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201701623 NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 1. Subordination - The Tenant agrees with the Lender that the lien of the Lease shall be subject and subordinate to the lien of the Mortgage and to all modifications and extensions thereof, and the lien of any other instruments held by Lender as security for the Loan. 2. Non - Disturbance — So long as Tenant is not in default (beyond any notice and cure period given Tenant by the terms of the Lease to cure such default which would entitle Landlord to terminate the Lease), Lender agrees that in exchange for Tenant subordinating its lien interest under the Lease to the lien interest of the Mortgage; (a) The Tenant shall not be named or joined as a party in any suit, action or proceeding for the foreclosure of the Mortgage or the enforcement of any rights under the Mortgage (unless the Tenant is a necessary party under applicable law); and (b) The possession by the Tenant of the Leased Premises and the Tenant's rights thereto shall not be disturbed, affected or impaired by, nor will the Lease or the term thereof be terminated or otherwise adversely affected by (i) any suit, action or proceeding for the foreclosure of the Mortgage or the enforcement of any rights under the Mortgage or other document securing the Loan, or by any judicial sale or execution or other sale of the Leased Premises, or any deed given in lieu of foreclosure, or (ii) any default under the Mortgage. 3. Payment of Rent to Lender - In the event Lender becomes a mortgagee -in- possession of the Leased Premises or exercises its rights under the Mortgage between Landlord and Lender, Tenant agrees and Landlord authorizes and directs Tenant following twenty (20) days prior written notice to make all payments payable by Tenant under the Lease directly to Lender upon Lender's written instructions to Tenant (a "Payment Demand "), regardless of any other or contrary notice or instruction which Tenant may receive from Landlord before or after Tenant's receipt of such Payment Demand. Tenant may rely upon any notice or instruction for Payment Demand signed by Lender, and Tenant shall have no duty to Landlord to investigate the same or the circumstances under which the same was given. Any payment made by Tenant to Lender in response to a Payment Demand shall be deemed proper payment by Tenant of such sum pursuant to the Lease. 4. Notice to Lender -Tenant hereby agrees to simultaneously give to Lender a copy of any Landlord default notice. Notwithstanding the aforementioned, failure by Tenant to provide Lender with a copy of such notice shall not be deemed a default under this Agreement or the Lease but shall only be deemed ineffective as to Lender until given. Nothing in this Section 4 is intended to suspend or otherwise limit Tenant's ability to exercise any rights and remedies Tenant may have as a result of a Landlord default. 5. Attornment - Tenant agrees that in the event the Lender or any future holder of the Mortgage shall become the owner of the Property by reason of foreclosure of the Mortgage, deed in lieu of foreclosure or any other succession of Lender to ownership of Landlord's 2