with an interest) to Tenant, Tenant shall execute, have acknowledged acknowledge and deliver any such instrument 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 name of termination of any the Tenant if Tenant fails to execute and deliver 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 ’s written requestrequest thereof, Tenant shall execute and to cause any such instrument to be recorded. (b) 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 all documents required by Landlord or the Holder to make thereupon this Lease subordinate shall be deemed prior to any lien such mortgage without regard to their respective dates of execution, delivery or recording and in that event such holder shall have the Encumbrance so long same rights with respect to this Lease as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything though this Lease had been executed prior to the contrary set forth execution, delivery and recording of such mortgage and had been assigned to such holder. The term “mortgage” whenever used in this paragraphLease shall be deemed to include deeds of trust, Tenant hereby attorns security assignments and agrees to attorn to any entity purchasing or otherwise acquiring the Property at other encumbrances, and any sale or other proceeding or pursuant reference to the exercise “holder” of any other rights, powers or remedies a mortgage shall be deemed to include the beneficiary under such Encumbrancea deed of trust.

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

Subordination. This (a) The rights and interest of Tenant under this Lease and any and all liens, rights, and interests (whether ▇▇▇▇▇▇ or inchoate and including, without limitation, all mechanic’s and materialmen’s liens under applicable law) owed, claimed, or held by Tenant in and to the Leased Property are and shall be in all respects subject, subordinate, and inferior to the Loan and the Loan Documents and to the liens, security interests, and all other rights and interest created or to be created therein or thereby for the benefit of Lender, and securing the repayment of the Loan including, without limitation, those created under the Mortgage covering, among other things, the Leased Property, and filed or to be filed of record in the public records maintained for the recording of mortgages in the jurisdictions where the Leased Property is subject located, and subordinate to any ground all renewals, extensions, increases, supplements, spreaders, consolidations, amendments, modifications, and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property replacements thereof and to all renewals, modifications, consolidations, replacements sums secured thereby and extensions thereof; provided, however, advances made thereunder with the same force and effect as if the holder or holders Loan had been executed and delivered and the Mortgage recorded prior to the execution and delivery of any such Encumbrance ("Holder") shall require that this Lease. At its option and in its sole discretion, Lender may elect to give the rights and interest of Tenant under this Lease to priority over the lien of the Mortgage. In the event of such election, the rights and interest of Tenant under this Lease automatically shall have priority over the lien of the Mortgage and no additional consent or instrument shall be prior and superior thereto, within ten (10) days of written request of Landlord to Tenantnecessary or required. However, Tenant shall execute, have acknowledged agrees to execute and deliver any and all reasonable documents or whatever instruments which Landlord or Holder deems necessary or desirable may be reasonably requested by Lender 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 Tenant fails so to do after demand in writing, Tenant does hereby make, constitute, and irrevocably appoint Landlord as its attorney-in-fact and in its name, place, and stead so to do. (b) To induce Landlord to enter into this Lease, Tenant has agreed to execute and deliver the Mortgage and encumber and grant a security interest in (i) the leasehold interest created hereby and (ii) all rights 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 Tenant 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 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 all present ------------- and future ground or underlying leases of the Project or any ground portion thereof, and underlying leasesto the lien of any mortgages or trust deeds, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Project or any portion thereof, if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereof; providedto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, howeverunless the holders of such mortgages or trust deeds, if or the holder lessors under such ground leases or underlying leases, require in writing that this Lease be superior thereto. Notwithstanding the foregoing to the contrary, Lessor agrees to provide Lessee with non-disturbance agreement(s) in favor of Lessee 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, Lessee's agreement to be bound by the terms of this Article 16 with respect to such Future Mortgage. Such agreements shall be on such lessors', holder's or beneficiaries' standard form. Lessee covenants and agrees in the event any proceedings are brought for the foreclosure of any such Encumbrance ("Holder") shall require that mortgage or trust deed or termination of a ground lease, to attorn, without any deductions or setoffs whatsoever, to the purchaser upon any such foreclosure sale or ground lessor upon any such termination if so requested to do so by such purchaser or ground lessor, and to recognize such purchaser or ground lessor as the lessor under this Lease to be prior and superior theretoLease. Lessee shall, within ten (10) days of written request by Lessor, execute such further instruments or assurances as Lessor may reasonably deem necessary to evidence or confirm the subordination or superiority of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be any such mortgages, trust deeds, ground leases or underlying lease. Lessee hereby irrevocably authorizes Lessor to execute and become and remain subject and subordinate deliver in the name of Lessee any such instrument or instruments if Lessee fails to any and all Encumbrances which are now or may hereafter be executed covering the Premisesdo so, 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 provided that such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains authorization shall in no way relieve Lessee from the Holder obligation of executing such instruments of subordination or superiority. Lessee 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 Lessee any right or election to terminate or otherwise adversely affect this Lease and the obligations of Lessee hereunder in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject to, and Tenant agrees to comply with, all matters of record affecting the Real Property. This Lease is also subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to Real Property, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event lender or other party will not disturb Tenant’s right of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's ’s written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of 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 timely deliver an executed SNDA to Landlord pursuant to the contrary set forth terms of this Article 17, then it would be impracticable or extremely difficult to fix Landlord’s actual damages; consequently, without limiting any other rights or remedies of Landlord, 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 this paragraphthe 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 and all rights of Tenant hereunder, are ------------- subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which now or may now hereafter affect the Property demised premises, the Land and/or the building, and to any and all renewals, modifications, consolidations, replacements and extensions thereof; provided. It is the intention of the parties that this provision be self- operative and no further instrument shall be necessary 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 theretotimes, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged acknowledge and deliver to Landlord any and all reasonable documents or instruments which Landlord or Holder deems that may be necessary or desirable for proper to subordinate this Lease, and the rights of Tenant hereunder, to any such purposesmortgage or deed of trust, or to confirm or evidence said subordination. Landlord shall have Notwithstanding the right to cause subordination of this Lease to be and become and remain subject and subordinate to as aforesaid, any and all Encumbrances which are now present or may hereafter be executed covering future mortgagee or beneficiary under any deed of trust on the Premisesbuilding or the Land may, or any renewals, modifications, consolidations, replacements or extensions by giving Tenant written notice thereof, for require that the full amount Lease shall be senior in lien to such mortgage or deed of all advances made or to be made thereunder trust. Tenant covenants and without regard to the time or character of such advancesagrees, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust trust, to attorn to the Holder shall purchaser at such foreclosure sale, and to recognize Tenant's rights such purchaser as the Landlord under this Lease as long as Lease. Tenant is not then in default agrees to execute and continues deliver to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within Landlord, within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by request of Landlord or of any such holder, any instrument which, in the Holder to make this Lease subordinate to reasonable judgment of Landlord, may be necessary or appropriate in any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing foreclosure proceedings or otherwise acquiring to evidence such attornment. Tenant further waives the Property at any sale or other proceeding or pursuant to the exercise provisions of any other rightsstatute or rule of law, powers now or remedies under hereafter in effect, which 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 any such Encumbranceforeclosure.

