Common use of Default by Lessee Clause in Contracts

Default by Lessee. Each of the following shall be an "Event of Default" (sometimes referred to herein as a "default") by Lessee and a material breach of this Lease: (a) Lessee shall fail to make any payment owed by Lessee under this Lease, as and when due, and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, for a period of ten (10) days after notice to Lessee of said failure; provided, however, that if the nature of Lessee's default is such that more than ten (10) days are reasonably required for its cure, then Lessee shall not be deemed to be in default under this Lease if Lessee shall commence the cure of such default so specified within said ten (10) day period and diligently prosecute the same to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure. (c) Lessee shall (i) make any general arrangement or assignment for the benefit of creditors; (ii) become a "debtor" as defined in 11 U.S.C. Section 101 or any successor statute thereto (unless, in case of a petition filed against Lessee, the same is dismissed within 60 days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effect; or

Default by Lessee. Each The following are events of the following shall be an "Event of Default" (sometimes referred to herein as a "default") by Lessee and a material breach of this Lease: (a) Lessee shall fail to make any payment owed default by Lessee under this Lease: A. Lessee fails to pay, as and when due, and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, for a period of within ten (10) days after of when due, any installment of rent or any other payment required pursuant to this Lease, and such failure shall be continuing five (5) days following written notice (which notice may include the cancellation notice described in Section 11.02(E) hereof) thereof from Lessor to Lessee of said failureLessee; provided, however, that if in no event shall Lessee have the nature right to receive or Lessor have the obligation to provide, as a prerequisite to an event of Lessee's default is such that default, more than ten two (102) days are reasonably required for its curewritten notices within any twelve (12) month period; B. Lessee fails to comply with any term, then Lessee shall not be deemed provision or covenant of this Lease, other than the payment of rent and fails to be in default under this Lease if Lessee shall commence cure the cure of such default so specified within said ten (10) day period and diligently prosecute the same to completion failure within thirty (30) days after of receipt of written notice (which notice may include the original cancellation notice to described in Section 11.02(E) hereof) from Lessor; C. Lessee or any guarantor of said failure. Such notice shall be in lieu ofLessee's obligations hereunder files a petition or is adjudged bankrupt or insolvent under any applicable federal or state bankruptcy or insolvency law, and or admits that it cannot in addition to, any notice required under Section 1161 meet its financial obligations as they become due; or a receiver or trustee is appointed for all or substantially all of the California Code assets of Civil Procedure. (c) Lessee shall (i) make or such guarantor; or Lessee or any general arrangement guarantor of Lessee's obligations hereunder makes a transfer in fraud of creditors or makes an assignment for the benefit of creditors; or D. Lessee does or permits to be done any act which results in a lien being filed against the Leased Premises or the Building and Lessee fails to contest the lien diligently and in good faith or does not prevail, within sixty (ii60) become a "debtor" as defined in 11 U.S.C. Section 101 or any successor statute thereto (unlessdays of the date the lien is filed, in case of a petition filed against Lessee, its efforts to remove the same is dismissed within 60 days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effect; orlien.

Default by Lessee. Each of the The following events shall be deemed to be events of default by Lessee under this Agreement (each such event of default is hereinafter referred to as an "Event of Default" (sometimes referred to herein as a "default") by Lessee and a material breach of this Lease:): (a) A. Lessee shall fail to make timely pay any monthly rental payment owed by Lessee under this Lease, as referenced in paragraph 3 above or any other sum of money due hereunder and when due, and the Lessor such failure shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, continue for a period of ten (10) days; B. Lessee shall fail to comply with any provision of this Agreement not requiring the payment of money, all of which provisions shall be deemed material, and such failure shall continue for a period of twenty days after written notice of such default is delivered to Lessee; C. Lessee shall become insolvent or fail to pay its debts as they become due or Lessee notifies Lessor that it anticipates either condition; D. Lessee takes any action to file a petition under any section or chapter of said failurethe United States Bankruptcy Code or under any similar law or statute of the United States or any state thereof or a petition shall be filed against Lessee under any such statute or Lessee or may creditor of Lessee notifies Lessor that it knows such a petition will be filed or Lessee notifies Lessor that it expects such a petition to be filed; provided, however, that if or E. A receiver or trustee shall be appointed for Lessee's leasehold interest in the nature Premises or for all or a substantial part of Lessee's default is assets. Upon the occurrence of an Event of Default, Lessor may at its option and without further notice to Lessee, and in addition to all other remedies given hereunder or by law or in equity, do any one or more of the following: (A) terminate this Agreement, in which event Lessee shall immediately surrender possession of the Premises to Lessor; (B) enter upon the Premises and expel or remove Lessee and/or Lessee's Equipment therefrom, with or without having terminated this Agreement; and (C) change or re-key all locks to entrances to the Site and Lessor shall have no obligation to give Lessee notice thereof or to provide Lessee with a new key to the Site. The exercise by Lessor of any one or more remedies hereunder shall not constitute an acceptance of the surrender of the Premises by Lessee. Lessee acknowledges that a surrender of the Premises can be effected only by a written agreement between Lessor and Lessee. If Lessor terminates this Agreement by reason of an Event of Default, Lessee shall pay to Lessor the sum of (A) the cost of recovering the Premises; (B) the unpaid monthly payments and all other indebtedness accrued hereunder to the term of such that more than ten termination; (10C) days are reasonably required to the extent the same were not paid, the cost of repairing, altering or otherwise putting the Premises into a condition acceptable to a new tenant or tenants (if Lessor elects to so relet) (collectively, the "Reletting Expenses"); (D) all expenses incurred by Lesser in enforcing Lessor's remedies, including attorneys' fees and court costs; (B) the total monthly payments and other benefits which Lessor would have received under this Agreement for its curethe remainder of the term, minus any net sums thereafter received by Lessor through reletting the Premises during such period; and (F) any other damages or relief which Lessor may be entitled to at law or in equity. Lessee shall not be entitled to any excess rent obtained by Lessor reletting the Premises. If Lessor repossesses the Premises without terminating this Agreement by reason of an Event of Default, then Lessee shall pay to Lessor the sum of (A) the cost of recovering the Premises; (B) the unpaid monthly payments and all other indebtedness accrued hereunder to the date of such repossession; (C) the Reletting Expenses; (D) all expenses incurred by Lessor in enforcing Lessor's remedies, including attorneys' fees and court costs; (B) the total monthly payments and other benefits which Lessor would have received under this Agreement for the remainder of the term, minus any net sums thereafter received by Lessor through reletting the Premises during such period; and (F) any other damages or relief which Lessor may be entitled to at law or in equity. Re-entry by Lessor will not affect the obligations of Lessee for the unexpired term of this Agreement. Lessee shall not be deemed entitled to any excess rent obtained by Lessor reletting the Premises, Actions to collect amounts due by Lessee may be in default under this Lease if Lessee shall commence brought on one or more occasions without the cure necessity of such default so specified within said ten (10) day period and diligently prosecute Lesson's waiting until the same to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 expiration of the California Code term of Civil Procedure. (c) Lessee this Agreement. Upon termination of this Agreement or repossession of the Premises due to an Event of Default, Lessor shall (i) make any general arrangement not be obligated to relet or assignment for the benefit of creditors; (ii) become a "debtor" as defined in 11 U.S.C. Section 101 or any successor statute thereto (unless, in case of a petition filed against Lessee, the same is dismissed within 60 days); (iii) the appointment of a trustee or receiver attempt to take possession of substantially all of Lessee's assets located at relet the Premises or any portion thereof or to collect rent after reletting, but Lessor shall have the option to relet the whole or any portion of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that for any provision of this subparagraph is contrary period to any applicable law, such provision shall be of no force or effect; ortenant and for any use and purpose.

