Common use of Default Clause in Contracts

Default. If Licensee defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee defaults the Lessee fails to pay, `when due, any amounts or charges required to be paid pursuant to this Lease, the Lessor after giving five (5) days notice in writing to the Lessee may, but shall not be obligated to, pay all or any part of the same. If the Lessee is in default in the performance of any of its covenants or obligations hereunder (other than the payment of rent or other sums required to be paid pursuant to this Lease), the fees payable by Lessor may from time to time after giving such notice as it hereunder considers sufficient (or fails without notice in the case of any emergency) having regard to the circumstances applicable, perform or cause to be performed any other of its obligations under this Agreementsuch covenants or obligations, or any part thereof, and Licensee fails for such purpose may do such things as may be required, including, without limitations, entering upon the demised Premises and doing such things upon or in respect of the demised Premises or any part thereof as the Lessor reasonably considers requisite or necessary. All expenses incurred and expenditures made pursuant to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within this paragraph shall be paid by the applicable grace period provided therein, then Licensor Lessee as Additional Rent or otherwise as may be the case forthwith upon demand. The Lessor shall have all rights and remedies now no liability to the Lessee for any loss or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor damages resulting from any such saleaction or entry by the Lessor upon the demised Premises under this paragraph and same is not a re-entry or a breach of any covenant for quiet enjoyment contained in this Lease. In the event that the Lessee fails to pay, leasewhen the same is due and payable, any rent, Additional Rent or other disposition. amount (b) Without terminating this Agreementincluding, reenter and assume possession without limiting the generality of the space so licensed foregoing, taxes, insurance premiums and of all Devices, fixtures, and other personal property of Licensee located therein and relet common area maintenance expenses) payable by the space and sell, lease, or otherwise dispose of Lessee pursuant to the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and Lease, such unpaid amount shall bear interest at an annual rate equal to the net amount received prime lending rate in effect from time to time charged by Licensor The Toronto-Dominion Bank to its best commercial customers in Toronto plus 5% per annum calculated from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts the due and not paid by Licensee date thereof to the date of payment, subject to monthly compounding; and the Lessor, in addition to any other right, shall have the same remedies and may take the same steps for the recovery of all such default, together with all amounts payable and such interest thereon as it might take for the recovery of rent in arrears under this Agreement during the remaining term terms of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the AgreementLease.

Default. If Licensee defaults In the event the Tenant shall default in the covenant to pay rent, or if the Tenant shall default in the observance of any other covenant, condition, and/or rule and regulation of this Lease, and if the tenant shall fail to rectify such default, or if the Premises shall be abandoned, vacated or deserted or if the Tenant shall fail to move in or take possession of the Premises after the commencement of the Lease, except as otherwise provided herein, Landlord shall have the right, at its sole option, to take possession of the Premises and re-rent said Premises as agent of the Tenant for the balance of the Lease term and apply the proceeds from such re-renting towards the payment of the fees payable by it hereunder or fails to perform rent of the Tenant under this Lease and such re-entry and re-renting shall not discharge the Tenant from liability for rent nor from any other obligation under the terms of its obligations this Lease and the parties further understand and agree that under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisableof this provision, the Landlord shall be under no obligation whatsoever to attempt to re-rent the Premises before renting other units Landlord has available, but may at its option pursue any other remedy conferred upon the Landlord by this provision or benefit of any law of this urisdiction now or in future effect. The Landlord upon re-renting the Premises for the benefit of the Tenant may do so for a term which may at the Landlord’s option exceed the period which otherwise constituted the balance of the Lease term. Tenant shall be obligated to pay for and/or reimburse Landlord for any court costs and reasonable attorney’s fees equal to the greater of Landlord’s actual attorney’s fees or 25% of the amount in controversy. The prevailing party in any such event, Licensee shall pay promptly upon demand action to enforce the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term terms of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionlease shall be entitled to an award of attorney’s fees. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. (a) If Licensee defaults proceedings are commenced against Tenant in any court under a bankruptcy act or for the payment appointment of a Trustee or Receiver of Tenant’s property either before or after commencement of the fees payable by it hereunder Lease term, or fails to perform (b) if the rent or any other of its obligations payments due from Tenant under this AgreementLease, or any part thereof, shall at any time be in arrears and Licensee fails to cure such default within unpaid for a period of fifteen 30 days after agreed due date per this Lease, or (15c) if there shall be default in the performance of any other covenant or condition herein contained on the part of Tenant for more than 30 days after written notice from Licensor and of such default is not cured within the applicable grace period provided thereinby Landlord, then Licensor Tenant’s right to possession pursuant to this Lease, if Landlord so elects, shall thereupon cease, and Landlord shall have all rights and remedies now the right to reenter or hereafter provided repossess the premises by law andsummary proceedings, in addition, may do any one surrender or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixturesotherwise, and other personal property of Licensee remaining on such space to dispossess and full right and authority to sell, lease, or otherwise dispose of remove therefrom the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, Tenant or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixturesoccupants thereof, and other personal property of Licensee located therein and its effects, without being liable to prosecution therefore. In such case, Landlord may, at its option, relet the space and sell, lease, or otherwise dispose Demised Premises as the agent of the Devices, fixturesTenant, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee Tenant shall pay promptly upon demand to Landlord the difference between the fees due under this Agreement rent hereby reserved and agreed to be paid by Tenant for the period portion of the term remaining at the time of reentry or repossession, and the lesser amount, if any, received or to be received under such reletting (but not beyond for such portion of the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such defaultterm, together with all amounts payable under this Agreement during Landlord’s fees and costs, including reasonable attorney fees, incurred by Landlord in enforcing its remedies hereunder and reletting the remaining term Demised Premises. Tenant hereby expressly waives service of this Agreement following such default, as an indebtedness notice of Licensee immediately due and payable intention to Licensor and recover the same. In the event reenter or of any such default, Licensee shall have no right instituting legal proceedings to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementthat end.

Default. If Licensee defaults 12.1 Subtenant acknowledges that the services to be rendered to the Subleased Premises are to be rendered by Overlandlord. Anything in this Sublease to the payment contrary notwithstanding, if there exists a breach by Sublandlord of the fees payable by it hereunder or fails to perform any other of its obligations under this AgreementSublease, which is caused by a corresponding breach by Overlandlord under the Xxxxxxxxx of its obligations under the Xxxxxxxxx exists, Sublandlord shall not be responsible or liable therefor. Notwithstanding the foregoing, however, if Sublandlord is excused from performance, or entitled to a reduction or abatement of its rental obligations to Overlandlord under the Xxxxxxxxx, Subtenant shall be correspondingly excused from performance, or entitled to a reduction or abatement of its rental obligations to Sublandlord under this Sublease, to the extent Subtenant experiences the same Loss of services that provided the abatement to Sublandlord. Otherwise, Subtenant shall not be excused from performance or reduce/xxxxx rent. [***] Confidential portions of this document have been redacted and Licensee filed separately with the Commission. 12.2 Anything contained in any provisions of this Sublease to the contrary notwithstanding, Subtenant agrees, with respect to the Subleased Premises, to comply with and remedy any notice to cure that would result in an Event of Default (as defined in Article 19 of the Xxxxxxxxx) claimed by Overlandlord and caused by Subtenant, within the period allowed to Sublandlord as tenant under the Xxxxxxxxx, even if such time period is shorter than the period otherwise allowed in the Xxxxxxxxx, due to the fact that the notice to cure from Sublandlord to Subtenant is given after the corresponding notice to cure from Overlandlord; provided that Sublandlord has promptly forwarded to Subtenant such notice of default. Sublandlord agrees to immediately forward to Subtenant, upon receipt thereof by Sublandlord, a copy of each notice to cure received by Sublandlord in its capacity as tenant under the Xxxxxxxxx. Subtenant agrees to forward to Sublandlord, upon receipt thereof, copies of any notices received by Subtenant with respect to the Subleased Premises from Overlandlord or from any governmental authorities. In addition to other remedies of Sublandlord hereunder and by law, Subtenant agrees that in the event of a breach by Subtenant of any of the terms or obligations of this Sublease, Sublandlord may undertake such obligations on behalf of Subtenant, if Subtenant fails to cure such default breach prior to the expiration of any cure period prescribed in the Xxxxxxxxx that would result in an Event of Default as defined in the Xxxxxxxxx, and Subtenant shall immediately reimburse Sublandlord for the commercially reasonable costs of same within a period of fifteen (15) days after written notice from Licensor receipt of invoices from Sublandlord. 12.3 If and such default is not cured within whenever there shall occur any breach of this Sublease which could result in an Event of Default under the applicable grace period provided thereinXxxxxxxxx, then Licensor shall have all Sublandlord may, at Sublandlord's option, exercise any remedy or right given under the Xxxxxxxxx or by law or equity. All rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice specifically granted to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee Sublandlord herein shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due be cumulative and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementmutually exclusive.