Subordination. This Lease is and shall be subject and subordinate at all times to all ground or underlying leases which may now exist or hereafter be executed affecting the Building and Building Parking Garage and/or the land upon which the Building and Building Parking Garage are situated and to the lien of any ground and underlying leases, mortgages and or deeds of trust (collectively "Encumbrances") in any amount or amounts whatsoever now or hereafter placed on or against the Building and Building Parking Garage and/or land upon which may now affect the Property Building and Building Parking Garage are situated or on or against the Landlord's interest or estate therein, or on or against any ground or underlying lease, and to all renewals, modifications, consolidations, replacements and extensions thereofof any such leases, mortgages or deeds of trust, without the necessity of having further instruments on the part of Tenant to effectuate such subordination; provided, however, if that at the holder or holders option of any such Encumbrance lessor or mortgagee, this Lease shall be superior to the lease or mortgage of such lessor or mortgagee. This Lease is further subordinate to (a) all applicable ordinances of the city in which the Building is located, relating to easements, franchises, and other interest or rights upon, across, or appurtenant to the Building or Building Parking Garage or the land upon which the same are situated and (b) all utility easements and agreements. Any person or entity, whether one or more, that owns such leases, mortgages or deeds of trust, net profit, partnership venture or equity interest in the Complex shall hereinafter be referred to as "HolderLandlord's Mortgagee") shall require that . Notwithstanding the foregoing, Tenant covenants and agrees to execute and deliver, upon demand, such consent or further instruments evidencing such subordination of this Lease to be prior such ground or underlying leases 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 lien of any such Encumbrance a non-disturbance agreement which provides that in mortgages or deeds of trust as may be required by Landlord. In the event of termination of any such lease ground or upon underlying lease, or in the event of foreclosure or exercise of any such power of sale under any mortgage or deed of trust the Holder shall recognize Tenant's rights under superior to this Lease as long as Tenant is not then in default and continues or to pay the Rent and observe and perform all the provisions of which this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestis subject or subordinate, 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 shall, upon demand, attorn to the contrary set forth in this paragraph, Tenant hereby attorns lessor under said ground and agrees underlying lease or to attorn to any entity purchasing or otherwise acquiring the Property purchaser at any foreclosure sale or other proceeding or sale pursuant to the exercise of any other rightspower of sale under any mortgage or deed of trust Concurrent herewith, powers Landlord has provided Tenant a subordination, non-disturbance and attornment agreement (a "SNDA") from Red River Limited Partnership, the Landlord's Mortgagee as of the Execution Date, the form of which is attached hereto as EXHIBIT L. Notwithstanding the foregoing, this Lease shall not be subordinate to any ground lease or remedies under deed of trust or mortgage lien hereafter placed against the Building or Building Parking Garage unless Landlord's Mortgagee offers to enter into a SNDA with Tenant in such EncumbranceLandlord's Mortgagee's standard form.

Subordination. This Lease is and all rights of Tenant hereunder are subject and subordinate to any ground and underlying leasesmortgage or mortgages, mortgages and deeds of trust (collectively "Encumbrances") blanket or otherwise, which do now or may now hereafter affect the Property and to any and all renewals, modifications, consolidations, replacements and extensions thereof, and to any ground or other lease, or similar instrument now or hereafter placed against the Property, and to all other agreements and instruments affecting the Property in the land records in the jurisdiction where the Property is located (collectively, the “Superior Instruments”). It is the intention of the parties that this provision be self-operative and that no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, upon demand at any time or times execute, acknowledge and deliver to Landlord without expense to Landlord, any and all instruments that may be necessary or proper to subordinate this Lease and all rights of Tenant hereunder to any such mortgage or mortgages or to confirm or evidence such subordination, including any such form as may be reasonably required by Landlord’s lender or proposed lender. If a subordination, non-disturbance and attornment agreement is delivered to Tenant and Tenant fails or refuses to execute the same within twenty (20) business days following Tenant’s receipt thereof, Tenant shall be considered in default under this Lease and this Lease shall be deemed to be automatically subject and subordinate to such Superior Instrument. In the event of termination or expiration of this Lease by reason of the termination of any of the Superior Instruments, provided that the holder of any Superior Instruments assumes the obligations of the Landlord hereunder, subject to the qualifications in this section, and agrees not to disturb Tenant, Tenant shall attorn to and recognize the holder of any Superior Instruments as the landlord under this Lease, in which event this Lease shall be deemed to be reinstated in full force and effect as a direct lease between Tenant and the holder of such Superior Instruments, upon all of the same terms and conditions of this Lease. Any such attornment and/or reinstatement under this Lease shall be effective and self-operative as of the date of any such termination or expiration of this lease without the execution of any further instrument; provided, however, if that Tenant agrees, upon the request of the holder or holders of any Superior Instruments to execute and deliver any such Encumbrance ("Holder") instruments in recordable form as shall require that be reasonably satisfactory to such underlying landlord to evidence such attornment. Any such attornment under this Lease shall provide the holder of the Superior Instruments with all rights of the Landlord under this Lease and Tenant shall be obligated to the holder of the Superior Instruments to perform all of the obligations of the Tenant under this Lease. The holder of the Superior Instruments shall have no obligation to Tenant nor shall the performance by Tenant of its obligations under this Lease, whether prior to or after such attornment, be subject to any defense, counterclaim or setoff by reason of any default by Landlord in the performance of any obligation to be prior and superior theretoperformed by Landlord under this Lease. In the event of (i) the termination of any ground or underlying lease of the Building or the Property, within ten or both, or (10ii) days the purchase or other acquisition of written the Building or Landlord’s interest therein in a foreclosure sale or by deed in lieu of foreclosure under any mortgage or deed of trust, or pursuant to a power of sale contained in any mortgage or deed or trust, then in any of such events Tenant shall, at the request of Landlord or Landlord’s successor in interest, attorn to Tenantand recognize the transferee or purchaser of Landlord’s interest as “Landlord” hereunder, Tenant provided that such transferee or purchaser shall execute, have acknowledged and deliver not be (a) liable for any and all reasonable documents act or instruments which omission of Landlord before such person’s succession to title or Holder deems necessary (b) bound by any payment of Base Rent or desirable Additional Rent before such person’s succession to title for such purposesmore than one month in advance. 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 As a condition to the time or character effectiveness of such advancesthe subordination and attornment in this paragraph, 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 will obtain a reasonably acceptable non-disturbance agreement which provides from the holder of the first mortgage on the Property within sixty (60) days from the execution of this Lease. The non-disturbance agreement will provide that in Tenant will not be disturbed by the event holder of termination of any such lease or upon the foreclosure of any such first mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as so long as Tenant is not then in default and continues to pay compliance with 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 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 beyond the expiration of 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 ’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. This Lease constitutes a sublease under that certain Ground Lease dated March 5, 1999 (the “Existing Ground Lease”) between The Sobrato 1979 Revocable Trust, As Amended (“Master Landlord”), as landlord and Landlord, as tenant, covering all of the real property within the Project, a copy which has been provided to Tenant, and under the Parcel Lease described in the next sentence. In connection with the subdivision of the Project as contemplated by Section 2.C above, it is anticipated that a separate Parcel Lease (as defined in the Existing Ground Lease) will be entered into between Master Landlord, as landlord, and Landlord, as tenant, for the lot within which the Building will be constructed. As used in this Lease, “Master Lease” shall mean the Existing Ground Lease, until such time as the Parcel Lease is entered into, and thereafter shall mean the Parcel Lease. Notwithstanding this Section 21.T above, concurrently with the execution of this Lease by Landlord and Tenant, Landlord and Tenant shall execute in recordable form, and Landlord shall cause Master Landlord to execute in recordable form, the Subordination, Nondisturbance and Attornment Agreement attached hereto as Exhibit “G” (the “SNDA”). Landlord shall cause the SNDA to be recorded at Landlord’s cost in the Official Records of San Mateo County, California within five (5) days after this Lease is executed by Landlord and Tenant. Similarly, in connection with the Parcel Lease, within ten (10) days after Landlord’s request, Landlord and Tenant shall execute in recordable form, and Landlord shall cause Master Landlord to execute in recordable form, a Subordination, Nondisturbance and Attornment Agreement substantially in the form of the SNDA (the “Revised SNDA”), modified to refer to the Parcel Lease, Memorandum of Parcel Lease to be recorded in connection with the Parcel Lease and the revised Premises description, rather than the Original Ground Lease, the Memorandum of Ground Lease referenced in the SNDA and the original Premises described in this Lease. Landlord shall cause the Revised SNDA to be recorded at Landlord’s cost in the Official Records of San Mateo County, California immediately after recordation of the Memorandum, of Lease recorded for the Parcel Lease. Notwithstanding the foregoing, Tenant shall not be required to subordinate its interest under this Lease unless (i) such subordination’ does not materially increase Tenant’s obligations, or materially decrease its rights under this Lease, and (ii) 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 performs its obligations under this Lease, no foreclosure of, deed given in lieu of foreclosure of, or sale under the encumbrance, and no steps or procedures taken under the encumbrance, shall affect Tenant’s rights hereunder.