Default by Lessee. Each The following are Events of the following shall be an "Event of Default" (sometimes referred to herein as a "default") Default by Lessee and a material breach of under this Lease: (a1) Lessee fails to pay, when due, any installment of rent or any other payment required pursuant to this Lease that remains unpaid more than five business days after the Lessee receives written notice from Lessor of the delinquency, provided that Lessor shall fail only be required to make give Lessee two such notices in any payment owed by twelve month period; (2) [Intentionally left blank] (3) Lessee under fails to comply with any term, provision or covenant of this Lease, as and when dueother than the payment of rent, and the which is not complied with within fifteen (15) business days after Lessee receives written notice from Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure; (b) Lessee shall fail purported failure to observe, keep or perform any of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, for a period of ten (10) days after notice to Lessee of said failurecomply; provided, however, that if the nature of Lessee's default is such that more than ten the failure cannot reasonably be cured within the fifteen (1015) days are reasonably required for its curebusiness day period, then Lessee shall an Event of Default will not be deemed to be in default under this Lease if occur provided that Lessee shall commence commences the cure of such default so specified within said ten the fifteen (1015) business day period and diligently prosecute proceeds to complete the same to completion cure but in all events completes the cure within thirty ninety (3090) days after the original of receiving notice to from Lessor; (4) Lessee or any guarantor of said failure. Such notice shall be in lieu ofLessee’s obligations hereunder files a petition or is adjudged bankrupt or insolvent under any applicable federal or state bankruptcy or insolvency law, or admits that it cannot meet its financial obligations as they become due; or a receiver or trustee is appointed (and not in addition to, any notice required under Section 1161 removed within 60 days thereafter) for all or substantially all of the California Code assets of Civil Procedure. (c) Lessee shall (i) make or such guarantor; or Lessee or any general arrangement guarantor of Lessee’s obligations hereunder makes a transfer in fraud of creditors or makes an assignment for the benefit of creditors; or (ii5) become Lessee does or permits to be done any act which results in a "debtor" as defined in 11 U.S.C. Section 101 or any successor statute thereto (unless, in case of a petition lien being filed against Lessee, the same is dismissed within 60 days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Leased Premises or of Lessee's interest in this Leasethe Building, where possession which is not restored to Lessee removed within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest time provided in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effect; orSection 6.3.

