Common use of Default; Remedies Upon Default Clause in Contracts

Default; Remedies Upon Default. (a) Lessee shall be in default of this Agreement if it: (i) fails to pay rent or any other charges arising under this Agreement when due, (ii) fails to perform any of its other material obligations under this Agreement or under any other agreement between Lessee and CAI, (iii) ceases doing business, becomes insolvent, makes an assignment for the benefit of creditors, commits an act of bankruptcy, or becomes the subject of any voluntary or involuntary proceedings under any applicable Bankruptcy Act, or (iv) is seized or nationalized, or has any material portion of its assets seized by any government or entity acting under color of law. (b) If Lessee defaults under this Agreement and fails to correct such default(s) within fifteen (15) days of the date of CAI’s notice of default and demand for cure, then CAI may, without releasing Lessee from any of its obligations under this Agreement: (i) terminate this Agreement and any other contracts in effect between CAI and Lessee, (ii) demand immediate redelivery of all CAI containers on lease to Lessee, (iii) declare due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime or other liens against Lessee’s property wherever it may be found, (vi) xxx for and collect all damages provable by CAI under applicable law, and (vii) exercise any other right or remedy available to CAI at law, in equity or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from a default by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges for each Container covered under this Agreement at the time of Lessee’s default as a reasonable estimate of the time and expense required to locate a new lessee for such Containers. Each remedy shall be cumulative to all other remedies available: to CAI. Lessee shall be liable to CAI for the Replacement Value of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermore, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to or repossessed by or payment of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this Subsection.

Default; Remedies Upon Default. (a) a. Should Lessee shall be in default of this Agreement if it: (i) fails default in the timely payment of any sum due to pay rent Lessor with respect to the equipment, or any other charges arising under this Agreement when due, (ii) fails to perform any default in the performance of its other material obligations under this Agreement with respect “to the equipment hereunder or under any other agreement lease contract(s) made between Lessee Lessor and CAILessee, or (iii) ceases suffer any distress, execution or other legal process which has the effect of a levy on any of the equipment leased hereunder or thereunder, or (iv) cease doing businessbusiness as a going concern, becomes become insolvent, makes an assignment for the benefit of creditors, commits commit an act of bankruptcy, or becomes become the subject of any voluntary or involuntary proceedings proceeding under any applicable Bankruptcy Act, or (ivv) is be seized or nationalized, nationalized or has should any material portion of its Lessee’s assets be seized by any a government or entity acting under color of law. (b) If government instrumentality; then Lessor may without notice and without relieving Lessee defaults under this Agreement and fails to correct such default(s) within fifteen (15) days of the date of CAI’s notice of default and demand for cure, then CAI may, without releasing Lessee from any of its obligations under this Agreement: (i) hereunder, terminate this Agreement and the leasing of the equipment, invoke the default provisions hereof and/or of any other contracts in effect leases made between CAI Lessor and Lessee, (ii) demand immediate redelivery declare the balance of all CAI containers on lease rental accrued and to Lessee, (iii) declare be accrued hereunder and thereunder to be due and payable all amounts owed to CAI under this Agreement payable, demand and retake possession of the equipment and all other contracts in effect between equipment leased by Lessor to Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime or other liens against Lessee’s property wherever it may be found, (vi) xxx for and collect all damages provable by CAI under applicable law, and (vii) exercise any other right or remedy available to CAI at Lessor under applicable law. In the event Lessor terminates the leasing of equipment or invokes the aforesaid default remedies, Lessee shall no longer be in equity or in admiralty. Lessee agrees that CAI will be entitled possession of Lessor’s equipment with Lessor’s consent, and the rental payable therefor shall immediately increase to collect as part of its damages arising from a default the spot lease rates charged by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges Lessor for each Container covered under this Agreement like type equipment at the time of default: Lessee shall immediately notify Lessor of the exact location of the equipment. If Lessee fails to redeliver such equipment to Lessor within twenty days of Lessor’s demand for redelivery, Lessor may retake possession of any or all of its equipment in the possession of Lessee’s default , and for such purpose may enter upon any premises belonging to or in the occupation or control of Lessee. LESSEE HEREBY WAIVES ANY AND ALL RIGHTS TO A JUDICIAL HEARING PRIOR TO LESSOR’S REPOSSESSION OF THE EQUIPMENT. b. Lessee shall continue to pay rental charges for equipment until (i) the equipment is returned to Lessor in as good condition as received, normal wear and deterioration excepted, or (ii) the equipment is repaired and fit for subsequent rental, or (iii) settlement for the equipment is made. In the event Lessor retakes possession of all or any part of the equipment, Lessee authorizes Lessor to take possession of any property in, on, or attached to such equipment which is not the property of Lessor, and without liability for its care or safekeeping, to place such property in storage at the risk and expense of Lessee. Lessee further agrees to pay Lessor upon demand the Replacement Value of any equipment which has not been returned within the foregoing twenty day period. Upon such return or repossession of the equipment, Lessee will pay immediately to Lessor, as liquidated damages for loss of a bargain, which the parties agree are fair and reasonable under the circumstances existing at the time this Agreement is entered into, and not as a penalty, and in lieu of any further payments of rent for the equipment, the following: (aa) all rent and other amounts due for such equipment as of such date of return or repossession, (bb) an additional payment of three month’s rent for the equipment to compensate Lessor for the reasonable estimate of the time and expense required to locate a new lessee Lessee for the equipment (the “Remarketing Period”), (cc) an amount equal to the present value of the difference between the total remaining rental payments for the unexpired minimum lease term, if any, (commencing at the end of the Remarketing Period) and the fair market rent for the same period discounted at a rate per annum equal to the discount rate for 13-week Treasury Bills as of the date on which the equipment is returned or repossessed (as such Containers. Each remedy rate is reported in the Money Rates column in the Wall Street Journal), and (dd) any and all incidental damages suffered by Lessor as a result of Lessee’s default, less any expenses saved by Lessor in consequence of the default. c. Without in any way limiting the obligations of Lessee hereunder, Lessee hereby irrevocably appoints Lessor as the agent and attorney-in-fact of Lessee, with full power and authority at any time that Lessee is obligated to deliver possession of any equipment to Lessor, to demand and take possession of such equipment in the name and on behalf of Lessee from whomsoever shall be cumulative to all other remedies available: to CAI. Lessee shall be liable to CAI for the Replacement Value of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermore, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time in possession such equipment. d. Lessee hereby irrevocably waives any immunity from jurisdiction to which it might otherwise be entitled (including but not limited to any immunity afforded to Lessee by the United States Foreign Sovereign Immunities Act or any similar legislation, rules or regulations of any other countries having applicability to Lessee) in any action arising out of or relating to the equipment or to this Agreement which may be instituted in any court or arbitration proceedings in or outside of the United States of America. Lessee further irrevocably waives any immunity from the execution or enforcement of any judgment obtained in any legal action or arbitration proceeding worldwide. e. Termination of the leasing of the equipment as a result of Lessee’s default until each such container is redelivered shall not relieve Lessee of any liabilities or obligations to or repossessed by or payment of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing Lessor accrued prior to CAIsuch default and Lessee shall in any event remain fully liable for reasonable damages as provided by law, and for all costs and expenses incurred by Lessor on account of such default including all costs of recovering equipment, legal costs and reasonable attorney’s repossession fees. Nothing in this paragraph shall be construed to waive any remedy or relief available to Lessor hereunder, in equity, in admiralty, or at law upon the occurrence of containers any event set forth in accordance this section. f. Any forbearance by Lessor to enforce its rights hereunder in the event of a default by Lessee shall not constitute a waiver of Lessor’s rights, nor shall said forbearance waive Lessor’s rights with the terms of this Subsectionrespect to any other failure by Lessee to comply strictly with its obligations to Lessor.