Default. (a) If Licensee Tenant (i) defaults in the payment of the fees payable by it hereunder or fails to perform any other of its monetary obligations under this AgreementLease or (ii) materially defaults in any of its non-monetary obligations under this Lease, and Licensee Tenant fails to cure such default within a period of fifteen ten (1510) business days after receipt of written notice from Licensor thereof, then, in addition to all other rights which Landlord has at law or in equity, Landlord shall have the following rights and such default is not cured within remedies: (x) to terminate this Lease with respect to the applicable grace period provided therein, then Licensor Leased Premises in which event Tenant shall have all rights and remedies now or hereafter provided by law immediately surrender such Leased Premises to Landlord and, if Tenant fails to do so, Landlord may, without prejudice to any other remedy which Landlord may have for possession or arrearages in additionRent, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume enter upon and take possession of the space occupied applicable Leased Premises and expel or remove Tenant and any other person who may be occupying such Leased Premises or any part thereof, by Licensee any legal means, without being liable for prosecution for any claim of damages therefore; (y) to enter upon and take possession of the applicable Leased Premises and expel or remove Tenant and any other person who may be occupying such Leased Premises or any part thereof, by any legal means, without being liable for prosecution of any claim for damages therefore with or without having terminated this Lease; (z) do whatever Tenant is obligated to do under the terms of this Lease (and enter upon the applicable Leased Premises in the Licensed Locations; retain all Devices, fixturesconnection therewith if necessary) without being liable for prosecution or any claim for damages therefore, and other personal property of Licensee remaining Tenant agrees to reimburse Landlord on such space and full right and authority demand for any expenses which Landlord may incur in thus effecting compliance with Tenant’s obligations under this Lease with respect to sella Leased Premises, lease, or otherwise dispose of the same or to store the same, all plus interest thereon at the expense of Licensee; Default Rate, and Tenant further agrees that Landlord shall not be liable for any damages resulting to recover Tenant from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionaction. (b) Without terminating In the event Landlord elects to terminate this AgreementLease with respect to a Leased Premises in accordance with the foregoing, reenter then notwithstanding such termination, Tenant shall be liable for and assume possession of shall pay to Landlord the space so licensed and sum of all Devices, fixtures, Rent and other personal property amounts payable to Landlord pursuant to the terms of Licensee located therein and relet this Lease with respect to such Leased Premises which have accrued to the space and selldate of such termination, leaseplus, or otherwise dispose as damages, an amount equal to the net present value of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under (i) total Rent reserved by this Agreement Lease for the period remaining portion of the Term (had such reletting Term not been terminated by Landlord prior to the Expiration Date) less (but not beyond the term of this Agreementii) and the net amount Tenant proves Landlord would have received by Licensor from during such remaining portion of the Term through reletting and from such saleof the applicable Leased Premises. For the purposes hereof, lease, or other disposition“net present value” shall be determined using a discount rate equal to four percent (4%) per annum. (c) To treat In the event Landlord elects to repossess the applicable Leased Premises without terminating this Lease with respect to such Leased Premises, then Tenant shall be liable for and shall pay to Landlord all rental and other amounts due and not paid by Licensee payable to Landlord (including, without limitation, the damages amount set forth in Section 7(b)) pursuant to the terms of this Lease which have accrued to the date of such defaultrepossession, together with all amounts payable under this Agreement plus, from time to time throughout the remaining Term, total Rent required to be paid by Tenant to Landlord during the remaining term remainder of this Agreement following such default, as an indebtedness the Leased Term diminished by any net sums thereafter received by Landlord through reletting of Licensee immediately due and payable to Licensor and recover the sameapplicable Leased Premises during said period. In the no event shall Tenant be entitled to any excess of any such default, Licensee shall have no right rental obtained by reletting over and above the rental herein reserved. Actions to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all collect amounts due Licensor under by Tenant to Landlord as provided in this paragraph may be brought from time to time, on one or more occasions, without the Agreementnecessity of Landlord’s waiting until expiration of the Term.

Default. If Licensee (i) defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor, or (ii) Licensee defaults in the payment of fees or performance of its other obligations under that certain License Agreement between Licensee and Lucky Stores, Inc. dated of even date herewith, and such default is not cured within the grace period provided therein, or (iii) Corral United, Inc., an affiliate of Licensee, defaults in the payment of fees or performance of its obligations under that certain License Agreement between Corral United, Inc. and Licensor dated of even date herewith and such default is not cured within the applicable grace period provided therein, then then, in any of such events, Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same, together with interest thereof at the rate of 150 percent of the prime rate charged preferred customers by Bank of America Nevada, determined as of the first day of the month preceding such default and adjusted as of the first day of each month during the period of such default, both before and after judgment from the date of such default until paid, but not to exceed the greater of 24 percent per annum or the highest amount permitted by applicable law. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee defaults a. In the event of any default, other than the default of failure to pay rent and late charges, hereunder or if the Landlord/Agent can at any time deem the tenancy of the Tenant undesirable by reason of objectionable or improper conduct on the part of the Tenant, his family, guests, or employees by causing annoyance to neighbors or should the Tenant occupy the subject premises in violation of any rule, regulation, or ordinances issued or promulgated by the Landlord/Agent, the Common Ownership community identified in Paragraph 7 herein, any governmental rental authority, or any federal, state or local law, then and in any of said events, the Landlord/Agent has the right to terminate this Lease by giving the Tenant personally or by sending via first class mail to the Tenant a thirty (30) day written notice to quit and vacate the premises containing in said notice the basis for the termination. b. However, in the payment event the breach of lease involves behavior by the Tenant or a person on the subject premises with the Tenant’s consent, which demonstrates a clear and imminent danger of the fees payable by it hereunder Tenant or fails person doing serious harm to perform themselves, other tenants, the landlord, the landlord’s property or representatives, or any other of its obligations under person on the premises, the Landlord/Agent has the right to terminate this Agreement, and Licensee fails Lease by giving to cure such default within the Tenant or person in possession personally or via first class mail a period of fifteen fourteen (1514) days after day written notice from Licensor to quit and such default is not cured within vacate the applicable grace premises containing in said notice the basis for the termination. The Landlord/Agent at the expiration of said notice or any shorter period provided therein, then Licensor shall have all rights and remedies now conferred under or hereafter by operation of law may use any remedy provided by law and, in addition, may do any one or more for the restitution of possession and the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession recovery of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositiondelinquent rent. (b) Without terminating this Agreement, reenter c. Failure to pay rent and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions late charges as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such specified herein will constitute a default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right the Landlord/Agent use any remedy available under this Lease and/or applicable law, including filing a written Complaint in the District Court of Maryland for Failure to remove any Devices, fixtures, or other personal property Pay Rent — Landlord’s Complaint for Repossession of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the AgreementRented Property.

Default. If Licensee an Investor (or any of its affiliates) defaults on its obligation to fund its Investment Commitment in accordance with the terms of its Equity Commitment Letter or breaches its obligations under the Cooperation Agreement, its Limited Guaranty, its Equity Commitment Letter or this Agreement (a “Defaulting Investor”), and such default causes the Investors (or their respective affiliates) or the Acquisition Entities to become liable to make any payments (including the Termination Fee) pursuant to the Purchase Agreement, the Equity Commitment Letters, the Limited Guaranties or otherwise in respect of the Transaction, then the Defaulting Investor will be responsible for all such amounts payable (or previously paid) by any Investor that is not a Defaulting Investor (a “Non-Defaulting Investor”), other than any amounts that are paid to fund the payment of the fees payable Purchase Price under the Purchase Agreement if the Transaction is consummated, as well as all fees, costs and expenses incurred by the Non- Defaulting Investors in connection with the Transaction or in connection with any claim made by Seller, HFSG of any of their Affiliates against it hereunder in respect of the Transaction (collectively, the “Default Costs”). The Defaulting Investor hereby agrees to indemnify the Non-Defaulting Investors in respect of all Default Costs and shall pay all of such Default Costs to the Non- Defaulting Investors (or fails in accordance with the Non-Defaulting Investors’ direction) promptly after their incurrence. For greater certainty, if there is more than one Defaulting Investor, the Default Costs will be borne by the Defaulting Investors on a pro rata basis that corresponds to perform their Investment Commitments promptly after their incurrence; provided that, in the case of any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default Defaulting Investor that is not cured within a Lead Investor, (i) the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, Lead Investor associated with such Investor as identified on Annex A (the “Corresponding Lead Investor”) agrees to jointly indemnify the Non-Defaulting Investors in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and respect of all Devices, fixtures, Default Costs owed by the Defaulting Investor and other personal property of Licensee located therein and relet (ii) the space and sell, lease, or otherwise dispose of Defaulting Investor agrees to promptly pay to the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in Corresponding Lead Investor any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not Default Costs paid by Licensee the Corresponding Lead Investor to the date of such defaultother Non-Defaulting Investors. For greater certainty, together with all amounts payable under this Agreement during if there is more than one Defaulting Investor, the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable Default Costs will be borne by the Defaulting Investors on a pro rata basis that corresponds to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementtheir Investment Commitments.

Default. If In the event Licensee defaults is in default under this License, Licensor shall have the payment right to terminate this License under Section 11 and Licensee shall peacefully surrender the Premises to Licensor. Licensor may repossess the Premises by summary proceedings, ejectment, or other lawful procedures, and may dispossess Licensee and remove Licensee and Licensee's property therefrom without being liable for any damages, therefore. No repossession and/or dispossession of the fees payable Premises shall constitute a termination of this License, unless Licensor also gives written notice of termination to Licensee. No such termination of this License by it hereunder or fails to perform any other Licensor shall relieve Licensee of its Licensee's liability and obligations under this AgreementLicense, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor liability and such default is not cured within the applicable grace period provided therein, then Licensor obligation shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from survive any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the sametermination. In the event of any such defaulttermination contemplated herein, in addition to any damages with respect to the condition of the Premises, Licensee shall have no right be liable to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due one hundred percent of the total License fee set forth on page one. Licensee understands and agrees that licensing of the Property by Licensor is completely dependent upon academic enrollment and that, if Licensee defaults under this License or under the AgreementMeal Plan, Licensor will be unlikely to re-let the Premises before the expiration date stated in the terms and description. The election by Licensor not to exercise its right to terminate this License upon Licensee's default does not constitute a waiver of Licensor's right to terminate this License upon any subsequent default by Licensee. All unlawful detainer costs shall be paid by Licensee. Default on the part of Licensee shall include, but is not limited to, the following: (A) Delinquency in the due and punctual payment of any License fee or other payment required hereunder. (B) Maintaining a nuisance within the Premises. (C) Disorderly or illegal behavior on the part of Licensee or Licensee's guests. (D) Keeping any handguns, firearms or weapons of any type, or any explosive, flammable, or any extra hazardous substances, or any article or thing of a dangerous nature on the Premises or Property. (E) Misuse of alcoholic beverages or the illegal manufacture, sale, possession, or use of narcotics, marijuana, hypnotics, stimulants, hallucinogens, or other similar known harmful or habit-forming drugs and/or chemicals within Premises or Property by Licensee or Licensee guests (whether or not Licensor can establish possession). (F) Inability or refusal on the part of Licensee to adjust to the concept and requirements of living in a student residence environment. (G) Violation of any of the Rules and Regulations governing the Property, by Licensee or guest whether now in existence or as they may be amended in the future. (H) Incorrect, misleading or untrue, or incomplete representations contained in Licensee's application for rental. (I) Violation of any of California State University San Marcos, rules, regulations, or policies governing students; academic or other probation of Licensee; withdrawal of Licensee from enrollment; expulsion of Licensee; suspension of Licensee; and any and all other acts or omissions by Licensee deemed by California State University San Marcos, to be inconsistent with student enrollment. (J) Licensee's failure to perform or observe any term or provision of this License, even if not covered by any of subparagraphs (A) through (I). (K) Licensee or guest is arrested for a felony offense involving actual or potential physical harm to a person, or a felony or misdemeanor offense involving possession, manufacture or delivery of a controlled substance, marijuana or illegal drug paraphernalia or theft, burglary, pornography, physical assault, indecent exposure, sexual molestation, and/or any unlawful conduct involving a minor, regardless of whether such activity results in jail or prison time and or/deferred adjudication. (This provision may not apply to prior arrests if the Licensee is in Project Rebound or a similar program approved by Licensor). (L) Licensee fails to move into bedroom after completion of all required documentation, or if Licensee abandons or apparently abandons bedroom. (M) Licensee fails to make initial payment based on the CSUSM Student Financial Services payment deadline due dates. Further information can be found here xxxxx://xxx.xxxxx.xxx/sfs/payments/deadlines/index.html.

