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• Property, such lien, estate, right or other interest shall be subordinated to the Deed of Trust as provided herein. 3. Notices of Default. Lender and Junior Lender agree to give to each other copies of all notices (each, a "Default Notice ") of any default or Event of Default (as defined in the applicable document, subject to applicable notice and cure periods) under their respective loan documents at the same time that such notice is given to Borrower, and each of Lender and Junior Lender shall have the same right to cure such default as is afforded to Borrower. Notwithstanding the foregoing, no failure of any party to provide such notice shall affect the subordination of the Subordinated Loan Documents herein granted. It is the express intent of the parties that all such Default Notices are provided as a courtesy only and that failure of any party to give any such Default Notice for any reason shall not (i) act to impair or waive any right of any party under this Subordination Agreement, or under any of their respective loan documents or (ii) subject any party to any liability to any other party for any loss, cost or expense any such party may incur as a result of such default or Event of Default. 3.1 Request for Notice of Default. Borrower shall file a Request for Notice of Default for recordation in the Office of the Recorder of the County of Alameda promptly upon Recordation of Lender • Loan Documents in the form set forth in Exhibit B attached hereto and made a part hereof. 4. Integration; No Waiver. This Subordination Agreement is the whole and only agreement with regard to the subordination of the liens, claims, and charges of the Subordinated Loan Documents to the Loan Documents. This Subordination'Agreement may not be modified or amended except by a written agreement signed by the parties. No waiver shall be deemed to be made by Lender of any of its rights hereunder unless the same shall be in writing signed on behalf of Lender, and each such waiver, if any, shall • be a waiver only with respect to the specific matter or matters to which the waiver relates and shall in no way impair the rights of the Lender or the obligations of Borrower to Lender in any other respect at any other time. 5. Successors and Assigns. This Subordination Agreement is binding on and inures to the benefit of the legal representatives, successors, and assigns of the parties. Lender's successors and assigns include, without limitation, any purchaser of the Loan. Notice of acceptance of this Subordination Agreement is hereby waived and this Subordination Agreement shall be binding upon the Junior Lender, its legal representatives, successors, and assigns, as the case may be, it being understood and agreed, however, that, unless otherwise agreed in writing by Lender, no assignment of the Subordinated Loan Documents, or any part thereof, shall be made without the prior written consent of Lender. 6. Creditor's Rights. (a) Junior Lender agrees not to commence or join with any other creditor of Borrower in commencing any bankruptcy, reorganization, or insolvency proceedings against the Borrower • without the prior written consent of Lender. This Subordination Agreement shall be applicable both before and after the commencement, whether voluntary or involuntary, of any case by or against the Borrower under the Bankruptcy Code and all references herein to the Borrower shall be deemed to apply to the Borrower as a debtor -in- possession and to any trustee in bankruptcy for the estate of the Borrower. (b) In the event the Lender is required under any bankruptcy or other law to return to the Borrower, the estate in bankruptcy thereof, any third party or any trustee, receiver or other similar representative of the Borrower any payment or distribution of assets, whether in cash, property or securities, including without limitation any collateral or any proceeds of the collateral previously received by the Lender on account of the Deed of Trust (a "Reinstatement Distribution "), then to the maximum extent permitted by law, this Subordination Agreement and the subordination of the lien of the Subordinated Loan Documents in such collateral or proceeds shall be reinstated with respect to any such Reinstatement Distribution. The Lender shall not be required to contest its obligation to return such Reinstatement Distribution. • -4-