Default; Remedies Upon Default. (a) Lessee shall be in default of this Agreement if ithereunder: (ia) if Xxxxxx fails to pay rent or any other charges arising under this Agreement when duesum due hereunder within 10 days after the due date thereof, (iib) if Lessee fails to perform any of its other material obligations under this Agreement non-monetary convenant and such failure continues for 15 days after written notice; (c) if proceedings are instituted by or against Lessee under any provision of the Federal Bankruptcy Code, insolvency laws or laws relating to the relief of debtors, readustments, compositions or extensions or any other agreement between Lessee and CAIor similar law, (iii) ceases doing business, becomes insolvent, or if Xxxxxx makes an assignment for the benefit of creditors, commits an act or if a receiver, trustee or custodian or similar official of bankruptcy, Lessee or becomes the subject of all or any voluntary or involuntary proceedings under any applicable Bankruptcy Act, or (iv) is seized or nationalized, or has any material portion substantial part of its assets seized shall be appointed; (d) if the Equipment or any sum due hereunder becomes subject to any lien other than those imposed by or with the express prior written consent of Lessor; (e) if Lessee attempts to assign, sublet, hypothecate, mortgage or otherwise transfer or grant any government security interest in Xxxxxx's rights or entity acting interest under color this Lease without the express prior written consent of law.Lessor; (f) if Lessee shall default under any loan or credit agreement; or (g) if Xxxxxx's financial condition shall change such that, in Lessor's opinion, Xxxxxx's security shall be impaired or Lessor's credit risk shall be increased. In any such event, Lessor may take, concurrently, any action allowed by law and any one or more of the following actions: (b1) If proceed by court action to enforce performance by Lessee defaults under this Agreement of all provisions hereof and fails to correct such default(srecover damages for the breach thereof; (2) within fifteen (15) days accelerate payment of all Rent due hereunder during the balance of the date Term or any extension thereof; (3) enter upon the premises of CAI’s Lessee or other premises where the Equipment maybe located and take possession of the Equipment without notice or legal process and without liability for trespass or responsibility for loss of default or damage to the Equipment or any property attached thereto; and demand for cure(4) retain all Rent and other sums paid by lessee hereunder, as well as all insurance proceeds and other sums, if any, then CAI may, without releasing in its possession which would otherwise be payable to Lessee. Lessee from shall pay all costs and expenses incurred by Lessor in exercising any of its obligations rights or remedies under this Agreement: (i) terminate this Agreement Lease, including expenses of retaking, holding, preparing for lease or sale, or leasing and selling of the Equipment, and reasonable attorneys' fees and legal expenses. Any payment received from Lessee may be applied by Lessor at any other contracts in effect between CAI and Lessee, (ii) demand immediate redelivery of all CAI containers on lease to Lessee, (iii) declare time against any obligation due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime or other liens against Lessee’s property wherever it may be found, (vi) xxx for and collect all damages provable by CAI under applicable law, and (vii) exercise any other right or remedy available to CAI at law, in equity or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from a default owing by Lessee under this AgreementLease or any Schedule hereto, a Remarketing Fee equal in Xxxxxx's sole discretion, notwithstanding any statement appearing on or referred to three months’ rental charges for each Container covered in any remittance from Lessee or any prior application of such payment. In the event any bankruptcy proceedings are instituted by or against Lessee under this Agreement at the time Federal Bankruptcy Code within 90 days after receipt by Lessor of Lessee’s default as a reasonable estimate of the time and expense required to locate a new lessee for any such Containers. Each remedy payment, such payment shall be cumulative deemed applicable to all other remedies available: to CAI. Lessee shall be liable to CAI for unpaid obligations then due hereunder in the Replacement Value inverse order of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermore, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to or repossessed by or payment of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this Subsectionmaturity.

Default; Remedies Upon Default. (a) a. Should Lessee shall be in default of this Agreement if it: (i) fails default in the timely payment of any sum due to pay rent Lessor with respect to the equipment, or any other charges arising under this Agreement when due, (ii) fails to perform any default in the performance of its other material obligations under this Agreement with respect to the equipment hereunder or under any other agreement lease contract(s) made between Lessee Lessor and CAILessee, or (iii) ceases suffer any distress, execution or other legal process which has the effect of a levy on any of the equipment leased hereunder or thereunder, or (iv) cease doing businessbusiness as a going concern, becomes become insolvent, makes an assignment for the benefit of creditors, commits commit an act of bankruptcy, or becomes become the subject of any voluntary or involuntary proceedings proceeding under any applicable Bankruptcy Act, or (ivv) is be seized or nationalized, nationalized or has should any material portion of its Lessee’s assets be seized by any a government or entity acting under color of law. (b) If government instrumentality; then Lessor may without notice and without relieving Lessee defaults under this Agreement and fails to correct such default(s) within fifteen (15) days of the date of CAI’s notice of default and demand for cure, then CAI may, without releasing Lessee from any of its obligations under this Agreement: (i) hereunder, terminate this Agreement and the leasing of the equipment, involve the default provisions hereof and/or of any other contracts in effect leases made between CAI Lessor and Lessee, (ii) demand immediate redelivery declare the balance of all CAI containers on lease rental accrued and to Lessee, (iii) declare be accrued hereunder and thereunder to be due and payable all amounts owed to CAI under this Agreement payable, demand and retake possession of the equipment and all other contracts in effect between equipment leased by Lessor to Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime or other liens against Lessee’s property wherever it may be found, (vi) xxx for and collect all damages provable by CAI under applicable law, and (vii) exercise any other right or remedy available to CAI at Lessor under applicable law. In the event Lessor terminates the leasing of equipment or invokes the aforesaid default remedies, Lessee shall no longer be in equity or in admiralty. Lessee agrees that CAI will be entitled possession of Lessor’s equipment with Lessor’s consent, and the rental payable therefor shall immediately increase to collect as part of its damages arising from a default the spot lease rates charged by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges Lessor for each Container covered under this Agreement like type equipment at the time of default. Lessee shall immediately notify Lessor of the exact location of the equipment. If Lessee fails to redeliver such equipment to Lessor within twenty days of Lessor’s demand for redelivery, Lessor may retake possession of any or all of its equipment in the possession of Lessee’s default , and for such purpose may enter upon any premises belonging to or in the occupation or control of Lessee. LESSEE HEREBY WAIVES ANY AND ALL RIGHTS TO A JUDICIAL HEARING PRIOR TO LESSOR’S REPOSSESSION OF THE EQUIPMENT. b. Lessee shall continue to pay rental charges for equipment until (i) the equipment is returned to Lessor in as good condition as received, normal wear and deterioration excepted, or (ii) the equipment is repaired and fit for subsequent rental, or (iii) settlement for the equipment is made. In the event Lessor retakes possession of all or any part of the equipment, Lessee authorizes Lessor to take possession of any property in, on, or attached to such equipment which is not the property of Lessor, and without liability for its care or safekeeping, to place such property in storage at the risk and expense of Lessee. Lessee further agrees to pay Lessor upon demand the Casualty Value of any equipment which has not been returned within the foregoing twenty day period. Upon such return or repossession of the equipment, Lessee will pay immediately to Lessor, as liquidated damages for loss of a bargain, which the parties agree are fair and reasonable under the circumstances existing at the time this Agreement is entered into, and not as a penalty, and in lieu of any further payments of rent for the equipment, the following: (aa) all rent and other amounts due for such equipment as of such date of return or repossession, (bb) an additional payment of three month’s rent for the equipment to compensate Lessor for the reasonable estimate of the time and expense required to locate a new lessee Lessee, for the equipment (the “Remarketing Period”), (cc) an amount equal to the present value of the difference between the total remaining rental payments for the unexpired minimum lease term, if any, (commencing at the end of the Remarketing Period) and the fair market rent for the same period discounted at a rate per annum equal to the discount rate for 13-week Treasury Bills as of the date on which the equipment is returned or repossessed (as such Containers. Each remedy rate is reported in the Money Rates column in the Wall Street Journal), and (dd) any and all incidental damages suffered by Lessor as a result of Lessee’s default, less any expenses saved by Lessor in consequence of the default. c. Without in any way limiting the obligations of Lessee hereunder, Lessee hereby inevocably appoints Lessor as the agent and attorney-in-fact of Lessee, with full power and authority at any time that Lessee is obligated to deliver possession of any equipment to Lessor, to demand and take possession of such equipment in the name and on behalf of Lessee from whomsoever shall be cumulative to all other remedies available: to CAI. Lessee shall be liable to CAI for the Replacement Value of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermore, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time in possession of such equipment. d. Lessee hereby irrevocably waives any immunity from jurisdiction to which it might otherwise by entitled (including but not limited to any immunity afforded to Lessee by the United States Foreign Sovereign Immunities Act or any similar legislations, rules or regulations of any other countries having applicability to Lessee) in any action arising out of or relating to the equipment or to this Agreement which may be instituted in any court or arbitration proceedings in or outside of the United States of America. Lessee further irrevocably waives any immunity from the execution or enforcement of any judgment obtained in any legal action or arbitration proceeding worldwide. e. Termination of the leasing of the equipment as a result of Lessee’s default until each such container is redelivered shall not relieve Lessee of any liabilities or obligations to or repossessed by or payment of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing Lessor accrued prior to CAIsuch default and Lessee shall in any event remain fully liable for reasonable damages as provided by law, and for all costs and expenses incurred by Lessor on account of such default including all cost of recovering equipment, legal costs and reasonable attorney’s repossession fees. Nothing in this paragraph shall be construed to waive any remedy or relief available to Lessor hereunder, in equity, in admiralty, or at law upon the occurrence of containers any event set forth in accordance this section. f. Any forbearance by Lessor to enforce its rights hereunder in the event of a default by Lessee shall not constitute a waiver of Lessor’s rights, nor shall said forbearance waive Lessor’s rights with the terms of this Subsectionrespect to any other failure by Lessee to comply strictly with its obligations to Lessor.