Default. (a) If Licensee (i) Tenant defaults in the payment of any installment of Rent when due and thereafter remains in default for more than ten (10) days after receiving written notice of the fees payable by it hereunder or fails same; (ii) the Premises become abandoned, provided that failure to perform any other occupy, if Tenant is otherwise performing all of its other obligations under this AgreementLease, shall not be a default under this Lease; or (iii) Tenant defaults in fulfilling any other covenant of this Lease and Licensee Tenant fails to cure remedy such default within a period of fifteen thirty (1530) days after written notice from Licensor and by Landlord to Tenant specifying the nature of such default is (or if the said default cannot be completely cured or remedied within the applicable grace said thirty (30) day period provided thereinand Tenant shall not have diligently commenced curing such default within such thirty (30) day period and shall not thereafter in good faith diligently proceed to remedy or cure such default), then Licensor shall have all rights and remedies now or hereafter provided Landlord may, by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all DevicesTenant, fixturescancel this Lease, and other personal property this Lease and the Term hereunder shall end and expire as fully and completely as if the date of Licensee remaining on such space cancellation were the day herein definitely fixed for the end and full right expiration of this Lease and authority the Term hereof. Tenant shall then quit and surrender the Premises to sellLandlord, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionbut Tenant shall remain liable as hereinafter provided. (b) Without terminating this Agreement, reenter If (i) the notice provided for in paragraph (a) above shall have been given and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, leaseTerm shall expire as aforesaid, or otherwise dispose (ii) any execution shall be issued against Tenant or any of the Devices, fixtures, and other personal Tenant’s property, all on such terms and conditions as Licensor deems advisablewhereupon the Premises shall be taken or occupied or attempted to be taken or occupied by someone other than Tenant, then and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond events; if and to the term of this Agreement) extent permitted by applicable law, Landlord may, without notice, re-enter the Premises, and dispossess Tenant and the net amount received by Licensor from such reletting and from such sale, lease, legal representative of Tenant or other dispositionoccupant of the Premises, by summary proceedings or otherwise, and remove their effects and hold the Premises as if this Lease had not been made. If and to the extent permitted by applicable law, Tenant hereby waives the service of notice of intention to re-enter or to institute legal proceedings to that end, but Tenant shall remain liable as hereinafter provided. (c) To treat all amounts due In the event Landlord shall be in or otherwise breach any of its covenants or obligations hereunder and not paid by Licensee to the date shall remain in default for a period of thirty (30) days after Landlord’s receipt of written notice from Tenant of such default, together with all amounts payable under this Agreement during unless the remaining term default is of this Agreement following such defaulta nature that it cannot be remedied within such thirty (30) day period, in which case no Landlord’s default shall occur so long as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee Landlord shall have no right to remove any Devicespromptly commenced the remedying of the default within such thirty (30) day period and shall diligently and continuously proceed with remedying same, fixtures, or other personal property of Licensee from the space licensed, and Licensor Tenant shall have a lien thereon as security for the payment right cure said breach at Landlord’s expense and offset from Rent an amount equal to Tenant’s out-of-pocket costs and expenses (including attorneys’ fees) in connection with curing the default. Tenant shall document the cost of all amounts due Licensor under the Agreementsaid cure and supply said documentation to Landlord.

Default. If Licensee defaults Any act or omission by Subtenant that would constitute a breach or default by the Tenant under the Lease shall constitute a default on the part of Subtenant hereunder. In addition, Sublandlord shall have the right to declare a default under this Sublease in the payment of the fees payable by it hereunder or event Subtenant fails to perform or violates any covenant or condition set forth herein. In the event of any breach or default by Subtenant hereunder or under the Lease, Sublandlord shall have each and all of the rights and remedies afforded Landlord under the Lease. In addition to the rights or remedies afforded Landlord under the Lease, Sublandlord shall have the right, but not the obligation, (i) to cure any such breach or default by Subtenant (and enter upon the Premises in connection therewith if necessary), without being liable for damages, and Subtenant shall thereupon be obligated to reimburse Sublandlord immediately upon demand for all costs (including costs of settlements, defense, court costs and attorneys’ fees) that Sublandlord may incur in effecting the cure of such breach or default, plus interest thereon at the rate of ten percent (10%) per annum; (ii) terminate this Sublease and Subtenant’s interest in the Premises by giving Subtenant written notice thereof, in which event Subtenant shall pay to Sublandlord the sum of (a) all Rent accrued hereunder through the date of termination, and (b) an amount equal to the total Rent that Subtenant would have been required to pay for the remainder of the Term; (iii) terminate Subtenant’s right to possess the Premises without terminating this Sublease by giving written notice thereof to Subtenant, in which event Subtenant shall pay to Sublandlord (1) all Rent and other amounts accrued hereunder to the date of its obligations termination of possession, (2) all amounts due from time to time under this AgreementSublease, and Licensee fails (3) all Rent and other net sums required hereunder to cure be paid by Subtenant during the remainder of the Term, diminished by any net sums thereafter received by Sublandlord through reletting the Premises during such default within a period of fifteen period, after deducting all costs incurred by Sublandlord in reletting the Premises and (15iv) days after written notice from Licensor to have any and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due afforded a landlord under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionapplicable law. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee (a) In the event that Seller is ready, willing and able to close in accordance with the terms and provisions hereof, and Buyer defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under undertaken in this Agreement, Seller shall be entitled, as its sole and Licensee fails exclusive remedy, to cure either: (i) if Buyer is willing to proceed to Closing, waive such default within a period and proceed to Closing in accordance with the terms and provisions hereof; or (ii) declare this Agreement to be terminated, and Seller shall be entitled to immediately receive all of fifteen (15) days after written notice from Licensor the Xxxxxxx Money as liquidated damages as and for Seller’s sole remedy. Upon such default is not cured within the applicable grace period provided thereintermination, then Licensor neither Buyer nor Seller shall have all rights any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Seller and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Buyer agree that (a) Terminate this Agreement actual damages due to Buyer’s default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty and is fair and reasonable in light of all relevant circumstances, (b) the amount specified as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by giving written notice to Licensee; resume possession Seller as a result of having withdrawn the space occupied by Licensee in Property from the Licensed Locations; retain all Devices, fixturesmarket, and other personal property of Licensee remaining on such space and full right and authority (c) Buyer desires to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due limit its liability under this Agreement had it not been terminatedto the amount of the Xxxxxxx Money paid in the event Buyer fails to complete Closing, less and such amount shall be paid to Seller as liquidated damages and as Seller’s sole remedy hereunder. Seller hereby waives any right to recover the net amount realized by Licensor from any such sale, leasebalance of the Purchase Price, or any part thereof, and the right to pursue any other dispositionremedy permitted at law or in equity against Buyer. In no event under this Section or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages. (b) Without terminating this AgreementIn the event of a default in the obligations herein taken by Seller with respect to the Property, reenter Buyer may, as its sole and assume possession of exclusive remedy, either: (i) waive any unsatisfied conditions and proceed to Closing in accordance with the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under provisions hereof; (ii) terminate this Agreement for by delivering written notice thereof to Seller no later than Closing, upon which termination the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such defaultXxxxxxx Money, together with all amounts payable under interest earned therein, shall be refunded to Buyer, Seller shall pay to Buyer all of the out-of-pocket costs and expenses incurred by Buyer in connection with this Agreement, which return and payment shall operate to terminate this Agreement during and release Seller and Buyer from any and all liability hereunder, except those which are specifically stated herein to survive any termination hereof; (iii) enforce specific performance of Seller’s obligations hereunder; or (iv) by notice to Seller given on or before the remaining term Closing Date, extend the Closing Date for a period of this Agreement following such default, as an indebtedness of Licensee immediately due and payable up to Licensor and recover thirty (30) days (the same. In the event of “Closing Extension Period”) to permit Seller to remedy any such default, Licensee and the “Closing Date” shall be moved to the last day of the Closing Extension Period. If Buyer so extends the Closing Date, then Seller may, but shall not be obligated to, cause said conditions to be satisfied during the Closing Extension Period. If Seller does not cause said conditions to be satisfied during the Closing Extension Period, then Buyer shall have the remedies set forth in Section 9(b) (i) through (iii) above, except that the term “Closing” shall read “Extended Closing.” Notwithstanding the foregoing, in the event of a willful or intentional default of Seller hereunder, Buyer shall, in addition to the foregoing remedies, be permitted to pursue any and all rights and remedies available to Buyer at law or in equity; provided, however, in no right event shall Seller be liable to remove Buyer for any Devicespunitive, fixtures, speculative or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementindirect consequential damages.

Default. If Licensee defaults Lessee should be in the payment breach or default of or violate any of the fees payable by it hereunder terms and conditions of this Lease, or fails to perform any other of its obligations under if the Lessee should assign or hypothecate this Agreement, and Licensee fails to cure such default within Lease or sublet the Demised Premises in a period of fifteen (15) days after written notice from Licensor and such default is manner not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, Lease or otherwise dispose of the whole or any part of the Demised Premises or make any structural alterations therein without the prior written approval of the Lessor, or shall commit waste or suffer the same to be committed on said Demised Premises or to store injure or misuse the same, all or shall cease to exist as an IRS qualified or Connecticut corporation, or shall be adjudicated bankrupt, or shall make a voluntary or involuntary assignment of its estate or effects for the benefit of creditors, or if a receiver of Lessee’s property shall be appointed, or if this Lease shall by operation of law, devolve upon or pass to anyone other than the Lessee, then this Lease shall thereupon, by virtue of this express stipulation expire and terminate, at the expense sole option of Licenseethe Lessor, and the Lessor may, at any time thereafter re-enter said premises and shall have and possess all of the Lessor’s former estate, and without such re-entry, may recover possession thereof in the manner prescribed by the statutes relating to summary process; and it being understood that no demand for rent or re-entry for condition broken, as at common law, shall be necessary to enable the Lessor to recover from Licensee such possession pursuant to said statutes relating to summary process, that any or all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from right to any such sale, lease, demand or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received re-entry is hereby expressly waived by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the sameLessee. In the event the Lessee should be in breach or default of or violate any of the Lessee’s obligations set forth in the Lease and fail to cure such breach, default or violation within thirty (30) days written notice of such breach from the Lessor, then this Lease shall thereupon, by virtue of this express stipulation expire and terminate, at the sole option of the Lessor, and the Lessor may, at any time thereafter re-enter said premises and shall have and possess all of the Lessor’s former estate, and without such re-entry may recover possession thereof in the manner prescribed by the statutes relating to summary process; it being understood that no demand for rent or re-entry for condition broken, as at common law, shall be necessary to enable Lessor to recover such possession pursuant to said statutes relating to summary process, that any or all right to any such default, Licensee shall have no right to remove any Devices, fixtures, demand or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementsuch re-entry is hereby expressly waived by Lessee.

