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Red Lobster #734 Grand Island, NE 200905833 SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT This SUBORDINATION, NON_DISTURBANCE AND ATTORNMENT AGREEMENT ("Agreement") is by and between GMRI, Inc., as "TENANT", and U.S. National Bank Association., as "MORTGAGEE", and Conestoga Mall 2002, LLC, as "LANDLORD". RECITALS: A. On or about April 15, 1995, LANDLORD and TENANT entered into an Indenture of Lease, for certain premises in the City of Grand Island, County of Hall, and State of Nebraska, which are more particularly described in Exhibit "A" ("PREMISES"), attached to this Agreement, as amended and incorporated into this Agreement by reference with the same force and effect as if set forth at length (the "LEASE"). B, MORTGAGEE tnay became a holder of a lien and encumbrance on the PREMISES as security for the obligation of LANDLORD pursuant to certain documents to be recorded in the public records of Hall County, Nebraska ("MORTGAGE"); and C. The parties desire to acknowledge TENANT's interest in the PREMISES and its rights under the PREMISES so long as TENANT is not in default under the LEASE. THEREFORE, in consideration of the mutual covenants contained in this Agreement, TENANT, MORTGAGEE and LANDLORD agree as follows: 1. Non-disturbance and Subordination. MORTGAGEE recognizes and agrees to honor all of TENANT'S rights under the LEASE and all of LANDLORD'S obligations under the LEASE, including without limitation, the use and distribution of insurance and condemnation proceeds. So long as TENANT is not in default, past the applicable cure period, in the perfotxnance of any of the terms of the LEASE, TENANT'S possession of the PREMISES and TENANT'S rights and privileges under the LEASE, including any renewal options, will not be disturbed, diminished or interfered with by MORTGAGEE, MORTGAGEE will continue to honor LANDLORD'S obligations under the LEASE and TENANT will not be made a party defendant to any foreclosure proceeding. Subject to the terms of this Agreement, TENANT hereby subordinates its right, title and interest in the LEASE to the lien of the MORTGAGE, including all renewals, modifications, consolidations and extensions thereaf 2. Attornment. In the event MORTGAGEE succeeds to the interest of the LANDLORD under the LEASE, through foreclosure of the MORTGAGE, deed in lieu of foreclosure, or other means, TENANT will be bound to MORTGAGEE under all of the terms of the LEASE for the balance of the term with the same force and effect as if MORTGAGEE were the landlord named in the LEASE, and TENANT will attorn to MORTGAGEE as its landlord, the attornment to be effective and self-operative, without the execution of any further instruments, immediately upon MORTGAGEE succeeding to the interest of the landlord under the LEASE, MORTGAGEE agrees that TENANT will be under no obligation to pay rent to MORTGAGEE until MORTGAGEE has succeeded to the interest of the landlord under the LEASE and has so notified TENANT in writing. The respective rights and obligations of TENANT and MORTGAGEE upon such attorrxment will, for the balance of the term of the LEASE, be the same as now set forth in the LEASE, it being the intention of the parties for this purpose to incorporate the LEASE into this Agreement by reference with the same force and effect as if set forth at length. 3. Landlord's Obligations. In the event that the MORTGAGE is foreclosed for any reason and MORTGAGEE succeeds to the interest of the LANDLORD under the LEASE, MORTGAGEE will be bound to TENANT under all of the ternts of the LEASE, and TENANT will, from and after such event, have the same remedies against MORTGAGEE for the breach of an agreement contained in the LEASE that TENANT might have had under the LEASE against the prior LANDLORD. 4. Tenant's ObligationsT Notwithstanding anything herein to the contrary, TENANT shall not be deemed to be in default under any of the terms or conditions of this Agreement, until TENANT has received a fully executed original copy of this Agreement.