Default; Remedies Upon Default. The occurrence of any one or more of the following events shall constitute an Event of Default under this Agreement: (a) Lessee an event of default under either of the Reimbursement Agreements; or (b) failure of the Pledgor to perform, observe, or comply with any of the provisions of this Agreement, and such failure shall remain uncured for a period of five (5) days in the event of a monetary default and thirty (30) days in the event of a non-monetary default after the date of written notice from the Pledgee to the Pledgor. The Pledgee shall contemporaneously give the Collateral Agent and the Pledgor written notice of an Event of Default hereunder and the Collateral Agent shall from receipt of such notice act only upon the instructions of the Pledgee and the Collateral Agent shall have no liability to the Pledgor in following such instructions. Upon an Event of Default under this Agreement that has not been waived by the Pledgee, and any time thereafter, the Pledgee may, among its other rights and remedies (1) cause the Collateral to be transferred to its name or to the name of its nominee or nominees and thereafter exercise as to the Collateral all rights, powers and remedies of an owner, (2) collect by legal proceedings or otherwise all dividends, interest, principal payments, and other sums now or hereafter payable on account of the Collateral, and hold the same as Collateral, or apply the same to the expenses incurred by the Pledgee in such legal proceedings, the manner and distribution of the application to be in the sole discretion of the Pledgee, (3) enter into any extension, subordination, reorganization, deposit, merger, or consolidation agreement, or any other agreement relating to or affecting the Collateral and in connection therewith deposit or surrender control of such Collateral thereunder, and accept other property in exchange therefor and hold or apply such property or money so received in accordance with the provisions hereof, all of the foregoing specified rights and remedies, however, being subject to the rights of the Pledgor provided in the Maryland Uniform Commercial Code. The Pledgee shall give written notice to the Pledgor ten (10) days prior to the date of public sale of the Collateral or prior to the date after which private sale of the Collateral will be made. Subject to compliance with federal and state securities laws, full power and authority are hereby given to the Pledgee, acting through any of its respective officers, upon an Event of Default hereunder that has not been waived by the Pledgee, and at any time thereafter, at its election, to sell, assign, transfer and deliver the whole of the Collateral, or any part thereof or any additions thereto, or substitutes therefor, in such order as the Pledgee may elect, at public or private sale. To the extent the Pledgee actually receives any monies as a result of its exercise of any of the remedies provided for hereunder following the occurrence of an Event of Default hereunder, the Pledgee covenants and agrees that such monies, after deducting all costs incurred by the Pledgee in connection with the collection thereof, shall be credited against the obligations of the Pledgor under the Reimbursement Agreements in default such order as the Pledgee in its discretion may determine. No failure or delay by the Pledgee to insist upon the strict performance of any term, condition, covenant, or agreement of this Agreement if it: (i) fails or of the Reimbursement Agreements, or to pay rent exercise any right, power, or remedy consequent upon a breach thereof, shall constitute a waiver of any other charges arising under this Agreement when duesuch term, (ii) fails to perform condition, covenant, or amendment or of any such breach, or preclude the Pledgee from exercising any such right, power, or remedy at any later time or times. By accepting payment after the due date of any of its other material the obligations under this Agreement or under any of the Reimbursement Agreements, the Pledgee shall not be deemed to have waived the right either to require prompt payment when due of all other agreement between Lessee and CAI, (iii) ceases doing business, becomes insolvent, makes an assignment such obligations or to declare a default for the benefit of creditors, commits an act of bankruptcy, or becomes the subject failure to effect such payment of any voluntary or involuntary proceedings under any applicable Bankruptcy Actsuch other obligations. Each right, or (iv) is seized or nationalizedpower, or has any material portion and remedy of its assets seized by any government or entity acting under color of law. (b) If Lessee defaults under the Pledgee as provided for in this Agreement and fails to correct such default(s) within fifteen (15) days of or in the date of CAI’s notice of default and demand for cure, then CAI may, without releasing Lessee from any of its obligations under this Agreement: (i) terminate this Agreement and any other contracts in effect between CAI and Lessee, (ii) demand immediate redelivery of all CAI containers on lease to Lessee, (iii) declare due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee Reimbursement Agreements or parties claiming through Lessee, (v) assert maritime now or other liens against Lessee’s property wherever it may be found, (vi) xxx for and collect all damages provable by CAI under applicable law, and (vii) exercise any other right hereafter existing at law or remedy available to CAI at law, in equity or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from a default by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges for each Container covered under this Agreement at the time of Lessee’s default as a reasonable estimate of the time and expense required to locate a new lessee for such Containers. Each remedy statute or otherwise shall be cumulative to all other remedies available: to CAI. Lessee and concurrent and shall be liable in addition to CAI every other right, power, or remedy provided for in this Agreement or in the Replacement Value Reimbursement Agreements or now or hereafter existing at law or in equity or by statute or otherwise, and the exercise or beginning of the exercise by the Pledgee of any container one or more of such rights, powers, or remedies shall not redelivered preclude the simultaneous or later exercise by Lessee the Pledgee of any or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermoreall such other rights, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to powers, or repossessed by or payment of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this Subsectionremedies.