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

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

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 ground or underlying leases and to the lien of any ground and underlying leases, mortgages and or deeds of trust (collectively "Encumbrances") which may now affect or hereafter placed on, against or affecting the Property and to all renewalsBuilding, modificationsLandlord’s interest or estate in the Building, consolidations, replacements and extensions thereofor any ground or underlying lease; provided, however, that if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretolessor, within ten (10) days of written request of Landlord to Tenantmortgagee, 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 Premisestrustee, 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 holder of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under elects to have ▇▇▇▇▇▇’s interest in this Lease as long as Tenant is not then in default and continues be superior to pay the Rent and observe and perform all the provisions of any such instrument, then, by notice to Tenant, this Lease shall be deemed superior, whether this Lease was executed before or after said instrument. Notwithstanding the foregoing, Tenant covenants and agrees to be observed execute and performed by Tenant. Within return within ten (10) business days after of Landlord’s request such further instruments evidencing such subordination or superiority of this Lease as may be required by Landlord. Notwithstanding the foregoing, upon written request by ▇▇▇▇▇▇, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord's written requestthen current mortgagee on such mortgagee's then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the mortgagee. Upon request of Landlord, ▇▇▇▇▇▇ will execute any the mortgagee’s form of non-disturbance, subordination and all documents required attornment agreement and return the same to Landlord for execution by the mortgagee. ▇▇▇▇▇▇▇▇'s failure to obtain a non- disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default 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 Encumbrancehereunder.

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 Premises, Building or Business Park, regardless of the timing of same, including, without limitation, 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, Building or Business Park, 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 . The provisions of this Lease to Section 21 shall be observed self-operative and performed by shall not require the execution of any documents (without limiting Tenant’s obligations hereunder). Within However, Tenant agrees, within ten (10) days after Landlord's Landlords 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 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 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. Prior to the Commencement Date and after receipt of written request from Tenant, Landlord shall request that its lender provide its customary non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything and attornment agreement 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.

