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hereafter made and executed between Tenant and Lender up to and including the amount of Two Million Eighty Six Thousand Dollars ($2,086,000.00) plus interest, costs of realization and attorney's fees. Said subordination shall be for the entire period of the duration of the Lease. In the event of foreclosure, or realization proceedings on such mortgage, deed of trust or security instrument or conveyance of the leasehold interest of Tenant in lieu of such foreclosure, the said Lender, its assigns, and successors in interest shall be entitled to and vested with the entire leasehold estate of Tenant as if an original party to the said Lease with such additional rights and powers as are hereinafter set out. 2. Assignment by Lender. In the event the leasehold estate of Tenant shall become vested in Lender as provided above, the original Ground Lease described above may be assigned by Lender in whole only with Landlord's prior written consent. The Lender may also sublet any portion of the premises with Landlord's prior written consent. Any consent required by this paragraph shall not be unreasonably withheld. Consent shall be deemed to be unreasonably withheld if the proposed assignee or subtenant is to use the premises for such business purposes as are consistent with other business purposes operating at the Kittitas County Airport (and the Federal Aviation Administration has in writing given its prior written approval of the business to be carried on by the proposed assignee or subtenant), if the proposed assignee or subtenant is of such financial standing and responsibility at the time of such assignment or sublease as to give reasonable assurance of the payment of all rents and other amounts reserved in the Ground Lease and compliance with all of the terms, covenants, provisions and conditions of the Ground Lease. Any such assignment or subletting shall be further subject to the following conditions: (a) At the time of making such assignment or sublease there is no default under any of the agreements, terms, covenants and conditions of the Ground Lease or this amendment on the part of the Lender; provided, that said Lender or assignee or subtenant may cure the default prior to taking possession of the premises. (b) Landlord shall receive written notice of such assignment or sublease and the effective date thereof within ten (10) days after the execution and delivery of such assignment. (c) Such assignment or sublease shall be in writing, duly executed and acknowledged by the Tenant. If Tenant does not sign, the Lender may give a hold harmless agreement to Landlord protecting Landlord from any claim of Tenant that the Lender, or its assigns, does not have the right of possession. (d) Any assignment shall not be for any period less than the unexpired term of the Ground Lease. (e) A duplicate original of any assignment or sublease shall be delivered to Landlord within ten (10) days after the execution of any such document. (f) No assignment of the Ground Lease shall release or discharge, in whole, or in part, Tenant's liability for the full performance of the terms, covenants and conditions of the Ground Lease. (g) If all or any part of the leased premises be sublet or occupied by anyone other than Tenant, Landlord may, after default by Tenant, collect rent from any and all subtenants or occupants, and apply the net amount collected to the rent reserved in the Ground Lease, but no such collection shall be deemed a waiver of any agreement, term, covenant or condition hereof, nor the acceptance by SUBORDINATION OF REVERSIONARY INTEREST (ELLENSBURG) PAGE 2 12187-5487/LEGAL 124047121.2