Default by Lessee. 15.1 Each of the following events shall be constitute an "Event of Default" (sometimes referred to herein as a "default") by Lessee and a material breach of this Lease: (a) Lessee if default shall fail to make any payment owed be made by Lessee in the making of payment of any Rent, Reserve Rate, Agreed Value, and/or of any other Supplemental Rent, within 5 Business Days after the date when due and payable under this Lease, as and when due, and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice ; or (i) if default shall be made by Lessee at any time in lieu ofthe procurement or maintenance of any insurance coverage prescribed herein or (ii) any insurance which may be maintained by Lessor, and not in addition to, any Head Lessor or Indenture Trustee under Article 11.4 is cancelled or terminated or notice required under Section 1161 of the California Code of Civil Procedure;cancellation is given; or (bc) if default shall be made by Lessee shall fail to observe, keep in the observance or perform performance of any of the terms, covenants, agreements or conditions under other obligations of Lessee contained in this Lease that Lessee and, if such default is obligated to observe or performin the opinion of Lessor capable of remedy, other than that described in subsection (a) above, such default shall continue for a period of ten fifteen (1015) days Business Days after notice from Lessor to Lessee of said failurespecifying the default and requiring that the same be remedied; provided, however, that or (d) if the nature of Lessee's default is such that more than ten any representation or warranty made (10) days are reasonably required for its cure, then Lessee shall not be or deemed to be repeated) by Lessee in default or pursuant to this Lease or in any document or certificate or statement referred to in or delivered under this Lease is or proves to have been incorrect in any material respect when made or deemed to be repeated and such incorrectness, if capable of being cured, shall continue for fifteen (15) Business Days after written notice from Lessor specifying such incorrectness; or (e) if any borrowed money having an outstanding principal amount in excess of $4,000,000.00 (Dollars Four Million) of Lessee or any of its subsidiaries is not paid when due, or by reason of breach or default under the terms of any instrument evidencing or guaranteeing the same on the part of Lessee or any of its subsidiaries any borrowed money having an outstanding principal amount in excess of $4,000,000.00 (Dollars Four Million) of Lessee or any of its subsidiaries becomes due or capable of being declared due prior to the date when it would otherwise have become due, or the security for any such borrowed money or any guarantee in respect thereof becomes enforceable; or (f) if an encumbrancer takes possession or a receiver, administrator, administrative receiver, trustee, liquidator or similar officer is appointed of the whole or any substantial part of the assets, rights or revenues of Lessee or any of its subsidiaries or a distress, execution, sequestration or other process is levied or enforced upon or sued out against all or a substantial part of the assets, rights or revenues of Lessee or any of its subsidiaries and is not discharged within fourteen days, or Lessee applies for or consents to the appointment of a receiver, administrator, administrative receiver, trustee, liquidator or similar officer for it or for all or any part of its assets, rights or revenues; or (g) if Lessee shall commence the cure or any of such default so specified within said ten (10) day period and diligently prosecute the same its subsidiaries suspends payment of its debts, or is unable or admits its inability to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice pay its debts as they fall due, or shall be in lieu ofadjudicated or found, and not in addition toor becomes, bankrupt or insolvent, or proposes or enters into any notice required under Section 1161 of the California Code of Civil Procedure. (c) Lessee shall (i) make any general composition or other arrangement or assignment for the benefit of its creditors generally, or Lessee or any of its subsidiaries shall, by voluntary petition, answer or consent, seek relief under the provisions of any bankruptcy, insolvency or other similar law providing for the reorganization, liquidation, administration, dissolution or winding-up of corporations, or providing for an agreement, composition, extension or adjustment with its creditors; or (h) if a petition against Lessee in a proceeding under applicable bankruptcy or other insolvency laws shall be filed and shall not be withdrawn or dismissed within 30 days thereafter, or if any order shall be made by any competent court or resolution passed by Lessee or any of its subsidiaries or their respective board of management or supervisory board, whichever is competent to pass such resolution for the winding-up or dissolution of Lessee or any of its subsidiaries or for the appointment of a liquidator, trustee or conservator, save for winding-up or dissolution for the purposes of amalgamation or reorganization (not involving or arising out of insolvency) the terms of which shall have received the prior written approval of Lessor; or (i) if Lessee or any of its subsidiaries disposes of all or a material part of its assets, whether by one or a series of transactions, related or not, other than for the purpose of a reconstruction or amalgamation the terms of which have received the previous consent in writing of Lessor; or (j) if any action shall be taken by Lessee which shall impair the rights, title or ownership of Lessor or Head Lessor or the Security Interest of Indenture Trustee, in the Aircraft or this Lease, or this Lease is or becomes wholly or partly invalid, ineffective or unenforceable by reason of any act or omission of Lessee; or (k) if any consent, authorization, license, certificate or approval of or registration with or declaration to any Government Entity in connection with this Lease including, without limitation: (i) Lessee's air carrier operating certificate issued pursuant to Chapter 447 of the Federal Aviation Act; or (ii) become required by Lessee or as a "debtor" as defined condition precedent required by Lessor pursuant to Article 2.3 to authorize, or in 11 U.S.C. Section 101 or any successor statute thereto (unless, in case of a petition filed against Lesseeconnection with, the same is dismissed within 60 days)execution, delivery, validity, enforceability or admissibility in evidence of this Lease or the performance by Lessee of its obligations under this Lease; or (iii) the appointment registration of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 daysAircraft; or or (iv) any airline license or air transport license; is changed such that it materially impairs the attachmentability of Lessee to perform its obligations hereunder, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises is withheld, or of Lessee's interest is revoked, suspended, cancelled, withdrawn, terminated or not renewed, or otherwise ceases to be in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effectfull force; or

Default by Lessee. Each If Lessee defaults in the payment of the following shall any sum of money to be an "Event of Default" (sometimes referred to herein as a "default") by Lessee and a material breach of this Lease: (a) Lessee shall fail to make any payment owed by Lessee under this Lease, as and when due, and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions paid under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, and such default continues for a period of ten (10) days after written notice to Lessee of said failuresuch default; provided, however, that or if the nature of Lessee's default is such that more than Lessee fails to perform any covenant or condition required to be performed by Lessee which failure shall not be remedied within ten (10) days are reasonably required for its cure, then Lessee shall not be deemed after notice thereof by Lessor to be in default under this Lease Lessee; or if Lessee shall commence the cure dissolve, make or commit any act of bankruptcy, or if any proceeding under any bankruptcy or insolvency statute of any laws relating to relief of debtors is commenced by Lessee, or if any such default so specified within said ten (10) day period proceeding is commenced against Lessee and diligently prosecute the same to completion shall not have been removed within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code date of Civil Procedure. (c) the filing thereof, or if a receiver, trustee or liquidator is appointed for Lessee shall (i) make any general arrangement or assignment for the benefit all or a substantial part of creditors; (ii) become a "debtor" as defined in 11 U.S.C. Section 101 Lessee’s assets with Lessee’s consent, or any successor statute thereto (unlessif, in case of a petition filed against without Lessee’s consent, the same is dismissed shall not have been removed within 60 days); thirty (iii30) days of the date of the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 daysthereof; or if an order, judgment or decree be entered by a court of competent jurisdiction and continue unpaid and in effect for any period of thirty (iv30) the attachment, consecutive days without a stay of execution; or if a writ of attachment or execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is levied on any car and is not discharged within 30 days. Providedten (10) days thereafter, however, in Lessor may exercise one or more of the event that any provision of this subparagraph is contrary following remedies with respect to any applicable law, such provision shall be of no force or effect; orthe cars:

Default by Lessee. Each The following are events of the following shall be an "Event of Default" (sometimes referred to herein as a "default") default by Lessee and a material breach of under this Lease: (a) Lessee shall fail fails to make pay, when due, any installment of rent or any other payment owed by Lessee under required pursuant to this Lease, as and when due, and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, failure continues for a period of ten (10) days after following written notice from Lessor to Lessee; provided Lessor shall not be obligated to provide such notice more than twice in any twelve month period; (b) Lessee fails to comply with any term, provision or covenant of said failurethis Lease, other than the payment of rent, and such failure continues for a period of thirty (30) days following written notice from Lessor to Lessee; provided, however, that if the nature of Lessee's ’s default is such that more than ten thirty (1030) days are reasonably required for its cure, then Lessee shall not be deemed to be in default under this Lease if Lessee shall commence the such cure of such default so specified within with said ten thirty (1030) day period and thereafter diligently prosecute the pursues same to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure.completion; (c) Lessee shall (i) make or any general arrangement guarantor of Lessee’s obligations hereunder files a petition or is adjudged bankrupt or insolvent under any applicable federal or state bankruptcy or insolvency law, or admits that it cannot meet its financial obligations as they become due; or a receiver or trustee is appointed for all or substantially all of the assets of Lessee or such guarantor; or Lessee or any guarantor of Lessee’s obligations hereunder makes a transfer in fraud of creditors or makes an assignment for the benefit of creditors; (ii) become a "debtor" as defined in 11 U.S.C. Section 101 or any successor statute thereto (unless, in case of a petition filed against Lessee, the same is dismissed within 60 days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effect; or

Default by Lessee. Each and every covenant and agreement contained in this Agreement is declared to be a condition to this Agreement, and to the Premises hereby demised to Lessee. Lessee shall be considered to have materially breached this Agreement, giving Lessor the remedies specified in Section 9.3 below, in the event that any one or more of the following occur: 9.2.1 Lessee fails or refuses to pay to Lessor any rent due hereunder when due, and such rent remains unpaid for five (5) days after written notice to pay rent or surrender possession of the Premises is served on Lessee by Lessor; or 9.2.2 Lessee defaults in the performance of or breaches any covenant, condition or provision contained in this Agreement other than as set forth in Section 9.2.1 hereinabove, and such default or breach is not cured within twenty (20) days after written notice thereof is served by Lessor on Lessee; or 9.2.3 Lessee abandons or vacates the Premises; or 9.2.4 Lessee becomes insolvent; for purposes of this Agreement, Lessee shall be an "Event of Default" (sometimes referred conclusively presumed to herein as a "default") by Lessee and a material breach of this Leasehave become insolvent if: (a) Lessee shall fail A receiver is appointed to make any payment owed by Lessee under this Lease, as and when due, and the Lessor shall have delivered a Notice to Pay take possession of all or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 substantially all of the California Code Lessee’s property because of Civil Procedure;insolvency; or (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, for makes a period of ten (10) days after notice to Lessee of said failure; provided, however, that if the nature of Lessee's default is such that more than ten (10) days are reasonably required for its cure, then Lessee shall not be deemed to be in default under this Lease if Lessee shall commence the cure of such default so specified within said ten (10) day period and diligently prosecute the same to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure. (c) Lessee shall (i) make any general arrangement or assignment for the benefit of creditors; or (iic) become Lessee allows any judgment against Lessee to remain unsatisfied or unbonded for a "debtor" as defined in 11 U.S.C. Section 101 period of thirty (30) days or longer; or (d) An attachment or execution is levied upon or against any successor statute thereto (unless, in case of a petition filed against Lessee, the same is dismissed within 60 days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises ’s right, title or of Lessee's interest in or under this LeaseAgreement, where possession is and the same shall not restored to Lessee have been released within 30 days; or thirty (iv30) days from the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effectdate thereof; or (e) Proceedings in receivership or bankruptcy have been or are about to be instituted against Lessee; or (f) Lessee is adjudicated a bankrupt.

Default by Lessee. Each of In the following shall be an "Event of Default" (sometimes referred to herein as a "default") by Lessee and a material breach of this Lease: (a) event Lessee shall fail to make any payment owed pay the monthly rental by Lessee under this Lease, as and when due, and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 tenth (10TH) day of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, month and such failure continues for a period of ten (10) days after notice to Lessee of said failure; provided, however, that if the nature of Lessee's default is such that more than ten (10) days are reasonably required for its cure, then Lessee shall not be deemed to be in default under this Lease if Lessee shall commence the cure of such default so specified within said ten (10) day period and diligently prosecute the same to completion within thirty (30) days after Lessee receives written notice from Lessor of such failure or if Lessee is adjudicated as bankrupt; or if Lessee files a petition in bankruptcy under any section or division of the original notice to Lessee of said failure. Such notice shall be in lieu ofbankruptcy law; or if an involuntary petition is bankruptcy is filed against Lessee, and same is not withdrawn or dismissed within sixty (60) days from the filing thereof; or if a receiver or trustee is appointed for Lessee’s property and the order appointing such receiver or trustee remains in addition toforce for sixty (60) days after the entry of such order; or if, whether voluntarily or involuntarily, Lessee takes advantage of any notice required debtor relief proceedings, under Section 1161 of any present or future law, whereby the California Code of Civil Procedure. (c) rent or any part thereof is, or is proposed to be, reduced or payment thereof deferred; or if Lessee shall (i) make any general arrangement or makes an assignment for the benefit of creditors; (ii) become a "debtor" as defined in 11 U.S.C. Section 101 or any successor statute thereto (unless, in case of a petition filed if Lessee’s effects should be levied upon or attached under process against Lessee, not satisfied or dissolved within sixty (60) days after written notice from Lessor to Lessee to obtain satisfaction thereof; or if Lessee shall fail to perform or observe any other covenant, agreement, or condition to be performed or kept by the same is dismissed within 60 days); (iii) Lessee under the appointment terms and provisions of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored and such failure shall continue for thirty (30) days after written notice thereof has been given by Lessor to the Lessee; then in any one of such events, Lessor shall have the right, at the option of the Lessor, then or at any time thereafter while such default or defaults shall continue, to elect either: (1) to cure such default or defaults at the expense of Lessee and without prejudice to any other remedies which it might otherwise have, any payment made or expenses incurred by Lessor in curing such default shall bear interest thereon at 18% per annum, or at such maximum legal rate as permitted by Louisiana law, whichever shall be lower, to be and become additional rent to be paid by Lessee within 30 daysthirty (30) days of written request therefor from Lessor; or (iv2) the attachment, execution or other judicial seizure to terminate this Lease and upon said termination of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where Lessee shall immediately surrender possession of the Premises to Lessor; or (3) re-enter the Premises and dispossess Lessee and anyone claiming under Lessee, by summary proceedings pursuant to the laws of the State of Louisiana and remove their effects, and take complete possession of the Premises and elect to continue this Lease in full force and effect, but with the right at any time thereafter to declare this Lease terminated and the term ended; or (4) exercise any other remedies or maintain any action permitted to Landlords pursuant to the Laws of the State of Louisiana. After such seizure is not discharged within 30 daystermination or in such re-entry the Lessor may, under process of law, have all persons and Lessee’s personal property removed from the Premises. ProvidedLessee hereby covenants in such event, for itself and all others occupying the Premises under Lessee, to peacefully yield up and surrender the Premises to the Lessor. Should Lessor declare this Lease terminated and the term ended, as provided for herein, the Lessor shall be entitled to recover from Lessee the rental and all other sums due and owing by Lessee to the date of termination, including any rental amounts heretofore waived, plus the costs of curing any of Lessee’s defaults existing at or prior to the date of termination, including reasonable attorney’s fees, plus the deficiency, if any, between Lessee’s rental hereunder and the rental that could be obtained by Lessor on another lease for the balance of the term remaining under this Lease, however, Lessor shall not be obligated to re-let the Premises, but shall use its best efforts to mitigate its damages. Should Lessor, following default as aforesaid, elect to continue this Lease in full force, Lessor may, but shall not be obligated to, rent the Premises by private negotiations, with or without advertising, and on the best terms available for the remainder of the term hereof, or for such longer or shorter period as Lessor shall deem advisable. Lessee shall remain liable for payment of all rentals and other charges and costs imposed on Lessee herein, in the event that amounts, at the times and upon the conditions as herein provided, but Lessor shall credit against such liability of the Lessee all amounts received by Lessor from such reletting after first reimbursing itself for all reasonable costs incurred in curing Lessee’s defaults and re-entering, preparing and refinishing the Premises for reletting, and reletting the Premises, and for the payment of any provision of this subparagraph is contrary procurement fee or commission paid to any applicable lawobtain another tenant, such provision shall be of no force or effect; orand for all reasonable attorney fees and legal costs incurred by Lessor.