Subordination. (a) This Lease is shall be subject and subordinate at all times to the Ground Lease, and to the lien of any ground and underlying leases, mortgages and or deeds of trust (collectively "Encumbrances") which may of the Ground Lessor or the Landlord in any amount or amounts whatsoever now affect or hereafter placed on or against the Property Demised Premises, the Ground Lease, or Landlord's leasehold estate in this Lease without the necessity of the execution and delivery of any further instruments on the part of Tenant to all renewals, modifications, consolidations, replacements and extensions thereofeffectuate such subordination; provided, however, if that so long as no Default exists, the holder terms of this Lease shall not be affected by termination proceedings in respect to the Ground Lease or holders by foreclosure or other proceedings under such mortgages or deeds of trust, Tenant hereby agreeing, at the written request of the Ground Lessor, or the purchaser in such foreclosure or other proceedings, to attorn to the Ground Lessor, or to such purchaser, as applicable (provided the Ground Lessor or such purchaser agrees to recognize Tenant's leasehold estate and not disturb Tenant's tenancy so long as Tenant is not in Default under any of the terms, covenants or conditions of this Lease), or, at Ground Lessor's or such purchaser's option, as the case may be, to enter into a new lease for the balance of the term hereof upon the same terms and provisions as are contained in this Lease. Notwithstanding the foregoing, Tenant shall execute and deliver such further instrument or instruments evidencing such subordination of this Lease to the Ground Lease, or the lien of any such Encumbrance ("Holder") shall require that this Lease to mortgage or mortgages or deeds of trust as may be prior and superior thereto, requested by Landlord within ten (10) days from Tenant's receipt of such request provided such instrument also evidences Tenant's rights of recognition and non-disturbance. (b) Any transfer by Landlord of its leasehold estate under this Lease shall be subject to the rights and obligations of Tenant hereunder; and Tenant shall attorn to Landlord's transferee. Upon any such transfer and the assumption of liability therefor by Landlord's transferee, and written request notice of Landlord such transfer to Tenant, Tenant Landlord shall execute, have acknowledged be and deliver is hereby entirely freed and released of all liability under any and all reasonable documents of its covenants and obligations contained in or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause derived from this Lease to be and become and remain subject and subordinate to arising out of any and all Encumbrances which are now act 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 omission related to the time Research Park, the Demised Premises or character this Lease occurring after the consummation of such advancestransfer. (c) To evidence the agreements set forth in paragraphs (a) and (b) above, together simultaneously 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 execution of this Lease to be observed Lease, Ground Lessor, Landlord and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or record a Recognition, Non-Disturbance and Attornment Agreement in the Holder to make this Lease subordinate to any lien form 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 EncumbranceExhibit E attached hereto.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances"a) which may now affect The indebtedness evidenced by the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, howeverSeries B Equipment Notes, if issued, shall be, to the holder or holders extent and in the manner provided in this Indenture (as in the case of any Series B Equipment Notes issued after the Closing Date, may be amended in connection with the issuance of such Encumbrance Series B Equipment Notes), subordinate and subject in right of payment to the prior payment in full of the Secured Obligations in respect of the Series A Equipment Notes, and the Series B Equipment Notes, if issued, shall be issued subject to such provisions. The indebtedness evidenced by the Series A Equipment Notes is, and the indebtedness evidenced by the Series B Equipment Notes, if issued, shall be, to the extent and in the manner provided in each Related Indenture, subordinate and subject in right of payment to the prior payment in full of the “Secured Obligations” in respect of the “Equipment Notes” issued under such Related Indenture, and the Series A Equipment Notes are, and the Series B Equipment Notes shall be, issued subject to such provisions. By acceptance of its Equipment Notes of any Series, each Noteholder of such Series ("Holder"i) agrees to and shall require be bound by such provisions, (ii) authorizes and directs Loan Trustee or the Related Loan Trustee under the applicable Related Indenture, as appropriate, on such Noteholder’s behalf to take any action necessary or appropriate to effectuate the subordination as provided in this Indenture and the applicable Related Indenture and (iii) appoints Loan Trustee or the Related Loan Trustee under the applicable Related Indenture, as appropriate, as such Noteholder’s attorney-in-fact for such purpose. (b) Company, Loan Trustee and, by acceptance of its Equipment Notes of any Series, each Noteholder of such Series, hereby agree that no payment or distribution shall be made on or in respect of the Secured Obligations, or the “Secured Obligations” under any Related Indenture, owed to such Noteholder of such Series, including any payment or distribution of cash, property or securities after the occurrence of any of the events referred to in Section 4.01(f) or after the commencement of any proceedings of the type referred to in Sections 4.01(g), (h) or (i), except, in each case, as expressly provided in Article III of this Lease Indenture or Article III of the applicable Related Indenture, as appropriate. (c) By the acceptance of its Equipment Notes of any Series, each Noteholder of such Series agrees that (i) if such Noteholder, in its capacity as a Noteholder, receives any payment or distribution on any Secured Obligations in respect of such Series that it is not entitled to receive under this Section 2.13 or Article III, it will hold any amount so received in trust for Loan Trustee and forthwith turn over such amount to Loan Trustee in the form received to be prior applied as provided in Article III and superior thereto(ii) if such Noteholder, within ten (10) days in its capacity as a “Noteholder” under any Related Indenture, receives any payment or distribution on any “Secured Obligations” in respect of written request “Equipment Notes” of Landlord any “Series” issued under such Related Indenture that it is not entitled to Tenantreceive under Section 2.13 or Article III of such Related Indenture, Tenant shall execute, have acknowledged it will hold any amount so received in trust for the Related Loan Trustee under such Related Indenture and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for forthwith turn over such purposes. Landlord shall have amount to such Related Loan Trustee under such Related Indenture in the right to cause this Lease form received 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 applied as provided in Article III 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 EncumbranceRelated Indenture.

