Common use of Bankruptcy and Insolvency Clause in Contracts

Bankruptcy and Insolvency. (a) Lessee shall consent to the appointment of or the taking of possession by a receiver, trustee or liquidator of itself or of substantially all of its property, or Lessee shall admit in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make a general assignment for the benefit of creditors, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 days.

Bankruptcy and Insolvency. Borrower or any of its Restricted Subsidiaries shall (a) Lessee shall consent become insolvent or generally fail to the appointment of or the taking of possession by a receiver, trustee or liquidator of itself or of substantially all of its propertypay, or Lessee shall admit in writing its inability or unwillingness to pay its generally pay, debts generally as they come due, or does not pay its debts generally as they become due due; (b) apply for, consent to, or shall acquiesce in, the appointment of a trustee, receiver, sequestrator or other custodian for Borrower, or any of its Restricted Subsidiaries, or any substantial part of the property of any thereof, or make a general assignment for the benefit of creditors; (c) in the absence of such application, consent or acquiescence, permit or suffer to exist the appointment of a trustee, receiver, sequestrator or other custodian for Borrower, or Lessee any of its Restricted Subsidiaries, or for a substantial part of the property of any thereof, and such trustee, receiver, sequestrator or other custodian shall file a voluntary petition not be discharged within 60 days, provided that Borrower and each Restricted Subsidiary hereby expressly authorizes the Administrative Agent, each other Agent and each Lender to appear in bankruptcy any court conducting any relevant proceeding during such 60-day period to preserve, protect and defend their rights under the Loan Documents; (d) permit or a voluntary petition or an answer seeking suffer to exist the commencement of any bankruptcy, reorganization, liquidation debt arrangement or other relief in a case or proceeding under any bankruptcy Laws or other insolvency Laws (as in effect at such time)law, or Lessee any dissolution, winding up or liquidation proceeding, in respect of Borrower or any of its Restricted Subsidiaries, and, if any such case or proceeding is not commenced by Borrower or such Restricted Subsidiary, such case or proceeding shall seek be consented to or acquiesced in by Borrower or such Restricted Subsidiary or shall result in the entry of an order for relief by voluntary petitionor shall remain for 60 days undismissed, answer provided that Borrower and each Restricted Subsidiary hereby expressly authorizes the Administrative Agent and each Lender to appear in any court conducting any such case or consentproceeding during such 60-day period to preserve, protect and defend their rights under the provisions of Loan Documents; or (e) take any other bankruptcy corporate or other similar Law providing for the reorganization partnership action authorizing, or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing furtherance of, any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 days.

Bankruptcy and Insolvency. (a) Lessee shall consent or Guarantor consents to the appointment of or the taking of possession by a receiver, trustee trustee, or liquidator of itself or of substantially all of its property, or Lessee shall admit or Guarantor admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make makes a general assignment for the benefit of creditors, or Lessee shall file or Guarantor files a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek or Guarantor seeks relief by voluntary petition, answer answer, or consent, consent under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing); or (b) an order, judgment judgment, or decree shall be is entered by any court of competent jurisdiction appointing, without the consent of Lessee's or Guarantor's consent, a receiver, trustee trustee, or liquidator of Lessee or Guarantor or of substantially all of its property, or substantially all of the property of Lessee shall be or Guarantor, or substantially all of Lessee's or Guarantor's property is sequestered, and any such order, judgment judgment, or decree of appointment or sequestration shall remain remains in force undismissed, unstayed unstayed, and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee or Guarantor in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply that applies to LesseeLessee or Guarantor, any court of competent jurisdiction assumes jurisdiction, custody custody, or control of Lessee or Guarantor or of substantially all of its property property, and such jurisdiction, custody or control remains in force unrelinquished, unstayed unstayed, and unterminated for a period of 90 days.

Bankruptcy and Insolvency. (a) Lessee 14.1 Neither Tenant's interest in this Lease, nor any estate hereby created in Tenant nor any interest herein, shall consent pass to any trustee or receiver or assignee for the appointment benefit of creditors or otherwise by operation of law. 14.2 In the taking event the interest or estate created in Tenant hereby shall be taken in execution or by other process of possession law, or if Tenant is adjudicated insolvent by a receiver, trustee or liquidator court of itself or of substantially all of its propertycompetent jurisdiction other than the United States Bankruptcy Court, or Lessee if a receiver or trustee of the property of Tenant shall admit in writing its be appointed by reason of the insolvency or inability of Tenant to pay its debts generally as they come duedebts, or does not pay if Tenant shall file a voluntary petition or proceeding under any federal or state law dealing with bankruptcy, insolvency, reorganization or any other adjustment of its debts generally as they become due debts, or if any assignment shall make a general assignment be made of the property of Tenant for the benefit of creditors, then and in any such event, this Lease and-all rights of Tenant hereunder shall automatically cease and terminate with the same force and effect as though the date of such event were the date originally set forth herein and fixed for the expiration of the Term, and Tenant shall vacate and surrender the Premises but shall remain liable as herein provided. 14.3 Tenant shall not cause or Lessee give cause for the appointment of a trustee or receiver of the assets of Tenant and shall not make any assignment for the benefit of creditors or become or be adjudicated insolvent, or file a voluntary petition in bankruptcy or a any voluntary petition or an answer seeking reorganization, liquidation or other relief commence any voluntary proceeding in a case respect thereto. The allowance of any petition under any bankruptcy Laws insolvency law except under the Bankruptcy Code or other insolvency Laws (as in effect at such time)the appointment of a trustee or receiver of Tenant or of its assets, shall be conclusive evidence that Tenant caused, or Lessee shall seek relief by voluntary gave cause therefor, unless such allowance of the petition, answer or consentthe appointment of a trustee or receiver, is vacated within forty-five (45) days after such allowance or appointment. Any act described in this Section 14.3 shall be deemed a material breach of Tenant's obligations hereunder, and this Lease shall thereupon automatically terminate. Landlord does, in addition, reserve any and all other remedies provided in this Lease or by law or in equity. 14.4 In the event Section 14.1 shall be deemed unenforceable by the United States Bankruptcy Court this Section 14.4 shall apply; otherwise this Section 14.4 shall have not force or effect. Upon the filing of a petition by or against Tenant under the provisions United States Bankruptcy Code: 14.4.1 Tenant, as debtor and as debtor in possession, and any trustee who may be appointed agree as follows: (a) to perform each and every obligation of Tenant under this Lease, until such time as this Lease is either rejected or assumed by order of the United States Bankruptcy Court; and (b) to pay monthly in advance on the first day of each month as reasonable compensation for use and occupancy on the Premises an amount equal to all rent, additional rent and other charges otherwise due pursuant to this Lease; and (c) to reject or assume this Lease within sixty (60) days of the filing of such petition under Chapter 7 of the Bankruptcy Code or within 120 days (or such shorter term as Landlord, in its sole discretion, may deem reasonable so long as notice of such period is given) of the filing of a petition under any other Chapter; and (d) to give Landlord at least forty-five (45) days' prior written notice of any proceeding relating to any assumption of this Lease; and (e) to give Landlord at least thirty (30) days' prior written notice of any abandonment of the Premises; any such abandonment to be deemed a rejection of this Lease; and (f) to do all other bankruptcy or other similar Law providing for things of benefit to Landlord otherwise required under the reorganization or winding-up Bankruptcy Code; and (g) to be deemed to have rejected this Lease in the event of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing the failure to comply with any of the foregoingabove, and (h) to have consented to the entry of an order by an appropriate United States Bankruptcy Court providing all of the above, waiving notice and hearing of the entry of same. 14.4.2 No Event of Default or default of this Lease by Tenant either prior to or subsequent to the filing of such a petition, shall be deemed to have been waived unless expressly done so in writing by Landlord. 14.4.3 Included within and in addition to any other conditions or obligations imposed upon Tenant or its successor in the event of assumption and/or assignment are the following: (a) the cure of any monetary defaults and the reimbursement of pecuniary loss within not more than thirty (30) days of assumption and/or assignment; or and (b) the deposit of an order, judgment or decree shall additional sum equal to three months' rent to be entered by any court held pursuant to the terms of competent jurisdiction appointing, without the consent Section 34 of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, this Lease; and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) the use of the Demised Premises as set forth in Section 3 of this Lease, and (d) the prior written consent of any mortgagee to which this Lease has been assigned as collateral security; and (e) the Demised Premises, at all times, remains a petition against Lessee single leasehold structure and no physical changes of any kind may be made to the Demised Premises unless in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under compliance with the applicable provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysthis Lease.