Default by Lessee. Each of the following 29.1 If default shall be an "Event made in the payment of Default" (sometimes referred any sum to herein as a "default") by Lessee and a material breach of this Lease: (a) Lessee shall fail to make any payment owed be paid by Lessee under this Lease, as and when due, and the Lessor default shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, continue for a period of ten (10) days after notice following receipt of written notice, or default shall be made in the performance of any of the other covenants or conditions which Lessee is required to Lessee observe and to perform, and such default (other than extra-hazardous use of said failure; providedthe Leased Premises) shall continue for twenty (20) days following written notice, however, that or if the nature interest of Lessee under this Lease shall be levied on under execution or other legal process, or if any petition shall be filed by or against Lessee or any Guarantor hereof to declare Lessee or any Guarantor hereof bankrupt or to delay, reduce or modify Lessee's debts or obligations, or that of any Guarantor hereof or if any petition shall be filed or other action taken to reorganize or modify Lessee's capital structure, or that of any Guarantor hereof or if Lessee or any Guarantor hereof is declared insolvent according to law, or if any assignment of Lessee's property or that of any Guarantor hereof shall be made for the benefit of creditors, or if a receiver or trustee is appointed for Lessee or any Guarantor or its property, or, if either Lessee or any Guarantor hereof is a corporation and a majority of the common voting stock of Lessee or such Guarantor is sold, transferred, assigned, or conveyed (whether voluntarily or involuntarily) without the prior written consent of Lessor, or if either Lessee or any Guarantor hereof is a joint venture, partnership or like entity and a majority of the ownership interest therein is sold, transferred, assigned or conveyed (whether voluntarily or involuntarily) without the prior written consent of Lessor (excepting the case of a sale or transfer of corporate or joint venture/partnership interests to family members or affiliates); or upon any other event of default is described in any other provision of this Lease; then Lessor may treat the occurrence of any one or more of the foregoing events as a breach of this Lease (provided that no such that more than ten levy, execution, legal process or petition filed against Lessee shall constitute a breach of this Lease if Lessee shall vigorously contest the same by appropriate proceedings and shall remove or vacate the same within thirty (1030) days from the date its creation, service or filing) and thereupon, at Lessor's option, may have any one or more of the following described remedies in addition to all other rights and remedies provided at law or in equity: 29.1.1 Lessor may terminate this Lease and forthwith repossess the Leased Premises and be entitled to recover forthwith as damages a sum of money equal to the total of (i) the cost of recovering the Leased Premises, (ii) the unpaid rent earned at the time of termination, plus interest thereon at the rate of eighteen percent (18%) per annum from the due date, (iii) the balance of the rent for the remainder of term less the fair market value of the Leased Premises for said period and (iv) any other sum of money and damages owed by Lessee to Lessor. 29.1.2 Alter locks and other security devices at the Leased Premises. 29.1.3 Lessor may terminate Lessee right to possession (but not the Lease) and may repossess the Leased Premises by forcible entry or detainer suit or otherwise, without demand or notice of any kind to Lessee and without terminating this Lease, in which event Lessor may, but shall be under no obligation to do so unless provided by law, relet the Leased Premises or any portion thereof for the account of Lessee for such rent and upon such terms as shall be satisfactory to Lessor, as further provided in Paragraph 31. 1. For the purpose of such reletting, Lessor is authorized to decorate or to make any repairs, changes, alteration or additions in or to Leased Premises, or if the same are reasonably required relet and a sufficient sum shall not be realized from such reletting after paying the unpaid basic and additional rent due hereunder earned but unpaid at the time of reletting plus eighteen percent (18%) per annum thereon, no such reletting shall be construed as an election on the part of Lessor to terminate this Lease unless a written notice of such intention be given by Lessor to Lessee. Notwithstanding any such reletting without termination, Lessor may at any time thereafter elect to terminate this Lease, for its curesuch pervious breach. All claims or damages by reason of re-entry and/or possession and/or alteration of locks or other security devices are hereby waived as are all claims for damages by reason of any distress warrant, then forcible detainer proceedings, sequestration proceedings or any other legal process. Lessee agrees that any re-entry by Lessor may be pursuant to judgment obtained in detainer proceedings or other legal proceedings or without the necessity for any legal proceedings, as Lessor may elect and Lessor shall not be liable in trespass or otherwise. 29.1.4 The exercise by Lessor of any one or more remedies granted under Article 30 or otherwise available to Lessor shall not be deemed to be in default under this Lease if Lessee shall commence the cure an acceptance of such default so specified within said ten (10) day period and diligently prosecute the same to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 surrender of the California Code of Civil Procedure. (c) Lessee shall (i) make any general arrangement or assignment for the benefit of creditors; (ii) become a "debtor" as defined in 11 U.S.C. Section 101 or any successor statute thereto (unless, in case of a petition filed against Leased Premises by Lessee, the same is dismissed within 60 days); (iii) the appointment whether by agreement or by operation of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, it being understood that such provision shall surrender can be effected only by the written agreement of no force or effect; orLessor and Lessee.