Default; Remedies Upon Default. (a) Lessee Each of the following shall be in default of this Agreement if ita Default hereunder: (i) fails the failure of Tenant to pay rent when due any installment of Monthly Base Rent, Additional Rent or any other charges arising under this Agreement when due, charge hereunder within five (5) days after the due date therefor; (ii) fails the failure of Tenant to timely or fully perform any of its other material obligations under this Agreement or under observe any other agreement between Lessee provision of this Lease and CAI, the continuation of such failure for ten (10) days after Landlord gives Tenant written notice thereof; (iii) ceases doing business, becomes insolvent, makes the breach by Tenant of any representation or warranty in this lease; (iv) the filing by or against Tenant or any guarantor hereof of any petition in bankruptcy; (v) the filing of any voluntary or involuntary proceeding instituted to declare Tenant or any guarantor hereof insolvent or unable to pay its debts as they mature; (vi) the making by Tenant or any guarantor hereof of an assignment for the benefit of its creditors, commits an act of bankruptcy, or becomes the subject of any voluntary or involuntary proceedings under any applicable Bankruptcy Act, ; or (ivvii) is seized the appointment of a trustee or nationalized, receiver for Tenant or has any material portion guarantor hereof or for the major part of its assets seized by any government Tenant's or entity acting under color of lawguarantor's property. (b) Upon and after a Default, Landlord shall have the following remedies in addition to all other remedies allowed at law or in equity or elsewhere in this lease, all of which shall be cumulative and not in the alternative and any or all of which may be exercised successively or concurrently and at such time or times as Landlord elects, except as provided to the contrary below: (i) Landlord shall have the right to terminate this Lease or to terminate Tenant's right to possession of the Leased premises without terminating this Lease, but in either event Tenant shall surrender possession of and vacate the Leased Premises immediately upon Landlord's notice to Tenant of either such termination and Landlord shall have the further right to enter the Leased Premises with or without process of law, retake possession of the Leased Premises and expel or remove Tenant (or anyone occupying the leased Premises) and its effects therefrom without being liable or subject to prosecution or any claim for damages therefor. In such event, Landlord shall retain possession of the Leased premises and shall use reasonable efforts to relet the Leased Premises or any part thereof as agent for Tenant for such rent and other consideration, for such time and upon such terms and conditions as Landlord determines appropriate. Landlord shall have no duty to accept any tenant offered by Tenant or to observe any instructions given by Tenant concerning such reletting. If Lessee defaults under the consideration collected by Landlord during the remainder of the term by reason of such reletting exceeds the Annual Base Rent, Additional Rent and other charges hereunder for the remainder of the term, Landlord shall pay such excess to Tenant within sixty (60) days after the expiration of the term. (ii) Landlord shall have the right to terminate Tenant's right to possession of the Leased Premises without terminating this Agreement Lease and fails to correct recover from Tenant within ten (10) days after Landlord's demand a sum equal to the entire amount of the Annual Base Rent, Additional Rent and other charges hereunder for the remainder of the Term. If, due to escalation mechanisms in this Lease or other factors, the balance of the Annual Base Rent, Additional Rent and other charges due for the remainder of the Lease term cannot be precisely determined as of the date of such default(stermination, Tenant shall pay the amount Landlord reasonably estimates would result from such escalation mechanisms and other factors. Upon the expiration of the term or at such earlier time as may be practicable, Landlord shall determine the actual Annual Base Rent, Additional Rent and other charges hereunder and Landlord or Tenant shall pay to the other the resulting excess or deficiency, as the case may be. (iii) Landlord shall have the right but not the duty to perform any of Tenant's obligations hereunder which Tenant has not timely and fully performed and to charge to Tenant the cost of such performance, together with a service charge of ten percent (10%) of such cost, to compensate Landlord for administrative and other services associated with such performance. (iv) Landlord shall have the right to suspend or discontinue the provision of services to the Leased premises and the performance of any other obligation of Landlord hereunder. (v) If Landlord is not permitted to terminate this Lease as provided above because of the provisions of Title 11 of the United States Code relating to bankruptcy, then Landlord shall have the right to require Tenant as a debtor in possession or any trustee for Tenant, within no more than fifteen (15) days upon request by Landlord to the Bankruptcy Court, to assume or reject this lease and Tenant on behalf of itself, and any trustee, agrees not to seek or request any extension or adjournment of any application by Landlord to assume or reject this Lease. In such event, Tenant or any trustee for Tenant may only assume this Lease if (A) it cures or provides adequate assurance that the Tenant will promptly cure any default hereunder, (B) compensates or provides adequate assurance that Tenant will promptly compensate Landlord for any actual pecuniary loss of Landlord resulting from Tenant's defaults hereunder, and (C) provides adequate assurance of performance during the full term of all of the date Tenant's obligations under this Lease. In no event after the assumption of CAI’s notice this Lease shall any then-existing default remain uncured for a period in excess of default the earlier of ten (10) days or the time period set forth herein. (vi) Landlord shall have the right to recover from Tenant, if Landlord relets or attempts to relet the Leased Premises, all costs and demand expenses incurred in connection with such reletting, including without limitation broker's commissions, advertising costs, reasonable legal fees for curelease preparation and negotiations and the cost of alterations or improvements to the leased Premises. (c) Any property which may be removed from the leased premises by the landlord pursuant to the authority of the Lease or of law to which the Tenant is or may be entitled may be handled, then CAI mayremoved, without releasing Lessee or stored in a commercial warehouse or otherwise by the Landlord at the risk, cost, and expense of the Tenant. Landlord shall in no event be responsible for the value, preservation, or safekeeping thereof. The Tenant shall pay to the Landlord, upon demand, all expenses incurred in such removal and all storage charges against such property. Any such property of Tenant not removed form the leased premises or retaken from storage by Tenant within thirty (30) days after the end of the term of this Lease, however terminated, shall be conclusively deemed to have been abandoned by Tenant. (d) If Tenant violates any of the terms and provisions of this lease or defaults in any of its obligations under this Agreement: (i) terminate this Agreement and any hereunder other contracts in effect between CAI and Lessee, (ii) demand immediate redelivery than the payment of all CAI containers on lease to Lessee, (iii) declare due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime rent or other liens against Lessee’s property wherever it sums payable hereunder, such violation may be found, (vi) xxx for and collect all damages provable restrained or such obligation enforced by CAI under applicable law, and (vii) exercise any other right or remedy available to CAI at law, in equity or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from a default by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges for each Container covered under this Agreement at the time of Lessee’s default as a reasonable estimate of the time and expense required to locate a new lessee for such Containers. Each remedy shall be cumulative to all other remedies available: to CAI. Lessee shall be liable to CAI for the Replacement Value of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermore, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to or repossessed by or payment of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this Subsectioninjunction.

Default; Remedies Upon Default. (a) Lessee The failure by the Guarantor to pay or perform any material obligation hereunder (including, without limitation, the failure to make a Guarantor Payment when due) which failure is not cured within two (2) business days of the Guarantor’s receipt of written notice from the Company of such failure shall be in constitute a default of this Agreement if ithereunder. Upon any such default by the Guarantor, the following shall occur immediately and automatically: (i) fails to pay rent or any other charges arising under this Agreement when duethe Warrant shall be cancelled, (ii) fails the Company’s obligations to perform any of its other material obligations under this Agreement or under any other agreement between Lessee pay the Guarantee Fee shall be terminated; and CAI, (iii) ceases doing businessthe Company’s obligations under Section 6 to reimburse the Guarantor for Expenses shall be terminated. Notwithstanding anything to the contrary in this Agreement, becomes insolvent(x) the Guarantor shall indemnify, makes an assignment defend and hold the Company harmless from and against all expenses and losses (including, without limitation, reasonable attorneys fees and court costs) incurred as a result of the Guarantor’s failure to make the Guarantor Payments of this Agreement; and (y) to the extent not otherwise satisfied by the Guarantor under clause (x) of this Section 7(a), the Guarantor shall remain liable to the Company to perform its obligations hereunder, including the obligation to Pledge the Pledged CD and, provided such obligation has not been terminated in accordance with Section 7(b) below, make the Guarantor Payments; provided, however, (z) in no event shall the Guarantor be liable to the Company for the benefit of creditors(A) any special, commits an act of bankruptcy, indirect or becomes the subject of any voluntary or involuntary proceedings under any applicable Bankruptcy Act, consequential damages; or (ivB) is seized an amount in excess of $2.3 million (the “Damages Cap”); provided, however, that if the Bank liquidates all or nationalized, or has any material portion of its assets seized the Pledged CD, the amount liquidated by any government or entity acting under color of lawthe Bank shall reduce the Damages Cap on a dollar for dollar basis. (b) If Lessee defaults under this Agreement and fails The failure by the Company to correct such default(s) within fifteen pay or perform any material obligation hereunder (15) days of the date of CAI’s notice of default and demand for cure, then CAI mayincluding, without releasing Lessee from any limitation, a breach of its obligations under this Agreement: (iSection 8 below) terminate this Agreement and any other contracts in effect between CAI and Lessee, (ii) demand immediate redelivery of all CAI containers on lease to Lessee, (iii) declare due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime or other liens against Lessee’s property wherever it may be found, (vi) xxx for and collect all damages provable by CAI under applicable law, and (vii) exercise any other right or remedy available to CAI at law, in equity or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from shall constitute a default hereunder if the same has not been cured within three days after receipt of notice thereof from the Guarantor. Upon any such default by Lessee under the Company, the Guarantor’s obligations to pay the Guarantor Payments shall be terminated. Notwithstanding anything to the contrary in this Agreement, a Remarketing Fee equal to three months’ rental charges for each Container covered under this Agreement at the time of Lessee’s default Company shall indemnify, defend and hold the Guarantor harmless from and against all losses (including, without limitation, reasonable attorneys fees and court costs) incurred by the Guarantor as a reasonable estimate result of the time and expense required Company’s failure to locate a new lessee for such Containers. Each remedy shall be cumulative to all other remedies available: to CAI. Lessee shall be liable to CAI for the Replacement Value of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermorecomply with its obligations hereunder, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase subject, however, to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to or repossessed by or payment of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this Subsectioncure period provided above.

