Common use of Subordination and Attornment Clause in Contracts

Subordination and Attornment. This Lease is subject and subordinated to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in the Premises, the Building or the Property, provided that Library shall within twenty-one (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may request.

Subordination and Attornment. This Subject to the terms of Section 12.2 below, without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, and at the election of Landlord or any Holder, this Lease is will be subject and subordinated subordinate at all times to all Security Documents, which may now exist or hereafter be executed which constitute a lien upon or affect the Property or any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications portion thereof, now or Landlord’s interest and estate in any of record or hereafter placed of recordsaid items. Library Notwithstanding the foregoing, Landlord reserves the right to subject and subordinate (or cause the subordination of) any such Security Documents to this Lease at Lease. Subject, in all times events, to the lien terms of the applicable SNDA, in the event of any first mortgage now termination or hereafter placed upon Library's transfer of Landlord’s estate or interest in the PremisesProperty, the Building or the Property, provided Tenant Space by reason of any termination or foreclosure of any such Security Documents (and notwithstanding any subordination of such Security Document to this Lease that Library shall within twenty-one (21) days after the commencement of the Initial Term (may or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Termmay not have occurred), deliver at the election of Landlord’s successor in interest, T▇▇▇▇▇ agrees to Tenant notice attorn to and become the tenant of said mortgage and a written Agreement such successor, in form satisfactory which event T▇▇▇▇▇’s right to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation possession of the Premises so will not be disturbed as long as Tenant is not in default of its obligations under this Lease. Subject, in all events, to the terms of the applicable SNDA, Tenant hereby waives any right under any Applicable Law or otherwise to terminate or otherwise adversely affect this Lease and the obligations of Tenant hereunder in the event of any termination or so long as transfer of Landlord’s estate or interest in the period for remedying Property, the Building, or the Tenant Space by reason of any termination or foreclosure of any such default shall not have expiredSecurity Documents. Tenant covenants and agreesagrees to execute and deliver, within ten (10) Business Days of receipt thereof, and in the event form reasonably required by Landlord or any proceedings brought for Holder (and reasonably acceptable to Tenant), any additional documents evidencing the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the priority or subordination and attornment of this Lease provided for and T▇▇▇▇▇’s agreement to attorn with respect to any such Security Document; provided, however, any such agreement subordinating this Lease to such lease, mortgage or deed of trust shall contain a non-disturbance provision that is reasonably acceptable to such Holder, Landlord and Tenant in this Sectionaccordance with Section 12.2, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestbelow.

Subordination and Attornment. This Lease is subject and subordinated to any mortgagesall of Tenant’s rights hereunder are, deeds of trust or underlying leasesand shall at all times be, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to automatically subject and subordinate this Lease at all times to any lease or other arrangement or right to possession under which Landlord is in control of the Demised Premises, to the lien rights of the owner of the Tract, to all rights of Landlord’s landlord or other party through or by whom Landlord’s interest is derived, and to the lien, terms and conditions of all Mortgages that now exist or that may hereafter affect or be placed upon the Demised Premises, the Building, the Tract or any first mortgage part thereof or interest therein (including, without limitation, any leasehold interest of Landlord, if Landlord shall now or at any time hereafter placed upon Library's hold its interest in the PremisesTract as lessee under any lease) and to all advances made upon the security of any such instrument or lien and to any interest accruing thereon, without the Building necessity of any further instrument or act on the Property, provided that Library shall within twenty-one part of Tenant to effectuate such subordination. If the holder of any Mortgage (21herein referred to as a “Mortgagee”) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building purchaser at any foreclosure sale or the Property becomes mortgaged after the commencement under a power of the Initial Term)sale contained in any Mortgage shall, deliver at its sole option, so request, Tenant will attorn to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building recognize such Mortgagee or the Property agrees not to disturb Tenant's operation of the Premises so long purchaser as Tenant is not in default of its obligations Landlord under this Lease or so long as for the period for remedying such default shall not have expiredremaining balance of the term of this Lease, and subject to all the covenants and provisions contained herein. Tenant covenants shall, from time to time, upon written request, execute, acknowledge and agreesdeliver, in the event any proceedings brought for the foreclosure without charge, such further instruments of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably as may requestbe requested.

Subordination and Attornment. This Lease is subject and subordinated to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves The Tenant agrees that at the right to subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in the Premises, the Building or the Property, provided that Library shall within twenty-one (21) days after the commencement option of the Initial Term (Landlord or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Landlord, to be expressed in writing at any time and from time to time, this Lease and all the rights of the Tenant hereunder shall be subject and subordinate to any and all mortgages (including deeds of trust and all instruments supplemental thereto) held by such mortgagee which may affect the Building or Common Area Facilities and to all renewals, modifications, consolidations, replacements and extensions thereof, provided that the Property Tenant shall at any time on notice from the Landlord or any mortgagee (including any trustee under a deed of trust and mortgage) attorn to such mortgagee as the tenant upon all the terms of this Lease. Subject to the foregoing, the Tenant agrees to execute, within ten (10) days after receiving a written request from the Landlord or any such mortgagee, such instrument of subordination or attornment, as the case may be, as may be required of it. Notwithstanding the foregoing, this Lease and the Tenant’s interest hereunder shall only be subordinated to such mortgages or deeds of trust under which the mortgagee by agreement in the mortgage or deed of trust or in a separate instrument contracts in substance not to disturb the Tenant's operation ’s occupancy of the Leased Premises so long as the Tenant is not in default of performs its obligations under this Lease or so long as on condition that the period for remedying such default Tenant, when requested by the mortgagee, shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn execute an attornment agreement to the purchaser upon any foreclosure sale and mortgagee should the mortgagee succeed to recognize such purchaser as the successor to all of the rights of Library the Landlord under this Lease. In confirmation of By no later than the subordination and attornment of this Lease provided for in this SectionCommencement Date, Tenant the Landlord shall execute promptly any certificate that Library or any successor in interest reasonably may request.make reasonable commercial efforts to

Subordination and Attornment. This Lease 14.4.1 Upon the request of the Landlord and by such document as is subject and subordinated reasonably required by the Mortgagee, the Tenant will subordinate its rights hereunder to any mortgageshypothecs or mortgages resulting from any financing or refinancing, deeds of trust or underlying leasesanytime against the Building, as well as and to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in the Premises, the Building or the Propertyadvances made on that security, provided that Library upon Tenant’s request, the Landlord shall within twentyuse reasonable commercial efforts to obtain a non-one (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and disturbance agreement in a written Agreement in form reasonably satisfactory to the Tenant whereby any the mortgagee of shall recognize the Building or Tenant’s rights under the Property agrees Lease and not to disturb the Tenant's operation ’s occupancy of the Premises so long as provided the Tenant is not in default of its obligations pursuant to the Lease, the whole at Tenant’s expense. 14.4.2 The Tenant will, if any legal proceedings are brought under any hypothec, mortgage or other financing or refinancing by the Landlord in respect of the Building, attorn to the encumbrance holder upon any such proceedings and recognize such encumbrance holder as the Landlord under this Lease Lease, if such encumbrance holder so elects, subject to the Landlord using reasonable commercial efforts to obtain a non-disturbance agreement at Tenant’s request and at Tenant’s sole cost and expense . 14.4.3 No subordination or so long as attornment under this Section will have the period for remedying such default shall not have expired. Tenant covenants effect of disturbing the Tenant’s occupation and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation possession of the Premises, to attorn to if the purchaser upon any foreclosure sale Tenant is not in default hereunder and to recognize such purchaser as the successor to complies with all of the rights covenants, terms and conditions of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may request.

