Subordination

Tenant agrees that this Lease shall be subordinate to any mortgages that may hereafter be placed upon the Leased Premises by Landlord and to any and all advances to be made thereunder, and to the interest thereon. Tenant further agrees that upon notification by Landlord to Tenant, this Lease shall be or become prior to any mortgages that may heretofore or hereafter be placed on the Leased Premises. Tenant's obligations pursuant to this Article 17 with respect to any mortgage (other than the mortgage executed by Landlord in favor of Lender in connection with the Loan) are subject to and conditioned upon the full execution and delivery by any lender of Landlord, Landlord and Tenant

As an essential condition of the Lease, all of the Tenant's rights hereunder are subject and subordinated to the rights of any creditor holding a mortgage or charge upon the Building or any other assignee of the Landlord's rights under this Lease and the Tenant shall acknowledge such creditor or assignee as the Landlord hereunder. The Landlord undertakes to obtain a non-disturbance agreement from any and all such creditors and assignees to the effect that to the extent the Tenant shall pay the Rent and comply with all terms and conditions contained in this Lease, the Tenant shall be permitted to remain in quiet and peaceful enjoyment of the Leased Premises without interruption or disturbance from such creditors and assignees.

This Lease is subject and subordinate to any ground leases, overriding leases, underlying leases, mortgages, or deeds of trust affecting the Building or the Project. Tenant shall execute any reasonable instrument requested by the Landlord or its successors to evidence such subordination.

Guarantor hereby unconditionally and irrevocably subordinates all payments due or to become due by Tenant to Guarantor, by reason of any and all debts or other obligations, including the obligation to pay salaries or other compensation (collectively 'Debt Payments'), to the payment of any monetary Obligations; provided, however, that as long as no Event of Default has occurred and is then continuing under the Lease, after the payment of each monthly installment of Rent, Guarantor shall be entitled to receive any Debt Payments due for such month.

Guarantor hereby unconditionally and irrevocably subordinates all payments due or to become due by Tenant to Guarantor, by reason of any and all debts or other obligations, including the obligation to pay salaries or other compensation (collectively 'Debt Payments'), to the payment of any monetary Obligations; provided, however, that as long as no Event of Default has occurred and is then continuing under the Lease, after the payment of each monthly installment of Rent, Guarantor shall be entitled to receive any Debt Payments due for such month.

This lease shall be subject and subordinate to any and all mortgages and other like instruments made at any time hereafter, and LESSEE shall, when requested, promptly execute and deliver such instruments as necessary to show the subordination of this lease to said mortgages or other such instruments.

This Agreement is subject and subordinate to all ground or underlying leases and to all mortgages and deeds of trust which may now or hereafter affect the Property of which the Premises form a part, and to all renewals, modifications, consolidations, replacements and extensions thereof, provided that Licensee's rights under this Agreement shall not be disturbed. Licensor shall provide and obtain for Licensee a subordination, non-disturbance and attornment agreement from the holder of any ground or underlying lease, mortgage or deed of trust whether affecting the Premises as of the Commencement Date or affecting the Premises after the Commencement Date of this Agreement. Licensee shall from time to time upon request from Licensor execute and deliver any documents or instruments that may be reasonably required to effectuate such subordination, subject to review by Licensee's legal counsel.

This lease shall be subject and subordinate to any and all mortgages and other like instruments made at any time hereafter, and LESSEE shall, when requested, promptly execute and deliver such instruments as necessary to show the subordination of this lease to said mortgages or other such instruments.

The Tenant agrees that this lease is subordinate to any mortgage or deed of trust affecting the premises.