Default; Remedies Upon Default. (a) Lessee Any one or more of the following shall be constitute an "Event of Default" under this Agreement: (i) Any Default shall have occurred under the Master Netting Agreement; or (ii) Any representation or warranty made or deemed made by or on behalf of the Grantor in default or in connection with this Agreement or any amendment or modification hereof or waiver hereunder, or in any report, certificate, financial statement or other document furnished pursuant to or in connection with this Agreement or any amendment or modification hereof or waiver hereunder, shall prove to have been incorrect in any material respect when made or deemed made; or (iii) The Grantor shall fail to observe or perform any covenant, condition or agreement contained in this Agreement or any amendment or modification hereof or waiver hereunder or in any report, certificate, financial statement or other document furnished pursuant to or in connection with this Agreement or any amendment or modification hereof or waiver hereunder; provided, however, that failure by Grantor to observe or perform any such covenant, condition, or agreement contained in Section 5(a) - (f) and Section 6 of this Agreement if it: (i) fails to pay rent or shall not constitute an Event of Default until Grantor's failure has continued for three Business Days after any other charges arising under this Agreement when due, (ii) fails to perform any officer of its other material obligations under this Agreement or under any other agreement between Lessee Grantor receives knowledge thereof and CAI, (iii) ceases doing business, becomes insolvent, makes an assignment for the benefit of creditors, commits an act of bankruptcy, or becomes the subject of any voluntary or involuntary proceedings under any applicable Bankruptcy Act, or (iv) is seized or nationalized, or has any material portion of its assets seized by any government or entity acting under color of lawnot been cured within that time. (b) If Lessee defaults under this Agreement and fails to correct such default(s) within fifteen (15) days an Event of the date of CAI’s notice of default and demand for cure, then CAI may, without releasing Lessee from any of its obligations under this Agreement: Default shall have occurred hereunder: (i) terminate this Agreement Any or all of the Secured Parties may exercise in respect of the Collateral, in addition to other rights and any other contracts in effect between CAI remedies provided for herein or otherwise available to it, all the rights and Lesseeremedies of a secured party under the Code (whether or not the Code applies to the affected Collateral), and also may (i) require the Grantor to, and the Grantor hereby agrees that it will at its expense and upon request of such Secured Parties forthwith, assemble all or part of the Collateral as directed by such Secured Parties and make it available to such Secured Parties at a place to be designated by such Secured Parties which is reasonably convenient to both parties and (ii) demand immediate redelivery without notice except as specified below, sell the Collateral or any part thereof in one or more parcels at public or private sale, at any of all CAI containers such Secured Parties' offices or else where, for cash, on lease credit or for future delivery, and upon such other terms as such Secured Parties may deem commercially reasonable. The Grantor agrees that, to Lessee, (iii) declare due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days the extent notice of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime or other liens against Lessee’s property wherever it may sale shall be found, (vi) xxx for and collect all damages provable required by CAI under applicable law, and (vii) exercise any other right or remedy available at least ten days' notice to CAI at law, in equity or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from a default by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges for each Container covered under this Agreement at the time of Lessee’s default as a reasonable estimate Grantor of the time and expense required place of any public sale or the time after which any private sale is to locate a new lessee for such Containersbe made shall constitute reasonable notification. Each remedy No Secured Party shall be obligated to make any sale of Collateral regardless of notice of sale having been given. Any or all of the Secured Parties may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and such sale may, without further notice, be made at the time and place to which it was so adjourned. (ii) Any cash held by any Secured Party as Collateral and all cash proceeds received by any Secured Party in respect of any sale of, collection from, or other realization upon all or any part of the Collateral may, in the discretion of such Secured Party, be held by such Secured Party as collateral for, and/or then or at any time thereafter be applied in whole or in part by the Secured Parties against, all or any part of the Obligations in such order as the Secured Parties shall elect. Any surplus of such cash or cash proceeds held by any Secured Party and remaining after payment in full of all the Obligations shall be paid over to the Grantor or to whomsoever may be lawfully entitled to receive such surplus. (iii) All remedies herein expressly provided for are cumulative to of any and all other remedies available: to CAI. Lessee shall be liable to CAI for the Replacement Value existing at law or in equity and are cumulative of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAI’s demand and all other remedies provided for redelivery. Furthermore, in any other instrument securing the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to or repossessed by or payment of the Replacement Value thereof is received secured indebtedness, or any part thereof, or otherwise benefiting the Secured Parties, and the resort to any remedy provided for hereunder or under any such other instrument or provided for by CAI. Lessee hereby waives law shall not prevent the concurrent or subsequent employment of any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this Subsectionother appropriate remedy or remedies.

Default; Remedies Upon Default. (a) Lessee shall (i) Upon (A) the nonpayment of the whole or any part of any of the amounts described in Section 1(c) hereof (including the Payments) at the time when the same are to be paid as provided herein or in default the Trust Agreement, (B) the violation by City of any other covenant or provision of this Agreement if it: or the Trust Agreement, (iC) fails the occurrence of an event of default with respect to pay rent the Second Purchase Agreement or any other charges arising under this Agreement when dueAdditional Revenue Obligations, or (iiD) fails to perform any the insolvency or bankruptcy of its other material obligations under this Agreement or City as the same may be defined under any other agreement between Lessee and CAI, (iii) ceases doing business, becomes insolvent, makes an assignment for law of the benefit United States of creditors, commits an act of bankruptcyAmerica or the State, or becomes the subject of any voluntary or involuntary action of City or others to take advantage of, or to impose, as the case may be, any law for the relief of debtors or creditors, including a petition for reorganization, and (ii) if such default has not been cured (A) in the case of nonpayment of any of the amounts described in Subsection 1(c) hereof (including the Payments) as required hereunder or under the Trust Agreement on the due date or the nonpayment of principal of or interest on the Second Purchase Agreement or any Additional Revenue Obligations on their due dates, (B) in the case of the breach of any other covenant or provision of the Trust Agreement or this Agreement not cured within sixty (60) days after notice in writing from Trustee specifying such default, and (C) in the case of any other default under the Second Purchase Agreement or any Additional Revenue Obligations after any notice and passage of time provided for under the proceedings under which such obligations were issued then, (iii) subject to the limitations of the Trust Agreement, Trustee may take whatever action at law or in equity, including the remedy of specific performance, may appear necessary or desirable to collect the Payments and any applicable Bankruptcy Actother amounts payable by City under the Trust Agreement or this Agreement then due (but not the Payments and such other amounts accruing), or to enforce performance and observance of any pledge, obligation, agreement or covenant of City under the Trust Agreement or this Agreement, and with respect to Excise Tax Revenues and State Shared Revenues, without notice and without giving any bond or surety to City or anyone claiming under City, have a receiver appointed of Excise Tax Revenues and State Shared Revenues which are pledged to the payment of amounts due hereunder, with such powers as the court making such appointment shall confer (iv) and City does hereby irrevocably consent to such appointment); provided, however, that under no circumstances may the Payments be accelerated. Each right, power and remedy of Trustee provided for in this Agreement shall be cumulative and concurrent and shall be in addition to every other right, power or remedy provided for herein, or, unless prohibited by the terms hereof, now or hereafter existing at law or in equity or by statute or otherwise, in any jurisdiction where such rights, powers and remedies are sought to be enforced, and the exercise or beginning of the exercise by Trustee of any one or more of the rights, powers or remedies provided for herein or now or hereafter existing at law or in equity or by statute or otherwise shall not preclude the simultaneous or later exercise by either party of any or all of such other rights, powers or remedies. The failure to insist upon strict performance of any of the covenants or agreements herein set forth shall not be considered or taken as a waiver or relinquishment for the future of the rights of Trustee to insist upon a strict compliance by City with all the covenants and conditions hereof. City shall, upon not less than 10 days’ prior request by Trustee, execute, acknowledge and deliver to Trustee a statement in writing certifying that this Agreement is seized or nationalizedunmodified and in full force and effect (or, or if this Agreement has any material portion of its assets seized by any government or entity acting under color of lawbeen modified, that it is in full force and effect except as modified, and stating the modification), and the dates to which the amounts payable hereunder have been paid in advance, if any. (b) If Lessee defaults under this Agreement and fails to correct such default(s) within fifteen (15) days Trustee shall in no event be in default in the performance of the date of CAI’s notice of default and demand for cure, then CAI may, without releasing Lessee from any of its obligations under this Agreement: hereunder unless and until Trustee shall have failed to perform such obligation within thirty (i) terminate this Agreement and any other contracts in effect between CAI and Lessee, (ii) demand immediate redelivery of all CAI containers on lease to Lessee, (iii) declare due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (2030) days or such additional time as is reasonably required to correct any such default after notice by City properly specifying wherein Trustee has failed to perform any such obligation. No default by Trustee shall relieve City of CAI’s demand for redeliveryits obligations to make the various payments herein required, free so long as any of any claims of Lessee or parties claiming through Lesseethe Obligations remain outstanding; however, (v) assert maritime or other liens against Lessee’s property wherever it City may be found, (vi) xxx for and collect all damages provable by CAI under applicable law, and (vii) exercise any other right or remedy available to CAI at law, law or in equity to require Trustee to remedy such default so long as such remedy does not interfere with or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from a default by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges for each Container covered under this Agreement at endanger the time of Lessee’s default as a reasonable estimate of the time and expense payments required to locate a new lessee for such Containers. Each remedy shall be cumulative made to all other remedies available: to CAI. Lessee shall be liable to CAI for Trustee under the Replacement Value of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermore, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to or repossessed by or payment of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this SubsectionTrust Agreement.