Default. If Licensee defaults 12.1 IFN shall be in default of this Agreement if: 1) IFN becomes insolvent, liquidates, is adjudicated as bankrupt, makes an assignment for the payment benefit of creditors, invokes any provision of law for the relief of debtors, or initiates any proceeding seeking protection from its creditors; or 2) IFN violates any applicable laws or other legal requirements which results in a material impact on the System or System Segments; or 3) IFN fails to acquire and/or maintain necessary Right-of-Way for the uninterrupted use of the fees payable by it hereunder or System as required under this Agreement; 4) IFN fails to perform any other material obligation, which is not associated with the physical operation of the System, under the terms of this Agreement; 5) IFN fails to perform any material obligation regarding the physical operation of the System under the terms of this Agreement. Such failure shall not be considered a default however if it is the result of a material default on behalf of Sprint in its obligations under this the Maintenance Agreement. 12.2 In the event of a default as described in (3) and (5) of Article 12.1 above, Sprint has the right, without the duty, and Licensee fails solely at its discretion to cure the default if IFN is not using best faith efforts to cure the same. In such event, IFN hereby appoints Sprint as its authorized agent, with authority to negotiate and obtain licenses, lease renewals, or rights-of-way to allow for the completion of construction or to allow for Sprint's uninterrupted use of the System. IFN shall reimburse Sprint for any costs associated with curing such default within at a period rate of fifteen two times Sprint's direct cost for labor and services and one and one half times Sprint's direct costs for materials and fees. Sprint may offset such reimbursement against any fees due and owing hereunder by Sprint. Sprint shall provide an itemized invoice to IFN for any amounts offset. 12.3 If any event of default continues for thirty (1530) days after written notice from Licensor thereof, Sprint has the right, but not the duty, and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do solely at its discretion to initiate any one or more of the followingactions that follow: (a) Terminate this Agreement by giving written notice to Licensee; resume possession To terminate the Agreement. As time is of the space occupied by Licensee in essence for the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose completion of the same or to store the sameSystem, all at the expense of Licensee; termination shall be immediate and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any effective upon notice. In such event, Licensee IFN hereby releases and discharges Sprint of and from any and all claims, causes of action, damages or liabilities, known or unknown, incurred by reason of or in any way growing out of the use of the System and Route or related to this Agreement. IFN's liability for the liquidated damages set forth in Section 1.7 shall pay promptly cease upon demand termination of the difference between Agreement. b) To cure the event of default to the extent Sprint deems necessary to allow for the continued use of the Sprint Fibers by Sprint or to complete construction of the System for use by Sprint. In such event, IFN hereby appoints Sprint as its authorized agent, with authority to negotiate and obtain licenses, lease renewals, or rights-of-way to allow for the completion of construction or to allow for Sprint's uninterrupted use of the Sprint Fibers. IFN shall reimburse Sprint for any costs associated with curing such default at a rate of two times Sprint's direct cost for labor and services and one and one half times Sprint's direct costs for materials and fees. Sprint may offset such reimbursement against any fees due and owing hereunder by Sprint. Sprint shall provide an itemized invoice to IFN for any amounts offset. 12.4 If any portion of the System experiences performance which fails the material requirements as set forth in the Exhibits or in industry standards of comparable systems with current and like technology, which results in an interruption in Sprint's ability to use or a material degradation of the System, then Sprint's obligation for payment here under shall immediately cease for the duration of such interruption or degradation on a pro rata basis in one sixteenth increments for each Sprint Fiber affected (one twenty fourth increments for each Sprint Fiber affected on the Accepted System Segment - [_____] Extension) until the same is cured, as demonstrated by IFN to the reasonable satisfaction of Sprint. Notwithstanding any other provision of this Agreement to the contrary, if Sprint exercises its remedy to cease payment of its monthly obligation to IFN due to an alleged material default by IFN, then IFN shall have the right to draw upon its Letter of Credit referenced in Article 5 hereof to satisfy IFN's monthly financial obligations related to the System, provided that IFN may not reduce the available balance under the Letter of Credit to an amount less than [__________] pursuant to this Article 12 without the prior written consent of Sprint. Additionally, the amount available under the Letter of Credit must be reinstated to the maximum amount required pursuant to Article 5 hereof within twelve (12) months after the date IFN first makes any draw under the Letter of Credit pursuant to this Article 12. 12.5 Sprint shall be in default of this Agreement if: 1) Sprint becomes insolvent, liquidates, is adjudicated as bankrupt, makes an assignment for the period benefit of such reletting creditors, invokes any provision of law for the relief of debtors, or initiates any proceeding seeking (but not beyond including payment obligation) protection from its creditors; or 2) Sprint fails to perform any material obligation under the term terms of this Agreement. If any such event of default continues for thirty (30) days after written notice thereof, IFN has the right, but not the duty, solely at its discretion to terminate this Agreement. Such termination shall be immediate and the net amount received by Licensor from effective upon notice. In such reletting event, Sprint hereby releases and discharges IFN of and from such saleany and all claims, leasecauses of action, damages or other disposition. (c) To treat all amounts due liabilities, known or unknown, incurred by reason of or in any way growing out of the use of the System and Route or related to this Agreement. It is not paid by Licensee intended that Sprint release IFN from claims relating to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable that IFN caused or contributed to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the AgreementSprint's material default hereunder.

Default. If Licensee defaults (a) In event Lessee shall be in default in the payment of the fees payable by it ------- rent hereunder or fails to perform any other of its obligations under this Agreement, in full and Licensee fails to shall not cure such default within a period of fifteen twenty (1520) days after receipt of written notice from Licensor Lessor specifying the default, Lessor shall have the right, without further notice and legal process (but only during the continuance of such default default), of terminating this lease. Thereupon, this lease shall be at an end, except for the purposes of enforcing the rights then accrued hereunder and rights to future rentals to accrue hereunder, and Lessee will at once surrender, release and turn over possession of said Premises to Lessor. If such possession is not cured within the applicable grace period provided thereinimmediately surrendered, then Licensor shall have Lessor may re-enter said Premises and take possession thereof, removing all rights persons and remedies now property therefrom, using such force as may be necessary without being deemed guilty of any manner of trespass, or hereafter forcible entry, or detainer, all other notice provided by law and, in addition, may do any one or more for the termination of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain tenancy and all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionlegal process being hereby expressly waived. (b) Without terminating If Lessee shall default in the performance or observance of any covenant, agreement or condition contained in this Agreementlease to be performed or observed by Lessee, reenter other than an obligation to pay rent, and assume shall not cure such default within thirty (30) days after receipt of written notice from Lessor specifying the default, or shall not within said period commence to cure such default and thereafter prosecute the curing of such default to completion with due diligence, Lessor may, at its option, at once, without notice to Lessee or anyone else, terminate this lease, and upon the termination hereof at the option of Lessor as aforesaid, or at the expiration, by lapse of time, of the term hereby demised, Lessee will, at once, surrender, release and turn over possession of the space so licensed said Premises to Lessor and, if such possession is not immediately surrendered, Lessor may re-enter said Premises and take possession thereof removing all persons and property therefrom, using such force as may be necessary without being deemed guilty of all Devices, fixtures, and other personal property any manner of Licensee located therein and relet the space and sell, leasetrespass, or otherwise dispose of the Devicesforcible entry, fixtures, and other personal propertyor detainer, all other notice provided by law for the termination of tenancy and all legal process being hereby expressly waived; or Lessor may, at its option, without waiving any right to terminate this lease or any claim for breach of contract, at any time thereafter cure such default for the account of Lessee and Lessee shall, on such terms demand, reimburse Lessor therefor and conditions as Licensor deems advisablesave lessor harmless therefrom, and in provided that Lessor may cure any such eventdefault prior to the expiration of said waiting period, Licensee shall pay promptly upon demand but after notice to Lessee, if the difference between the fees due under this Agreement for the period curing of such reletting (default prior to the expiration of said waiting period, but not beyond after notice to Lessee if the term curing of this Agreement) and such default prior to the net amount received by Licensor from such reletting and from such sale, leaseexpiration of said waiting period is reasonable necessary to protect Lessor, or other dispositionto prevent injury or damage to persons or property. (c) To treat In case of any default, whether or not this Lease is terminated, Lessee will indemnify Lessor against all amounts due loss of rent and not other payments provided herein, if any, to be paid by Licensee Lessee to Lessor between the date time of such default, together with all amounts payable under this Agreement during default or termination and the remaining expiration of the term of this Agreement following such defaultLease. It is understood that at the time of termination or reentry, as an indebtedness or any time thereafter, Lessor may rent the Premises for a term which may expire after the expiration of Licensee immediately the term of this Lease without releasing Lessee from any liability whatsoever; that Lessee shall be liable for w\expenses incurred by Lessor in connection with obtaining possession of the Leased Premises and in connection with any re- letting, including without limitation, reasonable attorney fees and reasonable brokers' fees; and that any monies collected for said re-letting shall be applied first to the foregoing expenses and then to payment of rental and all other payment which may be due to Lessor from Lessee. Said indemnification of Lessor by Lessee shall be accomplished by payments made on the days on which said Rentals andy other payments would have been due and payable hereunder if this agreement had not terminated. (d) The rights and remedies herein given Lessor on account of default or breach by Lessee under this lease are cumulative and in addition to Licensor the rights and recover the same. In the event of any remedies afforded Lessor by law and/or equity for such default, Licensee shall have no right to remove any Devices, fixtures, defaults or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementbreaches.

Default. If Licensee defaults (a) Borrower shall be in the payment of the fees payable by it hereunder or default under this Agreement if: (i) Borrower fails to perform make payment as required under the Note which this Agreement secures, or (ii) Borrower does not comply with any other material provision of its obligations this Agreement, or (iii) files a petition under any bankruptcy or insolvency law, or if bankruptcy or insolvency proceedings or an application for a receiver is filed against Borrower, or if Borrower makes a general assignment for the benefit of creditors or otherwise becomes insolvent, or (iv) if a judgment is entered against Borrower that is not covered by adequate indemnification, or (v) if an attachment or garnishment is issued against Borrower, or (vi) if a lien is filed against the collateral, or(vii) if a governmental authority has taken possession of a substantial part of Borrower's property, or viii) on the dissolution, merger, consolidation or reorganization of a corporate Borrower, or (ix) Borrower’s default under that certain loan dated January 2012 between Borrower and Sarasota Varca Associated LLC. If Lender should declare Borrower in default under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this AgreementLender may set off sums, reenter and assume possession of the space so licensed and of all Devicesif any, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all owed by Lender to Borrower on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositiondefault. (c) To treat all amounts due If Lender retains the collateral for Lender's use, Lender waives the right to a deficiency. If Lender sells it to a third person, the proceeds shall be applied to costs and expenses, attorney's fees, interest and principal secured by this Agreement in that order and Borrower remains liable for any deficiency. (d) If an action is commenced to enforce this Agreement or to determine its validity or priority and Lender does not paid by Licensee retake possession of the collateral, Lender is entitled to appointment of a receiver for the date collateral pending the action without notice as a matter of such defaultright, together with all amounts payable regardless of the adequacy of the value of the collateral or the solvency of Borrower. (e) If Lender holds another security Agreement on the collateral, a default under the other security Agreement is a default under this Agreement during and vice versa. (f) If Borrower fails to comply with paragraphs 4, 5, 6, 7 and 8, or any part of them, Lender may do so and take possession of the remaining term collateral, or either, without waiving the right to enforce this Agreement because of the default. Any payments made by Lender shall bear interest at the maximum rate permitted by law. (g) At Lender's option all sums secured by this Agreement shall become due immediately after thirty (30) days after any default under this Agreement, occurs, and Borrower fails to correct same. Failure to accelerate or enforce a default or obligation under this Agreement does not waive the right to do so on a future default. (h) If it is judicially determined that Borrower failed to perform a part of this Agreement following such defaultAgreement, as an indebtedness Borrower shall pay all costs of Licensee immediately due and payable to Licensor and recover the same. In the event of any such defaultenforcing or construing it with reasonable attorney's fees for trial, Licensee shall have no right to remove any Devices, fixtures, appeal or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementotherwise.