Bankruptcy and Insolvency. (ai) Lessee shall consent The Issuer will promptly provide the Indenture Trustee and the Rating Agency with written notice of the institution of any proceeding by or against the Issuer seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of or the taking of possession by a receiver, trustee or liquidator of itself other similar official for all or of substantially all for any substantial part of its property. The Issuer will not take any action to waive, repeal, amend, vary, supplement or Lessee otherwise modify its charter documents and including its LLC Agreement (except in accordance with the next sentence) unless receiving the prior written consent of the Requisite Majority (such consent not to be unreasonably withheld) as well as a Rating Agency Confirmation in respect thereof. The Issuer will not, without a Special Rating Agency Confirmation, take any action to waive, repeal, amend, vary, supplement or otherwise modify the provision of its LLC Agreement which requires action or consent of its special member or limits actions of the Issuer with respect to voluntary insolvency proceedings or involuntary insolvency proceedings of the Issuer. (ii) The Issuer shall admit cause each party to any Operative Agreement, and each party to any other agreement to which the Issuer is a party that is incidental or related to any Operative Agreement, that in writing its inability either such case renders the Issuer a debtor to pay its debts generally as they come duesuch party, to covenant and agree that it shall not, prior to the date which is one year and one day (or does not pay its debts generally as they become due if longer, the applicable preference period then in effect) after the payment in full of the Equipment Notes, acquiesce, petition or shall make a general assignment otherwise, directly or indirectly, invoke or cause the Issuer to invoke the process of any governmental authority for the benefit purpose of creditors, commencing or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in sustaining a case against the Issuer under any bankruptcy Laws federal or other state bankruptcy, insolvency Laws (as in effect at such time)or similar law or appointing a receiver, or Lessee shall seek relief by voluntary petitionliquidator, answer or consentassignee, under the provisions of any other bankruptcy trustee, custodian, sequestrator or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any official of the foregoing; or (b) an order, judgment Issuer or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period ordering the winding up or liquidation of 90 daysthe affairs of the Issuer. This provision shall survive the termination of this Indenture.

Bankruptcy and Insolvency. (ai) Lessee shall consent The Issuer will promptly provide the Indenture Trustee and each Rating Agency with written notice of the institution of any proceeding by or against the Issuer seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of or the taking of possession by a receiver, trustee or liquidator of itself other similar official for all or of substantially all for any substantial part of its property. The Issuer will not, without obtaining the prior written consent of the Requisite Majority (such consent not to be unreasonably withheld) as well as Rating Agency Confirmation, take any action to waive, repeal, amend, vary, supplement or Lessee otherwise modify the provision of its LLC Agreement which requires action or consent of its special member or limits actions of the Issuer with respect to voluntary insolvency proceedings or involuntary insolvency proceedings of the Issuer. (ii) The Issuer shall admit cause each party to any Operative Agreement, and each party to any other agreement to which the Issuer is a party that is incidental or related to any Operative Agreement, that in writing its inability either such case renders the Issuer a debtor to pay its debts generally as they come duesuch party, to covenant and agree that it shall not, prior to the date which is one year and one day (or does not pay its debts generally as they become due if longer, the applicable preference period then in effect) after the payment in full of the Securities, acquiesce, petition or shall make a general assignment otherwise, directly or indirectly, invoke or cause the Issuer to invoke the process of any governmental authority for the benefit purpose of creditors, commencing or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in sustaining a case against the Issuer under any bankruptcy Laws federal or other state bankruptcy, insolvency Laws (as in effect at such time)or similar law or appointing a receiver, or Lessee shall seek relief by voluntary petitionliquidator, answer or consentassignee, under the provisions of any other bankruptcy trustee, custodian, sequestrator or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any official of the foregoing; or (b) an order, judgment Issuer or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period ordering the winding up or liquidation of 90 daysthe affairs of the Issuer. This provision shall survive the termination of this Master Indenture.

Bankruptcy and Insolvency. (ai) Lessee shall consent The Issuer will promptly provide the Indenture Trustee and the Rating Agencies with written notice of the institution of any proceeding by or against the Issuer seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of or the taking of possession by a receiver, trustee or liquidator of itself other similar official for either or of substantially all for any substantial part of its property. The Issuer will not take any action to waive, repeal, amend, vary, supplement or Lessee otherwise modify its charter documents and including its LLC Agreement (except in accordance with the next sentence) unless receiving the prior written consent of the Indenture Trustee (acting at the Direction of the Requisite Majority) as well as a Rating Agency Confirmation in respect thereof. The Issuer will not, without a Special Rating Agency Confirmation, take any action to waive, repeal, amend, vary, supplement or otherwise modify the provision of its LLC Agreement which requires action or consent of its special member or limits actions of the Issuer with respect to voluntary insolvency proceedings or involuntary insolvency proceedings of the Issuer. (ii) The Issuer shall admit cause each party to any Operative Agreement, and each party to any other agreement incidental or related to any Operative Agreement, that in writing its inability either such case renders the Issuer a debtor to pay its debts generally as they come duesuch party, to covenant and agree that it shall not, prior to the date which is one year and one day (or does not pay its debts generally as they become due if longer, the applicable preference period then in effect) after the payment in full of the Equipment Notes, acquiesce, petition or shall make a general assignment otherwise, directly or indirectly, invoke or cause the Issuer to invoke the process of any governmental authority for the benefit purpose of creditors, commencing or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in sustaining a case against the Issuer under any bankruptcy Laws federal or other state bankruptcy, insolvency Laws (as in effect at such time)or similar law or appointing a receiver, or Lessee shall seek relief by voluntary petitionliquidator, answer or consentassignee, under the provisions of any other bankruptcy trustee, custodian, sequestrator or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any official of the foregoing; or (b) an order, judgment Issuer or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period ordering the winding up or liquidation of 90 daysthe affairs of the Issuer. This provision shall survive the termination of this Indenture.

Bankruptcy and Insolvency. If at any time during the Lease Term, (ai) Lessee shall consent to the appointment Tenant files a Petition, (ii) any creditor or other Person that is an Affiliate of Tenant files against Tenant any Petition, or any creditor or other Person (whether or not an Affiliate of Tenant) files against Tenant any Petition, where Tenant, or an Affiliate of Tenant, cooperates or colludes with such creditor or other Person in connection with such Petition or the taking filing thereof, (iii) any creditor or other Person that is not an Affiliate of possession by Tenant files a receiverPetition against Tenant, where none of Tenant, or an Affiliate of Tenant, cooperates or colludes with such creditor or other Person in connection with such Petition or the filing thereof, and such Petition is not vacated or withdrawn within sixty (60) days after the filing thereof, (iv) a trustee or liquidator receiver is appointed to take possession of itself any of the Demised Properties, or of all or substantially all of its propertythe business or assets of Tenant, and such appointment is not vacated or withdrawn and possession restored to Tenant within sixty (60) days thereafter, (v) a general assignment or arrangement is made by Tenant for the benefit of creditors, (vi) any sheriff, marshal, constable or other duly-constituted public official takes possession of any Demised Property, or Lessee shall admit of all or substantially all of the business or assets of Tenant by authority of any attachment, execution, or other judicial seizure proceedings, and such attachment or other seizure remains undismissed or undischarged for a period of sixty (60) days after the levy thereof, (vii) Tenant admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due due; or shall make a general assignment for the benefit of creditors, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or (viii) Tenant files an answer seeking reorganization, liquidation admitting or other relief in failing timely to contest a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions material allegation of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition Petition filed against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysTenant.

Bankruptcy and Insolvency. (a) Lessee 15.1 Neither Tenant’s interest in this Lease, nor any estate hereby created in Tenant nor any interest herein or therein, shall consent pass to any trustee or receiver or assignee for the benefit of creditors or otherwise by operation of law except as may specifically be provided pursuant to the appointment United States Bankruptcy Code. 15.2 In the event the interest or estate created in Tenant hereby shall be taken in execution or by other process of law, or the taking of possession if Tenant is adjudicated insolvent by a receiver, trustee or liquidator court of itself or of substantially all of its propertycompetent jurisdiction other than the United States Bankruptcy Court, or Lessee if a receiver or trustee of the property of Tenant shall admit in writing its be appointed by reason of the insolvency or inability of Tenant to pay its debts generally as they come duedebts, or does not pay if Tenant shall file a voluntary petition or proceeding under any federal or state law dealing with bankruptcy, insolvency, reorganization or any other adjustment of its debts generally as they become due debts, or if any assignment shall make a general assignment be made of the property of Tenant for the benefit of creditors, then and in any such event, this Lease and all rights of Tenant hereunder shall automatically cease and terminate with the same force and effect as though the date of such event were the date originally set forth herein and fixed for the expiration of the Term, and Tenant shall vacate and surrender the Premises but shall remain liable as herein provided. 15.3 Tenant shall not cause or Lessee give cause for the appointment of a trustee or receiver of the assets of Tenant and shall not make any assignment for the benefit of creditors or become or be adjudicated insolvent, or file a voluntary petition in bankruptcy or a any voluntary petition or an answer seeking reorganization, liquidation or other relief commence any voluntary proceeding in a case respect thereto. The allowance of any petition under any bankruptcy Laws insolvency law except under the Bankruptcy Code or other insolvency Laws (as in effect at such time)the appointment of a trustee or receiver of Tenant or of its assets, shall be conclusive evidence that Tenant caused, or Lessee shall seek relief by voluntary gave cause therefor, unless such allowance of the petition, answer or consentthe appointment of a trustee or receiver, is vacated within thirty (30) days after such allowance or appointment. Any act described in this Section 15.3 shall be deemed a material breach of Txxxxx’s obligations hereunder, and this Lease shall thereupon automatically terminate. Landlord does, in addition, reserve any and all other remedies provided in this Lease or by law or in equity. 15.4 Upon the filing of a petition by or against Tenant under the provisions United States Bankruptcy Code: 15.4.1 Tenant, as debtor and as debtor in possession, and any trustee who may be appointed agree as follows: (a) to perform each and every obligation of Tenant under this Lease, until such time as this Lease is either rejected or assumed by order of the United States Bankruptcy Court; and (b) to pay monthly in advance on the first day of each month as reasonable compensation for use and occupancy on the Premises an amount equal to all rent, additional rent and other charges otherwise due pursuant to this Lease; and (c) to reject or assume this Lease within 60 days of the filing of such petition under Chapter 7 of the Bankruptcy Code or within 120 days (or such shorter term as Landlord, in its sole discretion, may deem reasonable so long as notice of such period is given) of the filing of a petition under any other Chapter; and (d) to give Landlord at least 45 days’ prior written notice of any proceeding relating to any assumption of this Lease; and (e) to give Landlord at least 30 days’ prior written notice of any abandonment of the Premises; any such abandonment to be deemed a rejection of this Lease; and (f) to do all other bankruptcy or other similar Law providing for things of benefit to Landlord otherwise required under the reorganization or winding-up Bankruptcy Code; and (g) to be deemed to have rejected this Lease in the event of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing the failure to comply with any of the foregoingabove; orand (h) to have consented to the entry of an order by an appropriate United States Bankruptcy Court providing all of the above, waiving notice and hearing of the entry of same. 15.4.2 No Event of Default or default of this Lease by Txxxxx, either prior to or subsequent to the filing of such a petition, shall be deemed to have been waived unless expressly done so in writing by Landlord. 15.4.3 Included within and in addition to any other conditions or obligations imposed upon Tenant or its successor in the event of assumption and/or assignment are the following: (a) the cure of any monetary defaults and the reimbursement of pecuniary loss within not more than 30 days of assumption and/or assignment; and (b) the deposit of an order, judgment or decree shall additional sum equal to three months’ Base Rent to be entered by any court held pursuant to the terms of competent jurisdiction appointing, without the consent Article 11 of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, this Lease; and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) the use of the Premises is limited to the Permitted Use and as set forth in Article 4 of this Lease; and (d) the prior written consent of any mortgagee to which this Lease has been assigned as collateral security; and (e) the Premises, at all times, remains a petition against Lessee single leasehold structure and no physical changes of any kind may be made to the Premises unless in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under compliance with the applicable provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysthis Lease.