Subordination and Attornment. This Lease is subject and subordinated shall be subordinate to any mortgages, trust deeds of trust or underlying leasesand other financing instruments given by Landlord to its lenders and encumbering the Premises (collectively, “Mortgages”), so long as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in the Premises, the Building or the Property, provided that Library shall within twenty-one (21) days after the commencement holders of the Initial Term Mortgages (or within twenty-one (21the “Mortgagees”) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees agree not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations ’s rights under this Lease or so long as in connection with the period for remedying such default shall not have expiredexercise of their rights under the Mortgages. Tenant covenants and agrees, If Landlord’s interest in the event Premises is acquired by any proceedings brought for the ground lessor, beneficiary under a deed of trust, mortgagee, or purchaser at a foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premisessale, to Tenant shall attorn to the purchaser upon any foreclosure sale transferee of or successor to Landlord’s interest in the Premises and to recognize such purchaser transferee or successor as the successor to all of the rights of Library Landlord under this Lease. In confirmation Tenant waives the [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. protection of any statute or rule of law which gives or purports to give Tenant any right to terminate this Lease or surrender possession of the subordination and attornment Premises upon the transfer of this Lease provided for in this Section, Landlord’s interest. Tenant shall execute promptly sign and deliver any certificate that Library instrument or documents necessary or appropriate to evidence any successor in interest reasonably may requestsuch attornment or subordination or agreement to do so.

Subordination and Attornment. (a) This Lease is subject and subordinated Lease, at the option of Landlord or any of its lenders, shall be subordinate to any mortgagesground lease, deeds of trust mortgage or underlying leasesany other hypothecation for security and any renewals, as well as to any future advances, modifications, consolidations, replacements and extensions or modifications thereof, now provided Tenant's rights hereunder continue to be recognized and Tenant's possession of record the Project is not disturbed so long as no Event of Default has occurred and is continuing. Landlord agrees for itself, its successors and assigns, promptly upon Tenant's request, to enter into or hereafter placed cause to be entered into by its lender a nondisturbance agreement in such regard for the benefit of record. Library reserves the Tenant on terms reasonably satisfactory to Tenant and Landlord. (b) Provided Tenant's rights hereunder continue to be recognized and its right of possession is not disturbed so long as no Event of Default has occurred and is continuing, Tenant shall execute any documents required to subject and subordinate effectuate such subordination or to make this Lease at all times prior to the lien of any first mortgage, ground lease or other security device, as the case may be, and failing to do so within twenty (20) days after written demand, does hereby make, constitute and irrevocably appoint Landlord as Tenant's attorney-in-fact and in Tenant's name, place and stead, to do so and any out-of-pocket expenses incurred by Tenant in connection therewith shall be paid by Landlord upon Tenant's request. (c) In the event of (a) a sale, assignment, ground lease, mortgage now or hereafter placed upon Libraryother transfer of Landlord's interest in the Premises, the Building Project or the Property, provided that Library shall within twenty-one any portion thereof or in this Lease; or (21b) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of, the granting of a deed in lieu of foreclosure of or the exercise of the power of sale under any first mortgage or security agreement made by a Landlord covering the Project or any portion thereof or this Lease, and provided that such mortgagee who has previously agreed or other transferee shall agree to recognize Tenant's rights hereunder and not to disturb Tenant's operation possession of the PremisesProject so long as an Event of Default has not occurred and is continuing, to Tenant shall attorn to the purchaser upon any foreclosure sale mortgagee or other transferee and to recognize such purchaser mortgagee or other transferee as the successor to all of the rights of Library Landlord under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may request.

Subordination and Attornment. This Tenant agrees that it shall, promptly upon the request of Landlord at any time or times during the Term of this Lease, execute and deliver such documents and other instruments as Landlord may reasonably require and as may otherwise be reasonably satisfactory to Tenant, to cause this Lease is subject to be and subordinated to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to become subject and subordinate this Lease at all times to any mortgage or deed of trust, and any renewal, extension, replacement or modification thereof, covering the lien of any first mortgage now or hereafter placed upon Library's interest in real property on which the Premises, the Building or the PropertyBuildings are located, provided that Library such mortgage or deed of trust shall within twenty-one (21) days after contain provisions to the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises effect that so long as Tenant is shall not be in default (beyond any applicable notice and cure periods) in the performance of its any obligations under to be performed by Tenant hereunder, the mortgagee, trustee or beneficiary, as the case may be, shall not terminate this Lease or so long as the period for remedying interest of Tenant in the Premises through foreclosure of such default mortgage or deed of trust, and shall not have expireddisturb the possession and use of the Premises by Tenant. In connection with the foregoing, a subordination, nondisturbance and attornment agreement in the form of Exhibit D, with no material modifications shall be deemed satisfactory to Tenant. Tenant covenants and agrees, agrees that in the event any proceedings brought for of the foreclosure enforcement, by judicial foreclosure, exercise of the power of sale, or otherwise, of any first mortgage or deed of trust covering the real property on which the Buildings are located by a mortgagee who has previously agreed not to disturb Tenant's operation the mortgagee, trustee or beneficiary thereunder of the Premisesthereof, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Sectioncase may be, Tenant shall execute promptly any certificate that Library or automatically become the lessee of any successor in interest reasonably may requestin title to said real property as a result of such enforcement, without change in the terms of this Lease. Tenant further agrees that upon request of any such successor in interest, Tenant will execute and deliver to such successor in interest an instrument or instruments confirming such attornment.

Subordination and Attornment. (a) This Lease is and the rights of Tenant hereunder are subject and subordinated subordinate in all respects to all mortgages and ground leases which may now or hereafter be placed on or affect all or any part of the real property of which the Premises are a part and/or Landlord's interest or estate in such real property or ground leases, and to each advance made and/or hereafter to be made under any such mortgages, deeds of trust or underlying leasesand to all renewals, as well modifications, consolidations, replacements and extensions thereof and all substitutions therefor. Notwithstanding anything to the contrary in this Article IX contained, as to any extensions future mortgages or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in the Premisesground leases, the Building or the Property, herein provided that Library subordination and attornment shall within twenty-one (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage be effective only if the Building mortgagee or ground lessor therein, as the Property becomes mortgaged after the commencement of the Initial Term)case may be, deliver agrees, by a written instrument in recordable form and otherwise in a form reasonably acceptable to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any such mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so ground lessor, that, as long as Tenant is shall not be in terminable default of the obligations on its obligations part to be kept and performed under the terms of this Lease, this Lease will not be affected and Tenant's possession hereunder will not be disturbed by any default under and/or foreclosure or so long as the period for remedying termination of such default shall not have expiredmortgage or ground lease. Tenant covenants acknowledges and agreesagrees that the form of subordination, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination non-disturbance and attornment of this Lease provided agreement attached hereto as Exhibit D is acceptable to Tenant for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestfuture mortgages and ground leases.