Default by Lessee. Each of In the following shall be an "Event of Default" event LESSEE, after five (sometimes referred to herein as a "default"5) by Lessee and a material breach of this Lease: (a) Lessee days' written notice from LESSOR, shall fail to make any payment owed by Lessee under this Leasethe payments as herein provided or after twenty (20) days' written notice, as and when due, and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions its covenants under this Lease that Lessee is obligated to observe Agreement, or perform, other than that described in subsection the event LESSEE or any quarantor (a) above, for shall make a period of ten (10) days after notice to Lessee of said failure; provided, however, that if the nature of Lessee's default is such that more than ten (10) days are reasonably required for its cure, then Lessee shall not be deemed to be in default under this Lease if Lessee shall commence the cure of such default so specified within said ten (10) day period and diligently prosecute the same to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure. (c) Lessee shall (i) make any general arrangement or assignment for the benefit of creditors; (ii) become , or suffer a "debtor" as defined in 11 U.S.C. Section 101 receiver or any successor statute thereto (unless, in case trustee to be appointed of a petition filed against Lessee, the same is dismissed within 60 days); (iii) the appointment of a trustee all or receiver to take possession of substantially all of Lessee's assets located at the Premises its assets, or file or suffer to be filed any petition under any bankruptcy or insolvency law of Lessee's interest in this Lease, where possession any jurisdiction which is not restored to Lessee dismissed within 30 sixty (60) days; or (ivb) is in default under any other Agreement it may have with the attachmentLESSOR; or (c) shall deliver or make any representation or warranty made herein, execution or in any document delivered to LESSOR in connection herewith which shall prove to be false or misleading in any material respect; then in such event LESSOR may, at its option, in addition to any other remedies which may be available to it at law or in equity: (i) terminate this Agreement with respect to any or all of the Vehicles hereunder, in which event such Vehicles shall immediately be delivered, at LESSEE's cost and expense, to a location or locations specified by LESSOR not in excess of 1,000 miles and recover from LESSEE all unpaid rentals due and other charges due prior to the termination and repossession of such Vehicles by LESSXX, xxgether with all reasonable costs and expenses, including reasonable attorneys' fees, incurred by LESSOR in connection with terminating this Agreement and repossessing such Vehicles. LESSXX shall thereafter be released from any further liability under this Agreement except with respect to the LESSEE's indemnity covenants in connection with events that occurred prior to the termination and repossession of the Vehicles and LESSOR shall be entitled to retain any and all proceeds from the sale or other judicial seizure disposition of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effectVehicles; or