Bankruptcy and Insolvency. If at any time during the Lease Term, (ai) Lessee shall consent to the appointment Tenant or Guarantor files an Application, (ii) any creditor or other Person that is an Affiliate of Tenant or Guarantor files against Tenant or Guarantor any Application, or any creditor or other Person (whether or not an Affiliate of Tenant or Guarantor) files against Tenant or Guarantor any Application, where Tenant or Guarantor, or an Affiliate of Tenant or Guarantor, cooperates or colludes with such creditor or other Person in connection with such Application or the taking filing thereof, (iii) any creditor or other Person that is not an Affiliate of possession by Tenant or Guarantor files an Application against Tenant, where none of Tenant or Guarantor or an Affiliate of Tenant or Guarantor cooperates or colludes with such creditor or other Person in connection with such Application or the filing thereof, and such Application is not vacated or withdrawn within sixty (60) days after the filing thereof, (iv) a trustee, interim receiver, trustee receiver, receiver and manager, administrative receiver, custodian, liquidator, provisional liquidator, administrator, sequestrator or liquidator other like official is appointed to take possession of itself any of the Demised Properties, or of all or substantially all of its propertythe business or assets of Tenant or Guarantor, and such appointment is not vacated or withdrawn and possession restored to Tenant within sixty (60) days thereafter, (v) a general assignment or arrangement is made by Tenant for the benefit of creditors, (vi) any trustee, interim receiver, receiver, receiver and manager, administrative receiver, custodian, liquidator, provisional liquidator, administrator, sequestrator or other like official takes possession of any Demised Property, or Lessee shall admit of all or substantially all of the business or assets of Tenant or Guarantor by authority of any attachment, execution, or other judicial seizure proceedings, and such attachment or other seizure remains undismissed or undischarged for a period of sixty (60) days after the levy thereof, (vii) Tenant admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due due; or shall make a general assignment for the benefit of creditors, (viii) Tenant or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or Guarantor files an answer seeking reorganization, liquidation admitting or other relief in failing timely to contest a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions material allegation of any other bankruptcy Application filed against Tenant or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysGuarantor.

Bankruptcy and Insolvency. (ai) Lessee shall consent The Issuer will promptly provide the Indenture Trustee and each Rating Agency with written notice of the institution of any proceeding by or against the Issuer seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of or the taking of possession by a receiver, trustee or liquidator of itself other similar official for all or of substantially all for any substantial part of its property. The Issuer will not take any action to waive, repeal, amend, vary, supplement or Lessee otherwise modify its charter documents and including its LLC Agreement (except in accordance with the next sentence) unless receiving the prior written consent of the Requisite Majority (such consent not to be unreasonably withheld) as well as a Rating Agency Confirmation in respect thereof. The Issuer will not, without a Special Rating Agency Confirmation, take any action to waive, repeal, amend, vary, supplement or otherwise modify the provision of its LLC Agreement which requires action or consent of its special member or limits actions of the Issuer with respect to voluntary insolvency proceedings or involuntary insolvency proceedings of the Issuer. (ii) The Issuer shall admit cause each party to any Operative Agreement, and each party to any other agreement to which the Issuer is a party that is incidental or related to any Operative Agreement, that in writing its inability either such case renders the Issuer a debtor to pay its debts generally as they come duesuch party, to covenant and agree that it shall not, prior to the date which is one year and one day (or does not pay its debts generally as they become due if longer, the applicable preference period then in effect) after the payment in full of the Equipment Notes, acquiesce, petition or shall make a general assignment otherwise, directly or indirectly, invoke or cause the Issuer to invoke the process of any governmental authority for the benefit purpose of creditors, commencing or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in sustaining a case against the Issuer under any bankruptcy Laws federal or other state bankruptcy, insolvency Laws (as in effect at such time)or similar law or appointing a receiver, or Lessee shall seek relief by voluntary petitionliquidator, answer or consentassignee, under the provisions of any other bankruptcy trustee, custodian, sequestrator or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any official of the foregoing; or (b) an order, judgment Issuer or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period ordering the winding up or liquidation of 90 daysthe affairs of the Issuer. This provision shall survive the termination of this Master Indenture.

Bankruptcy and Insolvency. (a) Lessee shall consent to the appointment of or the taking of possession by a receiver, trustee or liquidator of itself or of substantially all of its propertyThe Tenant hereby waives any right it, or Lessee shall admit in writing any person on its inability behalf, may have to pay its debts generally as they come duedisclaim, repudiate, terminate or does not pay its debts generally as they become due or shall make a general assignment for the benefit of creditorscompromise this Lease pursuant to any bankruptcy, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganizationinsolvency, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations or other creditors proceeding, including, without limitation, the Bankruptcy and Insolvency Act (as in effect at such timeCanada) or Lessee's board the Companies’ Creditors Arrangement Act (Canada) (“Insolvency Proceedings”) and agrees that in the event of directors shall adopt any such proceeding the Landlord will comprise a resolution authorizing any separate class for voting purposes. Further, the Tenant agrees that the obligations and liabilities of the foregoing; orTenant under this Lease shall not be released or discharged or otherwise affected by the bankruptcy, winding up, liquidation, dissolution or insolvency of the partnership constituting the Tenant or any partner thereof or by change in the constitution of such partnership. (b) an orderThe Tenant agrees that if this Lease is ever surrendered, judgment rejected, disclaimed, repudiated or decree shall be entered terminated in any way by or on behalf of a Transferee pursuant to any court of competent jurisdiction appointingbankruptcy, without the consent of Lesseeinsolvency, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up or other creditors’ proceeding, including any proceeding under the Bankruptcy and Insolvency Act (Canada) or the Companies’ Creditors Arrangement Act (Canada), the Tenant shall nonetheless remain responsible for fulfillment of corporations all obligations of the Tenant hereunder for what would have been the balance of the Term but for such surrender, rejection, disclaimer, repudiation or termination and shall, upon the Landlord’s request, enter into a new lease of the Demised Premises for such balance of the Term and otherwise on the same terms and conditions as in this Lease subject to such amendments hereto to which may apply the Tenant had agreed at any time prior to Lesseesuch surrender, any court of competent jurisdiction assumes jurisdictionrejection, custody disclaimer, repudiation or control of Lessee or of substantially all of its property termination, and such jurisdiction, custody or control remains with the exception that the Tenant will accept the Demised Premises in force unrelinquished, unstayed and unterminated for a period of 90 days“as is” condition.

Bankruptcy and Insolvency. (ai) Lessee shall consent The Issuer will promptly provide the Indenture Trustee and each Rating Agency with written notice of the institution of any proceeding by or against the Issuer seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of or the taking of possession by a receiver, trustee or liquidator of itself other similar official for all or of substantially all for any substantial part of its property. The Issuer will not take any action to waive, repeal, amend, vary, supplement or Lessee otherwise modify its charter documents and including its LLC Agreement (except in accordance with the next sentence) unless receiving the prior written consent of the Requisite Majority (such consent not to be unreasonably withheld) as well as a Rating Agency Confirmation in respect thereof. The Issuer will not, without a Rating Agency Confirmation, take any action to waive, repeal, amend, vary, supplement or otherwise modify the provision of its LLC Agreement which requires action or consent of its special member or limits actions of the Issuer with respect to voluntary insolvency proceedings or involuntary insolvency proceedings of the Issuer. (ii) The Issuer shall admit cause each party to any Operative Agreement, and each party to any other agreement to which the Issuer is a party that is incidental or related to any Operative Agreement, that in writing its inability either such case renders the Issuer a debtor to pay its debts generally as they come duesuch party, to covenant and agree that it shall not, prior to the date which is one year and one day (or does not pay its debts generally as they become due if longer, the applicable preference period then in effect) after the payment in full of the Equipment Notes, acquiesce, petition or shall make a general assignment otherwise, directly or indirectly, invoke or cause the Issuer to invoke the process of any governmental authority for the benefit purpose of creditors, commencing or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in sustaining a case against the Issuer under any bankruptcy Laws federal or other state bankruptcy, insolvency Laws (as in effect at such time)or similar law or appointing a receiver, or Lessee shall seek relief by voluntary petitionliquidator, answer or consentassignee, under the provisions of any other bankruptcy trustee, custodian, sequestrator or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any official of the foregoing; or (b) an order, judgment Issuer or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period ordering the winding up or liquidation of 90 daysthe affairs of the Issuer. This provision shall survive the termination of this Master Indenture.