Default; Remedies Upon Default. The occurrence of any one or more of the following events shall constitute an Event of Default under this Agreement: (a) Lessee shall be an event of default under the Facility Lease or under any of the other Operative Documents after giving effect to any notice and cure periods provided for in default the Facility Lease or other Operative Documents; or (b) failure of the Pledgor to perform, observe, or comply with any of the provisions of this Agreement if it: Agreement, and such failure shall remain uncured for a period of five (i5) fails days in the event of a monetary default and thirty (30) days in the event of a non-monetary default after the date of written notice from a Pledgee to pay rent or any other charges arising under this Agreement when due, (ii) fails the Pledgor. The Agent shall give the Collateral Agent and the Pledgor written notice of an Event of Default hereunder and the Collateral Agent shall from receipt of such notice act only upon the instructions of the Agent and the Collateral Agent shall have no liability to perform any the Pledgor in following such instructions. Upon an Event of its other material obligations Default under this Agreement or under any of the other Operative Documents that has not been waived by the Agent, and any time thereafter, the Agent may, among its other rights and remedies (1) cause the Collateral to be transferred to the Bank or to the name of its nominee or nominees and thereafter exercise as to the Collateral all rights, powers and remedies of an owner, (2) collect by legal proceedings or otherwise all dividends, interest, principal payments, and other sums now or hereafter payable on account of the Collateral, and hold the same as Collateral, or apply the same to the expenses incurred by the Agent in such legal proceedings, the manner and distribution of the application to be in the sole discretion of the Agent, (3) enter into any extension, subordination, reorganization, deposit, merger, or consolidation agreement, or any other agreement between Lessee relating to or affecting the Collateral and CAI, (iii) ceases doing business, becomes insolvent, makes an assignment for the benefit in connection therewith deposit or surrender control of creditors, commits an act of bankruptcy, or becomes the subject of any voluntary or involuntary proceedings under any applicable Bankruptcy Act, or (iv) is seized or nationalized, or has any material portion of its assets seized by any government or entity acting under color of law. (b) If Lessee defaults under this Agreement and fails to correct such default(s) within fifteen (15) days of the date of CAI’s notice of default and demand for cure, then CAI may, without releasing Lessee from any of its obligations under this Agreement: (i) terminate this Agreement and any other contracts in effect between CAI and Lessee, (ii) demand immediate redelivery of all CAI containers on lease to Lessee, (iii) declare due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime or other liens against Lessee’s property wherever it may be found, (vi) xxx for and collect all damages provable by CAI under applicable lawCollateral thereunder, and (vii) exercise any accept other right property in exchange therefor and hold or remedy available to CAI at law, in equity apply such property or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from a default by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges for each Container covered under this Agreement at the time of Lessee’s default as a reasonable estimate of the time and expense required to locate a new lessee for such Containers. Each remedy shall be cumulative to all other remedies available: to CAI. Lessee shall be liable to CAI for the Replacement Value of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermore, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to or repossessed by or payment of the Replacement Value thereof is money so received by CAI. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms provisions hereof, all of the foregoing specified rights and remedies, however, being subject to the rights of the Pledgor provided in the Maryland Uniform Commercial Code. The Agent shall give written notice to the Pledgor ten (10) days prior to the date of public sale of the Collateral or prior to the date after which private sale of the Collateral will be made. Subject to compliance with federal and state securities laws, full power and authority are hereby given to the Agent acting through any of its respective officers, upon an Event of Default hereunder or under any of the other Operative Documents that has not been waived by the Agent, and at any time thereafter, at its election, to sell, assign, transfer and deliver the whole of the Collateral, or any part thereof or any additions thereto, or substitutes therefor, in such order as the Agent may elect, at public or private sale. To the extent the Agent actually receives any monies as a result of its exercise of any of the remedies provided for hereunder following the occurrence of an Event of Default hereunder or under any of the other Operative Documents, the Agent covenants and agrees that such monies, after deducting all costs incurred by the Agent in connection with the collection thereof, shall be credited against the obligations of the Pledgor under the Facility Lease and the Letter of Credit Agreement, including without limitation, any payment obligation of the Pledgor pursuant to Paragraph 19 of the Facility Lease. No failure or delay by the Agent to insist upon the strict performance of any term, condition, covenant, or agreement of this SubsectionAgreement or any of the other Operative Documents, or to exercise any right, power, or remedy consequent upon a breach thereof, shall constitute a waiver of any such term, condition, covenant, or amendment or of any such breach, or preclude the Agent from exercising any such right, power, or remedy at any later time or times. By accepting payment after the due date of any of the obligations under this Agreement or of the Facility Lease or any of the other Operative Documents, the Agent shall not be defined to have waived the right either to require prompt payment when due of all other such obligations or to declare a default for failure to effect such payment of any such other obligations. Each right, power, and remedy of the Agent as provided for in this Agreement or in the Facility Lease or any of the other Operative Documents or now or hereafter existing at law or in equity or by statute or otherwise shall be cumulative and concurrent and shall be in addition to every other right, power, or remedy provided for in this Agreement or in the Facility or any of the other Operative Documents or now or hereafter existing at law or in equity or by statute or otherwise, and the exercise or beginning of the exercise by the Agent of any one or more of such rights, powers, or remedies shall not preclude the simultaneous or later exercise by the Agent of any or all such other rights, powers, or remedies.

