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201302649 1. Acknowledgment of Subordination of Lease. Tenant acknowledges and agrees that notwithstanding any provision in the Lease to the contrary, the leasehold estate created by the Lease is shall at all times be subordinate and inferior (i) to the lien of the Security Instrument to the extent of all amounts secured by the Security Instrument and interest thereon, and (ii) all renewals, modifications, consolidations, restructurings, replacements and extensions of the Security Instrument. Tenant acknowledges that Tenant has no rights under the Lease to purchase the Premises. 2. Notice to Lender; Right to Cure. Tenant agrees to deliver to Lender at the address set forth above (or such other addresses as may be designated from time to time in writing to Tenant by Lender), concurrent written notice of any Landlord Event of Default under the Lease (as defined in the Lease) which would entitle Tenant to cancel the Lease or abate the Rent (as defined in in the Lease) payable thereunder or that would provide Tenant with a right of offset against any monetary obligations under the Lease. The foregoing notice requirement shall not apply in any instance where Tenant may offset Rent or reduce Rent under the Lease in connection with any occurrence which is not a Landlord Event of Default under the Lease (such as, by way of example and without limitation, a failure of the Opening Co- tenancy Requirement). No such notice given on behalf of Tenant shall be effective unless Lender has received said notice and has failed within thirty (30) days of the date of receipt thereof to cure Landlord's default; however, Lender shall have no obligation to cure (and shall have no liability for not curing). 3. Tenant Acknowledgment of Assignment. Tenant acknowledges that the Lease and the Rent due under the Lease are assigned to Lender pursuant to the Assignment of Leases as security for the loan secured by the Security Instrument. If Lender notifies Tenant of a default by Landlord under the Loan Documents and demands that Tenant pay Rent and all other sums due under the Lease to Lender, Tenant agrees to honor such demand and pay Rent due under the Lease as directed by Lender, and Landlord agrees that any such payment by Tenant to Lender pursuant to such a demand shall satisfy Tenant's payment obligations to Landlord under the Lease to the extent of the amount so paid. Tenant will not, without the prior written consent of Lender, pay to Landlord any Rent under the Lease more than thirty (30) days in advance of its due date unless specifically required by the Lease such as, but not limited to, estimated charges paid in advance and which are subject to annual reconciliation. To the extent that the Lease or any law or regulation shall entitle Tenant to notice of any mortgage, this Agreement shall constitute such notice to Tenant with respect to the Security Instrument and any and all other mortgages which may hereafter be affected by this Agreement. 4. Attornment. In the event of foreclosure of the Security Instrument, or upon a sale of the Property pursuant to the trustee's power of sale contained in the Security Instrument, or upon the transfer of the Property by conveyance in lieu of foreclosure (collectively a "Transfer "), so long as Tenant there is no default by Tenant under the Lease that is continuing beyond any applicable notice and cure period thereunder, the Lease shall continue in full force and effect as a direct lease between the succeeding owner of the Property (a "Successor Landlord ") and Tenant, upon and subject to all of the terms, covenants and conditions of the Lease for the balance of the Lease term and any extensions or renewals, if exercised. Except as provided by applicable laws, unless Successor Landlord shall have notified Tenant in writing that the Lease shall be recognized as a direct Lease between Successor Landlord and Tenant pursuant to the terms of the Lease, Tenant shall have no right to terminate the Lease by reason of the foreclosure of the Security Instrument so long as Tenant's rights under the Lease, including, but not limited to, its peaceable and quiet use and possession of the Premises, shall not be disturbed by reason thereof. Any Transfer of the Property shall be made subject to the Lease and this Agreement. Tenant agrees to attorn to and accept any such Successor Landlord as landlord under the Lease, and to be bound by and perform all of the obligations NDA - 08.31.11 2482933 -1 6331.0050000 -2- Symetra Loan No. / co 8'