Bankruptcy and Insolvency. (ai) Lessee shall consent The Issuer will promptly provide the Indenture Trustee and each Rating Agency with written notice of the institution of any proceeding by or against the Issuer seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of or the taking of possession by a receiver, trustee or liquidator of itself other similar official for all or of substantially all for any substantial part of its property. The Issuer will not, without obtaining the prior written consent of the Requisite Majority (such consent not to be unreasonably withheld) as well as Rating Agency Confirmation, take any action to waive, repeal, amend, vary, supplement or Lessee otherwise modify the provision of its LLC Agreement which requires action or consent of its special member or limits actions of the Issuer with respect to voluntary insolvency proceedings or involuntary insolvency proceedings of the Issuer. (ii) The Issuer shall admit cause each party to any Operative Agreement, and each party to any other agreement to which the Issuer is a party that is incidental or related to any Operative Agreement, that in writing its inability either such case renders the Issuer a debtor to pay its debts generally as they come duesuch party, to covenant and agree that it shall not, prior to the date which is one year and one day (or does not pay its debts generally as they become due if longer, the applicable preference period then in effect) after the payment in full of the Notes, acquiesce, petition or shall make a general assignment otherwise, directly or indirectly, invoke or cause the Issuer to invoke the process of any governmental authority for the benefit purpose of creditors, commencing or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in sustaining a case against the Issuer under any bankruptcy Laws federal or other state bankruptcy, insolvency Laws (as in effect at such time)or similar law or appointing a receiver, or Lessee shall seek relief by voluntary petitionliquidator, answer or consentassignee, under the provisions of any other bankruptcy trustee, custodian, sequestrator or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any official of the foregoing; or (b) an order, judgment Issuer or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period ordering the winding up or liquidation of 90 daysthe affairs of the Issuer. This provision shall survive the termination of this Master Indenture.

Bankruptcy and Insolvency. (a) Lessee shall consent to the appointment of or the taking of possession by a receiver, trustee or liquidator of itself or of substantially all a substantial part of its property, or Lessee shall admit in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make a general assignment for the benefit of creditors, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time)) or an answer admitting the material allegations of a petition filed against Lessee in any such case, or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee shall seek an agreement, composition, extension or adjustment with its creditors under such Laws, or Lessee's board of directors shall adopt a resolution authorizing corporate action in furtherance of any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all any substantial part of its property, or substantially all any substantial part of the property of Lessee shall be sequestered, or granting any other relief in respect of Lessee as a debtor under any bankruptcy Laws or other insolvency Laws (as in effect at such time), and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 60 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 60 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all any substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 60 days.

Bankruptcy and Insolvency. If the Term or any of the goods or chattels of the Tenant shall be at any time seized or taken in execution or in attachment by any creditor of the Tenant, or if a writ of execution shall issue against the goods and chattels of the Tenant and remain unsatisfied for ten days, (a) Lessee and if the Tenant shall consent to not contest such seizure or execution by appropriate legal proceedings), or if the appointment Tenant shall execute any xxxx of or the taking sale of possession by a receiver, trustee or liquidator of itself or of substantially all any of its propertygoods or chattels, other than a xxxx of sale of goods in the ordinary course of the Tenant's business or Lessee shall admit in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or if the Tenant shall make a general any assignment for the benefit of creditors, creditors or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered adjudged bankrupt or insolvent by any court of competent jurisdiction appointingunder any legislation then in force or shall take the benefit of any statute that may be in force for bankrupt or insolvent debtors or shall attempt to abandon the Building, without the consent of Lessee, a receiver, trustee or liquidator of Lessee to sell or of substantially all dispose of its propertygoods and chattels so that there would not remain after such sale or disposal a sufficient distress on the Building in the opinion of the Landlord for the then accruing Rent, or substantially all if a Receiver or Receiver-Manager of any of the property assets, business or undertaking of Lessee the Tenant is appointed by Court Order or otherwise, then and in each of such cases, the minimum rent and any additional rent for the month then current and the next ensuing three months and taxes payable hereunder by the Tenant for the then current year, including local improvement rates (to be reckoned on the rate for the next preceding year in case the rate should not have been fixed for the current year) shall, immediately become due and payable, and the Term shall, at the option of the Landlord, forthwith be determined and in each of the above cases such accelerated minimum rent, additional rent and taxes shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain recoverable by the Landlord as if it were Rent in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysarrears.

Bankruptcy and Insolvency. Xxxxxxx will have the right to terminate this Agreement by giving written notice to Shipper, if Shipper or any guarantor or provider of a Financial Assurance described in the Rules Tariff, as the case may be: (a) Lessee shall consent to the appointment of or the taking of possession by a receiver, trustee or liquidator of itself or of substantially all of its property, or Lessee shall admit in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make a general assignment for the benefit of creditors, or Lessee shall file files a voluntary petition application in bankruptcy or a voluntary petition for liquidation, receivership or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; orbankruptcy; (b) is finally and validly declared and adjudged to be liquidated, bankrupt or insolvent; (c) is subject to a resolution passed by its members for the purposes of placing it in voluntary administration; (d) is subject to an order, judgment or decree shall be entered order by any court of competent jurisdiction appointing, without for its winding up; (e) is the consent subject of Lessee, an appointment of a receiver, trustee receiver or liquidator receiver and manager or like officer of Lessee the whole or of substantially all any material part of its property, assets; (f) has a secured party take possession of all or substantially all of the property of Lessee shall be sequesteredits assets or has a distress, execution, attachment, sequestration or other legal process levied, enforced or sued on it or against all or substantially all its assets; and such secured party maintains possession, or any such orderprocess is not dismissed, judgment discharged, stayed or decree restrained, in each case within fifteen (15) Business Days thereafter; (g) is the subject of an appointment of an administrator, official manager or sequestration shall remain like officer in force undismissedcircumstances where Xxxxxxx or any guarantor or provider of a Financial Assurance described in the Rules Tariff, unstayed and unvacated for a period of 90 days after as the date of entry thereofcase may be, is or is likely to become insolvent; or (ch) enters into a petition against Lessee scheme of arrangement with its creditors or any of them, provided that the foregoing shall not include any voluntary proceeding for the purpose of amalgamation, reconstruction or reorganization not taken at the request of or to meet the requirements of the creditors of Shipper or any guarantor or provider of a Financial Assurance described in the Rules Tariff. Such termination will be effective upon the expiry of a case under any bankruptcy Laws or other insolvency Laws ten (as in effect at 10) day period from the date of delivery of such time) is filed and not withdrawn or dismissed written notice unless, within 90 days thereaftersuch period, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply Shipper has provided a Financial Assurance to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysCarrier.

Bankruptcy and Insolvency. (ai) Lessee shall consent The Issuer will promptly provide the Indenture Trustee and each Rating Agency with written notice of the institution of any proceeding by or against the Issuer seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of or the taking of possession by a receiver, trustee or liquidator of itself other similar official for all or of substantially all for any substantial part of its property. The Issuer will not, without obtaining the prior written consent of the Requisite Majority (such consent not to be unreasonably withheld) as well as Rating Agency Confirmation, take any action to waive, repeal, amend, vary, supplement or Lessee otherwise modify the provision of its LLC Agreement which requires action or consent of its special member or limits actions of the Issuer with respect to voluntary insolvency proceedings or involuntary insolvency proceedings of the Issuer. (ii) The Issuer shall admit cause each party to any Operative Agreement, and each party to any other agreement to which the Issuer is a party that is incidental or related to any Operative Agreement, that in writing its inability either such case renders the Issuer a debtor to pay its debts generally as they come duesuch party, to covenant and agree that it shall not, prior to the date which is one year and one day (or does not pay its debts generally as they become due if longer, the applicable preference period then in effect) after the payment in full of the Equipment Notes, acquiesce, petition or shall make a general assignment otherwise, directly or indirectly, invoke or cause the Issuer to invoke the process of any governmental authority for the benefit purpose of creditors, commencing or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in sustaining a case against the Issuer under any bankruptcy Laws federal or other state bankruptcy, insolvency Laws (as in effect at such time)or similar law or appointing a receiver, or Lessee shall seek relief by voluntary petitionliquidator, answer or consentassignee, under the provisions of any other bankruptcy trustee, custodian, sequestrator or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any official of the foregoing; or (b) an order, judgment Issuer or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period ordering the winding up or liquidation of 90 daysthe affairs of the Issuer. This provision shall survive the termination of this Master Indenture.