Default. If Licensee (a) In the event that Seller is ready, willing and able to close in accordance with the terms and provisions hereof, and Buyer defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under undertaken in this Agreement, Seller shall be entitled to, as its sole and Licensee fails exclusive remedy to cure either: (i) if Buyer is willing to proceed to Closing, waive such default within a period and proceed to Closing in accordance with the terms and provisions hereof; or (ii) declare this Agreement to be terminated, and Seller shall be entitled to immediately receive all of fifteen (15) days after written notice from Licensor the Xxxxxxx Money as liquidated damages as and for Seller’s sole remedy. Upon such default is not cured within the applicable grace period provided thereintermination, then Licensor neither Buyer nor Seller shall have all rights any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Seller and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Buyer agree that (a) Terminate this Agreement actual damages due to Buyer’s default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty and is fair and reasonable in light of all relevant circumstances, (b) the amount specified as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by giving written notice to Licensee; resume possession Seller as a result of having withdrawn the space occupied by Licensee in Property from the Licensed Locations; retain all Devices, fixturesmarket, and other personal property of Licensee remaining on such space and full right and authority (c) Buyer desires to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due limit its liability under this Agreement had it not been terminated, less to the net amount realized by Licensor from of the Xxxxxxx Money paid in the event Buyer fails to complete Closing. Seller hereby waives any such sale, leaseright to recover the balance of the Purchase Price, or any part thereof, and the right to pursue any other dispositionremedy permitted at law or in equity against Buyer. In no event under this Section or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of a default in the obligations herein taken by Seller, or in the event of the failure of a condition precedent set forth in Section 13 of this Agreement, with respect to any or all of the Properties, Buyer may, as its sole and exclusive remedy, either: (i) waive any unsatisfied conditions and proceed to Closing in accordance with the terms and provisions hereof; (ii) terminate this Agreement with respect to any or all Properties by delivering written notice thereof to Seller no later than Closing, upon which termination the Xxxxxxx Money shall be refunded to Buyer, Seller shall pay to Buyer all of the out-of-pocket costs and expenses incurred by Buyer in connection with this Agreement, which return and payment shall operate to terminate this Agreement and release Seller and Buyer from any and all liability hereunder, except those which are specifically stated herein to survive any termination hereof; (iii) enforce specific performance of Seller’s obligations hereunder; or (iv) by notice to Seller given on or before the Closing Date, extend the Closing Date for a period of up to thirty (30) days (the “Closing Extension Period”) to permit Seller to remedy any such default, Licensee and the “Closing Date” shall be moved to the last day of the Closing Extension Period. If Buyer so extends the Closing Date, then Seller may, but shall not be obligated to, cause said conditions to be satisfied during the Closing Extension Period. If Seller does not cause said conditions to be satisfied during the Closing Extension Period, then Buyer shall have no right the remedies set forth in Section 9(b)(i) through (iii) above except that the term “Closing” shall be revised to remove reflect the Buyer’s election of remedies under this Section 9(b). Notwithstanding the foregoing, in the event of a willful or intentional default of Seller hereunder, Buyer shall, in addition to the foregoing remedies, be permitted to pursue any Devices, fixtures, and all rights and remedies available to Buyer at law or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementin equity.

Default. 19.1 If Licensee defaults in there shall be an Event of Default (even if prior to the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided thereinLease Commencement Date), then Licensor the provisions of Section 19.2 shall apply. 19.2 Landlord shall have all rights and remedies now or hereafter provided by law andthe right, in at its sole option, to terminate this Lease. In addition, with or without terminating this Lease, Landlord may do any one or more re-enter, terminate Tenant’s right of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession and take possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixturesPremises. The provisions of this Article shall operate as a notice to quit, and Tenant hereby waives any other personal property notice to quit or notice of Licensee remaining on such space and full right and authority Landlord’s intention to sell, lease, re-enter the Premises or otherwise dispose of the same or to store the same, all at the expense of Licensee; and terminate this Lease. Landlord may proceed to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed Premises under applicable Laws, or by such other proceedings, including re-entry and possession, as may be applicable. If Landlord elects to terminate this Lease and/or elects to terminate Tenant’s right of possession, everything contained in this Lease on the part of Landlord to be done and performed after the effective date of termination shall cease without prejudice, however, to Tenant’s liability for all DevicesBase Rent, fixturesadditional rent and other sums specified herein. Whether or not this Lease and/or Tenant’s right of possession is terminated, Landlord shall have the right, at its sole option, to terminate any renewal or expansion right contained in this Lease and to grant or withhold any consent or approval pursuant to this Lease in its sole and absolute discretion. If Tenant is in default under this Lease and has vacated the Premises, and other personal property if Landlord has terminated this Lease as a result of Licensee located therein and such default, then Landlord shall thereafter use reasonable efforts to relet the Premises; provided, however, that Tenant understands and agrees that Landlord’s shall have no duty to relet the Premises before leasing other space in the Building. Tenant hereby expressly waives, for itself and sellall persons claiming by, leasethrough or under it, any right of redemption, re-entry or restoration of the operation of this Lease under any present or future Law, including any such right which Tenant would otherwise have in case Tenant shall be dispossessed for any cause, or otherwise dispose in case Landlord shall obtain possession of the DevicesPremises as herein provided. Landlord may relet the Premises or any part thereof, fixturesalone or together with other premises, for such term(s) (which may extend beyond the date on which the Lease Term would have expired but for Tenant’s default) and other personal property, all on such terms and conditions (which may include any concessions or allowances granted by Landlord) as Licensor deems advisableLandlord, in its sole but reasonable discretion, may determine, but Landlord shall not be liable for, nor shall Tenant’s obligations hereunder be diminished by reason of, any failure by Landlord to relet all or any portion of the Premises or to collect any rent due upon such reletting. Whether or not this Lease and/or Tenant’s right of possession is terminated or any suit is instituted, Tenant shall be liable for any Base Rent, additional rent, damages or other sum which may be due or sustained prior to such default, and for all costs, fees and expenses (including attorneys’ fees and costs, brokerage fees, expenses incurred in placing the Premises in first-class rentable condition, advertising expenses, and any concessions or allowances granted by Landlord) incurred by Landlord in pursuit of its remedies hereunder and/or in recovering possession of the Premises and renting the Premises to others from time to time. Tenant also shall be liable for additional damages which at Landlord’s election shall be either: (a) an amount equal to the Base Rent and additional rent due or which would have become due from the date of Tenant’s default through the remainder of the Lease Term, less the amount of rental, if any, which Landlord receives during such period from others to whom the Premises may be rented (other than any additional rent received by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), which amount shall be computed and payable in monthly installments, in advance, on the first day of each calendar month following Tenant’s default and continuing until the date on which the Lease Term would have expired but for Tenant’s default, it being understood that separate suits may be brought from time to time to collect any such damages for any month(s) (and any such separate suit shall not in any manner prejudice the right of Landlord to collect any damages for any subsequent month(s)), or Landlord may defer initiating any such eventsuit until after the expiration of the Lease Term (in which event such deferral shall not be construed as a waiver of Landlord’s rights as set forth herein and Landlord’s cause of action shall be deemed not to have accrued until the expiration of the Lease Term) and it being further understood that if Landlord elects to bring suits from time to time prior to reletting the Premises, Licensee Landlord shall pay promptly be entitled to its full damages through the date of the award of damages without regard to any Base Rent, additional rent or other sums that are or may be projected to be received by Landlord upon demand reletting of the Premises; or (b) an amount equal to the difference between the fees (i) all Base Rent, additional rent and other sums due or which would be due and payable under this Agreement for Lease as of the date of Tenant’s default through the end of the scheduled Lease Term, and (ii) the fair market value rental of the Premises over the same period (net of all expenses (including attorneys’ fees) and all vacancy periods reasonably projected by Landlord to be incurred in connection with the reletting of the Premises), as determined by Landlord in its sole and absolute discretion, which difference shall be discounted at a rate equal to one (1) whole percentage point above the discount rate in effect on the date of payment at the Federal Reserve Bank nearest the Building, and which resulting amount shall be payable to Landlord in a lump sum on demand, it being understood that upon payment of such liquidated and agreed final damages, Tenant shall be released from further liability under this Lease with respect to the period after the date of such reletting payment, and that Landlord may bring suit to collect any such damages at any time after an Event of Default shall have occurred. Tenant shall pay all expenses (but including attorneys’ fees) incurred by Landlord in connection with or as a result of any Event of Default whether or not beyond a suit is instituted. The provisions contained in this Section shall be in addition to, and shall not prevent the term enforcement of, any claim Landlord may have against Tenant for anticipatory breach of this Agreement) Lease (including, the right of injunction and the net amount received by Licensor from such reletting right to invoke any remedy allowed at law or in equity as if reentry, summary proceedings and from such saleother remedies were not provided for herein). Nothing herein shall be construed to affect or prejudice Landlord’s right to prove, leaseand claim in full, unpaid rent accrued prior to termination of this Lease. If Landlord is entitled, or other dispositionTenant is required, pursuant to any provision hereof to take any action upon the termination of the Lease Term, then Landlord shall be entitled, and Tenant shall be required, to take such action also upon the termination of Tenant’s right of possession. 19.3 All rights and remedies of Landlord set forth in this Lease are cumulative and in addition to all other rights and remedies available to Landlord at law or in equity, including those available as a result of any anticipatory breach of this Lease. The exercise by Landlord of any such right or remedy shall not prevent the concurrent or subsequent exercise of any other right or remedy. No delay or failure by Landlord or Tenant to exercise or enforce any of its respective rights or remedies or the other party’s obligations (cexcept to the extent a time period is specified in this Lease therefor) To treat shall constitute a waiver of any such or subsequent rights, remedies or obligations. Neither party shall be deemed to have waived any default by the other party unless such waiver expressly is set forth in a written instrument signed by the party against whom such waiver is asserted. If Landlord waives in writing any default by Tenant, such waiver shall not be construed as a waiver of any covenant, condition or agreement set forth in this Lease except as to the specific circumstances described in such written waiver. 19.4 If Landlord shall institute proceedings against Tenant and a compromise or settlement thereof shall be made, then the same shall not constitute a waiver of the same or of any other covenant, condition or agreement set forth herein, nor of any of Landlord’s rights hereunder. Neither the payment by Tenant of a lesser amount than the monthly installment of Base Rent, additional rent or of any sums due hereunder nor any endorsement or statement on any check or letter accompanying a check for payment of rent or other sums payable hereunder shall be deemed an accord and satisfaction. Landlord may accept the same without prejudice to Landlord’s right to recover the balance of such rent or other sums or to pursue any other remedy. Notwithstanding any request or designation by Tenant, Landlord may apply any payment received from Tenant to any payment then due. No re-entry by Landlord, and no acceptance by Landlord of keys from Tenant, shall be considered an acceptance of a surrender of this Lease. 19.5 If Tenant fails to make any payment to any third party or to do any act herein required to be made or done by Tenant, then Landlord may, after written notice to Tenant, but shall not be required to, make such payment or do such act. The taking of such action by Landlord shall not be considered a cure of such default by Tenant or prevent Landlord from pursuing any remedy it is otherwise entitled to in connection with such default. If Landlord elects to make such payment or do such act, then all amounts due and not paid expenses incurred by Licensee Landlord, plus interest thereon at the Default Rate from the date incurred by Landlord to the date of payment thereof by Tenant, shall constitute additional rent due hereunder. 19.6 If Tenant fails to make any payment of Base Rent, additional rent or any other sum on or before the date such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately payment is due and payable (without regard to Licensor and recover any grace period), then Landlord shall have the sameright to impose upon Tenant in writing a late charge of five percent (5%) of the amount of such payment. In addition, such payment and such late fee shall bear interest at the event Default Rate from the date such payment or late fee, respectively, became due to the date of payment thereof by Tenant. Such late charge and interest shall constitute additional rent due hereunder without any notice or demand. 19.7 Intentionally deleted. 19.8 If more than one natural person or entity shall constitute Tenant, then the liability of each such person or entity shall be joint and several. If Tenant is a general partnership or other entity the partners or members of which are subject to personal liability, then the liability of each such partner or member shall be joint and several. No waiver, release or modification of the obligations of any such default, Licensee person or entity shall have no right to remove affect the obligations of any Devices, fixtures, other such person or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreemententity.