Subordination. This Section 27.01 Subject to Section 27.07(b) hereof, this Lease is subject and subordinate in all respects to all ground leases and/or underlying leases now or hereafter covering the real property or any ground portion thereof of which the Premises form a part and underlying leases, to all mortgages and deeds of trust (collectively "Encumbrances") indentures which may now or hereafter be placed on or affect such leases and/or the Property real property of which the Premises form a part, or any part or parts of such real property, and/or Landlord’s interest therein, and to each advance made and/or hereafter to be made under any such mortgages, or indentures and to all renewals, modifications, consolidations, replacements increases, recastings, replacements, extensions and extensions thereof; provided, however, if the holder substitutions of and for such ground leases and/or underlying leases and/or mortgages or holders of any such Encumbrance indentures ("Holder") shall require that each lease or mortgage to which this Lease shall be subject and subordinate pursuant to the provisions hereof being respectively herein called a “superior lease” or a “superior mortgage”). This Section 27.01 shall be prior self-operative and superior thereto, within ten (10) days no further instrument of written request subordination shall be required. In confirmation of Landlord to Tenantsuch subordination, Tenant shall execute, have acknowledged at its sole cost and expense, and deliver promptly any certificate that Landlord and/or any lessor under any superior lease and/or any holder of any superior mortgage and/or their respective successors in interest may reasonably request provided such request is in accordance with the provisions of a subordination, non-disturbance and attornment and agreement (an “SNDA”) entered into with Tenant. Landlord represents that it has received no notice of, and has no knowledge (without any specific inquiry or review of its files) of any default under any superior lease or superior mortgage which either presently exists or which would arise with the passage of time and the giving of notice. Section 27.02 In the event of any act or omission of Landlord that would give Tenant the right, immediately or after lapse of a period of time, to cancel or terminate this Lease, or to claim a partial or total eviction (but excluding any express right set forth in Articles 7 and 8 or elsewhere in this Lease not resulting from a default by Landlord), Tenant shall not be entitled to exercise such right: (a) unless and until ▇▇▇▇▇▇ has given prompt written notice of such act or omission to the lessor under each superior lease and the holder of each superior mortgage, whose name and address shall previously have been furnished to Tenant in writing; and (b) unless such act or omission shall be one which is not capable of being remedied by such lessor or such holder within a reasonable period of time, until a reasonable period for remedying such act or omission shall have elapsed following the giving of such notice and following the time when the lessor under such superior lease or the holder of such superior mortgage shall have become entitled under such lease or such mortgage, as the case may be, to remedy the same (which reasonable period shall in no event be less than the period to which Landlord would be entitled under this Lease or otherwise, after similar notice, to effect such remedy or more than ninety (90) days), provided such lessor or such holder shall with due diligence give Tenant written notice of intention to, and commence and diligently continue to remedy such act or omission. Section 27.03 Tenant shall take all reasonable documents action requested by Landlord at no cost to Tenant (provided the same does not increase Tenant’s obligations or instruments decrease ▇▇▇▇▇▇’s rights hereunder) such that neither the termination of any superior lease or any superior mortgage, nor the institution of any suit, action or other proceeding by the lessor under any such superior lease or the holder of any such superior mortgage to recover possession of the Premises leased or mortgaged under any such superior lease or any such superior mortgage or to realize on the mortgagor’s interest under any such superior mortgage or any such superior lease (provided that Tenant is not otherwise disturbed by the lessor under any such superior lease or the holder of any such superior mortgage) shall, by operation of law or otherwise, result in the cancellation or termination of this Lease (unless specific action is taken by the lessor under any such superior lease or the holder of any such superior mortgage to terminate this Lease based upon a default hereunder beyond the expiration of any applicable notice and cure period) or the obligations of Tenant hereunder. If the lessor under any superior lease or the holder of any superior mortgage, or the purchaser upon any foreclosure sale relating to such superior mortgage, or any designee of such lessor or such holder shall succeed to the rights of Landlord under this Lease, whether through possession, or any action or proceeding relating to the termination of such superior lease, or foreclosure action or delivery of a new lease or deed, then, at the request of such party so succeeding to Landlord’s rights (such party being sometimes herein called a “successor landlord”) and upon such successor landlord’s written agreement to accept ▇▇▇▇▇▇’s attornment, Tenant shall attorn to and recognize such successor landlord as ▇▇▇▇▇▇’s landlord under this Lease, and shall promptly execute and deliver, at ▇▇▇▇▇▇’s sole expense, any reasonable instrument that such successor landlord may reasonably request to evidence such attornment and none of the above-described successions shall, by operation of law or otherwise, result in the cancellation or termination of this Lease (unless specific action is taken by such successor landlord to terminate this Lease) or the obligations of Tenant. Upon such attornment, this Lease shall continue in full force and effect as, or as if it were, a direct lease between the successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease, except that if the successor landlord is not an Affiliate of the prior landlord, the successor landlord shall not: (a) be liable for any previous act or omission of Landlord under this Lease (provided however, that to the extent that this Lease obligates Landlord to perform any repairs or other work or maintenance to, or to provide or perform any services to the Building or the Premises, the successor landlord shall be obligated to do so); (b) be subject to any offset, not expressly provided for in this Lease, which shall have theretofore accrued to Tenant against Landlord; or (c) be bound by any previous modification of this Lease, not expressly provided for in this Lease, or by any previous prepayment of more than one month’s Fixed Rent or advanced payment of additional rent for more than one payment period, unless such modification or prepayment shall have been expressly approved in writing by the lessor under the superior lease or the holder of the superior mortgage through or by reason of which the successor landlord shall have succeeded to the rights of Landlord under this Lease. Section 27.04 Subject to the terms of any SNDA executed with the applicable subtenant, in the event of termination, cancellation, re-entry or dispossess by Landlord or Holder deems necessary a successor landlord under this ▇▇▇▇▇ ▇▇▇▇▇▇ shall, at Landlord’s or desirable the successor landlord’s request given within thirty (30) days of the foregoing, execute an assignment (without representation or warranty) by Tenant to Landlord or the successor landlord of Tenant’s interest as sublessor under any subleases under this Lease. Subject to the terms of any SNDA executed with the applicable subtenant, at Landlord’s or successor landlord’s option, pursuant to the applicable terms and conditions of the relevant subleases, sublessee shall attorn to Landlord or the successor landlord and upon such attornment, the sublease shall continue in full force and effect as, or as if it were, a direct lease between Landlord or the successor landlord and sublessee upon all the terms, conditions and covenants set forth in, at Landlord’s or successor landlord’s option, the Lease or the sublease, except that Landlord or the successor landlord shall not: (a) be liable for any previous act or omission of sublessor under the sublease (but the same shall not release Landlord or a successor landlord, as applicable, from the requirement to perform any obligations of a continuous nature after such purposesattornment); (b) be subject to any offset, which shall have theretofore accrued to sublessee against sublessor not provided for in the sublease; or (c) be bound by any previous modification of the sublease, not expressly provided for in the sublease unless consented thereto in writing, or by any previous prepayment of more than one month’s Fixed Rent or additional rent, unless such modification or prepayment shall have been expressly approved in writing by the Landlord under the Lease, the lessor under the superior lease or the holder of the superior mortgage through or by reason of which the successor landlord shall have succeeded to the rights of sublessor under the sublease, as the case may be. In the event that Landlord or a successor landlord, as the case may be, does not request Tenant to assign its interest in the sublease or have sublessee attorn to Landlord or the successor landlord, as the case may be, then Landlord or successor landlord, as the case may be, shall have the right to cause terminate the sublease immediately at any time after termination or cancellation of this Lease or re-entry or dispossess by Landlord or a successor landlord under this Lease. All subleases made in accordance with this Lease shall be subject to be the above provisions, except for subleases for which Landlord has executed the agreement required pursuant to Section 25.12(d) hereof. Section 27.05 In the event the holder of any mortgage or the lessor of any lease (present or future) relating to the Premises and/or this Lease requests that (a) this Lease and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to ▇▇▇▇▇▇’s rights hereunder be made thereunder and without regard superior, rather than subordinate, 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 lease and/or (b) ▇▇▇▇▇▇ enters into an SNDA, then 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 , within fifteen (1015) days after Landlord's written request, Tenant shall will execute any and all documents required by Landlord or the Holder deliver without charge such commercially reasonable agreement(s) in such form(s) reasonably acceptable 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 ▇▇▇▇▇▇ and to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing holder of such mortgage or otherwise acquiring lessor of such lease (provided the Property at any sale same does not increase Tenant’s obligations or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancedecrease ▇▇▇▇▇▇’s rights hereunder).

Subordination. This As of the date of mutual execution of this Lease, Landlord has not entered Into any mortgage, deed of trust, ground lease or vendor’s Lien with respect to the Land or the Building. 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. Landlord provides Tenant with a commercially reasonable nondisturbance agreement on the standard form of the applicable tender or ground lessor. Notwithstanding the foregoing, however, if the holder or holders beneficiary of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretomortgage, within ten (10) days deed of written request of Landlord to Tenanttrust, Tenant shall executeground lease, have acknowledged and deliver any and all reasonable documents vendor’s lien or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord similar instrument shall have the right to subordinate or cause 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 subordinated any such Encumbrance a non-disturbance agreement which provides that in mortgage, deed of trust, ground lease, vendor’s lien or similar instrument to this Lease. At the event request of termination Landlord, the holder of any such lease or upon the foreclosure of any such mortgage or deed of trust or any ground lessor, Tenant shall execute, acknowledge and deliver promptly in recordable form any instrument or subordination agreement that Landlord or such holder may request, provided, however, such instrument shall include a nondisturbance provision on the Holder standard form of the applicable Lender or ground lessor. Tenant further covenants and agrees that if the lender or ground lessor acquires the Premises as a purchaser at any foreclosure sale or otherwise, Tenant shall recognize Tenant's rights and attorn to such party as landlord under this Lease as long as Lease, and shall make all payments required hereunder to such new landlord without deduction or set-off and, upon the request of such purchaser or other successor, execute, deliver and acknowledge documents confirming such attornment. Tenant is not then in default and continues to pay the Rent and observe and perform all waives the provisions of any law or regulation, now or hereafter in effect, which may give or purport to give Tenant any right to terminate or otherwise adversely affect this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to obligations of Tenant hereunder in the event that any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing foreclosure or otherwise acquiring the Property at any sale termination or other proceeding is prosecuted or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancecompleted.