Bankruptcy and Insolvency. In the event of (a) Lessee shall consent any distribution, ------------------------- division, or application, partial or complete, voluntary or involuntary, by operation of law or otherwise, of all or any part of the assets of the Borrower or the proceeds thereof to the appointment creditors of the Borrower or to their claims against the taking of possession by a receiver, trustee or liquidator of itself or of substantially all of its propertyBorrower, or Lessee shall admit in writing its inability to pay its debts generally as they come due(b) any readjustment of the debt or obligations of the Borrower, or does not pay its debts generally as they become due or shall make a general whether by reason of liquidation, bankruptcy, arrangement, receivership, assignment for the benefit of creditorscreditors or any other action or proceeding involving the readjustment of all or any part of the Loan or Subordinated Obligations, or Lessee shall file a voluntary petition in bankruptcy the application of the assets of the Borrower to the payment or a voluntary petition liquidation thereof, or an answer seeking reorganization, liquidation (c) the dissolution or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time)winding up of the business of the Borrower, or Lessee shall seek relief by voluntary petition, answer or consent, under (d) the provisions sale of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property assets of Lessee the Borrower, then, and in any such event, the Lenders shall be sequesteredentitled to receive payment in full of all of the Loan prior to the payment of all or any part of the Subordinated Obligations. To enable the Lenders to enforce their rights hereunder in any of the actions or proceedings described in the preceding paragraph, the Administrative Agent is hereby irrevocably authorized and empowered, in its discretion, to file and present for and on behalf of the Manager and the Developer such proofs of claims or other motions or pleadings as the Administrative Agent may deem expedient or proper to establish the Lender's entitlement of payment from, or on behalf of, the Manager or the Developer with respect to the Subordinated Obligations and, in the exercise of its reasonable discretion giving due regard for the amounts outstanding under the Loan and the Subordinated Obligations, respectively, to vote such proofs of claims in any such proceeding and to demand, sue for, receive and collect any and all dividends or other payments xx disbursements made thereon in whatever form the same may be paid or issued and to apply the same on account of the Loan. The Manager and the Developer irrevocably authorize and empower the Administrative Agent to demand, sue for, collect and receive each of the payments and distributions xxxcribed in the preceding paragraph and give acquittance therefor and to file claims and take such other actions, in the Administrative Agent's own name or in the name of the Manager, the Developer, or otherwise, as the Lender may deem necessary or advisable for the enforcement of this Agreement. To the extent that payments of distributions are made in property other than cash, the Manager and the Developer authorize the Administrative Agent to sell such property to such buyers and on such terms as the Administrative Agent, in its sole discretion, shall determine. The Manager and the Developer will execute and deliver to the Administrative Agent such powers of attorney, assignments and other instruments or documents, including debentures, notes, instruments, documents or other agreements (together with such assignments or endorsement as the Administrative Agent shall deem necessary), as may be reasonably requested by the Administrative Agent in order to enable the Administrative Agent to enforce any and all claims upon or with respect to any or all of the Subordinated Obligations and to collect and receive any and all payments and distributions which may be payable or deliverable at any time upon or with respect to the Subordinated Obligations, all for the benefit of the Lenders. The Administrative Agent shall provide to the Developer and the Manager notice, reasonably in advance whenever possible, of its exercise of any rights provided in this Paragraph 6, and copies of any proofs of claims, motions or pleadings received or filed by the Lenders. Upon satisfaction of the Loan, the Administrative Agent shall deliver to the Developer and the Manager any payments or other distributions received by the Administrative Agent with respect to the Subordinated Obligations. If the Borrower becomes the subject of proceedings under the Bankruptcy Code and if the Administrative Agent desires to permit the use of cash collateral or to provide financing to the Borrower under either Section 363 or Section 364 of the Bankruptcy Code, the Manager and the Developer agree that adequate notice of such orderfinancing to the Manager and the Developer, judgment if required under applicable law, shall have been provided if such parties receive notice two business days prior to entry of any order approving such cash collateral usage or decree financing. Notice of appointment a proposed financing or sequestration use of cash collateral shall remain be deemed given upon the sending of such notice to the parties in force undismissedthe manner specified in Section 8. All allocations of payments between the Lenders, unstayed the Manager and unvacated for a period of 90 days the Developer shall continue to be made after the date filing of entry thereof; or (c) a petition against Lessee under the Bankruptcy Code on the basis provided in a case under this Agreement. In the event that the Manager and the Developer at any bankruptcy Laws or other insolvency Laws (as time acquire any security for the Subordinated Obligations, they agree not to assert any right they may have to "adequate protection" of their respective interests in effect at such time) is filed and not withdrawn or dismissed within 90 days thereaftersecurity in any Bankruptcy proceeding, or ifto seek to have their claims in such Bankruptcy proceeding treated as "secured claims" under Section 506(a) of the Bankruptcy Code, without the prior written consent of the Administrative Agent. The Manager and the Developer waive any claim they may now or hereafter have against the Administrative Agent or the Lenders arising out of the Administrative Agent's election, in any proceeding instituted under Chapter 11 of the provisions Bankruptcy Code, of the application of Section 1111(b)(2) of the Bankruptcy Code, and/or any Law providing for reorganization borrowing or winding-up grant of corporations which may apply to Lesseea security interest under Section 364 of the Bankruptcy Code by the Borrower, any court of competent jurisdiction assumes jurisdictionas debtor in possession, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for by a period of 90 daystrustee.

Bankruptcy and Insolvency. (a) Lessee For the purposes of this Agreement, bankruptcy shall consent be deemed to have occurred when the Partnership or the Partner or in the case of a Partner that is a partnership where any of the general partners of such partnership (i) files or suffers a voluntary or involuntary petition under any federal or state bankruptcy law or such a petition is filed against it and is not dismissed, discharged or stayed within a period of sixty (60) days from the date of filing; or (ii) makes a general assignment for the benefit of creditors; or (iii) applies for, seeks, consents to or acquiesces in the appointment of a receiver for all or the taking of possession by a receiver, trustee or liquidator of itself or of substantially all of its property, or Lessee assets. Insolvency shall be deemed to have occurred when such entity shall be unable to pay liabilities as they mature and such entity shall admit in writing its inability to pay its debts generally as they come become due, or does not pay its debts generally as they become due or shall make a general assignment for the benefit of creditors, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or. (b) an orderIf a Partner (or a person which controls a Partner) shall become bankrupt or insolvent, judgment or decree the other Partner shall have the right, exercisable by written Notice to the Failed Partner, to terminate the Partnership and acquire the Failed Partner’s interest in the Partnership pursuant to this section 10.3(b). The price shall be entered computed by any court multiplying the Failed Partner’s Partnership interest times the Fair Market Value of competent jurisdiction appointingthe Partnership’s Property, including real property and tangible and intangible personal property determined as of the date that the bankruptcy or insolvency occurred (or the date of the first such occurrence, if more than one) after deducting from the Fair Market Value all liabilities and obligations of the Partnership, including, without limitation, (i) all accrued Partnership operating expenses, (ii) the consent unpaid principal balance of Lessee, all outstanding loans and accrued interest thereon and (iii) a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all reasonable reserve for contingent obligations of the property of Lessee shall be sequesteredpartnership, and after taking into account the tax consequences, if any, resulting from a termination of the Partnership under Section 708 of the Code or otherwise. The closing of the purchase and sale of the Failed Partner’s Partnership Interest shall take place on a date specified in the Notice but in any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 event not more than ninety (90) days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysNotice.

Bankruptcy and Insolvency. (a) Neither Lessee's interest in this Lease, nor any estate hereby created in Lessee nor any interest herein or therein, shall consent pass to the appointment of or the taking of possession by a receiver, any trustee or liquidator of itself receiver or of substantially all of its property, or Lessee shall admit in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make a general assignment assignee for the benefit of creditorscreditors or otherwise by operation of law, except as may specifically be provided pursuant to the Federal Bankruptcy Code. In the event the interest or estate created in Lessee hereby shall be taken in execution or by other process of law, or if Lessee shall file is determined to be insolvent by a voluntary petition in bankruptcy or Court of competent jurisdiction, other than a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time)United States Bankruptcy Court, or Lessee shall seek relief by voluntary petition, answer if a receiver or consent, under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequesteredappointed by reason of the insolvency or inability of Lessee to pay its debts, or if any assignment shall be made of the property of Lessee for the benefit of creditors, then and any in such orderevents, judgment or decree this Lease and all rights of appointment or sequestration Lessee hereunder shall remain in automatically cease and terminate with the same force undismissed, unstayed and unvacated for a period of 90 days after effect as though the date of entry thereof; or (c) a such event were the date originally set forth herein and fixed for the expiration of the Term, and Lessee shall vacate and surrender the Property but shall remain liable as herein provided. The allowance of any petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafterlaw, except under the Federal Bankruptcy Code, or if, under the provisions appointment of any Law providing for reorganization a trustee or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control receiver of Lessee or of substantially the assets of Lessee, shall, unless such allowance of the petition, or the appointment of a trustee or receiver, is vacated within thirty (30) days after such allowance or appointment, be deemed a material breach of Lessee's obligations hereunder, and this Lease shall thereupon automatically terminate. Lessor does, in addition, reserve any and all other remedies provided in this Lease or in law. (b) Upon the filing of a petition by or against Lessee under the Federal Bankruptcy Code, Lessee, as debtor and as debtor in possession, and any trustee who may be appointed agrees as follows: (i) to perform each and every obligation of Lessee under this Lease including, but not limited to, the payment of all rent and expenses due Lessor in the manner as provided in this Lease until such time as this Lease is either rejected or assumed by order of the United States Bankruptcy Court; (ii) to reject or assume this Lease within sixty (60) days of the filing of a petition under the Federal Bankruptcy Code; (iii) to give Lessor at least thirty (30) days' prior written notice of any proceeding relating to any assumption of this Lease; (iv) to give at least thirty (30) days' written notice of abandonment of the Property - - any such abandonment to be deemed a rejection of this Lease; (v) to give to Lessor, as adequate assurance of future performance under this Lease pursuant to Section 365 of the Bankruptcy Code, cash security in an amount equal to six (6) months rent including all of the charges payable by Lessee hereunder, plus grant to Lessor a post-petition lien upon all of Lessee's assets approved by the United States Bankruptcy Court pursuant to Section 364(c) of the Bankruptcy Code; (vi) to do all things of benefit to Lessor otherwise required under the Bankruptcy Code; and (vii) to be deemed to have rejected this Lease in the event of the failure to comply with any of the above, waiving notice and hearing of the entry of same. No default of this Lease by Lessee, either prior or subsequent to the filing of such a petition, shall be deemed to have been waived unless expressly done so in writing by Lessor. Included within and in addition to any other conditions or obligations imposed upon Lessee or its property successor in the event of assumption and/or assignment are the following: (A) the cure of any monetary defaults and such jurisdiction, custody or control remains the reimbursement of pecuniary loss within thirty (30) days of assumption and/or assignment; and (B) the use of the Property for the purpose as set forth in force unrelinquished, unstayed this Lease; and unterminated for a period (C) the prior written consent of 90 daysany mortgagee to which this Lease has been assigned as collateral security; and (D) no physical changes of any kind may be made to the Property unless in compliance with the applicable provisions of this Lease.