Subordination and Attornment. This Lease is subject Lease, and subordinated to any mortgagesall rights of Lessee hereunder, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to are and shall be subject and subordinate this Lease at in all times respects to the lien of any first mortgage all mortgages which may now or hereafter placed upon Library's interest in affect the Demised Premises, the Building whether or the Property, provided that Library not such mortgages shall within twenty-one (21) days after the commencement of the Initial Term (also cover other lands or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premisesbuildings, to attorn each and every advance made or hereafter to the purchaser upon any foreclosure sale be made under such mortgages and to recognize all renewals, modifications, replacements, spreaders, consolidations and extensions of such purchaser as the successor mortgages provided such mortgage shall include a non disturbance provision with respect to all of the rights of Library under this Lease. In the event of any sale of the Demised Premises in a foreclosure of any such mortgage or the exercise by the holder of any such mortgages of any other remedies provided for by law or in such mortgage, Lessee, upon written request of the holder of the mortgage or the purchaser at such foreclosure or any person succeeding to the interest of the holder of the mortgage, shall attorn to such holder, purchaser or successor in interest, as the case may be, without change in the terms, covenants or conditions of this Lease. This Lease shall not be deemed to be terminated by any foreclosure proceedings or other remedies for the enforcement of the mortgage by such holder, purchaser or successor in interest. The provisions of this Article 30 shall be self-operative and no further instrument of subordination and/or attornment shall be required. In confirmation of the such subordination and attornment of this Lease provided for in this Sectionand/or attornment, Tenant Lessee promptly shall execute promptly and deliver at Lessee’s expense any certificate instrument that Library Lessor or the holder of any successor in interest such mortgage may reasonably may requestrequest to evidence such subordination and/or attornment; and Lessee hereby irrevocably constitutes and appoints Lessor as Lessee’s attorney-in-fact, coupled with an interest, to execute, acknowledge and deliver any such instruments for and on behalf of Lessee.

Subordination and Attornment. This Lease Landlord and Tenant acknowledge and agree that there is subject and subordinated to currently no debt on the Project. Within twenty (20) days after written request from Landlord, or any mortgages, deeds first mortgagee or first deed of trust beneficiary of Landlord, or underlying leasesground lessor of Landlord, as well as to any extensions or modifications thereofTenant shall, now of record or hereafter placed of record. Library reserves the right to subject in writing and in a commercially reasonable form, subordinate its rights under this Lease at all times to the lien of any first mortgage now or first deed of trust, or to the interest of any lease in which Landlord is lessee, and to all advances made or hereafter placed to be made thereunder. The holder of any security interest may, upon Library's written notice to Tenant, elect to have this Lease prior to its security interest regardless of the time of the granting or recording of such security interest. Likewise, Landlord shall provide Tenant such a non-disturbance agreement as to any future mortgage, deed of trust, deed to secure debt or similar financing instrument. The subordination of the Lease to a future deed to secure debt, mortgage, deed of trust or similar financing instrument is contingent upon the receipt by Tenant of a commercially reasonable non-disturbance agreement. In the event of any foreclosure sale, transfer in lieu of foreclosure or termination of the Premiseslease in which Landlord is lessee, Tenant shall attorn to the Building purchaser, transferee or lessor as the Propertycase may be, and recognize that party as Landlord under this Lease, provided that Library shall within twenty-one (21) days after the commencement of the Initial Term (such purchaser, transferee or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver lessor agrees to Tenant notice of said mortgage recognize this Lease and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requesthereunder.

Subordination and Attornment. This Lease Landlord represents and warrants that there is subject and subordinated to any mortgages, no existing deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves mortgage encumbering the Demised Premises Landlord shall have the right to subject and subordinate this Lease at to any future ground Lease, deed of trust or mortgage encumbering the Demised Premises, and advances made on the security thereof and any renewals, modifications, consolidations, replacements or extensions thereof, whenever made or recorded. Landlord's right to obtain such a subordination is subject to Landlord's providing Tenant with a written Subordination, Nondisturbance and Attornment Agreement from the ground lessor, beneficiary or mortgagee (in form reasonably acceptable to Tenant) wherein Tenant's fight to peaceable possession of the Demised Premises during the Lease Term shall not be disturbed if Tenant pays the Rent and performs all times of Tenant's obligations under this Lease and is not otherwise in default, in which case Tenant shall attorn to the transferee of or successor to Landlord's interest in the Demised Premises and recognize the transferee or successor as Landlord under this Lease. If any ground lessor, beneficiary or mortgagee elects to have this Lease superior to the lien of any first its ground lease, deed of trust or mortgage now and gives Tenant written notice thereof this Lease shall be deemed superior to the ground lease, deed of trust or hereafter placed upon Library's interest in mortgage whether this Lease is dated prior or subsequent the Premisesdate of the ground lease, the Building deed of trust or mortgage or the Property, provided that Library shall within twenty-one (21) days after the commencement date of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestrecording thereof.

Subordination and Attornment. This Lessee agrees that, subject to the requirements of Lessor's mortgagee, this Lease is subject and subordinated may be subordinate or superior to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record a mortgage heretofore or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in executed by Lessor encumbering the Premises, the Building Building, the Common Area and/or the Project. Lessee shall, upon request, execute any such document or the Property, instrument as may reasonably be required from time to time by Lessor's mortgagee to make this Lease superior or subordinate to any mortgage. Lessee further agrees to attorn to Lessor's mortgagee provided that Library such mortgagee shall within twentyagree not to disturb Lessee's possession of the Premises during the term of this Lease so long as Lessee is in compliance with all material terms, conditions and covenants set forth in this Lease. Lessor consents to Lessee's execution of any subordination, attornment and non-one disturbance agreement that may reasonably be requested by Lessor's mortgagee. Lessee further agrees to execute and deliver to Lessor or Lessor's mortgagee, not later than five (215) days after the commencement receipt of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement request therefore, and as often as requested, an estoppel certificate setting forth such information concerning this Lease as may reasonably be requested. If, in form satisfactory connection with financing obtained by Lessor with respect to Tenant whereby any the Premises, the Building, the Common Area and/or the Project, Lessor's mortgagee or other lender shall request that Lessee consent to reasonable modifications of this Lease as a condition to such financing, Lessee will not unreasonably withhold, delay or defer its consent provided that such modifications do not increase Lessee's monetary obligations hereunder, extend or reduce the Building or the Property agrees not to disturb Tenant's operation term of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as adversely affect to any material extent the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event leasehold interest granted to Lessee herein or any proceedings brought for the foreclosure other material term of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may request.