Subordination. This 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 ground or underlying leases and to the lien of any ground and underlying leases, mortgages and or deeds of trust (collectively "Encumbrances") which may now affect or hereafter placed on, against or affecting the Property and to all renewalsBuilding, modificationsLandlord’s interest or estate in the Building, consolidations, replacements and extensions thereofor any ground or underlying lease; provided, however, that if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretolessor, within ten (10) days of written request of Landlord to Tenantmortgagee, 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 Premisestrustee, 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 holder of any such mortgage or deed of trust the Holder shall recognize elects to have Tenant's rights under ’s interest in this Lease as long as Tenant is not then in default and continues be superior to pay the Rent and observe and perform all the provisions of any such instrument, then, by notice to Tenant, this Lease shall be deemed superior, whether this Lease was executed before or after said instrument. Notwithstanding the foregoing, Tenant covenants and agrees to be observed execute and performed by Tenant. Within deliver within ten (10) business days after of Landlord's ’s request such further commercially reasonable instruments evidencing such subordination or superiority of this Lease as may be reasonably required by Landlord. Notwithstanding the foregoing, upon written requestrequest by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from any future mortgagee on such mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall execute be responsible for any fee or review costs charged by such mortgagee, Landlord’s failure to obtain a non-disturbance, subordination and all documents required attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default 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 Encumbrancehereunder.

Subordination. This Lease is and all rights of Tenant hereunder shall be and are subject and subordinate at all times to any deeds of trust, mortgages, installment sale agreements and other instruments or encumbrances, as well as to any ground and underlying leases or primary leases, mortgages and deeds that now or hereafter cover all or any part of trust (collectively "Encumbrances") which may now affect the Property Building, the Land or an interest of Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgagee, installment sale agreements, instruments, encumbrances or leases, as well as any substitutions therefor, all automatically and without the necessity of any further action on the part of Tenant to effectuate such subordination. Tenant shall, however, upon demand at any time or times execute, acknowledge and deliver to Landlord any and all instrument and certificates that in the reasonable 13 Judgment of Landlord may be necessary or proper to confirm or evidence such subordination. Notwithstanding the foregoing, if the holder any mortgagee, trust beneficiary or holders of any such Encumbrance ("Holder") ground lessor shall require that elect to have this Lease treated as if it became effective and Tenant had taken possession prior to be the lien of its mortgage or deed of trust or prior to its ground Lease, and superior thereto, within ten (10) days of written request of Landlord shall give notice thereof to Tenant, this Lease shall be deemed to have become effective and Tenant's right to possession shall be considered prior to such mortgage, deed of trust, or prior to its ground lease whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. In the event any mortgage or deed of trust to which this Lease is subordinate is foreclosed or a deed in lieu of foreclosure is given to the mortgagee or beneficiary, Tenant shall attain to the purchaser at the foreclosure sale or to the grantee under the deed in lieu of foreclosure; in the event any ground lease to which this Lease is subordinate is terminated, Tenant shall attain to the ground lessor. Tenant shall upon demand at any time execute, have acknowledged acknowledge and deliver to Landlord's mortgagee (including the beneficiary under any deed of trust) or other holder any and all reasonable documents or instruments which Landlord or Holder deems and certificates that in the Judgment of Landlord's mortgagee may be necessary or desirable for proper to confirm or evidence such purposesattainment. Notwithstanding the foregoing, Landlord shall have the right make reasonable efforts to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance obtain a non-disturbance agreement which provides that in the event of termination from all mortgagees and beneficiaries of any such lease or upon the foreclosure of any such mortgage or deed deeds of trust now or hereafter placed on the Holder shall recognize Tenant's rights under this Lease Building, provided that the same can be obtained at no Cost, expense, or liability to Landlord. Landlord shall, however, have no liability to Tenant as long as Tenant is not then in default and continues a result of its failure 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 obtain any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially agreement, provided that Landlord endeavored in conformance with the foregoing. Notwithstanding anything good faith to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under obtain such Encumbrancean agreement.

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Building and to the lien of any ground and underlying leasesmortgages or trust deeds, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Real Property, if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Tenant covenants and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage mortgage, or deed if any ground or underlying lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of trust such ground or underlying lease, as the Holder shall case may be, if so requested to do so by such purchaser or lessor and 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 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 foregoingevent of any foreclosure proceeding or sale. Notwithstanding anything to the contrary set forth in this paragraphLease, at Tenant’s request, Landlord shall use commercially reasonable efforts to obtain from any existing or future lender which has or may have a security interest in the Building an agreement on such lender’s standard form which provides for the recognition of Tenant’s interests under this Lease so long as Tenant hereby attorns is not in default hereunder in the event of a foreclosure of the lender’s security interest (an “SNDA”); provided, however, (i) Landlord’s obligations to use commercially reasonable efforts to obtain a SNDA shall not require Landlord to expend attorneys’ fees or initiate legal proceedings against any lender and agrees (ii) Landlord shall have no liability and the validity of this Lease shall not be affected in the event Landlord is unable 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 Encumbrancesecure an SNDA.