Default. If Licensee defaults In the event TENANT shall default in the payment of the fees rent or any other sums payable by it hereunder or fails to perform any other of its obligations under this Agreement, TENANT herein and Licensee fails to cure such default within shall continue for a period of three (3) days, or if the TENANT shall abandon the premises and remove or attempt to remove therefrom the major portion of its furniture or fixtures, or if the TENANT shall default in the performance of any other covenants or agreements of this Lease and such default shall continue for thirty (30) days or for fifteen (15) days after written notice from Licensor and such default is not cured within thereof, or if TENANT should become bankrupt or insolvent or any debtor proceedings be taken by or against the applicable grace period provided thereinTENANT, then Licensor shall have and in addition to any and all rights other legal remedies and remedies now or hereafter provided by law andrights, in addition, the LANDLORD may do any one or more declare the entire balance of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession rent for the remainder of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority term to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately be due and payable to Licensor and recover may collect the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, same by distress or other personal property of Licensee from the space licensed, otherwise and Licensor LANDLORD shall have a lien thereon on the personal property of the TENANT which is located in the leased premises and in order to protect its security interest in the said property LANDLORD may, without first obtaining a distress warrant, lock up the leased premises in order to protect said interest in the secured property, or the LANDLORD may terminate this Lease and retake possession of the leased premises, or enter the leased premises and relet the same without termination, in which latter event the TENANT covenants and agrees to pay any deficiency after TENANT is credited with the rent thereby obtained less all repairs and expenses (including the expenses of obtaining possession), or the LANDLORD may resort to any two or more of such remedies or rights, and adoption of one or more such remedies or rights shall not necessarily prevent the enforcement of others concurrently or thereafter. Any monies received from the TENANT at any point during the period of the Lease will be applied at LANDLORD'S discretion towards TENANT'S earliest obligation. TENANT also covenants and agrees to pay reasonable attorney's fees and costs and expenses of the LANDLORD, including court costs, if the LANDLORD employs an attorney to collect rent or enforce other rights of the LANDLORD herein in event of any breach as security for aforesaid and the payment same shall be payable regardless of all amounts due Licensor under the Agreementwhether collection or enforcement is effected by suit or otherwise.

Default. If Licensee defaults the Lease Space shall be deserted or vacated, or if proceedings are commenced as to the Tenant in any court under the bankruptcy act or for the appointment of a trustee or receiver of the Tenant’s property, or if there shall be a default in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen rent for more than five (155) days after written notice from Licensor and of such default is not cured within by the applicable grace period provided thereinLandlord, then Licensor or if there shall be a default in the performance of any other covenant, agreement, condition, rule or regulation herein contained on the part of the Tenant for more than twenty (20) days after written notice of such default by the Landlord, this lease (if the landlord so elects) shall become null and void, and the Landlord shall have all rights the right to re-enter or repossess the lease property, either by force, summary proceedings, surrender or otherwise, and remedies now to dispossess and remove therefrom the Tenant or hereafter provided by law and, in addition, other occupants and their effects without being liable from any prosecution therefore. Landlord may do any one or more place Landlord’s lock up on the storage door at the end of the following: (a) Terminate this Agreement default period and Tenant or Tenant’s agents may not go upon the premises, and anyone going upon the premises shall constitute a criminal trespass for which Tenant may be prosecuted by giving written notice to Licensee; resume possession the full extent allowable by law. In Case of an uncured default, the Landlord may, at it’s option, re-let the leased property, or any part thereof, as the agent of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixturesTenant, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee Tenant shall pay promptly upon demand the Landlord the difference between the fees due under this Agreement rent hereby reserved and agreed to be paid by the Tenant for the period portion of such reletting (but not beyond the term remaining at the time of this Agreement) re-entry or repossession and the net amount amount, if any, received by Licensor from or to be received under such reletting and from re-letting for such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee portion of the term. Any default notice may be sent to the date above address of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the sameTenant. In addition to the event rental, Tenant shall pay Landlord attorney’s and/or collections fees for each default notice within 20 days of receipt of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementnotice.

Default. If Licensee defaults In the event Tenant shall be in default in the payment of the fees payable by it hereunder or fails to perform any other rent for more than three days (after notice of its obligations under this Agreement, and Licensee fails to cure such default within a period in writing, in accordance with Florida Statutes) or if Tenant shall continue in default in the observance or performance of fifteen (15) any of the terms, covenants and conditions hereof after 15 days after written notice from Licensor and of such default is not cured within the applicable grace period provided thereinin writing (via certified mail), then Licensor shall have all rights and remedies now or hereafter provided by law andLandlord, in additionwith legal process, may do any one or more of the followingmay: (a) Terminate a. Treat this Agreement by giving written notice to Licensee; Lease as terminated and resume possession of the space occupied by Licensee in Demised Premises and remove all persons and property from the Licensed Locations; retain all Devices, fixturesDemised Premises, and other personal store such property of Licensee remaining on such space and full right and authority to sell, lease, in a public warehouse or otherwise dispose of the same or to store the same, all elsewhere at the expense cost of Licenseeand for the account of Tenant; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition.or (b) Without terminating this Agreement, reenter and assume b. Retake possession of the space so licensed and Demised Premises for the account of all Devices, fixtures, and other personal property of Licensee located therein Tenant and relet the space and sell, leaseDemised Premises, or otherwise dispose of the Devicesany part thereof, fixtures, for such term or terms and at such rental and upon such other personal property, all on such terms and conditions as Licensor deems the Landlord may deem advisable, in which event the rents received by the Landlord from reletting shall be applied first to the payment of such expense as Landlord may be put to in reentering, and then to the payment of the rent due and to become due under this Lease, the balance, if any shall be paid over to Tenant, who shall remain liable for any deficiency; or c. Stand by and do nothing and shall have the right to xxx Tenant as each installment of rent matures, or accelerate the balance of installments due and xxx on the same. No such reentry or taking possession of the Demised Premises by Landlord shall be construed as an election on its part to terminate this Lease, unless written notice of such intention be given to Tenant, or unless the termination thereof be decreed by a court of competent jurisdiction. Notwithstanding any such reletting without termination Landlord may, at any time thereafter, elect to terminate this Lease for any breach, and in addition to any such eventother remedies it may have, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period it may recover from Tenant all damages that it may incur by reason of such reletting (but not beyond breach including the term cost of this Agreement) recovering the Demised Premises. Any remedy that Landlord may pursue, as described in Subsections a, b, and c above, shall be subject to and taken in accordance with the net amount received by Licensor from such reletting applicable requirements and from such saleprovisions of Chapter 83 of the Florida Statutes. In the event Tenant defaults or breaches any of the terms, leaseconditions or promises of Tenant herein contained, or other disposition. (c) To treat all amounts due and not paid by Licensee Landlord is put to the date necessity of employing an attorney in order to collect any sum or sums of money which may be due by reason of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following or otherwise take such defaultsteps or legal action as may be necessary to enforce such terms, as an indebtedness of Licensee immediately due conditions or promises, then Tenant agrees to pay a reasonable attorney's fee, paralegal, legal assistant and payable to Licensor similar fees and recover the same. In the event of any such defaultcourt costs and expenses in connection therewith whether for negotiation, Licensee shall have no right to remove any Devicestrial, fixtures, appeal or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementbankruptcy representation.