Bankruptcy and Insolvency. (a) Lessee shall consent consents to the appointment of or the taking of possession by a receiver, trustee trustee, or liquidator of itself or of all or substantially all of its property, or Lessee shall admit admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make makes a general assignment for the benefit of creditors, or Lessee shall file files a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time)) or an answer admitting the material allegations of a petition filed against Lessee in any such case, or Lessee shall seek seeks relief by voluntary petition, answer answer, or consent, consent under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing); or (b) an order, judgment judgment, or decree shall be is entered by any court of competent jurisdiction appointing, without the consent of Lessee’s consent, a receiver, trustee trustee, or liquidator of Lessee or of all or substantially all of its property, or all or substantially all of the Lessee’s property is sequestered, or granting any other relief in respect of Lessee shall be sequesteredas a debtor under any bankruptcy Laws or other insolvency Laws (as in effect at such time), and any such order, judgment judgment, or decree of appointment or sequestration shall remain remains in force undismissed, unstayed unstayed, and unvacated for a period of 90 60 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 60 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply that applies to Lessee, any court of competent jurisdiction assumes jurisdiction, custody custody, or control of Lessee or of all or substantially all of its the property of Lessee, and such jurisdiction, custody or control remains in force unrelinquished, unstayed unstayed, and unterminated for a period of 90 60 days.

Bankruptcy and Insolvency. If at any time during the Lease Term, (ai) Lessee shall consent to the appointment Tenant files a Petition, (ii) any creditor or other Person that is an Affiliate of Tenant files against Tenant any Petition, or any creditor or other Person (whether or not an Affiliate of Tenant) files against Tenant any Petition where Tenant, or an Affiliate of Tenant, cooperates or colludes with such creditor or other Person in connection with such Petition or the taking filing thereof, (iii) any creditor or other Person that is not an Affiliate of possession by Tenant files a receiverPetition against Tenant, where none of Tenant, or an Affiliate of Tenant, cooperates or colludes with such creditor or other Person in connection with such Petition or the filing thereof, and such Petition is not vacated or withdrawn within sixty (60) days after the filing thereof, (iv) a trustee or liquidator receiver is appointed to take possession of itself any of the Demised Properties, or of all or substantially all of its propertythe business or assets of Tenant, and such appointment is not vacated or withdrawn and possession restored to Tenant within sixty (60) days thereafter, (v) a general assignment or arrangement is made by Tenant for the benefit of creditors, (vi) any sheriff, marshal, constable or other duly-constituted public official takes possession of any Demised Property, or Lessee shall admit of all or substantially all of the business or assets of Tenant by authority of any attachment, execution, or other judicial seizure proceedings, and if such attachment or other seizure remains undismissed or undischarged for a period of sixty (60) days after the levy thereof, (vii) Tenant admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due due; or shall make a general assignment for the benefit of creditors, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or (viii) Tenant files an answer seeking reorganization, liquidation admitting or other relief in failing timely to contest a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions material allegation of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition Petition filed against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysTenant.

Bankruptcy and Insolvency. Any Loan Party shall (a) Lessee shall consent 8) generally fail to the appointment of or the taking of possession by a receiver, trustee or liquidator of itself or of substantially all of its propertypay, or Lessee shall admit in writing its inability or unwillingness to pay its generally pay, debts generally as they come due, or does not pay its debts generally as they become due due; (9) apply for, consent to, or shall acquiesce in, the appointment of a trustee, receiver, receiver and manager, sequestrator or other custodian for any Loan Party, or any substantial part of the property of any thereof, or make a general assignment for the benefit of creditors; (10) in the absence of such application, consent or acquiescence, permit or suffer to exist the appointment of a trustee, receiver, receiver and manager, sequestrator or other custodian for any Loan Party, or Lessee for a substantial part of the property of any thereof, and such trustee, receiver, receiver and manager, sequestrator or other custodian shall file a voluntary petition not be discharged within 60 days, provided that each Loan Party hereby expressly authorizes the Global Administrative Agent to appear in bankruptcy any court conducting any relevant proceeding during such 60-day period to preserve, protect and defend the rights of the Combined Lenders under the Loan Documents; (11) permit or a voluntary petition or an answer seeking suffer to exist the commencement of any bankruptcy, reorganization, liquidation debt arrangement or other relief in a case or proceeding under any bankruptcy Laws or other insolvency Laws law (as in effect at such timeincluding the Bankruptcy and Insolvency Act (Canada)), or Lessee any dissolution, winding up or liquidation proceeding, in respect of any Loan Party, and, if any such case or proceeding is not commenced by such Loan Party, such case or proceeding shall seek be consented to or acquiesced in by such Loan Party or shall result in the entry of an order for relief by voluntary petitionor shall remain for 60 days undismissed, answer provided that each Loan Party hereby expressly authorizes the Global Administrative Agent to appear in any court conducting any such case or consentproceeding during such 60-day period to preserve, protect and defend the rights of the Combined Lenders under the provisions of Loan Documents; or (12) take any other bankruptcy corporate or other similar Law providing for the reorganization partnership action authorizing, or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing furtherance of, any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 days.

Bankruptcy and Insolvency. If at any time during the Lease Term, (ai) Lessee shall consent Tenant files a Petition, (ii) any creditor or other Person that is an Affiliate of Tenant files against Tenant any Petition, or any creditor or other Person (whether or not an Affiliate of Tenant) files against Tenant any 1. [***] Indicates material that has been omitted and for which confidential treatment has been requested. All such omitted material has been filed with the Securities and Exchange Commission pursuant to Rule 24b-2 under the appointment Securities and Exchange Act of 1934, as amended. Petition, where Tenant, or an Affiliate of Tenant, cooperates or colludes with such creditor or other Person in connection with such Petition or the taking filing thereof, (iii) any creditor or other Person that is not an Affiliate of possession by Tenant files a receiverPetition against Tenant, where none of Tenant, or an Affiliate of Tenant, cooperates or colludes with such creditor or other Person in connection with such Petition or the filing thereof, and such Petition is not vacated or withdrawn within sixty (60) days after the filing thereof, (iv) a trustee or liquidator receiver is appointed to take possession of itself any of the Demised Properties, or of all or substantially all of its propertythe business or assets of Tenant, and such appointment is not vacated or withdrawn and possession restored to Tenant within sixty (60) days thereafter, (v) a general assignment or arrangement is made by Tenant for the benefit of creditors, (vi) any sheriff, marshal, constable or other duly-constituted public official takes possession of any Demised Property, or Lessee shall admit of all or substantially all of the business or assets of Tenant by authority of any attachment, execution, or other judicial seizure proceedings, and such attachment or other seizure remains undismissed or undischarged for a period of sixty (60) days after the levy thereof, (vii) Tenant admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due due; or shall make a general assignment for the benefit of creditors, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or (viii) Tenant files an answer seeking reorganization, liquidation admitting or other relief in failing timely to contest a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions material allegation of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition Petition filed against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysTenant.