Default by Lessee. Each 21.1 Upon the happening of any one or more of the following events as expressed below the Lessor shall be an "Event of Default" (sometimes referred to herein as a "default") by Lessee have any and a material breach of all rights and remedies hereinafter set forth in this LeaseArticle XXI: (a) If Lessee shall should fail to make pay any payment owed by Lessee under this Leaseone or more monthly installment of rent, or any other sums required to be paid hereunder, whether Additional Rent or otherwise, as and when the same becomes due, after written notice of same to Lessee and the Lessor shall have delivered a Notice reasonable time to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure;cure. (b) If a petition in bankruptcy (including all proceedings under the Bankruptcy Act) be filed by or against the Lessee shall fail and such petition is not dismissed within thirty (30) days from the filing thereof; (c) If an assignment for the benefit of creditors is made by Lessee; (d) If any Court appoints a receiver or other Court officer of Lessee's property and such receivership is not dismissed within thirty (30) days from such appointment; (e) If Lessee without the prior written consent of Lessor, vacates the Demised Premises or abandons possession thereof, or uses the Demised Premises for purposes other than the purposes for which the same are hereby leased, or ceases to observeuse the Demised Premises for the purposes herein required; notwithstanding anything to the contrary in this section 21.1(e), keep or perform any of the terms, covenants, agreements or conditions under this Lease that provided Lessee is obligated to observe or performnot in monetary default, other than that described in subsection (a) above, is using the Premises for a period permitted or Lessor consented use, not to be unreasonably withheld, and is paying rent, this section is null and void. (f) If Lessee violates any other term, condition or covenant of Lessee herein contained, and fails to commence and proceed with diligence and dispatch to remedy the same within ten (10) days after written notice thereof is given by Lessor to Lessee. 21.2 Upon any such default or breach as specified above, Lessor may terminate this Lease on three (3) days prior notice to Lessee, and re-enter and take possession of the Demised Premises with or without legal process. Upon any such default or breach, Lessor may from time to time, without terminating this Lease, re-enter and re-let the Demised Premises, or any part thereof, with or without legal process, or re-enter and correct any default or breach by Lessee as the agent and for the account of said failure; providedLessee upon such terms and conditions as Lessor may deem advisable or satisfactory, in which event the rents received on such re-letting and collection including necessary renovations and alterations of the Demised Premises, cleaning expenses, reasonable attorneys' fees and any real estate commissions or any costs of making corrections or repairs shall accrue as Additional Rent. If a sufficient sum shall not be thus realized to pay such sums and other charges, Lessor's may demand, (i) Lessee pay to Lessor any deficiency monthly notwithstanding Landlord may have received rental in excess of the rental stipulated in this Lease in previous or subsequent months, and Lessor may bring an action therefor as such monthly deficiency shall arise, or (ii) the entire unpaid rent and other charges reserved in this Lease for the remaining Term be immediately due and payable by Lessee. Nothing herein, however, that shall be construed to require Lessor to pay Lessee any surplus of any sums received by Lessor on a re-letting of the Demised Premises in excess of the rent provided in this Lease. 21.3 Upon termination or breach of this Lease or re-entry upon the Demised Premises for any reason set forth herein or where the same is permitted by law, the Minimum Base Rents for the balance of the Term plus any renewal or extension thereof, plus any Additional Rent or indebtedness due Lessor, plus a 10% surcharge for legal fees and costs of collection, and other indebtedness, if any, shall become immediately due and payable, at the nature option of the Lessor, and without regard to whether or not possession of the Demised Premises shall have been surrendered to or accepted by Lessor and Lessor may commence action immediately thereupon and recover judgement therefor. 21.4 Lessor shall have the right to remove all or any part of Lessee's property from the Demised Premises and any property so removed may be stored at the cost of and for the account of Lessee, and Lessor shall not be responsible for the care or safekeeping thereof, and Lessee hereby waives claim against Lessor for any and all loss, destruction and/or damage or injury which may be occasioned by any of the aforesaid acts. 21.5 No re-entry or taking possession of the Demised Premises by Lessor shall be construed as an election by Lessor to terminate this Lease unless a written notice of such intention is given to Lessee. Notwithstanding any such re-letting without termination, Lessor may at all times thereafter, elect to terminate this Lease for such previous default is or breach. Any re-entry shall be allowed without hindrance, and Lessor shall not be liable in damages for any such that more than ten (10) days are reasonably required for its curere-entry, then Lessee nor guilty of trespass nor forcible entry. 21.6 Any rental which may be due Lessor, whether by acceleration or otherwise, as herein provided in this Article XXI, shall include the rent provided in Article III as well as the Additional Rent payable as provided in this Lease. 21.7 Any and all rights, remedies and options given in this Lease to Lessor shall be cumulative, in addition to and without waiver of or in derogation of any right or remedy given to it under any law now or hereafter in effect. 21.8 The waiver by Lessor of any breach of any term, condition or covenant herein contained in a singular instance shall not be deemed to be a waiver of such term, condition or covenant for the duration of the Lease. The consent or approval by Lessor to or of any act by Lessee requiring Lessor's consent or approval in default under a single instance shall not be deemed to waive or render unnecessary Lessor's consent or approval to or of any subsequent or similar act by Lessee. No re-entry hereunder shall bar the recovery of rents or damages for the breach of any of the terms, conditions or covenants by Lessee herein contained. The receipt of rent after breach or a condition broken, or delay by Lessor to enforce any right hereunder, shall not be deemed a waiver or forfeiture, or a waiver of the right of Lessor to annul this Lease if or to re-enter the Demised Premises or to re-let same. 21.9 If Lessor or Lessee employs an attorney to collect any rents or other sums due hereunder or to enforce the performance of any obligation hereunder, or on account of the breach by the other party of any term condition or covenant hereof, the non-prevailing party shall commence the cure pay all reasonable costs and expenses of such default so specified within said ten (10) day period and diligently prosecute the same to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu ofaction, and including, but not in addition limited to, any notice required under Section 1161 of the California Code of Civil Procedureattorney's fees. (c) Lessee shall (i) make any general arrangement or assignment for the benefit of creditors; (ii) become a "debtor" as defined in 11 U.S.C. Section 101 or any successor statute thereto (unless, in case of a petition filed against Lessee, the same is dismissed within 60 days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effect; or

Default by Lessee. Each 18.01 The occurrence of any one or more of the following shall be an events ("Event Events of Default" (sometimes referred to herein as a "default") by Lessee and shall constitute a material default and breach of this LeaseLease by Lessee: (a) Lessee shall fail to make any payment owed Any failure by Lessee under this Leaseto pay any rental or any other sum required to be paid by Lessee hereunder, as and when due, the same becomes due and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure;payable. (b) Any failure by Lessee shall fail to observe, keep or observe and perform any other provision of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe be observed or performperformed by Lessee, other than that described in subsection where such failure continues fifteen (a) above, for a period of ten (1015) days after written notice thereof by Lessor to Lessee of said failureLessee; provided, however, that if the nature of Lessee's such default is such that more than ten it cannot reasonably be cured within such fifteen (1015) days are reasonably required for its cureday period, then Lessee shall not be deemed to be in default under this Lease if Lessee shall within such period commence the such cure of such default so specified within said ten (10) day period and thereafter diligently prosecute the same to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedurecompletion. (c) The making by Lessee shall (i) make of any general assignment or general arrangement or assignment for the benefit of creditors; (ii) become the fling by or against Lessee of a "debtor" as defined in 11 U.S.C. Section 101 petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any successor statute thereto law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within 60 ninety (90) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 sixty (60) days; : or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Demised Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 forty-five (45) days. Provided. 18.02 Any notice given under this Article shall specify the Event of Default and the applicable lease provisions, however, in and shall demand that Lessee perform the event that any provision provisions of this subparagraph Lease or pay the rent that is contrary to any in arrears, as the case may be, within the applicable law, period of time. No such provision notice shall be deemed a forfeiture or a termination of no force or effect; orthis Lease provided Lessee cures the default within the applicable period of time.