Default; Remedies Upon Default. (a) Lessee Each of the following shall be in default of this Agreement if ita Default hereunder: (i1) fails the failure of Tenant to pay rent when due any installment of Monthly Base Rent, Additional Rent or any other charges arising under this Agreement when due, charge hereunder within five (ii5) fails days after written notice from Landlord advising of such default; (2) the failure of Tenant to timely or fully perform any of its other material obligations under this Agreement or under observe any other provision of this Lease and the continuation of such failure for thirty (30) days after Landlord gives Tenant written notice thereof (provided, however, Tenant shall have no such grace period with respect to any subordination or estoppel agreement between Lessee required pursuant to the provisions of Section 23 and CAI, Section 26 hereof or for any items listed in clauses (iii3) ceases doing business, becomes insolvent, makes through (7) herein); (3) the breach by Tenant of any material representation or warranty in this Lease; (4) the filing by or against Tenant or any guarantor hereof of any petition in bankruptcy; (5) the filing of any voluntary or involuntary proceeding instituted to declare Tenant or any guarantor hereof insolvent or unable to pay its debts as they mature; (6) the making by Tenant or any guarantor hereof of an assignment for the benefit of its creditors, commits an act of bankruptcy, or becomes the subject of any voluntary or involuntary proceedings under any applicable Bankruptcy Act, ; or (iv7) is seized the appointment of a trustee or nationalized, receiver for Tenant or has any material portion guarantor hereof or for the major part of its assets seized by any government Tenant’s or entity acting under color of lawguarantor’s property. (b) If Lessee defaults under this Agreement Upon and fails to correct such default(s) within fifteen (15) days of after a Default, Landlord shall have the date of CAI’s notice of default and demand for cure, then CAI may, without releasing Lessee from any of its obligations under this Agreement: (i) terminate this Agreement and any other contracts following remedies in effect between CAI and Lessee, (ii) demand immediate redelivery of all CAI containers on lease to Lessee, (iii) declare due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime or other liens against Lessee’s property wherever it may be found, (vi) xxx for and collect all damages provable by CAI under applicable law, and (vii) exercise any other right or remedy available to CAI at law, in equity or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from a default by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges for each Container covered under this Agreement at the time of Lessee’s default as a reasonable estimate of the time and expense required to locate a new lessee for such Containers. Each remedy shall be cumulative addition to all other remedies available: to CAI. Lessee allowed at law or in equity or elsewhere in this Lease, all of which shall be cumulative and not in the alternative and any or all of which may be exercised successively or concurrently and at such time or times as Landlord elects, except as provided to the contrary below: (i) Without further notice except as required by applicable laws, Landlord shall have the right to terminate this Lease or to terminate Tenant’s right to possession of the Premises without terminating this Lease, but in either event Tenant shall surrender possession of and vacate the Premises on or before the date specified in Landlord’s notice to Tenant of either such termination and Landlord shall have the further right to enter the Premises with or without process of law, retake possession of the Premises and expel or remove Tenant (or anyone occupying the Premises) and its effects therefrom without being liable or subject to CAI prosecution or any claim for damages therefor. Should Landlord reenter or take possession pursuant to legal proceedings or any notice provided for by applicable law, Landlord may, from time to time, without terminating this Lease, relet the Premises or any part, either alone or in conjunction with other portions of the Building, in Landlord’s or Tenant’s name but for the Replacement Value account of Tenant, for such periods (which may be greater or less than the period which would otherwise have constituted the balance of the Term) and on such conditions and upon such other terms (which may include commercially reasonable concessions of free rent and commercially reasonable alterations and repairs of the Premises) as Landlord, in its reasonable discretion, determines and Landlord may collect the rents therefor. Subject to applicable law, Landlord is not in any way responsible or liable for failure to relet the Premises, or any part thereof, or for any failure to collect any rent due upon such reletting. If there is other unleased space in the Building, Landlord may lease such other space without prejudice to its remedies against Tenant. No such reentry, repossession or notice from Landlord, or any other acts or omissions of Landlord, including maintenance, preservation, efforts to relet the Premises, or appointment of a receiver, shall be construed as an election by Landlord to terminate this Lease unless specific notice of such intention is given Tenant. Landlord reserves the right following any reentry and/or reletting to exercise its right to terminate this Lease by giving Tenant written notice, in which event this Lease will terminate as specified in the notice. If Landlord takes possession of the Premises without terminating this Lease, Tenant shall pay Landlord (i) the rent which would be payable if repossession had not occurred, less (ii) the net proceeds, if any, of any container reletting of the Premises after deducting all of Landlord’s actual expenses incurred in connection with such reletting, including all repossession costs, brokerage commissions, attorneys’ fees, expenses of employees, alteration, and repair costs (collectively “Reletting Expenses”). If, in connection with any reletting, the new lease term extends beyond the Term or the premises covered thereby include other premises not redelivered by Lessee or repossessed by CAI part of the Premises, a fair apportionment of the rent received from such reletting and the Reletting Expenses, will be made in determining the net proceeds received from the reletting. In determining such net proceeds, rent concessions will also be apportioned over the term of the new lease. Tenant shall pay such amounts to Landlord monthly on the days on which the rent would have been payable if possession had not been retaken, and Landlord is entitled to receive the same from Tenant on each such day. In the alternative, if Landlord elects hereunder to terminate Tenant’s right to possession of the Premises without terminating this Lease, Landlord shall have the right to recover from Tenant within twenty ten (2010) days of CAIafter Landlord’s demand for redelivery. Furthermore, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase a sum equal to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to or repossessed by or payment entire amount of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this Subsection.Annual Base Rent, Additional Rent and other charges hereunder for the

Default; Remedies Upon Default. (a) Should Lessee shall be in default of this Agreement if it: (i) fails default in the timely payment of any sum due to pay rent Lessor with respect to the equipment, or any other charges arising under this Agreement when due, (ii) fails to perform any default in the performance of its other material obligations under this Agreement with respect to the equipment hereunder or under any other agreement lease contract(s) made between Lessee Lessor and CAILessee, or (iii) ceases suffer any distress, execution or other legal process which has the effect of a levy on any of the equipment leased hereunder or thereunder, or (iv) cease doing businessbusiness as a going concern, becomes become insolvent, makes an assignment for the benefit of creditors, commits commit an act of bankruptcy, or becomes become the subject of any voluntary or involuntary proceedings proceeding under any applicable Bankruptcy Act, or (ivv) is be seized or nationalized, nationalized or has should any material portion of its Lessee’s assets be seized by any a government or entity acting under color of law. (b) If government instrumentality; then Lessor may without notice and without relieving Lessee defaults under this Agreement and fails to correct such default(s) within fifteen (15) days of the date of CAI’s notice of default and demand for cure, then CAI may, without releasing Lessee from any of its obligations under this Agreement: (i) hereunder, terminate this Agreement and the leasing of the equipment, involve the default provisions hereof and/or of any other contracts in effect leases made between CAI Lessor and Lessee, (ii) demand immediate redelivery declare the balance of all CAI containers on lease rental accrued and to Lessee, (iii) declare be accrued hereunder and thereunder to be due and payable all amounts owed to CAI under this Agreement payable, demand and retake possession of the equipment and all other contracts in effect between equipment leased by Lessor to Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime or other liens against Lessee’s property wherever it may be found, (vi) xxx for and collect all damages provable by CAI under applicable law, and (vii) exercise any other right or remedy available to CAI at Lessor under applicable law. In the event Lessor terminates the leasing of equipment or invokes the aforesaid default remedies, in equity or in admiralty. Lessee agrees that CAI will be entitled to collect as part of its damages arising from a default by Lessee under this Agreement, a Remarketing Fee equal to three months’ rental charges for each Container covered under this Agreement at the time of Lessee’s default as a reasonable estimate of the time and expense required to locate a new lessee for such Containers. Each remedy shall be cumulative to all other remedies available: to CAI. Lessee shall no longer be liable to CAI for the Replacement Value in possession of any container not redelivered by Lessee or repossessed by CAI within twenty (20) days of CAILessor’s demand for redelivery. Furthermoreequipment with Lessor’s consent, and the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will therefor shall immediately increase to the spot lease rates charged by CAI Lessor for like-like type containers equipment at the time of default. Lessee shall immediately notify Lessor of the exact location of the equipment. If Lessee fails to redeliver such equipment to Lessor within twenty days of Lessor’s demand for redelivery, Lessor may retake possession of any or all of its equipment in the possession of Lessee’s default until each , and for such container is redelivered purpose may enter upon any premises belonging to or repossessed by in the occupation or payment control of the Replacement Value thereof is received by CAILessee. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this SubsectionLESSEE HEREBY WAIVES ANY AND ALL RIGHTS TO A JUDICIAL HEARING PRIOR TO LESSOR’S REPOSSESSION OF THE EQUIPMENT.