Default. A. If Licensee defaults default shall at any time be made by Tenant in the payment of the fees payable by it hereunder or fails rent when due to perform any other of its obligations under this AgreementLandlord as herein provided, and Licensee fails to cure such if said default within a period of fifteen shall continue for three (153) business days after written notice from Licensor thereof shall have been given to Tenant by Landlord, or if default shall be made in any of the other covenants or conditions to be kept, observed and performed by Tenant, and such default is not cured within the shall continue for thirty (30) days after notice thereof in writing to Tenant by Landlord without correction thereof then having been commenced and thereafter diligently prosecuted by applicable grace period provided thereingoverning bodies, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, Landlord may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond declare the term of this Agreement) Lease ended and terminated by giving Tenant written notice of such intention, and if possession of the net amount received Leased Premises is not surrendered, Landlord may reenter said premises. Landlord shall have, in addition to the remedy above provided, any other right or remedy available to Landlord on account of any Tenant default, either in law or equity. As additional collateral, in the event of default by Licensor Tenant, Tenant agrees to convey to Landlord all leases and licenses used by Tenant in the operation of all business run on Premises. Landlord shall use reasonable efforts to mitigate its damages. In any action arising from such reletting this Lease, the prevailing party shall be entitled to recover its reasonable attorney fees and from such sale, leaseother costs of suit including appeals. B. Landlord shall have the right to terminate the Lease if: 1. Tenant, or any other disposition. owner, partner, or party holding an ownership interest in Tenant has their/its business operating license, permit or authorization to engage in the Use (cdefined in Paragraph 6) To treat all amounts due and revoked or not paid by Licensee renewed, for any reason; 2. If Tenant is unable to obtain licenses for the date Leased Premises within three months from the certificate of such defaultoccupancy; 3. Tenant's patients, together with all amounts payable under this Agreement during customers, employees or invitees ingest any of its product(s), in any form, in any manner, in, on or about the remaining term of this Agreement following such defaultLeased Premises or the Property; 4. Tenant fails to take pro-active measures to dissuade people from loitering in, as an indebtedness of Licensee immediately due and payable to Licensor and recover on or about the sameLeased Premises or the Property; 5. In the event the Leased Premises is the target for two (2) burglary attempts in any twelve (12) month period, Tenant shall within thirty (30) calendar days of the 2nd burglary, hire a night watchman and/or take other appropriate measures to reduce the risk of burglary. In the event Tenant fails to take such measures as described above, or Tenant has taken such measures and the Leased Premises are the target of more than two (2) burglary attempts in any such defaultsucceeding twelve (12) month period, Licensee Landlord shall have no the right to remove terminate the Lease; 6. Tenant hereby acknowledges the special and sensitive nature of the Use contemplated herein (defined in Paragraph 4) and the potential for detrimental consequences to the other on the Property. In the event any Devicesmore than one detrimental consequence in the Building has occurred, fixturesLandlord, or other personal property shall notify Tenant in writing of Licensee from such detrimental consequences and if Tenant has not implemented reasonable actions to fully address the space licensedsituation within forty-five (45) calendar days of such notice, and Licensor Landlord shall have the right to terminate the Lease; 7. Landlord is unable to properly insure the Building due to the Use of the Leased Premises (defined in Paragraph 4) at a lien thereon rate or premium acceptable to Landlord in Landlord's sole and absolute discretion and Tenant is not able to find equivalent insurance coverage through another insurance carrier that is similarly rated to Landlord's insurance company at a rate or premium acceptable to Landlord; or Tenant is not willing to pay to Landlord as security for Additional Rent the payment of all amounts due Licensor additional insurance premium over and above the rate or premium that is acceptable to Landlord. In such event, Tenant shall be relieved any further liability under the AgreementLease.

Default. If Licensee defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the followingLessee either: (a) Terminate this Agreement by giving Shall fail to pay to Lessor any installment of rent due, and such default shall continue for ten (10) days after receipt of written notice to Licenseefrom Lessor; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition.or (b) Without terminating this AgreementShall fail to comply with any other covenant or obligation on its part to be performed hereunder and shall fail within forty five (45) days after receipt by Lessee from Lessor of written notice specifying the nature of such default, reenter either to cure such default or in good faith and assume with reasonable diligence to commence remedy of such default, then in either such event Lessor may at its option either: (i) Terminate the possession and right of possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisableLessee, and in any such event, Licensee case Lessee shall be liable for and shall pay promptly upon demand the Lessor damages in an amount equal to any rent past due on the date of such termination; or (ii) Take possession of said property and rent the same as agent for and for the account of the Lessee, in which case the Lessee shall be liable for and shall pay to the Lessor the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) rent herein stipulated and the net amount received by Licensor from such reletting amount, if any, for which the Lessor is able to re-rent said property; (iii) Terminate this Lease Agreement and from such sale, lease, or other dispositiontake possession of the property. (c) To treat all amounts If the Lessee shall be adjudged to be bankrupt or shall make as assignment for the benefit of creditors, or if a receiver of the property of the Lessee in or upon said leased premises be appointed in any action (accept a stockholder dispute), suit or proceedings by or against the Lessee, voluntarily or involuntarily, then in such event Lessor may at its option either: (i) Terminate the possession and right of possession of Lessee, and in such case Lessee shall be liable for and shall pay the Lessor damages in an amount equal to any rent past due and not paid by Licensee to on the date of such default, together with all amounts payable under this Agreement during termination; or (ii) Take possession of said property and rent the remaining term of this Agreement following such default, same as an indebtedness of Licensee immediately due agent for and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment account of all amounts due Licensor under the AgreementLessee, in which case the Lessee shall be liable for an shall pay to the Lessor the difference between the rent herein stipulated and the amount, if any, for which the Lessor is able to re-rent said property, (iii) Terminate this Lease Agreement and take possession of the property.

Default. If Licensee (a) In the event that Seller is ready, willing and able to close in accordance with the terms and provisions hereof, and Buyer defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under undertaken in this Agreement, and Licensee fails after Buyer has received ten (10) days’ written notice to cure and has failed to cure, Seller shall be entitled to, as its sole and exclusive remedies to either: (i) if Buyer is willing to proceed to Closing, waive such default within a period and proceed to Closing in accordance with the terms and provisions hereof; (ii) enforce specific performance of fifteen Buyer’s obligations hereunder upon Buyer or upon one of Buyer’s Affiliates that shall be designated by Buyer to perform the obligations hereunder; or (15iii) days after written notice from Licensor declare this Agreement to be terminated, and Seller shall be entitled to immediately receive all of the Xxxxxxx Money (First EM Deposit, Second EM Deposit and Third EM Deposit) as liquidated damages. Upon such default is not cured within the applicable grace period provided thereintermination, then Licensor neither Buyer nor Seller shall have all rights any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Seller and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Buyer agree that (a) Terminate this Agreement actual damages due to Buyer’s default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty and is fair and reasonable in light of all relevant circumstances, (b) the amount specified as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by giving written notice to Licensee; resume possession Seller as a result of having withdrawn the space occupied by Licensee in Property from the Licensed Locations; retain all Devices, fixturesmarket, and other personal property of Licensee remaining on such space and full right and authority (c) Buyer desires to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due limit its liability under this Agreement had it not been terminatedto the amount of the Xxxxxxx Money paid in the event Buyer fails to complete Closing. Except as otherwise expressly set forth in this Section 9(a), less Seller hereby waives any right to recover the net amount realized by Licensor from any such sale, leasebalance of the Purchase Price, or any part thereof, and the right to pursue any other dispositionremedy permitted at law or in equity against Buyer. In no event under this Section or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of a default in the obligations herein taken by Seller, or in the event of the failure of a condition precedent set forth in Section 13 of this Agreement, with respect to the Property, and after Seller has received ten (10) days’ written notice to cure and has failed to cure, Buyer may, as its sole and exclusive remedy, either: (i) waive any such defaultunsatisfied conditions and proceed to Closing in accordance with the terms and provisions hereof; (ii) terminate this Agreement by delivering written notice thereof to Seller no later than Closing, Licensee upon which termination the Xxxxxxx Money shall be refunded to Buyer, Seller shall pay to Buyer all of the out-of-pocket costs and expenses incurred by Buyer in connection with this Agreement, not to exceed $15,000.00, which return and payment shall operate to terminate this Agreement and release Seller and Buyer from any and all liability hereunder, except those which are specifically stated herein to survive any termination hereof; (iii) enforce specific performance of Seller’s obligations hereunder; (iv) by notice to Seller given on or before the Closing Date, extend the Closing Date for a period of up to thirty (30) days (the “Closing Extension Period”), and the “Closing Date” shall be moved to the last day of the Closing Extension Period. If Buyer so extends the Closing Date, then Seller may, but shall not be obligated to, cause said conditions to be satisfied during the Closing Extension Period. If Seller does not cause said conditions to be satisfied during the Closing Extension Period, then Buyer shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor remedies set forth in Section 9(b)(i) through (iv) above except that the term “Closing” shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementread “Extended Closing” .

Default. If Licensee defaults Tenant hereby agrees that in the payment case Tenant shall default in making its payments hereunder or any of them or in performing any of the fees payable by it hereunder or fails to perform any other agreements, terms and conditions of its obligations under this Agreement, Lease and Licensee fails to cure such default within a period of fifteen (15) continues for five days after written notice from Licensor thereof as to the payment of Base Rent and regular monthly installments of fixed estimates of operating costs (a "Monetary Default") or thirty (30) days (or such default is not cured within the applicable grace longer period provided thereinas Tenant, then Licensor shall have all rights and remedies now or hereafter provided by law and, in additionacting diligently, may do any one or more of the following: (areasonably require) Terminate this Agreement by giving after written notice thereof as to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devicesother defaults, fixturesthen, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand Landlord, in addition to all other rights and remedies available to Landlord by law or by other provisions hereof, may after five days written notice, with due process, re-enter immediately into the difference between Premises and remove all persons and property therefrom, and, at Landlord's option, annul and cancel this Lease as to all future rights of Tenant and Tenant hereby expressly waives the fees due under this Agreement for the period service of such reletting (but not beyond the term any notice in writing of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee intention to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, re-enter as an indebtedness of Licensee immediately due and payable to Licensor and recover the sameaforesaid. In the event Tenant further agrees that in case of any such defaulttermination Tenant will indemnify the Landlord against all loss of rents and other damage which Landlord incurs by reason of such termination, Licensee shall have no right including, but not being limited to, costs of restoring and repairing the Premises as required by this Lease, costs of renting the Premises to remove any Devicesanother tenant, fixtures, loss or diminution of rents and other personal property damage which Landlord may incur by reason of Licensee from the space licensedsuch termination, and Licensor all reasonable attorney's fees and expenses incurred in enforcing any of the terms of the Lease. Neither acceptance of rent by Landlord, with or without knowledge of breach, nor failure of Landlord to take action on account of any breach hereof or to enforce its rights hereunder shall have be deemed a lien thereon as security for the payment waiver of all amounts due Licensor under the Agreementany breach, and absent written notice or consent, said breach shall be a continuing one.

