Common use of SUBORDINATION AND NON-DISTURBANCE Clause in Contracts

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

SUBORDINATION AND NON-DISTURBANCE. Subject to LESSOR shall obtain not later than fifteen (15) days following the provisions of this Effective Date, a Non-Disturbance Agreement, Tenant hereby agrees that as defined below, from its existing mortgagee(s), ground lessors and master lessors, if any, of the Lease and the rights of Tenant in and to the Premises are subject and Property. At LESSOR’s option, this Agreement shall be subordinate to the any future master lease, ground lease, mortgage, deed of trust or other security interest (a “Mortgage, and ”) by LESSOR which from time to time may encumber all amendments, supplements, modifications, renewals and extensions thereof, as fully and with the same effect as if the Mortgage had been duly executed, acknowledged and recorded prior to the execution or part of the Lease and delivery of possession of the Premises to TenantProperty, Tower or right-of-way; provided, however, that Lender agrees as a condition precedent to LESSEE being required to subordinate its interest in this Agreement to any future Mortgage covering the Tower or Property, LESSOR shall obtain for LESSEE’s benefit a non-disturbance and consents attornment agreement (the “Non-Disturbance Agreement”) for LESSEE’s benefit in the form reasonably satisfactory to LESSEE, LESSOR and the encumbering party (“Lender”). The Non-Disturbance Agreement shall contain the terms described below and shall recognize LESSEE’s right to remain in occupancy of and have access to the terms and provisions of the Lease and agrees that Tenant’s rights and privileges under the Lease, and Tenant’s possession of the Premises, shall not be terminated, diminished or interfered with by Lender in the exercise of any of Lender’s rights under the Mortgage so Premises as long as Tenant LESSEE is not in default under the Lease of this Agreement beyond any applicable notice and cure periods. Lender agrees not to join Tenant as a party defendant in any action or proceeding foreclosing the Mortgage unless such joinder is necessary to foreclose the Mortgage and then only In return for such purpose and not Non-Disturbance Agreement, LESSEE will execute an agreement for ▇▇▇▇▇▇’s benefit in which ▇▇▇▇▇▇ (a) confirms that the purpose of terminating the Lease. This subordination relates solely Agreement is subordinate to the Mortgage and is not effective with respect or other real property interest in favor of ▇▇▇▇▇▇; (b) agrees to any other lien, including without limitation, any other lien attorn to which Lender if ▇▇▇▇▇▇ becomes the Mortgage is (or later becomes) subordinate. In furtherance owner of the foregoing, Tenant’s rights Tower or Property; and privileges under the Lease shall be senior (c) agrees to those accept a cure by ▇▇▇▇▇▇ of any other instruments recordedof ▇▇▇▇▇▇'s defaults, hereafter recorded or otherwise subordinated provided such cure is completed within the deadline applicable to the Mortgage, as if the Lease had not been subordinated to the MortgageLESSOR.

SUBORDINATION AND NON-DISTURBANCE. Subject (a) As a condition to the provisions effectiveness of this AgreementLease, Landlord agrees to deliver to Tenant the written agreement of any mortgagee of an existing mortgage on the Premises or any trustee and/or beneficiary of any existing deed to secure debt on the Premises not to disturb Tenant’s right of peaceful and quiet possession and enjoyment of the Premises in the event of the foreclosure of any such mortgage or deed to secure debt, which written agreement shall be in form and substance acceptable to Tenant. (b) Landlord may hereinafter execute and deliver from time to time, a first mortgage or deed of trust secured by the Premises, or any interest therein. If requested by the holder of such mortgage, Tenant hereby agrees that the will subordinate Tenant’s interest in this Lease and the rights of Tenant in and to the Premises are subject and subordinate to the Mortgagesuch mortgage, and to all amendmentsrenewals, replacements, supplements, modificationsamendments, renewals modifications and extensions thereof, as fully thereof and with the same effect as if the Mortgage had been duly executed, acknowledged Tenant agrees to execute and recorded prior deliver an agreement effecting such subordination promptly after Landlord shall request Tenant to the execution of the Lease and delivery of possession of the Premises to Tenantdo so; provided, however, that Lender agrees the terms of such mortgage are not inconsistent with the provisions contained in Articles 7 and consents 8 of this Lease and provided that as a further condition to subordinating its rights and interests under this Lease to the terms and provisions mortgage, Tenant shall be entitled to require the holder of the mortgage to enter into an agreement with Tenant providing that so long as this Lease is in full force and agrees that effect, and Tenant shall not be in default hereunder after the giving of notice and beyond the expiration of any applicable cure period, the holder of the mortgage shall not disturb this Lease, name Tenant as a defendant in any foreclosure or other action or otherwise attempt to cut-off or interfere with Tenant’s rights hereunder. The terms of such agreement shall be reasonably acceptable to Tenant, provided that the terms of such mortgage and privileges under the Lease, and Tenant’s possession of the Premises, such agreement shall not be terminated, diminished place additional obligations on Tenant or interfered with by Lender in the exercise of any of Lenderdiminish Tenant’s rights under the Mortgage so long as Tenant is not in default under the Lease beyond any applicable notice and cure periods. Lender agrees not to join Tenant as a party defendant in any action or proceeding foreclosing the Mortgage unless such joinder is necessary to foreclose the Mortgage and then only for such purpose and not for the purpose of terminating the this Lease. This subordination relates solely to the Mortgage and is not effective with respect to any other lien, including without limitation, any other lien to which the Mortgage is (or later becomes) subordinate. In furtherance of the foregoing, Tenant’s rights and privileges under the Lease shall be senior to those of any other instruments recorded, hereafter recorded or otherwise subordinated to the Mortgage, as if the Lease had not been subordinated to the Mortgage.