Subordination and Attornment. SECTION 10.01 This Lease is subject lease and subordinated to any mortgages, deeds all rights of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to Tenant hereunder are subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in the Premises, the Building or the Property, (provided that Library shall within twenty-one (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement mortgagee expressly agrees in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees writing not to disturb Tenant's operation of the Premises so ’s possession as long as Tenant is not in default of its obligations under this Lease lease) to any deeds of trust, mortgages or so other instruments of security, as well as to any ground leases or primary leases, that now or hereafter cover all or any part of the Shopping Center, the land situated beneath the Shopping Center, or any interest of Owner therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions of any of such deeds of trust, mortgages, instruments of security or leases. This provision is hereby declared by Owner and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this lease. Tenant shall, however, within 30 days of demand, at any time or times, execute, acknowledge and deliver to Owner any and all instruments and certificates that may be reasonably necessary or proper to confirm or evidence such subordination, provided the instrument expressly provides for an undertaking by the mortgagee not to disturb Tenant’s possession as long as Tenant is not in default under this lease. Notwithstanding the period for remedying generality of the foregoing provisions of this paragraph, T▇▇▇▇▇ agrees that any such default mortgagee shall not have expiredthe right at any time to subordinate any such deeds of trust, mortgages or other instruments of security to this lease on such terms and subject to such conditions as such mortgagee may deem appropriate in its discretion. Tenant further covenants and agreesagrees within 30 days of demand by Owner’s mortgagee at any time, in before or after the event institution of any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation such deeds of trust, mortgages or other instruments of security, or sale of the PremisesShopping Center pursuant to any such deeds of trust, mortgages or other instruments of security, to attorn to the such purchaser upon any foreclosure such sale and to recognize such purchaser as the successor to all of the rights of Library Owner under this Leaselease. In confirmation The agreement of Tenant to attorn upon demand of Owner’s mortgagee contained in the subordination and attornment of this Lease provided for in this Section, immediately preceding sentence shall survive any such foreclosure sale or trustee’s sale. Tenant shall execute promptly within 30 days of demand at any certificate time or times, before or after any such foreclosure sale or trustee’s sale, execute, acknowledge and deliver to Owner’s mortgagee any and all instruments and certificates that Library may be reasonably necessary or any successor in interest reasonably may requestproper to confirm or evidence such attornment.

Subordination and Attornment. This Lease is subject and subordinated to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to shall at all times be automatically subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter Mortgage that may be placed upon Library's interest in the PremisesPremises by Landlord, the Building or the Propertyany part thereof, provided that Library shall within twenty-one (21) days after the commencement and to all amounts secured thereby, and to all renewals, replacements and extensions of any of the Initial Term (or within twenty-one (21) days after foregoing, except to the execution of extent that any Mortgage provides otherwise, upon the mortgage if condition that Tenant shall have the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver right to Tenant notice of said mortgage and a written Agreement remain in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation possession of the Premises under the terms of this Lease, notwithstanding any default in such Mortgage, or after the foreclosure of such Mortgage, so long as no Event of Default shall have occurred and be continuing. T▇▇▇▇▇ further agrees that, in the event of a foreclosure of any Mortgage or of a conveyance in lieu thereof, it will attorn to the mortgagee or to the purchaser at any foreclosure sale, as the case may be, upon the condition that such mortgagee or purchaser shall agree in writing to recognize Tenant and this Lease, so long as Tenant is not then in default default. Tenant shall at Landlord's request execute a commercially reasonable subordination, nondisturbance and attornment agreement (“SNDA”) or such further instruments or assurances as any mortgagee or purchaser may request to evidence: (i) the subordination of its obligations under this Lease or so long to acknowledge the superiority of this Lease, as the period for remedying such default shall not have expired. Tenant covenants and agreescase may be, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb (ii) Tenant's operation attornment agreement, and/or (iii) the acknowledgment of the Premises, to attorn express obligations of Tenant to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease Landlord's Mortgagee that are provided for in this SectionLease, Tenant shall execute promptly any certificate provided that Library or any successor in interest such instruments and assurances are on terms reasonably may requestacceptable to Tenant.

Subordination and Attornment. This Tenant's interest under this Lease is subject and subordinated to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and shall be subordinate this Lease at all times to the lien of any lender holding a first or second lien secured by the Property, whether now existing or hereafter created. Tenant covenants and agrees that it will promptly execute without further consideration any and all instruments desired by Landlord or Landlord's mortgagee subordinating this Lease in the manner requested by Landlord to all ground or underlying leases and to the lien of any mortgage and/or any deed of trust or other encumbrance which may now or hereafter placed upon Library's interest in affect the Premises, the Building together with all renewals, modifications, consolidations, replacements or the Property, extensions thereof; provided that Library any lienor or encumbrancer relying on the subordination reflected in this Lease or in such additional agreements will covenant with Tenant that this Lease shall within twenty-one (21) days after remain in full force and effect, and Tenant shall not be disturbed in the commencement event of the Initial Term (sale, foreclose or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises other actions so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants hereunder; and agrees, provided further that in the event any proceedings brought for the foreclosure provision of this Lease conflicts with any provision of any first mortgage document executed by a mortgagee who has previously agreed not to disturb Tenant's operation Landlord in connection with any loan, the provisions of such loan documents shall supersede the Premises, provisions of this Lease. Tenant agrees to attorn to the purchaser upon successor in interest of Landlord following any foreclosure sale transfer of such interest either voluntarily or by operation of law and to recognize such purchaser successor as the successor to all of the rights of Library Landlord under this Lease. In confirmation of the subordination and attornment of However, if Landlord or any such mortgagee so elects, this Lease provided for shall be deemed prior in this Sectionlien to any mortgage, deed of trust or other encumbrance upon or including the Premises regardless of date of recording and Tenant shall will execute promptly any certificate that Library or any successor a statement in interest reasonably may writing to such effect at Landlord's request.

Subordination and Attornment. This Lessee shall attorn and be bound to any of Lessor’s successors and/or assigns under all terms, covenants and conditions of this Lease for the balance of the remaining Term. ▇▇▇▇▇▇’s interest under this Lease is subject subordinate to all terms of and subordinated to all liens and interests arising under any mortgages, deeds deed of trust or underlying leases, as well as to any extensions or modifications thereof, now of record mortgage existing or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage now on ▇▇▇▇▇▇’s or hereafter placed upon Library's Lessor’s successors and/or assigns interest in the Premises, the Building . ▇▇▇▇▇▇’s consent shall not be required for an assignment of ▇▇▇▇▇▇’s or the Property, provided that Library shall within twenty-one (21) days after the commencement of the Initial Term (▇▇▇▇▇▇’s successors and/or assigns interest in this Lease to Lessor’s or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of ▇▇▇▇▇▇’s successors and/or assigns lender as required under such financing. If the Premises is sold as a result of a default under any deed of trust or mortgage, or pursuant to a transfer in lieu of foreclosure, Lessee shall, at such mortgagee’s or purchaser’s sole election, attorn to the mortgagee or purchaser. This Section 52 is self-operative. However, ▇▇▇▇▇▇ agrees to execute and deliver, if ▇▇▇▇▇▇, any successor, assign, mortgagee or purchaser should so long as Tenant is not in default of its obligations under request, such further instruments necessary to subordinate this Lease to a lien of any mortgage or so long as deed of trust, to acknowledge the period for remedying such default shall not have expiredconsent to assignment and to affirm the attornment provisions set forth herein. Tenant covenants and agreesNotwithstanding anything to the contrary contained herein, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of Lessor sells the Premises, or any portion thereof, to attorn a nonaffiliated third-party purchaser, such new third-party Lessor may terminate this Lease as to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all sold portion of the rights of Library under this Lease. In confirmation of the subordination Premises at any time, and attornment of this Lease provided for in this Sectionany reason, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestupon thirty (30) days’ prior written notice to Lessee.