Bankruptcy and Insolvency. (i) The Borrower or any of its Subsidiaries shall admit in writing its inability to, or be generally unable to, pay its debts as such debts become due; or (ii) The Borrower or any of its Subsidiaries shall (a) Lessee shall apply for or consent to the appointment of of, or the taking of possession by by, a receiver, trustee conservator, custodian, trustee, examiner or liquidator of itself or of substantially all or a substantial part of its property, or Lessee shall admit in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall (b) make a general assignment for the benefit of its creditors, or Lessee shall (c) commence a voluntary case under the Federal Bankruptcy Code of 1978, as amended from time to time (the "Bankruptcy Code"), (d) file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions to take advantage of any other bankruptcy or other similar Law providing for the reorganization law relating to bankruptcy, insolvency, reorganization, liquidation, dissolution, arrangement or winding-up up, or composition or readjustment of corporations debts, (as e) fail to controvert in effect at such timea timely and appropriate manner, or acquiesce in writing to, any petition filed against it in an involuntary case under the Bankruptcy Code or (f) or Lessee's board take any corporate action for the purpose of directors shall adopt a resolution authorizing effecting any of the foregoing; or (iii) A proceeding or case shall be commenced, without the application or consent of the Borrower or any of its Subsidiaries, in any court of competent jurisdiction, seeking (a) its reorganization, liquidation, dissolution, arrangement or winding-up, or the composition or readjustment of its debts, (b) the appointment of a receiver, conservator, custodian, trustee, examiner, liquidator or the like of the Borrower or such Subsidiary or of all or any substantial part of its property or (c) similar relief in respect of the Borrower or such Subsidiary under any law relating to bankruptcy, insolvency, reorganization, winding-up, or composition or adjustment of debts, and such proceeding or case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, continue unstayed and unvacated in effect, for a period of 90 days after 60 or more days; or an order for relief against the date Borrower or any of entry thereof; or (c) a petition against Lessee its Subsidiaries shall be entered in a an involuntary case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysBankruptcy Code.

Bankruptcy and Insolvency. (a) Lessee Neither Licensee's interest in this Agreement, nor any estate hereby created in Licensee nor any interest herein or therein, shall consent pass to any trustee or receiver or assignee for the benefit of creditors or otherwise by operation of law, except as may specifically be provided pursuant to the appointment Federal Bankruptcy Code. In the event the interest or estate created in Licensee hereby shall be taken in execution or by other process of law, or the taking of possession if Licensee is determined to be insolvent by a receiverCourt of competent jurisdiction, trustee or liquidator of itself or of substantially all of its propertyother than a United States Bankruptcy Court, or Lessee if a receiver or trustee of the property of Licensee shall admit in writing its be appointed by reason of the insolvency or inability of Licensee to pay its debts generally as they come duedebts, or does not pay its debts generally as they become due or if any assignment shall make a general assignment be made of the property of Licensee for the benefit of creditors, or Lessee then and in such events, this Agreement and all rights of Licensee hereunder shall file a voluntary automatically cease and terminate with the same force and effect as though the date of such event were the date originally set forth herein and fixed for the expiration of the Term, and Licensee shall surrender the Licensor Intellectual Property, but shall remain liable as herein provided. The allowance of any petition in bankruptcy or a voluntary petition or an answer seeking reorganizationunder insolvency law, liquidation or other relief in a case except under any bankruptcy Laws or other insolvency Laws (as in effect at such time)the Federal Bankruptcy Code, or Lessee shall seek relief by voluntary the appointment of a trustee or receiver of Licensee or of the assets of Licensee, shall, unless such allowance of the petition, answer or consentthe appointment of a trustee or receiver, under the provisions is vacated within thirty (30) days after such allowance or appointment, be deemed a material breach of Licensee's obligations hereunder, and this Agreement shall thereupon automatically terminate. Licensor does, in addition, reserve any and all other bankruptcy remedies provided in this Agreement or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; orlaw. (b) Upon the filing of a petition by or against Licensee under the Federal Bankruptcy Code, Licensee, as debtor and as debtor in possession, and any trustee who may be appointed agrees as follows: (i) to perform each and every obligation of Licensee under this Agreement including, but not limited to, the payment of all License Fees and expenses due Licensor in the manner as provided in this Agreement until such time as this Agreement is either rejected or assumed by order of the United States Bankruptcy Court; (ii) to reject or assume this Agreement within sixty (60) days of the filing of a petition under the Federal Bankruptcy Code; (iii) to give Licensor at least thirty (30) days' prior written notice of any proceeding relating to any assumption of this Agreement; (iv) to give at least thirty (30) days' written notice of abandonment of this Agreement, with any such abandonment to be deemed a rejection of this Agreement; (v) to give to Licensor, as adequate assurance of future performance under this Agreement pursuant to Section 365 of the Bankruptcy Code, cash security in an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially amount equal to six (6) months License Fees including all of the property charges payable by Licensee hereunder, plus grant to Licensor a post-petition lien upon all of Lessee Licensee's assets approved by the United States Bankruptcy Court pursuant to Section 364(c) of the Bankruptcy Code; (vi) to do all things of benefit to Licensor otherwise required under the Bankruptcy Code; and (vii) to be deemed to have rejected this Agreement in the event of the failure to comply with any of the above, waiving notice and hearing of the entry of same. No breach of this Agreement by Licensee, either prior or subsequent to the filing of such a petition, shall be sequestered, deemed to have been waived unless expressly done so in writing by Licensor. Included within and in addition to any such order, judgment other conditions or decree obligations imposed upon Licensee or its successor in the event of appointment or sequestration shall remain assumption and/or assignment are the following: (A) the cure of any monetary defaults and the reimbursement of pecuniary loss within thirty (30) days of assumption and/or assignment; and (B) the use of the Licensor Intellectual Property for the purpose as set forth in force undismissed, unstayed this Agreement; and unvacated for a period (C) no changes of 90 days after any kind may be made to the date of entry thereof; or (c) a petition against Lessee Licensor Intellectual Property unless in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under compliance with the applicable provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysthis Agreement.

Bankruptcy and Insolvency. (a) Lessee shall consent to the appointment of or the taking of possession by a receiver, trustee or liquidator of itself or of substantially all of its property, or Lessee shall admit in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make a general assignment for the benefit of creditors, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for LEASE AGREEMENT BASE PAGE 41 235 reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 days.

Bankruptcy and Insolvency. (a) Lessee shall consent consents to the appointment of or the taking of possession by a receiver, trustee trustee, or liquidator of itself or of all or substantially all of its property, or Lessee shall admit admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make makes a general assignment for the benefit of creditors, or Lessee shall file files a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time)) or an answer admitting the material allegations of a petition filed against Lessee in any such case, or Lessee shall seek seeks relief by voluntary petition, answer answer, or consent, consent under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) ); or Lessee's board of directors shall adopt a resolution authorizing any of [**] — Confidential treatment has been requested for the foregoing; orbracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. (b) an order, judgment judgment, or decree shall be is entered by any court of competent jurisdiction appointing, without the consent of Lessee’s consent, a receiver, trustee trustee, or liquidator of Lessee or of all or substantially all of its property, or all or substantially all of the Lessee’s property is sequestered, or granting any other relief in respect of Lessee shall be sequesteredas a debtor under any bankruptcy Laws or other insolvency Laws (as in effect at such time), and any such order, judgment judgment, or decree of appointment or sequestration shall remain remains in force undismissed, unstayed unstayed, and unvacated for a period of 90 60 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 60 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply that applies to Lessee, any court of competent jurisdiction assumes jurisdiction, custody custody, or control of Lessee or of all or substantially all of its the property of Lessee, and such jurisdiction, custody or control remains in force unrelinquished, unstayed unstayed, and unterminated for a period of 90 60 days.

Bankruptcy and Insolvency. (a) Lessee shall consent or Holdings consents to the appointment of or the taking of possession by a receiver, trustee trustee, or liquidator of itself or of substantially all of its property, or Lessee shall admit or Holdings admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make makes a general assignment for the benefit of creditors, or Lessee shall file or Holdings files a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek or Holdings seeks relief by voluntary petition, answer answer, or consent, consent under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing); or (b) an order, judgment judgment, or decree shall be is entered by any court of competent jurisdiction appointing, without the consent of Lessee's or Holdings's consent, a receiver, trustee trustee, or liquidator of Lessee or Holdings or of substantially all of its property, or substantially all of the Lessee's or Holdings's property of Lessee shall be is sequestered, and any such order, judgment judgment, or decree of appointment or sequestration shall remain remains in force undismissed, unstayed unstayed, and unvacated for a period of 90 60 days after the date of entry thereof; or (c) a petition against Lessee or Holdings in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 60 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply that applies to LesseeLessee or Holdings, any court of competent jurisdiction assumes jurisdiction, custody custody, or control of Lessee or Holdings or of substantially all of its the property of Lessee or Holdings, and such jurisdiction, custody or control remains in force unrelinquished, unstayed unstayed, and unterminated for a period of 90 60 days.

Bankruptcy and Insolvency. (a) Lessee shall consent consents to the appointment of or the taking of possession by a receiver, trustee trustee, or liquidator of itself or of all or substantially all of its property, or Lessee shall admit admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make makes a general assignment for the benefit of creditors, or Lessee shall file files a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time)) or an answer admitting the material allegations of a petition filed against Lessee in any such case, or Lessee shall seek seeks relief by voluntary petition, answer answer, or consent, consent under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing); or (b) an order, judgment judgment, or decree shall be is entered by any court of competent jurisdiction appointing, without the consent of Lessee’s consent, a receiver, trustee trustee, or liquidator of Lessee or of all or substantially all of its property, or all or substantially all of the Lessee’s property is sequestered, or granting any other relief in respect of Lessee shall be sequesteredas a debtor under any bankruptcy Laws or other insolvency Laws (as in effect at such time), and any such order, judgment judgment, or decree of appointment or sequestration shall remain remains in force undismissed, unstayed unstayed, and unvacated for a period of 90 60 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 60 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply that applies to Lessee, any court of competent jurisdiction assumes jurisdiction, custody custody, or control of Lessee or of all or substantially all of its the property of Lessee, and *** Material has been omitted pursuant to a request for confidential treatment and filed separately with the SEC such jurisdiction, custody or control remains in force unrelinquished, unstayed unstayed, and unterminated for a period of 90 60 days.