Article 10. Subordination Section 10.01. Lease Subordinate to Mortgages 31 Section 10.02. Estoppel Certificates 33 Section 10.03. Notices to Mortgagees 34 Section 10.04. Assignment of Rents 34

This Lease shall be subject and subordinate at all times to (i) all ground and underlying leases which now exist or may hereafter be executed affecting the Property, (ii) the lien of any mortgages or deeds of trust in any amount or amounts whatsoever now or hereafter placed on or against the Property, or on Landlord's interest or estate therein, or portion thereof, or on or against any ground or underlying lease and (iii) any Declaration of Coven

Each Covenantor expressly agrees to postpone and subordinate any and all present and future moneys due, owing or incurred by the Company to such Covenantor (in each case, whether alone or jointly, or jointly or severally, with any other Person, whether actually or contingently, and whether as principal, surety or otherwise) to any and all present and future moneys, debts and liabilities due, owing or incurred by the Company to the Investors under or in connection with the Finance Documents as and when due and payable.

Tax Benefit Payments and Early Termination Payments are subordinate and junior in right of payment to any Senior Obligations. They rank pari passu with all unsecured obligations of the Corporation that are not Senior Obligations.

This Lease is subject and subordinate to all mortgages or deeds of trust which may now or at any time hereafter affect the Premises in whole or in part, on the lands upon which the Premises is situated in whole or in part and whether or not any such mortgages or deeds of trust shall affect only the Premises or shall be blanket mortgages or deeds of trust affecting other premises as well.

LANDLORD reserves the right to subject and subordinate this Lease at any and all times to the lien of any mortgage or mortgages now or hereafter placed on the Leased Premises and TENANT agrees to further execute and deliver, upon demand, such further instrument subordinating this

Lessor reserves the right to sell, assign, transfer, mortgage or convey any and all rights it may have in the building the Leased Premises or this Lease, and to subject this Lease to the lien of any mortgage [up to but not exceeding seventy-five percent (75%) of the fair market value of the Leased Premises] now or hereafter placed upon the building or the Leased Premises; provided, however, Lessee's possession and occupancy shall not be disturbed or the Lease modified, so long as Lessee shall comply with the provisions of this Lease.

Lessor reserve the right to sell, assign, transfer, mortgage or convey any and all rights it may have in the building, the Leased Premises or this Lease, and to subject this Lease to the lien of any mortgage up to but not exceeding seventy-five percent (75%) of the fair market value of the Leased Premises now and hereafter placed upon the building or the Leased Premises; provided, however, Lessee's possession and occupancy shall not be distributed or the Lease modified, so long as Lessee shall comply with the provisions of this Lease.

Sub-subtenant hereby acknowledges that it has read and is familiar with the provisions of the Lease, and the Sublease and agrees that this Sub-sublease is in all respects subject and subordinate to the terms and conditions

This Lease shall be subject and subordinate to any and all mortgages, deeds of trust and other instruments in the nature of a mortgage, ground lease or other matters of record ("Senior Interests") which now or at any time hereafter encumber the Property and Tenant shall, within twenty (20) days of Landlord's request, execute and deliver to Landlord such recordable written instruments as shall be necessary to show the subordination of this Lease to such Senior Interests. Notwithstanding the foregoing, if any holder of a Senior Interest

Section 9.1 Subordination. Company and Customer agree that this Lease, automatically and without the necessity of any further documentation, is and shall be subject and subordinate at all times to all mortgages (in any amounts and all advances thereon) which may now or hereafter affect the real property of which the Premises form a part, and to all renewals, modifications, consolidations, participations, replacements and extensions thereof. Customer agrees to attorn to any mortgagee who shall succeed to Company's interest in this Lease upon request of such mortgagee. In confirmation of the foregoing, Customer shall promptly upon request therefor by Company, and without charge therefor, execute such certifications and/or other documents as Company may require.

All notes other than the Class C notes benefit from subordination of more junior classes to more senior classes. The order of the subordination varies depending on whether interest or principal is being paid and whether an event of default that results in acceleration has occurred. For more details about subordination, you should read 'Description of the Notes - Priority of Payments,' 'Description of the Notes - Post-Acceleration Priority of Payments' and 'Credit Enhancement - Subordination.'