Subordination and Attornment. This Unless otherwise expressly agreed by the Landlord, this Lease is subject and subordinated to any mortgages, deeds the rights of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to Tenant hereunder shall be subject and subordinate to all existing or future Mortgages and to all renewals, modifications, consolidations, replacements and extensions thereof. Whenever requested by the Landlord or a Mortgagee, the Tenant shall enter into an agreement with the Mortgagee whereby the Tenant postpones or subordinates this Lease at all times to the lien interest of any first mortgage now stipulated Mortgagee, and agrees that if such Mortgagee becomes a mortgagee in possession or hereafter placed realizes on its security, it shall attorn to such Mortgagee as a tenant upon Library's interest in all the Premises, the Building or the Propertyterms of this Lease, provided that Library such Mortgagee shall within twenty-one enter into an agreement with the Tenant which shall provide that (21i) days after such Mortgagee shall not disturb the commencement Tenant and will permit the Tenant 10 remain in possession of the Initial Term (or within twenty-one (21) days after Leased Premises pursuant to the execution Terms of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises this Lease so long as the Tenant is not in default hereunder and has failed to remedy such default, and (ii) the Mortgagee shall not be liable for any acts, omissions or defaults of its obligations the Landlord under this the Lease or so long as at law or for any obligations required to be observed or performed by the period for remedying such default shall not have expired. Tenant covenants and agrees, in Landlord prior to the event any proceedings brought for date that the foreclosure of any first mortgage by Mortgagor becomes a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library possession or any successor in interest reasonably may requestrealizes on its security.

Subordination and Attornment. This Lease is subject and subordinated to Upon written request of Landlord, or any mortgages, deeds mortgage or deed of trust beneficiary of Landlord, or underlying leasesground lessor of Landlord, as well as to any extensions or modifications thereofTenant shall, now of record or hereafter placed of record. Library reserves the right to subject and in writing, subordinate its rights under this Lease at all times to the lien of any first mortgage or deed of trust now or hereafter placed upon Library's interest in the Premises, effect with respect to the Building or Project, or to the Propertyinterest of any lease in which Landlord now or hereafter becomes lessee, and to all advances made or hereafter to be made thereunder, provided that Library Tenant receives a non-disturbance agreement from the holder of any such mortgage, deed of trust or ground lease now or hereafter recorded against the Project during the term of this Lease on such party's standard form. In addition, Landlord shall within twentyuse reasonable efforts to procure a non-one (21) days after disturbance agreement from the commencement holder of any mortgage, deed of trust or ground lease recorded against the Project as of the Initial Term (or within twenty-one (21) days after the execution date of this Lease, on such party's standard form. The holder of any security interest may, upon written notice to Tenant, elect to have this Lease prior to its security interest regardless of the mortgage if the Building or the Property becomes mortgaged after the commencement time of the Initial Term)granting or recording of such security interest. In the event of any foreclosure sale, deliver to Tenant notice transfer in lieu of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee foreclosure or termination of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as lease in which Landlord is lessee, Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser purchaser, transferee or lessor as the successor to all of the rights of Library case may be, and recognize that party as Landlord under this Lease. In confirmation of , provided such party acquires and accepts the subordination and attornment of Promises subject to this Lease provided for in this Sectionand Tenant's possession is not disturbed as a result of such foreclosure, Tenant shall execute promptly any certificate that Library transfer or any successor in interest reasonably may requesttermination.

Subordination and Attornment. This Lease is subject and subordinated shall be subordinate to any mortgagesdeed of trust, deeds of trust mortgage, or underlying leasesother security instrument (a "Mortgage"), as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage that now or hereafter placed upon Librarycovers all or any part of the Premises (the mortgagee under any Mortgage is referred to herein as "Landlord's Mortgagee"), provided that Landlord's Mortgagee agrees not to disturb Tenant's rights under this lease while Tenant is not of default of its obligations hereunder. Subject to the foregoing; Tenant shall attorn to any party succeeding to Landlord's interest in the Premises, the Building whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, or the Propertyotherwise, upon such party's request, and shall execute such agreements confirming such attornment as such party may reasonably request provided that Library shall within twenty-one (21) days after in such agreement the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property succeeding party agrees not to disturb Tenant's operation right to possession of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expiredhereunder. Tenant covenants and agrees, in In the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb such request and upon Tenant's operation attornment as aforesaid, Tenant will automatically become the tenant of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all Landlord's interest without change in the terms of the rights provisions of Library under this Lease. In confirmation ; provided, however, that such successor to Landlord's interest shall not be bound by (a) any payment of the subordination and attornment Rent for more than one month in advance (except prepayments for security deposits, if any), (b) any amendments or modifications of this Lease provided for in this Sectionmade without the prior written consent of Landlord's Mortgagee if Tenant was advised on the interest of same, or (c) any credits, offsets, defenses or claims which Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requesthave against Landlord.

Subordination and Attornment. This Tenant agrees that this Lease is subject and subordinated to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to shall be subject and subordinate to any mortgage, security deed, loan deed or similar instrument now on said Premises and to all advances already made, or which may be hereafter made, on account of said instruments to the full extent of all debts and charges secured thereby and to any renewals or extensions of all or any part thereof and to any such instruments which any owner of said Premises may hereafter at any time elect to place on said Premises (collectively, a "Security Instrument"), and Tenant agrees upon request to hereafter attorn to the holder of such Security Instrument as the Landlord under this Lease at all times and execute any paper or papers which the counsel for Landlord may deem necessary to accomplish that end and, if Tenant fails to do so, Tenant shall be in default of its non-monetary obligations under this Lease. Provided, however, that the lien subordination of any first mortgage now or hereafter placed upon Librarythis Lease and Tenant's interest in hereunder to any Security Instrument shall be contingent upon Landlord, Tenant and the Premises, the Building or the Property, provided that Library shall within twenty-one (21) days after the commencement holder of the Initial Term (or within twenty-one (21) days after the execution security interest under such instrument entering into an agreement reasonably acceptable to each of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant them whereby any mortgagee of the Building or the Property such holder agrees not to disturb that Tenant's operation right of quiet enjoyment of the Premises will not be disturbed in the event of a foreclosure of such holder's interest under such instrument, so long as Tenant is does not default in default of its obligations under this Lease or so long as the period for remedying Lease, and fail to cure such default shall not have expired. Tenant covenants and agrees, within the time provided in the event any proceedings brought this Lease for the foreclosure cure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premisesdefaults, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestif any.