Default; Remedies Upon Default. (a) Lessee It shall be an event of default under this Lease if any voluntary or involuntary petition in default of this Agreement if it: (i) fails bankruptcy shall be filed by or against Tenant, or any voluntary or involuntary proceeding in any court shall be instituted to declare Tenant insolvent or unable to pay rent Tenant's debts, or any other charges arising under this Agreement when due, (ii) fails to perform any of its other material obligations under this Agreement or under any other agreement between Lessee and CAI, (iii) ceases doing business, becomes insolvent, Tenant makes an assignment for the benefit of its creditors, commits an act or a trustee or receiver is appointed for Tenant or for the major part of bankruptcy, or becomes Tenant's property; except that in the subject case of any voluntary or involuntary proceedings proceedings, so long as Tenant is not in default for payment of rent, and continues to pay its rent on a current basis thereafter, Tenant shall have sixty (60) days to obtain an order dismissing the proceedings. (b) It shall be an event of default under any applicable Bankruptcy Act, this Lease (a "Monetary Default") if: (i) Tenant fails to pay rent when due; or (ivii) there is seized any lapse in the insurance which Tenant is required to carry under this Lease; or nationalized(iii) Tenant takes any action or causes any situation which creates an immediate hazard to the health, safety and security of persons or has property at the Leased Premises or to the safe use and operation of the Building; and such nonpayment, lapse or failure shall continue for five days after Landlord's notice to Tenant. It shall be an event of default under this Lease (a "Non-Monetary Default") if Tenant fails to perform or observe any material portion other provisions of its assets seized this Lease and such failure shall continue for thirty (30) days after notice thereof shall have been given to Tenant; except that no event of default shall occur if Tenant commences a cure of such Non-Monetary Default within this thirty (30) day period and diligently and continuously pursues the cure thereafter. (c) Following any event of default under this Lease, Landlord shall have the right to terminate this Lease. Following any Monetary Default under this Lease, Landlord shall also have the option to terminate Tenant's right to possession without terminating the Lease or to terminate this Lease. In either case, Tenant shall surrender possession and vacate the Leased Premises immediately, and Landlord may enter the Leased Premises in such event with or without process of law and retake possession of the Leased Premises and may expel or remove the Tenant and any others who may be occupying or within the Leased Premises and remove all property therefrom without relinquishing any other right given to the Landlord hereunder or by any government or entity acting under color operation of law. (bd) If Lessee defaults under a Monetary Default occurs and the Landlord elects to terminate the Tenant's right to possession only without terminating this Agreement Lease, the Landlord may, at its option, enter into the Leased Premises, remove the Tenant's signs and fails other evidences of tenancy, and take and hold possession thereof as provided in Subparagraph (c) without such entry terminating this Lease or releasing the Tenant from the Tenant's obligation to correct pay the rent for the full term, and in any such default(scase, the Tenant shall pay forthwith to the Landlord a sum equal to the present value of the entire amount of the rent specified in Paragraphs 8, 9 and 10 of this Lease for the residue of the stated term plus any other sums then due hereunder. Upon and after entry into possession without termination of this Lease, the Landlord shall use commercially reasonable efforts to relet the Leased Premises or any part thereof for the account of the Tenant for such rent, for such time and upon such terms as the Landlord in its sole discretion shall determine. Landlord shall not be required to accept any tenant offered by the Tenant or to observe any instructions given by the Tenant about such reletting, but Landlord agrees to work with Tenant in a commercially reasonable manner to mitigate damages. In any such case, the Landlord may make repairs, alterations, and additions in or to the Leased Premises and redecorate the same to the extent deemed by the Landlord necessary or desirable, and the Tenant shall, upon demand, pay the cost thereof together with the Landlord's expenses of the reletting. If the consideration collected for the remaining term of this Lease by the Landlord upon any such reletting for the Tenant's account is not sufficient to pay the full amount of unpaid rent reserved in this Lease together with cost of repairs, alterations, additions, redecorating and the Landlord's expenses, costs, fees, and commissions the Tenant shall pay to the Landlord the amount of each deficiency upon demand. If the consideration collected for the remaining term of this Lease from any such reletting, after deducting therefrom the cost of repairs, alterations, additions, redecorating and the Landlord's expenses, costs, fees, and commissions, is in excess of the full amount of the rent reserved herein, the Landlord at the end of the stated term of this Lease shall account for the surplus thereof to Tenant. Notwithstanding the foregoing, so long as Landlord has not entered into good faith negotiations with a replacement Tenant, Tenant shall have the right to cure any Monetary Default, whereupon Tenant's right to possession shall be automatically restored and the Lease reinstated. (e) Any property which may be removed from the Leased Premises by the Landlord pursuant to the authority of this Lease or of law to which the Tenant is or may be entitled may be handled, removed, or stored in a commercial warehouse or otherwise by the Landlord at the risk, cost, and expense of the Tenant. Landlord shall in no event be responsible for the value, preservation, or safekeeping thereof. The Tenant shall pay to the Landlord, upon demand, all expenses incurred in such removal and all storage charges against such property. Any such property of Tenant not removed from the Leased Premises or retaken from storage by Tenant within fifteen thirty (1530) days after the end of the date term of CAI’s notice this Lease, however terminated, shall be conclusively deemed to have been forever abandoned by Tenant. (f) If Tenant violates any of default the terms and demand for cure, then CAI may, without releasing Lessee from provisions of this Lease or defaults in any of its obligations under this Agreement: (i) terminate this Agreement and any hereunder other contracts in effect between CAI and Lessee, (ii) demand immediate redelivery than the payment of all CAI containers on lease to Lessee, (iii) declare due and payable all amounts owed to CAI under this Agreement and all other contracts in effect between Lessee and CAI, including reasonable attorney’s fees and costs, (iv) repossess any containers not returned within twenty (20) days of CAI’s demand for redelivery, free of any claims of Lessee or parties claiming through Lessee, (v) assert maritime rent or other liens against Lessee’s property wherever it sums payable hereunder, such violation may be found, restrained or such obligation enforced by injunction. (vig) xxx for All rights and collect all damages provable by CAI under applicable law, remedies of Landlord herein enumerated shall be cumulative and (vii) exercise none shall exclude any other right or remedy available to CAI at allowed by law. (h) Any costs and expenses incurred by Landlord (including, without limitation, reasonable attorney's fees) in equity or in admiralty. Lessee agrees that CAI will be entitled to collect as part enforcing any of its damages arising from a default by Lessee rights or remedies under this Agreement, a Remarketing Fee equal Lease shall be deemed to three months’ rental charges for each Container covered be Additional Rental and shall be repaid to Landlord by Tenant upon demand. Landlord shall punctually perform all the obligations imposed upon Landlord under this Agreement at Lease. If Landlord fails to perform any such obligation within thirty (30) days after written notice from Tenant specifically describing the time nature of Lessee’s default as Landlord's failure to perform (a "Landlord Default") (except that it shall not be a Landlords' Default if the work to be performed by Landlord cannot be completed within thirty days of such notice, and Landlord has commenced such work and diligently and continuously pursues the cure or completion of such obligation), then Tenant shall have the right to perform the obligations described in the notice and set-off the actual and reasonable estimate cost of the time and expense required performance against amounts due to locate a new lessee for such ContainersLandlord under this Lease. Each remedy The Landlord Default shall be cumulative deemed to all other remedies available: have been cured when Tenant's expense has been reimbursed in full (whether through payment, set-off or otherwise). The rights afforded to CAI. Lessee Tenant under this paragraph shall be liable construed to CAI for the Replacement Value be cumulative, and not exclusive of any container not redelivered by Lessee other lawful right or repossessed by CAI within twenty (20) days of CAI’s demand for redelivery. Furthermore, the rental payable for each container not recovered by CAI within twenty days of CAI’s demand for redelivery will increase to the spot lease rates charged by CAI for like-type containers at the time of Lessee’s default until each such container is redelivered to or repossessed by or payment of the Replacement Value thereof is received by CAI. Lessee hereby waives any right to a judicial hearing prior to CAI’s repossession of containers in accordance with the terms of this Subsectionremedy that Tenant may have.