Default by Lessee. Each of the 17.1 The following shall be an "Event deemed to be events of Default" (sometimes referred to herein as a "default") the default by Lessee and a material breach of under this Lease: (a) Lessee shall fail to make pay when due or within ten (10) days thereof any installment of rent or any other payment owed by Lessee under required pursuant to this Lease, as and when due, and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform abandon any substantial portion of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, Leased Premises for a period of at least thirty (30) days and fail to maintain adequate insurance; (c) Lessee shall fail to comply with any term, provision or covenant of this Lease, other than the payment of rent, and the failure is not cured within ten (10) days after written notice to Lessee of said failure; provided, however, that if the nature of Lessee's default is such that more than ten ; (10d) days are reasonably required for its cure, then Lessee shall not be deemed do, or permit to be in default under this Lease if Lessee shall commence the cure of such default so specified within said ten (10) day period and diligently prosecute the same to completion within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition todone, any notice required under Section 1161 act which results in a lien being filed against the Leased Premises or the Building of which the California Code of Civil ProcedureLeased Premises are a part. (ce) The adjudication of Lessee to be bankrupt; or Lessee shall (i) generally not pay its debts as they become due or shall admit in writing its inability to pay its debts, or shall make any a general arrangement or assignment for the benefit of creditors; (ii) become a "debtor" or Lessee shall commence any case, proceeding, or other action seeking to have an order for relief entered on Lessee's behalf as defined in 11 U.S.C. Section 101 debtor or to adjudicate Lessee as bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, liquidation, dissolution, or composition of Lessee or Lessee's debts under any successor statute thereto (unlesslaw relating to bankruptcy, in case insolvency, reorganization, or relief of a petition filed against Lesseedebtors, the same is dismissed within 60 days); (iii) the or seeking appointment of a trustee receiver, trustee, custodian, or receiver to take possession of substantially other similar official for Lessee or for all or any substantial part of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effect; orproperty.

Default by Lessee. Each Any one or more of the following events shall be constitute an "“Event of Default" (sometimes referred to herein ”: a. The filing of a petition proposing the adjudication of Lessee or any guarantor of Lessee’s obligations hereunder as a "default") bankrupt or insolvent or the reorganization of the Lessee or any such guarantor or an arrangement by Lessee or any such guarantor with its creditors, whether pursuant to the Federal Bankruptcy Act or any similar federal or state proceeding, unless such petition is filed by a party other than Lessee or any such guarantor and said petition is withdrawn or dismissed within sixty (60) days after the date of its filing; or, b. The appointment of a material breach receiver or trustee for the business or property of this Lease:Lessee or any such guarantor, unless such appointment shall be vacated within sixty (60) days of its entry; or, (a) Lessee shall fail to make any payment owed c. The making by Lessee under this Leaseor any such guarantor of an assignment for the benefit of its creditors; or, d. The failure of Lessee to pay any item of rent, as and when dueor rent is not paid within seven (7) days after notice of default is received by Lessee, and the Lessor shall have delivered a Notice to Pay or Quit. Any such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 other sum of the California Code of Civil Procedure; (b) Lessee shall fail to observe, keep or perform any of the terms, covenants, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, for a period of money within ten (10) days after notice to Lessee of said failure; provided, however, that if the nature of Lessee's default is such that more received by Lessee; or, e. Vacating or removing property from the Leased Premises other than ten (10) days are reasonably required for its cure, then in the normal course of business; or, f. Failure by Lessee shall not be deemed to be in default under the performance or observance of any covenant or agreement of this Lease if Lessee shall commence (other than a failure involving the cure payment of such default so specified within said ten (10) day period and diligently prosecute the same to completion money), which failure is not cured within thirty (30) days after the original notice to of receipt by Lessee of said failure. Such notice shall be in lieu ofof default or, g. Violation by Lessee of any applicable Federal, and not in addition to, any notice required under Section 1161 of state or local laws as same pertain to this Lease; or, h. Lessee abandons the California Code of Civil ProcedurePremises for more than thirty (30) continuous days. (c) Lessee shall (i) make any general arrangement or assignment for the benefit of creditors; (ii) become a "debtor" as defined in 11 U.S.C. Section 101 or any successor statute thereto (unless, in case of a petition filed against Lessee, the same i. There is dismissed within 60 days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days. Provided, however, absolutely no residing in the event that any provision unit; tenant or tenant guests may not sleep in the unit. j. There is no smoking allowed in the building by a tenant or guests of this subparagraph tenant, there is contrary to any applicable law, such provision shall be no smoking allowed in 20 feet around the building by tenant or guests of tenant. k. There is no force pets allowed in or effect; oron the property.

Default by Lessee. Each The occurrence of any one or more of the following shall be an events constitutes a default by the Lessee under this Agreement ("Event of Lessee Default" (sometimes referred to herein as a "default") by Lessee and a material breach of this Lease:): (a) Failure by the Lessee shall fail at any time to make any payment owed by Lessee under this Leasepay, as and when due, and any Rent or other sums payable by the Lessor shall have delivered a Notice Lessee to Pay or Quit. Any Gateway hereunder within five (5) Business Days after notice of such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of failure is given to the California Code of Civil ProcedureLessee by Gateway; (b) Failure by the Lessee shall fail to observe, keep observe or perform any other covenant, agreement, condition or provision of the termsthis Agreement, covenantsif such failure shall continue for more than thirty (30) days; PROVIDED, agreements or conditions under this Lease that Lessee is obligated to observe or perform, other than that described in subsection (a) above, for a period of ten (10) days after notice to Lessee of said failure; provided, howeverHOWEVER, that if the nature of Lessee's default is such that more than ten (10) days are reasonably required for its cure, then Lessee shall not be deemed to be in default under this Lease if with respect to matters that cannot be reasonably cured within thirty (30) days, so long as the Lessee shall commence the has promptly commenced such cure of such default so specified within said ten (10) day period and diligently prosecute proceeds in a reasonable manner to complete the same thereafter; (c) The Lessee admits in writing its inability to completion pay its debts as they mature, or makes an assignment for the benefit of creditors, or applies for or consents to the appointment of a trustee or receiver for the Lessee or for a major part of its property; (d) A trustee or receiver is appointed for the Lessee or for a major part of its property and is not discharged within thirty (30) days after the original notice to Lessee of said failure. Such notice shall be in lieu of, and not in addition to, any notice required under Section 1161 of the California Code of Civil Procedure.such appointment; or (ce) Lessee shall (i) make Bankruptcy, reorganization, receivership, arrangement, insolvency or liquidation proceedings, or other proceedings for relief under any general arrangement federal or assignment state bankruptcy law, or similar law for the benefit relief of creditors; (ii) become a "debtor" as defined in 11 U.S.C. Section 101 debtors, are instituted by or any successor statute thereto (unlessagainst the Lessee and, in case of a petition filed if instituted against the Lessee, the same is are allowed against it or are consented to by it or are not dismissed within 60 days); ninety (iii90) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where days after such seizure is not discharged within 30 days. Provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effect; orinstitution.