Subordination and Attornment. This Lease is subject and subordinated the estate, interest and rights hereby created are subordinate to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in the PremisesLot, the Building or the Propertyany estate or interest therein, provided that Library shall within twenty-one (21) days after the commencement including, without limitation, any mortgage on any leasehold estate, and to all renewals, modifications, consolidations, replacements and extensions of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby same as well as any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expiredsubstitutions therefor. Tenant covenants and agrees, agrees that in the event any proceedings brought person, firm, corporation or other entity acquires the right to possession of the Lot and the Building including any mortgagee or holder of any estate or interest having priority over this Lease, Tenant shall, if requested by such person, firm, corporation or other entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same terms and conditions as are set forth herein for the foreclosure balance of the Lease Term. Notwithstanding the foregoing, any first mortgagee may, at any time, subordinate its mortgage by a mortgagee who has previously agreed not to disturb this Lease, without Tenant's operation 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 and delivery, and in that event, such mortgagee shall have the same rights with respect to this lease as though it had been executed prior to the execution and delivery of the Premisesmortgage. Tenant, if requested by Landlord, shall execute any such instruments in recordable form as ma~ be reasonably required by Landlord in order to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of confirm or effect the subordination and attornment of this Lease provided for and the attornment of Tenant to future landlords in accordance with the terms of this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may request.

Subordination and Attornment. This Lease is subject and subordinated Lease, at Landlord's option, shall be subordinate to any mortgagesmortgage, deeds deed of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage (now or hereafter placed upon Library's interest in the Premises, the Building Complex), ground lease or the Property, provided that Library shall within twenty-one declaration of covenants (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if hereafter placed upon the Building or the Property becomes mortgaged after the commencement Complex) regarding maintenance and use of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement any areas contained in form satisfactory to Tenant whereby any mortgagee portion of the Building Complex, and to any and all advances made under any mortgage or the Property agrees not deed of trust and to disturb Tenant's operation all renewals, modifications, consolidations, replacements and extensions hereof. Tenant agrees, with respect to any of the Premises foregoing documents, that no documentation other than this Lease shall be required to evidence such subordination except that in the event that Tenant is required to execute a subordination agreement in favor of any lender of the building, Tenant shall not be required to execute any such subordination unless such lender shall provide Tenant with a non-disturbance agreement providing that in the vent of any foreclosure, so long as Tenant is not in default default, Tenant’s right to possession of its obligations under this Lease the Premises shall not be disturbed by any foreclosure. Tenant agrees to execute such documents as may be required to effectuate such subordination of the lien of any mortgage or so long deed of trust, as the period for remedying such default shall not have expiredcase may be, and by failing to do so within ten (10) days after written demand, Tenant does hereby make, constitute and irrevocably appoint Landlord as Tenant's attorney-in-fact and in Tenant's name, place and stead, to do so. This power of attorney is coupled with an interest. Tenant covenants and agreeshereby attorns to all successor owners of the Building, in the event any proceedings brought for the whether or not such ownership is acquired as a result of a sale, through foreclosure of any first a deed of trust or mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestotherwise.

Subordination and Attornment. This 25.1 Lessor represents, and warrants to Lessee that at the time of execution of this Lease is subject and subordinated to any mortgagesAgreement, no ground leases, deeds of trust trust, or underlying leasesmortgages (collectively, as well as "Security Instruments") encumber the Leased Premises. 25.2 Subject to any extensions or modifications thereofthe provisions of this Article, now of record or hereafter placed of record. Library reserves the right to (a) this Agreement shall be subject and subordinate this Lease at to all times future Security Instruments hereafter in force against the ground underlying the Leased Premises and to the lien of any first mortgage now or hereafter placed upon Library's interest in the Premisesall renewals, the Building or the Propertyextensions, provided that Library shall within twenty-one modifications, consolidations and replacements thereof and (21b) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings are brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premisessuch Security Instrument or deed in lieu thereof (or if any ground lease is terminated), Lessee agrees to attorn to the lienholder or purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof (or to the ground Lessor), if so requested to do so by such purchaser or lienholder or ground Lessor, and to recognize such purchaser or lienholder or ground Lessor as the successor to all of the rights of Library Lessor under this LeaseAgreement, provided, however, as a condition precedent to each such subordination under clause (a) above, and each such attornment and recognition under clause (b), above, such lienholder or purchaser or ground Lessor shall agree in writing, in a form satisfactory to Lessee in its sole discretion, to accept this Agreement, perform Lessor's obligations hereunder and not disturb Lessee's occupancy for the entire Term, so long as there does not remain outstanding an uncured Lessee default beyond all applicable notice and/or cure periods. In confirmation Lessor (and/or its successors or assigns) agrees to provide Lessee with non-disturbance agreement(s), satisfactory to Lessee in its sole discretion (and otherwise agreeing to recognize Lessee's rights, including, but not limited to rights, previously accrued, under any offset or abatement provision expressly provided herein) in favor of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestLessee.

Subordination and Attornment. This Lease is subject and subordinated lease, at Landlord's option, shall be subordinate to any mortgagesmortgage, deeds deed of trust (now or hereafter placed upon the Building Complex), ground lease or declaration of covenants (now or hereafter placed upon the Building Complex) regarding maintenance and use of any areas contained in any portion of the Building Complex, and to any and all advances made under any mortgage or deed of trust and to all renewals, modifications, consolidations, replacements and extensions hereof. Tenant agrees that with respect to any of the foregoing documents, no documentation, other than this lease, shall be required to evidence such subordination. If any holder of a mortgage or deed of trust shall elect to have this lease superior to the lien of its mortgage or deed of trust and shall give written notice thereof to Tenant, this lease shall be deemed prior to such mortgage or deed of trust whether this lease is dated prior or subsequent to the date of said mortgage, deed of trust or underlying leases, as well as the date of recording thereof. Tenant agrees to any extensions execute such documents which may be required to effectuate such subordination or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate make this Lease at all times lease junior to the lien of any first mortgage now or hereafter placed upon Library's interest in deed of trust, as the Premisescase may be, the Building or the Property, provided that Library shall and failing to do so within twenty-one ten (2110) days after the commencement written demand, Tenant does hereby make, constitute and irrevocably appoint Landlord as Tenant's attorney-in-fact and in Tenant's name, place and stead, to do so. Tenant hereby attorns to all successor owners of the Initial Term (Building, whether or within twenty-one (21) days after the execution not such ownership is acquired as a result of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term)sale, deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the through foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation deed of the Premisestrust or mortgage, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestotherwise.

Subordination and Attornment. This Lease is subject and subordinated the estate, interest and rights hereby created are subordinate to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in the PremisesLot, the Building or the Propertyany estate or interest therein, provided that Library shall within twenty-one (21) days after the commencement including, without limitation, any mortgage on any leasehold estate, and to all renewals, modifications, consolidations, replacements and extensions of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby same as well as any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expiredsubstitutions therefor. Tenant covenants and agrees, agrees that in the event any proceedings brought person, firm, corporation or other entity acquires the right to possession of the Lot and the Building including any mortgagee or holder of any estate or interest having priority over this Lease, Tenant shall, if requested by such person, firm, corporation or other entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same terms and conditions as are set forth herein for the foreclosure balance of the Lease Term. Notwithstanding the foregoing, any first mortgagee may, at any time, subordinate its mortgage by a mortgagee who has previously agreed not to disturb this Lease, without Tenant's operation 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 and delivery, and in that event, such mortgagee shall have the same rights with respect to this Lease as though it had been executed prior to the execution and delivery of the Premisesmortgage. Tenant, if requested by Landlord, shall execute any such instruments in recordable form as may be reasonably required by Landlord in order to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of confirm or effect the subordination and attornment of this Lease provided for and the attornment of Tenant to future landlords in accordance with the terms of this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may request.