Subordination. 25.01 This Lease is and shall be subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") leases which may now or hereafter affect the Property real property of which the demised premises form a part and to all mortgages which may now or hereafter affect such leases or such real property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders . The provisions of any this Section 25.01 shall be self-operative and no further instrument of subordination shall be required. In confirmation of such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenantsubordination, Tenant shall execute, have acknowledged promptly execute and deliver at its own cost and expense any and all reasonable documents instrument, in recordable form if required, that Landlord, the lessor of the ground or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such underlying lease or upon the foreclosure holder of any such mortgage or deed any of trust their respective successors in interest may reasonably request to evidence such subordination. 25.02 In the Holder event of a termination of any ground or underlying lease, or if the interests of Landlord under this Lease are transferred by reason of, or assigned in lieu of, foreclosure or other proceedings for enforcement of any mortgage, or if the holder of any mortgage acquires a lease in substitution therefor, then Tenant under this Lease will, at the option to be exercised in writing by the lessor under such ground or underlying lease or such mortgagee or purchaser, assignee or lessee, as the case may be, either (i) attorn to it and will perform for its benefit all the terms, covenants and conditions of this Lease on Tenant's part to be performed with the same force and effect as if said lessor, such mortgagee or purchaser, assignee or lessee, were the landlord originally named in this Lease, or (ii) enter into a new lease with said lessor or such mortgagee or purchaser, assignee or lessee, as landlord, for the remaining term of this Lease and otherwise on the same terms and conditions and with the same options, if any, then remaining. The foregoing provisions of clause (i) of this Section 25.02 shall recognize enure to the benefit of such lessor, mortgagee, purchaser, assignee or lessee, shall be self-operative upon the exercise of such option, and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such lessor, mortgagee, purchaser, assignee or lessee agrees to execute, from time to time, instruments in confirmation of the foregoing provisions of this Section 25.02, reasonably satisfactory to any such lessor, mortgagee, purchaser, assignee or lessee, acknowledging such attornment and setting forth the terms and conditions of its tenancy. 25.03 Anything herein contained to the contrary notwithstanding, under no circumstances shall the aforedescribed lessor under the ground lease or mortgagee or purchaser, assignee or lessee, as the case may be, whether or not it shall have succeeded to the interests of the landlord under this Lease, be (a) liable for any act, omission or default of any prior landlord prior to the foreclosure or other transfer; it being understood that the foregoing is not intended to relieve any successor landlord of any liability arising by reason of its acts or omissions from and after the date it succeeds to the interests of Landlord, including a continuation of the failure of the prior Landlord to perform its obligations under this Lease, in which case such successor landlord shall have a reasonable period of time to remedy same; or (b) subject to any offsets, claims or defenses which the Tenant might have against any prior landlord; or (c) bound by any fixed annual rent or additional rent which Tenant might have paid to any prior landlord for more than one month in advance or for more than three months in advance where such rent payments are payable at intervals of more than one month; or (d) bound by any modification, amendment or abridgment of this Lease, or any cancellation or surrender of the same, made without its prior written approval. 25.04 If, in connection with the financing of the Building, the holder of any mortgage shall request reasonable modifications in this Lease as a condition of approval thereof, Tenant will not unreasonably withhold, delay or defer making such modifications; provided same do not increase Tenant's obligations or reduce Tenant's rights beyond a de minimus extent. 25.05 Tenant agrees that, except for the first month's rent hereunder, it will pay no rent under this Lease as long as Tenant more than thirty (30) days in advance of its due date, if so restricted by any existing or future ground lease or mortgage to which this Lease is not then in default and continues to pay the Rent and observe and perform all the provisions subordinated or by an assignment of this Lease to be observed and performed the ground lessor or the holder of such mortgage, and, in the event of any act or omission by Tenant. Within ten (10) days after Landlord's written request, Tenant will not exercise any right to terminate this Lease or to remedy the default and deduct the cost thereof from rent due hereunder until Tenant shall execute have given written notice of such act or omission to the ground lessor and to the holder of any and all documents required by Landlord mortgage on the fee or the Holder ground lease who shall have furnished such lessor's or holder's last address to make this Lease subordinate Tenant, and until a reasonable period for remedying such act or omission shall have elapsed following the giving of such notices, during which time such lessor or holder shall have the right, but shall not be obligated, to remedy or cause to be remedied such act or omission. Tenant shall not exercise 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 right pursuant to this Section 26.02 if the exercise holder of any other rights, powers mortgage or remedies under such Encumbranceaforesaid lessor commences to cure such aforesaid act or omission within a reasonable time and diligently prosecutes such cure thereafter.

Subordination. This Lease is and shall be subject and subordinate at all times to all ground or underlying leases which may now exist or hereafter be executed affecting the Building and Parking Garage and/or the land upon which the Building and Parking Garage are situated and to the lien of any ground and underlying leases, mortgages and or deeds of trust (collectively "Encumbrances") in any amount or amounts whatsoever now or hereafter placed on or against the Building and Parking Garage and/or land upon which may now affect the Property Building and Parking Garage are situated or on or against the Landlord's interest or estate therein, or on or against any ground or underlying lease, and to all renewals, modifications, consolidations, replacements and extensions thereofof any such leases, mortgages or deeds of trust, without the necessity of having further instruments on the part of Tenant to effectuate such subordination; provided, however, if the holder or holders that at tile option of any such Encumbrance lessor or mortgagee, this Lease shall be superior to the lease or mortgage of such lessor or mortgagee. This Lease is further subordinate to (a) all applicable ordinances of the city in which the Building is located, relating to easements, franchises, and other interest or rights upon, across, or appurtenant to the Building or Parking Garage or the land upon which the same are situated, and (b) all utility easements and agreements. Any person or entity, whether one or more, that owns such leases, mortgages or deeds of trust, net profit, partnership venture or equity interest in the Complex shall hereinafter be referred to as "HolderLandlord's Mortgagee") shall require that . Notwithstanding the foregoing, Tenant covenants and agrees to execute and deliver, upon demand, such consent or further instruments evidencing such subordination of this Lease to such ground or underlying leases and to the lien of any such mortgages or deeds of trust as may be prior and superior thereto, within ten (10) days required by Landlord. Tenant hereby irrevocably appoints Landlord the attorney-in-fact of written request of Landlord Tenant to Tenant, Tenant shall execute, have acknowledged execute and deliver any and all reasonable documents such instrument or instruments which Landlord for or Holder deems necessary or desirable for such purposesin the name of Tenant. 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 In the event of termination of any such lease ground or upon underlying lease, or in the event of foreclosure or exercise of any such power of sale under any mortgage or deed of trust the Holder shall recognize Tenant's rights under superior to this Lease as long as Tenant is not then in default and continues or to pay the Rent and observe and perform all the provisions of which this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestis subject or subordinate, 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 shall, upon demand, attorn to the contrary set forth in this paragraph, Tenant hereby attorns lessor under said ground and agrees underlying lease or to attorn to any entity purchasing or otherwise acquiring the Property purchaser at any foreclosure sale or other proceeding or sale pursuant to the exercise of any other rightspower of sale under any mortgage or deed of trust, powers provided the beneficiary under any ground or remedies underlying lease or any mortgage or deed of trust shall execute a ▇▇▇▇-disturbance agreement in favor of Tenant, in which event this Lease shall not terminate and Tenant shall automatically be and become the tenant of said lessor under said ground or underlying lease or to said purchaser, whichever shall make demand thereof. In such Encumbranceevent, such purchaser at a foreclosure sale or beneficiary under any ground or underlying lease shall not be bound by (i) any payment of rent or additional rent for more than one (1) month in advance, or (ii) any amendment or modification of the Lease without written consent of such trustee or such beneficiary or such successor in interest. The provisions of this Article 14 shall be selfoperative and shall require no further consent or agreement by Tenant.