Bankruptcy and Insolvency. All licenses granted under or pursuant to this Agreement by AngioChem to Geron or by Geron to AngioChem are, and shall otherwise be deemed to be, for purposes of: (a) Lessee Section 365(n) of the U.S. Bankruptcy Code (“Code”), licenses of rights to “intellectual property” as defined under Section 101(35A) of the Code; and (b) Section 32(6) of the Companies’ Creditors Arrangement Act (Canada) (the “CCAA”) and Section 65.11(7) of the Bankruptcy and Insolvency Act (Canada) (the “BIA”) a “right to use intellectual property”. The Parties agree that Geron or AngioChem, as a licensee of such rights under this Agreement, shall consent to the appointment of or the taking of possession by a receiver, trustee or liquidator of itself or of substantially retain and may fully exercise all of its propertyrights and elections under the Code, the CCAA or Lessee shall admit in writing its inability to pay its debts generally the BIA, as they come dueapplicable, or does not pay its debts generally as they become due or shall make and that upon commencement of a general assignment for the benefit of creditorsbankruptcy, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation insolvency or other relief in a case under any bankruptcy Laws comparable proceeding by or against the other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, Party under the provisions of any other bankruptcy Code, the CCAA or other similar Law providing for the reorganization BIA, as applicable, Geron or winding-up of corporations (AngioChem, as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an ordercase may be, judgment or decree shall be entered entitled, to the extent necessary for Geron or AngioChem to continue to preserve its license rights under this Agreement, to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property. Such intellectual property and all embodiments thereof shall be promptly delivered to Geron or AngioChem, as the case may be, (i) upon any such commencement of a bankruptcy, insolvency or comparable proceeding upon written request therefor by any court of competent jurisdiction appointingGeron or AngioChem, without as the consent of Lesseecase may be, a receiverunless AngioChem or Geron, trustee or liquidator of Lessee or of substantially as the case may be, elects to continue and continues to perform all of its propertyobligations under this Agreement or (ii) if not delivered under (i) above, upon the rejection of this Agreement (to the extent permitted by Applicable Law) by or substantially all on behalf of AngioChem or Geron, as the property case may be, upon written request therefor by Geron or AngioChem, as the case may be. The foregoing provisions of Lessee shall be sequesteredthis Section 2.6 are without prejudice to any rights Geron or AngioChem may have arising under the Code, and any such orderthe CCAA, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws BIA or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysApplicable Law.

Bankruptcy and Insolvency. (ai) Lessee shall consent The Issuer will promptly provide the Indenture Trustee and the Rating Agency with written notice of the institution of any proceeding by or against the Issuer seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of or the taking of possession by a receiver, trustee or liquidator of itself other similar official for all or of substantially all for any substantial part of its property. The Issuer will not, without obtaining the prior written consent of the Requisite Majority (such consent not to be unreasonably withheld) as well as Rating Agency Confirmation, take any action to waive, repeal, amend, vary, supplement or Lessee otherwise modify the provision of its LLC Agreement which requires action or consent of its special member or limits actions of the Issuer with respect to voluntary insolvency proceedings or involuntary insolvency proceedings of the Issuer. (ii) The Issuer shall admit cause each party to any Operative Agreement, and each party to any other agreement to which the Issuer is a party that is incidental or related to any Operative Agreement, that in writing its inability either such case renders the Issuer a debtor to pay its debts generally as they come duesuch party, to covenant and agree that it shall not, prior to the date which is one year and one day (or does not pay its debts generally as they become due if longer, the applicable preference period then in effect) after the payment in full of the Notes, acquiesce, petition or shall make a general assignment otherwise, directly or indirectly, invoke or cause the Issuer to invoke the process of any governmental authority for the benefit purpose of creditors, commencing or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in sustaining a case against the Issuer under any bankruptcy Laws federal or other state bankruptcy, insolvency Laws (as in effect at such time)or similar law or appointing a receiver, or Lessee shall seek relief by voluntary petitionliquidator, answer or consentassignee, under the provisions of any other bankruptcy trustee, custodian, sequestrator or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any official of the foregoing; or (b) an order, judgment Issuer or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period ordering the winding up or liquidation of 90 daysthe affairs of the Issuer. This provision shall survive the termination of this Master Indenture.

Bankruptcy and Insolvency. If at any time during the Lease Term, (ai) Lessee shall consent to the appointment Tenant or Guarantor files a Petition, (ii) any creditor or other Person that is an Affiliate of Tenant or Guarantor files against Tenant or Guarantor any Petition, or any creditor or other Person (whether or not an Affiliate of Tenant or Guarantor) files against Tenant or Guarantor any Petition, where Tenant or Guarantor, or an Affiliate of Tenant or Guarantor, cooperates or colludes with such creditor or other Person in connection with such Petition or the taking filing thereof, (iii) any creditor or other Person that is not an Affiliate of possession by Tenant or Guarantor files a receiverPetition against Tenant, where none of Tenant or Guarantor or an Affiliate of Tenant or Guarantor cooperates or colludes with such creditor or other Person in connection with such Petition or the filing thereof, and such Petition is not vacated or withdrawn within sixty (60) days after the filing thereof, (iv) a trustee or liquidator receiver is appointed to take possession of itself any of the Demised Properties, or of all or substantially all of its propertythe business or assets of Tenant or Guarantor, and such appointment is not vacated or withdrawn and possession restored to Tenant within sixty (60) days thereafter, (v) a general assignment or arrangement is made by Tenant for the benefit of creditors, (vi) any sheriff, marshal, constable or other duly-constituted public official takes possession of any Demised Property, or Lessee shall admit of all or substantially all of the business or assets of Tenant or Guarantor by authority of any attachment, execution, or other judicial seizure proceedings, and such attachment or other seizure remains undismissed or undischarged for a period of sixty (60) days after the levy thereof, (vii) Tenant admits in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due due; or shall make a general assignment for the benefit of creditors, (viii) Tenant or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or Guarantor files an answer seeking reorganization, liquidation admitting or other relief in failing timely to contest a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions material allegation of any other bankruptcy Petition filed against Tenant or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 daysGuarantor.

Bankruptcy and Insolvency. (a) Lessee shall consent to the appointment of or the taking of possession by a receiver, trustee or liquidator of itself or of all, or substantially all all, of its property, or Lessee shall admit in writing its inability to pay its debts generally as they come due, or does not pay its debts generally as they become due or shall make a general assignment for the benefit of creditors, or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time), or Lessee shall seek relief by voluntary petition, answer or consent, under the provisions of any other bankruptcy or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any of the foregoing; or (b) an order, judgment or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period of 90 days.

Bankruptcy and Insolvency. (ai) Lessee shall consent The Issuer will promptly provide the Indenture Trustee and the Rating Agency with written notice of the institution of any proceeding by or against the Issuer seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of or the taking of possession by a receiver, trustee or liquidator of itself other similar official for all or of substantially all for any substantial part of its property. The Issuer will not, without obtaining the prior written consent of the Requisite Majority (such consent not to be unreasonably withheld) as well as Rating Agency Confirmation, take any action to waive, repeal, amend, vary, supplement or Lessee otherwise modify the provision of its LLC Agreement which requires action or consent of its special member or limits actions of the Issuer with respect to voluntary insolvency proceedings or involuntary insolvency proceedings of the Issuer. (ii) The Issuer shall admit cause each party to any Operative Agreement, and each party to any other agreement to which the Issuer is a party that is incidental or related to any Operative Agreement, that in writing its inability either such case renders the Issuer a debtor to pay its debts generally as they come duesuch party, to covenant and agree that it shall not, prior to the date which is one year and one day (or does not pay its debts generally as they become due if longer, the applicable preference period then in effect) after the payment in full of the Securities, acquiesce, petition or shall make a general assignment otherwise, directly or indirectly, invoke or cause the Issuer to invoke the process of any governmental authority for the benefit purpose of creditors, commencing or Lessee shall file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, liquidation or other relief in sustaining a case against the Issuer under any bankruptcy Laws federal or other state bankruptcy, insolvency Laws (as in effect at such time)or similar law or appointing a receiver, or Lessee shall seek relief by voluntary petitionliquidator, answer or consentassignee, under the provisions of any other bankruptcy trustee, custodian, sequestrator or other similar Law providing for the reorganization or winding-up of corporations (as in effect at such time) or Lessee's board of directors shall adopt a resolution authorizing any official of the foregoing; or (b) an order, judgment Issuer or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Lessee, a receiver, trustee or liquidator of Lessee or of substantially all of its property, or substantially all of the property of Lessee shall be sequestered, and any such order, judgment or decree of appointment or sequestration shall remain in force undismissed, unstayed and unvacated for a period of 90 days after the date of entry thereof; or (c) a petition against Lessee in a case under any bankruptcy Laws or other insolvency Laws (as in effect at such time) is filed and not withdrawn or dismissed within 90 days thereafter, or if, under the provisions of any Law providing for reorganization or winding-up of corporations which may apply to Lessee, any court of competent jurisdiction assumes jurisdiction, custody or control of Lessee or of substantially all substantial part of its property and such jurisdiction, custody or control remains in force unrelinquished, unstayed and unterminated for a period ordering the winding up or liquidation of 90 daysthe affairs of the Issuer. This provision shall survive the termination of this Master Indenture.