Subordination and Attornment. This (a) Tenant agrees that its rights ---------------------------- under this Lease is are and shall remain subject and subordinated subordinate to the operation and effect of that certain Construction Loan and Term Loan Deed of Trust, Security Agreement and Assignment of Rents and that certain Assignment of Rents and Leases, both given by Landlord for the benefit of Lender, dated as of June 6, 1989, and to any mortgagesother mortgage, deeds indenture, deed of trust or underlying leasesother encumbrance, as well as to together with any extensions conditions, renewals, extensions, modifications, consolidations or modifications replacements thereof, now or hereinafter affecting or placed, charged or enforced against all or any portion of record the Premises. This clause shall be self-operative and no further instruments or hereafter placed of recordsubordination shall be required in order to effectuate it. Library reserves the right Nevertheless, Tenant shall execute, acknowledge and deliver to subject Landlord at any time and subordinate this Lease at all times from time to the lien of time, upon demand oil Landlord, such documents as may be requested by Landlord or such mortgagee or trustee to confirm or effectuate any first mortgage now or hereafter placed upon Library's interest in subordination hereunder. (b) Tenant agrees that if Lender obtains title to the Premises, or if Lender notifies the Building or the Property, provided Tenant that Library shall within twenty-one (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant Landlord is not in default of its obligations under this Lease thereunder, Tenant will pay to Lender or so long as the period for remedying such default shall not have expiredLender's designees all rent subsequently payable heraunder. Further, Tenant covenants and agrees, agrees that in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not Lender obtains title to disturb Tenant's operation of the Premises, to Tenant will, upon request of any such party, automatically become the Tenant of and attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestwithout changing the terms and provisions of the Lease.

Subordination and Attornment. This Landlord shall deliver to Tenant commercially reasonable non-disturbance agreement(s) in favor of Tenant for any ground lessors, mortgage holders or lien holders of Landlord who come into existence with respect to the Building at any time prior to the expiration of the Lease Term, and such delivery shall be a condition precedent to Tenant’s agreement to be bound by the terms of this Article 20. Subject to the foregoing, this Lease is subject and subordinated subordinate to all ground or underlying leases and to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage mortgage(s) which may now or hereafter placed upon Library's interest in the Premises, the Building affect those leases or the Property, provided that Library shall within twenty-one (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale land and to recognize such purchaser as the successor to all of the rights of Library under this Leaserenewals, modifications, consolidations, replacements and extensions thereof. In confirmation of the This subordination and attornment of this Lease provided for in this Sectionshall be self-operative; however, Tenant shall execute promptly any certificate instrument that Library Landlord or any successor first mortgagee may request confirming subordination. Tenant hereby constitutes and appoints Landlord as Tenant’s attorney-in-fact to execute any such instrument on behalf of Tenant. Before any foreclosure sale under a mortgage, the mortgagee shall have the right to subordinate the mortgage to this Lease, and, in the event of a foreclosure, this Lease may continue in full force and effect and Tenant shall attorn to and recognize as its landlord the purchaser of Landlord’s interest reasonably may requestunder this Lease. Tenant shall, upon the request of a mortgagee or purchaser at foreclosure, execute, acknowledge and deliver any instrument that has for its purpose and effect the subordination of the lien of any mortgage to this Lease or Tenant’s attornment to the purchaser.

Subordination and Attornment. This Landlord may subordinate this Lease is subject and subordinated to any mortgagesfuture ground Lease, deeds deed of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage now or hereafter placed upon Library's interest in encumbering the Premises, and advances made on the Building security thereof and any renewals, modifications, consolidations, replacements or the Propertyextensions thereof, provided that Library shall within twenty-one (21) days after the commencement of the Initial Term (whenever made or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver recorded. Landlord’s right to subordinate is subject to Landlord providing Tenant notice of said mortgage and with a written Subordination, Non-disturbance and Attornment Agreement in form satisfactory from the ground lessor, beneficiary or mortgagee wherein Tenant’s right to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation peaceable possession of the Premises so long as during the Term will not be disturbed if Tenant is not in default pays the Rent and performs all of its Tenant’s obligations under this Lease or so long as the period for remedying such default shall and is not have expired. Tenant covenants and agreesotherwise in default, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to which case Tenant shall attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the transferee of or successor to all of Landlord’s interest in the rights of Library Premises and recognize the transferee or successor as Landlord under this Lease. In confirmation If any ground lessor, beneficiary or mortgagee elects to have this Lease superior to its ground lease, deed of trust or mortgage and gives Tenant written notice thereof, this Lease will be deemed superior to the ground lease, deed of trust or mortgage whether this Lease is dated prior or subsequent to the date of the subordination and attornment ground lease, deed of trust or mortgage or the date of recording thereof Tenant’s rights under this Lease, unless specifically modified at the time this Lease provided for in this Sectionis executed, Tenant shall execute promptly are subordinated to any certificate that Library existing ground lease, deed of trust or any successor in interest reasonably may requestmortgage encumbering the Premises.

Subordination and Attornment. a. This Lease is shall be subject to and subordinated subordinate to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves lease (including ground lease) wherein Landlord is the right to subject tenant and subordinate this Lease at all times to the lien of any first mortgage and all mortgages or deeds of trust, regardless of whether such lease, mortgages or deeds of trust now exist or may hereafter placed upon Library's interest in the Premises, be created with regard to all or any part of the Building or the Property, or both, and to any and all advances to be made thereunder, and to the interest thereon, and all modifications, consolidations, renewals, replacements, and extensions thereof. Tenant also agrees that any lessor or mortgagee may elect to have this Lease prior to any lease or lien of its mortgage or deed of trust, and in the event of such election and upon notification by such lessor or mortgagee to Tenant to that effect, this Lease shall be deemed prior to the said lease or lien of its mortgage or deed of trust, whether this Lease is dated prior to or subsequent to the date of said lease, mortgage or deed of trust. b. In the event of the sale or assignment of Landlord's interest in the Premises (except in a sale - leaseback financing transaction), Tenant shall attorn to and recognize such purchaser or assignee or mortgagee as Landlord under this Lease, provided that Library the transferee or assignee assumes all of Landlord's obligations hereunder and provided further that Tenant shall within twenty-one (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement not be disturbed in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises its possession so long as Tenant it is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in hereunder. c. In the event of any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation or deed of trust covering the Property, or in the event of the Premisesexercise of a power of sale pursuant thereto and upon the written request of a purchaser at such foreclosure proceedings, to Tenant shall, at the request of such purchaser, attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library Landlord under this Lease. In confirmation , provided that the transferee or mortgagee assumes all of Landlord's obligations hereunder and provided further that Tenant shall not be disturbed in its possession so long as it is not in default hereunder. d. Tenant agrees that, upon the subordination and attornment request of this Lease provided for in this SectionLandlord, or any such lessor or mortgagee, Tenant shall execute promptly any certificate that Library or any successor and deliver whatever instruments may reasonably be required for such purposes in interest reasonably may requestorder to carry out the intent of this Section.