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

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

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

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

Subordination. This Lease is and all rights of Tenant hereunder shall be and are subject and subordinate at all times to any deeds of trust, mortgages, installment sale agreements and other instruments or encumbrances, as well as to any ground and underlying leases or primary leases, mortgages and deeds that now or hereafter cover all or any part of trust (collectively "Encumbrances") which may now affect the Property Building, the Land or an interest of Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages, installment sale agreements, instruments, encumbrances or leases, as well as any substitutions therefor, all automatically and without the necessity of any further action on the part of Tenant to effectuate such subordination. Tenant shall, however, if the holder or holders of any such Encumbrance within five ("Holder"5) shall require that this Lease to be prior and superior thereto, within ten (10) business days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged acknowledge and deliver to Landlord any and all instruments and certificates that in the reasonable documents or instruments which judgment of Landlord or Holder deems may be necessary or desirable for proper to confirm or evidence such purposessubordination. If Tenant does not respond within such five (5) business days, Tenant hereby appoints Landlord shall have the right as its Attorney-in-Fact to cause this Lease to be and become and remain subject and subordinate to execute any and all Encumbrances which are now such documents on behalf of Tenant. Notwithstanding the foregoing, if any mortgagee, trust beneficiary 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 ground lessor shall elect to be made thereunder have this Lease treated as if it became effective and without regard Tenant had taken possession prior to the time or character lien 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 its mortgage or deed of trust the Holder or prior to its ground lease, and shall recognize give notice thereof to Tenant, this Lease shall be deemed to have become effective and Tenant's rights under right to possession shall be considered prior to such mortgage, deed of trust, or prior to its ground lease whether this Lease as long as Tenant is not then in default and continues dated prior or subsequent to pay the Rent and observe and perform all date of said mortgage, deed of trust or ground lease or the provisions date of recording thereof. In the event any mortgage or deed of trust to which this Lease is subordinate is foreclosed or a deed in lieu of foreclosure is given to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestthe mortgagee or beneficiary, Tenant shall execute attorn to the purchaser at the foreclosure sale or to the grantee under the deed in lieu of foreclosure; in the event any ground lease to which this Lease is subordinate is terminated, Tenant shall attorn to the ground lessor. Tenant shall upon demand at any time execute, acknowledge and deliver to Landlord's mortgagee (including the beneficiary under any deed of trust) or other holder any and all documents required by Landlord instruments and certificates that in the judgment of Landlord's mortgagee may be necessary or the Holder proper to make this Lease subordinate to any lien of the Encumbrance so long as confirm or evidence such documents contain non-disturbance provisions substantially in conformance with the foregoingattornment. Notwithstanding anything to the contrary set forth contained in this paragraphSection or the Lease, no mortgagee of the Building or Land shall be liable to Tenant: (i) for the return of or responsibility for the Security Deposit, unless and until such Security Deposit is actually received by said mortgagee, (ii) for any act or omission of any prior landlord (including Landlord); (iii) for any offsets, defenses or counterclaims which Tenant hereby attorns and agrees to attorn might have against any prior landlord (including Landlord); (iv) for any rent, Additional Rent or advance rent which Tenant might have paid for more than the current month to any entity purchasing prior landlord (including Landlord); (v) with respect to the provisions of any amendment or modification of the Lease made without its consent and without written approval; or (vi) required to restore the Building, complete any improvements or otherwise acquiring perform the Property at any sale obligations of Landlord under the Lease in the event of a foreclosure of the Deed of Trust or other proceeding acceptance by such mortgagee of a deed in lieu of foreclosure, in either instances prior to full restoration of the Building or pursuant to the exercise completion of any other rights, powers or remedies under such Encumbranceimprovements.

Subordination. This Lease is subject to and Tenant agrees to comply with all matters of record affecting the Real Property. This Lease is also subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to Real Property, as well as all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all 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, a “SNDA”). Notwithstanding anything If Tenant fails to timely deliver an executed SNDA to Landlord pursuant to the contrary set forth terms of this Article 17, then without limiting any other rights or remedies of Landlord, 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 a SNDA pursuant to the terms hereof. Tenant agrees that in this paragraphthe 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 and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any ground first mortgage, now existing or hereafter created on or against the Project or the Premises, and underlying leasesall amendments, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the election of the holder or holders of any such Encumbrance ("Holder") 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 adornment as shall be requested by any such holder. 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 Property name of the Tenant and to cause any such instrument to be recorded. Notwithstanding the 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 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 a deed of trust. Provided, Tenant is not in default under the Lease, Landlord, at the request of Tenant, agrees to subordinate Landlord's lien arising under this Lease against Tenant's property located on the Premises. Such subordination shall be required only if the lender shall be a bank or other proceeding financial institution or pursuant the vendor of Tenant's equipment or a financing entity related to the exercise of any other rights, powers or remedies under such Encumbrancevendor and shall be subject to such conditions as Landlord may reasonably require. Tenant shall reimburse Landlord for all reasonable out-of-pocket expenses incurred by Landlord in negotiating and executing such agreement with Tenant's lender.

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, 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 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 fifteen (15) 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 any such mortgages, trust deeds, ground leases or underlying leases. Landlord agrees that thirty (30) days after the date of full execution of the Lease, it will provide, without cost to or charge of, Tenant with non-disturbance, subordination and attornment agreements ("non-disturbance agreement") in favor of Tenant from any ground lessors, mortgage holders or lien holders (each, a "Superior Mortgagee") then in existence, on the form provided by such Superior Mortgagee(s), with such changes as are approved by Tenant and such parties. Said non-disturbance agreements shall be observed in recordable form and performed by may be recorded at Tenant's election and expense. Within In the event Landlord fails to provide commercially reasonable non-disturbance agreements within the time frame set forth in this Article 18, Tenant shall have the right, exercisable at any time thereafter, to give ten (10) business days written notice to Landlord terminating the Lease, which notice must be given, if at all, no later than ten (10) days after Tenant's receipt of Landlord's written request, notice to Tenant shall execute any and all documents required by that Landlord or the Holder was unable to make this Lease subordinate to any lien of the Encumbrance so long as obtain such documents contain non-disturbance provisions substantially agreements. In addition, Tenant may give such notice of termination after the expiration of the thirty (30) day period and prior to receipt of Landlord's notice. Landlord agrees to provide Tenant with commercially reasonable non-disturbance agreement(s) in conformance favor of Tenant from any Superior Mortgagee(s) of Landlord who later come(s) into existence at any time prior to the expiration of the Lease Term, as it may be extended, in consideration of, and as a condition precedent to, Tenant's agreement to subordinate this Lease in accordance with the foregoingthis Article 18. Said non-disturbance agreements shall be in recordable form and may be recorded at Tenant's election and expense. Notwithstanding anything to the contrary set forth in this Lease, the non-disturbance agreement shall provide that in the event that Landlord fails to reimburse Tenant, in accordance with this Lease, for the Tenant Improvement Allowance, the Superior Mortgagee, if such Superior Mortgagee succeeds to Landlord's interest hereunder, or such other successor to the interests of Landlord hereunder, shall pay to Tenant, such unpaid amounts and shall recognize and honor any remaining credit of Base Rent and/or Direct Expenses. All non-disturbance agreements shall acknowledge that, and Landlord hereby independently agrees that, to the extent Landlord has failed to fulfill its obligations with respect to the reimbursement of Tenant, in accordance herewith, of any Tenant Improvement Allowance or remaining credit of Base Rent and/or Direct Expenses ("Key Obligations"), and to the extent Superior Mortgagee has failed to fulfill its obligations with regard to the payment of such Key Obligations as provided in the preceding paragraph, Tenant hereby attorns may deduct the amount of the Key Obligation which Landlord has not paid from the Rent next coming due and agrees payable, from time to attorn to any entity purchasing or otherwise acquiring time, under the Property at any sale or other proceeding or pursuant Lease. In addition to the exercise foregoing, Landlord agrees that in the event Landlord has failed to pay its Key Obligations, Tenant may deduct the amount of any other rightsthe Key Obligations which Landlord has not paid, powers or remedies together with interest at the Interest Rate, from the Rent next coming due and payable, from time to time, under such Encumbrancethe Lease.