Subordination and Attornment. This Lease is and all rights of the Tenant hereunder are subject and subordinated subordinate to any mortgagesall underlying leases and charges or mortgages now or hereafter existing (including charges and mortgages by way of debenture, note, bond, deeds of trust or underlying leasesand mortgage and all instruments supplemental thereto), as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate this Lease at all times to the lien of any first mortgage which may now or hereafter placed affect the Property or any part thereof and to all renewals, modifications, consolidations, replacements and extensions thereof provided the lessor, chargee, mortgagee or trustee agrees to accept this Lease if not in default; and in recognition of the foregoing the Tenant agrees that it will, whenever requested, attorn to such lessor, chargee, mortgagee or trustee as a tenant upon Library's interest in all the Premisesterms of this Lease. The Tenant agrees to execute promptly whenever requested by the Landlord or by the holder of any such lease, charge or mortgage an instrument of subordination or attornment, as the Building or the Propertycase may be, as may be required of it; provided that Library shall within twenty-one (21) days after such lessor, chargee, mortgagee or trustee concurrently delivers to the commencement Tenant an enforceable agreement, on terms reasonably satisfactory to the Tenant, providing that notwithstanding such subordination or attornment the Tenant will be entitled to quiet possession and enjoyment of the Initial Term (or within twenty-one (21) days after Leased Premises in accordance with the execution terms of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so this Lease as long as Tenant it is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requesthereunder.

Subordination and Attornment. This Lease is subject and subordinated to any mortgages, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library Landlord reserves the right to place ---------------------------- liens and encumbrances on the Leased Premises superior in lien and effect to this Lease. This Lease, and all rights of Tenant hereunder shall be subject and subordinate this Lease at all times to the lien of any first mortgage liens and encumbrances now or hereafter placed imposed by Landlord upon Library's interest in the Premises, the Building Leased Premises or the PropertyShopping Center or any part thereof; provided, provided however, that Library shall within twenty-one (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default under the terms and conditions of its obligations under this Lease, Tenant's possession of the Leased Premises shall not be disturbed. Tenant agrees to execute, acknowledge and deliver to Landlord, upon demand, any and all instruments required by Landlord or Landlord's lender(s) to subordinate this Lease and all rights herein to any such lien or so long as the period for remedying such default shall not have expiredencumbrance. Tenant covenants and agrees, in In the event any proceedings brought for the of a foreclosure of any first mortgage by on the Shopping Center or a mortgagee who has previously agreed not to disturb Tenant's operation of deed in lieu thereof, Tenant shall attorn to, and become the PremisesTenant of, to attorn to the purchaser upon any at the foreclosure sale or the grantee of such deed in lieu thereof, and to shall recognize such purchaser party as the successor to all of the rights of Library Landlord under this Lease. In confirmation of the subordination and attornment of Tenant waives any right to terminate this Lease provided for because of any such foreclosure proceedings or deed in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may requestlieu thereof.

Subordination and Attornment. This Lease Article is subject to paragraph 15 of the Deed of Trust. At such time as Lessor and subordinated to any mortgagesfirst mortgagee or proposed first mortgagee of the Premises in writing request the same, deeds of trust or underlying leases, as well as to any extensions or modifications thereof, now of record or hereafter placed of record. Library reserves the right Lessee agrees to subject and subordinate this Lease at all times its interest herein to the lien of any first mortgage now deed of trust (which term shall include all security instruments) of the demised Premises made by the Lessor, or hereafter placed upon Library's interest the Shopping Center made by Lessor, subject to the following: so long as Lessee shall faithfully discharge the obligations on its part to be kept, this Lease shall not be affected by any default under such deed of trust, and in the Premisesevent of foreclosure or enforcement by any such deed of trust, the Building or rights to mortgagee, Lessee shall attorn to such mortgagee, its successors and assigns, and this Lease shall in all respects continue in full force and effect, provided, however, that Lessee fully performs all of its obligations hereunder, and provided further that Lessee shall not have prepaid any rent, except as the Propertysame become due under the terms of this Lease. Lessor will use its best efforts to cause its first mortgagee and any other mortgagee whose interest is superior to that of this Lease to enter into appropriate subordination and attornment agreements with the Lessee to protect this Lease in the event of a default by the Lessor under such mortgagee(s). (1) notice of Lessor's failure to perform; and (2) a reasonable time, provided without allowance for events beyond mortgagee's control, to undertake performance of such obligations by mortgagee. Provided that, however, all such obligations that Library can be performed within sixty (60) days, shall be performed within twenty-one sixty (2160) days after the commencement notice is given to said mortgagee or mortgagee's assigns or successors in interest, and after such sixty (60) day period if such obligations have not been performed, then Lessee may avail itself of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement remedies provided for elsewhere in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may request.

Subordination and Attornment. This A. On the conditions that (i) no Event of Default exists, or with the passage of time would exist, at the time a mortgage of deed of trust exists encumbering the Building or any part thereof, and (ii) Tenant’s rights to occupy the Premises under this Lease are not disturbed, this Lease, at Landlord’s option, shall be subordinate to any mortgage or deed of trust (now or hereafter placed upon the Building, or any portion thereof), including any amendment, modification, or restatement of any of such documents, and to any and all advances made under any mortgage or deed of trust and to all renewals, modifications, consolidations, replacements, and extensions thereof. Tenant agrees that with respect to any of the foregoing documents, no documentation, other than this Lease, shall be required to evidence such subordination. B. If any holder of a mortgage or deed of trust shall elect to have this Lease superior to the lien of the holder’s mortgage or deed of trust and shall give written notice thereof to Tenant, this Lease shall be deemed prior to such mortgage or deed of trust, whether this Lease is subject and subordinated dated prior or subsequent to any mortgages, deeds the date of said mortgage or deed of trust or underlying leasesthe date of recording thereof. C. In confirmation of such subordination or superior position, as well the case may be, Tenant agrees to execute such documents as may be required by Landlord or its Mortgagee to evidence the subordination of its interest herein to any extensions of the documents described above, or modifications thereof, now of record or hereafter placed of record. Library reserves the right to subject and subordinate evidence that this Lease at all times is prior to the lien of any first mortgage now or hereafter placed upon Library's interest in the Premisesdeed of trust, the Building or the Property, provided that Library shall within twenty-one (21) days after the commencement of the Initial Term (or within twenty-one (21) days after the execution of the mortgage if the Building or the Property becomes mortgaged after the commencement of the Initial Term), deliver to Tenant notice of said mortgage and a written Agreement in form satisfactory to Tenant whereby any mortgagee of the Building or the Property agrees not to disturb Tenant's operation of the Premises so long as Tenant is not in default of its obligations under this Lease or so long as the period for remedying such default shall not have expired. Tenant covenants case may be, and agrees, in the event any proceedings brought for the foreclosure of any first mortgage by a mortgagee who has previously agreed not failing to disturb Tenant's operation of the Premises, to attorn to the purchaser upon any foreclosure sale and to recognize such purchaser as the successor to all of the rights of Library under this Lease. In confirmation of the subordination and attornment of this Lease provided for in this Section, Tenant shall execute promptly any certificate that Library or any successor in interest reasonably may request.do so within ten