Default. All rights and remedies of Landlord herein enumerated shall be cumulative and nothing herein shall exclude any other right or remedy allowed hereunder, at law or otherwise. (A) If Licensee any voluntary or involuntary petition or similar proceeding under any section or sections of any bankruptcy act shall be filed by or against Tenant, or any voluntary or involuntary proceeding in any court or tribunal shall be instituted to declare Tenant insolvent or unable to pay Tenant's debts, then and in any such event Landlord may, if Landlord elects, but not otherwise, and with or without notice of election, forthwith terminate this Lease, and, notwithstanding any other provision of this Lease, Landlord, in addition to any and all other legal remedies and rights the Landlord may have, declare the entire balance of the Total Base Rent and Additional Rent as adjusted, and any other rent or charges due hereunder for the remainder of the term to be due and payable and may collect same by distress or otherwise. (B) If Tenant defaults in the payment of any rent or other charges or in the fees payable prompt and full performance of any term, condition, requirement or provision of this Lease, or if the leasehold interest of Tenant be levied upon, under execution or be attached by it hereunder process of law, or fails to perform if Tenant makes an assignment for the benefit of creditors, or if a receiver be appointed for any other property of its obligations under this AgreementTenant, and Licensee fails to cure or if Tenant abandons or vacates the Premises, then in any such default within a period of fifteen event Landlord may, if Landlord so elects, but not otherwise, upon three (153) days after written notice from Licensor of such election, either forthwith terminate this Lease and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice Tenant's right to Licensee; resume possession of the space occupied Premises, or without terminating this Lease, forthwith terminate Tenant's right to possession of the Premises, but in either event, Tenant shall remain liable for damages as permitted by Licensee in the Licensed Locations; retain all Devices, fixtureslaw, and as provided herein and Landlord shall have the right, in Landlord's sole discretion, to accelerate and declare the entire unpaid portion of Total Base Rent and Additional Rent as adjusted, and any other personal rent or other charges all of which would become due through the entire term of this Lease, to be immediately due and payable. (C) Upon any termination of this Lease, whether by lapse of time or otherwise, or upon any termination of Tenant's right to possession without termination of this Lease, Tenant shall surrender possession and vacate the Premises immediately, and deliver possession thereof to Landlord and, without prejudice to any other remedy which Landlord may have, Tenant does hereby grant to Landlord in such event, full and free license to entry into and upon the Premises, by picking locks and changing locks if deemed necessary by Landlord, with or without process of law to repossess the Premises, and to expel or remove Tenant and any others who may be occupying or within the Premises and to remove any and all property therefrom, using such force as may be necessary, without being deemed in any manner guilty of Licensee remaining on such space trespass, eviction, forced entry or detainer, without relinquishing Landlord's rights to rent or any other right given to Landlord hereunder, or by operation of law. Except for the three (3) day notice as set forth above, Tenant expressly waives the service of any other demand for the payment of rent or for possession and full right the service of any notice of Landlord's election to terminate this Lease or to re-enter the Premises, including any and authority every form of demand and notice prescribed by any statute or other law, and agrees that the simple breach of any covenant or provision of this Lease by Tenant shall, of itself, without the service of any notice or demand whatsoever, permit the exercise by Landlord of any of the remedies provided to sell, leaseLandlord hereunder. (D) If Tenant vacates or abandons the Premises, or otherwise dispose of entitles Landlord to so elect, and Landlord elects to terminate Tenant's right to possession only, without terminating this Lease, Landlord may at Landlord's option, enter into the same Premises and take and hold possession thereof as provided above, without such entry and possession terminating this Lease or releasing Tenant in whole or in part from Tenant's obligation to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, pay rent or other disposition. (b) Without terminating this Agreement, reenter and assume possession of charges hereunder for the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisablefull term, and in any such event, Licensee case Tenant shall pay promptly upon demand forthwith to Landlord a sum equal to the difference between the fees entire unpaid portion of Total Base Rent and Additional Rent as adjusted, and any other rent or other charges due under this Agreement hereunder for the period remainder of such reletting (but not beyond the term of this Agreement) and the net amount Lease, less any rentals received by Licensor from Landlord on any reletting. Upon and after entry into possession without termination of this Lease, Landlord will attempt to relet the Premises or any part thereof, for the account of Tenant or otherwise in Landlord's sole discretion, to any person, firm or corporation other than Tenant for such reletting rent, for such time, and from upon such saleterms as Landlord, leasein Landlord's sole discretion, shall determine, and Landlord shall not be required to accept any proposed new tenant offered by Tenant. In any such case, the new tenant may make repairs, alterations and additions in or other dispositionto the Premises, and redecorate the same to the extent deemed by Landlord necessary or desirable, and Tenant shall, upon demand, pay the cost thereof, together with Landlord's expenses of the reletting. (cE) To treat all amounts due and not If Tenant shall default in the performance of any covenant herein contained, Landlord may immediately, or at any time thereafter, without notice, perform the same for the account of Tenant. If Landlord at any time is compelled or elects to pay any sum of money, or to do any act by reason of the failure of Tenant to comply with any provision hereof, or if Landlord be compelled to incur any expense, including reasonable attorney's fees, if instituted by reason of any default of the Tenant hereunder, the sum or sums so paid by Licensee Landlord, with all interest, costs and damages, shall be deemed to be additional rent hereunder and shall be due from Tenant to Landlord on the date first day of the month following the incurring of such defaultrespective expense. (F) Tenant hereby irrevocably appoints Landlord as agent and attorney-in-fact of Tenant, together with all amounts payable under this Agreement during to enter upon the remaining term of this Agreement following such defaultPremises, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In in the event of any such defaulteviction of Tenant by court order or termination of this Lease, Licensee shall have no right and to remove any Devices, fixturesand all furniture and personal property whatsoever situated upon the Premises. Any property of Tenant not removed from the Premises after the end of the term, or upon termination by any other personal reason whatsoever, and any and all property of Licensee which may be removed from the space licensedPremises by Landlord pursuant to the authority of this Lease or of law, and Licensor to which Tenant is or may be entitled, may be handled, removed or stored by Landlord at the risk, cost and expense of Tenant, and Landlord shall in no event be responsible for the value, preservation or safekeeping thereof. Tenant shall pay to Landlord, upon demand, all expenses incurred in such removal and all storage charges against such property so long as same shall be in Landlord's possession or under Landlord's control. (G) If the term of any lease, other than this Lease, made by Tenant for any other space in the Building shall be terminated or terminable after the making of this Lease because of any default by Tenant under such other lease, such default shall, ipso facto constitute a default hereunder and empower Landlord, at Landlord's sole discretion, to terminate this Lease as herein provided in the event of default. (H) Any right herein granted to Landlord to terminate this Lease shall apply to any extension or renewal hereof. (I) No receipt of money by Landlord from Tenant after the termination of this Lease or after the service of any notice or after the commencement of any suit, or after final judgment for possession of the Premises shall reinstate, continue or extend the terms of this Lease or affect any such notice, demand or suit or imply consent for any action for which Landlord's consent is required. (J) No waiver of any default of Tenant hereunder shall be implied from any omission by Landlord to take any action on account of such default if such default persists or be repeated, and no express waiver shall affect any default other than the default specified in the express waiver and then only for the time and to the extent therein stated. Landlord shall not be deemed in default of any of the terms, conditions, requirements and provisions of this Lease until the expiration of thirty (30) days after the receipt of written notice specifying any alleged default, but only if Landlord shall have failed to cure or remedy said default during said period. If the specified default by Landlord shall be of a lien thereon as security for the payment of all amounts due Licensor under the Agreementnature that cannot be completely cured within said thirty (30) day period then, if Landlord shall have diligently commenced curing same within said thirty (30) day period then no default shall be deemed to have occurred.

Default. If Licensee defaults in the payment (a) Any failure by Tenant to observe and perform any provision of the fees payable Lease other than Paragraph 5, to be observed or performed by it hereunder or fails to perform any other of its obligations under this AgreementTenant, and Licensee fails to cure where such default within a period of fifteen failure continues for thirty (1530) days after written notice from Licensor and thereof by Landlord to Tenant shall be deemed an Event of Default: provided, however, that if such default failure is not cured reasonably susceptible of cure within said thirty (30) day period (financial inability of Tenant excepted) such failure shall not constitute an Event of Default as long as Tenant commences to cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion. Any Notice of Default hereunder shall specify the default and the applicable Lease provisions, and shall demand that Tenant perform the provisions of the Lease or pay the Rent that is in arrears, as the case may be. within the applicable grace period provided therein, then Licensor of time. No such notice shall have all rights and remedies now be deemed a forfeiture or hereafter provided by law and, in addition, may do any one or more termination of the following: (a) Terminate this Agreement by giving written notice Lease provided Tenant cures the default within the applicable period of time. Failure to Licensee; resume possession specify default in any other Lease provision in said Notice of the space occupied by Licensee in the Licensed Locations; retain all DevicesDefault, fixtures, and shall not be deemed a waiver of any other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositiondefault provision. (b) Without terminating In the event of the occurrence of an Event of Default (as defined in this AgreementLease) by Tenant, reenter then Landlord, in addition to any other rights and assume remedies of Landlord at law or in equity, shall have the right either to terminate Tenant's right to possession of the space Premises and thereby terminate this Lease or to have this Lease continue in full force and effect with Tenant at all times having the right to possession of the Premises. Should Landlord elect to terminate Tenant's right to possession of the Premises and terminate this Lease, then Landlord shall have the immediate right to entry and may remove all persons and property from the Premises. Such property so licensed removed may be stored in a public warehouse or elsewhere at the cost and for the account of Tenant. Upon such termination, Landlord, in addition to any other rights and remedies available at law or in equity, shall have the right to recover from Tenant's. (i) The worth at the time of award of all Devices, fixtures, and other personal property unpaid rent which had been earned at the time of Licensee located therein and relet termination; (ii) The worth at the space and sell, lease, or otherwise dispose time of award of the Devicesamount by which all unpaid rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii) The worth at the time of award of the amount by which all unpaid rent for the balance of the term of this Lease after the time of award exceeds the amount of such rental lose that Tenant proves could be reasonably avoided; and (iv) All other amounts necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. The "worth at the time of award" of the amounts referred to in clauses (i) and (ii) above shall be computed by allowing latest at the maximum annual interest rate allowed by law for business loans (not primarily for personal, fixturesfamily or household purposes) not exempt from the usury law at the time of termination or, and other personal propertyif there is no such maximum annual interest rate, all at the Prime Rate charged on such terms termination date plus four (4) percentage points. The "worth at the time of award" of the amount referred to in clause (iii) above shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%) per annum. For the purpose of determining unpaid rent under clauses (i), (ii) and conditions (iii) above, such unpaid rent shall be the Monthly Rent and additional rent payable by Tenant in accordance with all of the provisions of this Lease, including, without limitation, provisions pertaining to the increase of such Monthly Rent and additional rent from time to time during the term of this Lease. (c) Should Landlord, following any breach or default of this Lease by Tenant, elect to keep this Lease in full force and effect, for so long as Licensor deems advisableLandlord does not terminate Tenant's right to possession of the Premises (notwithstanding the fact Tenant may have abandoned the Premises), then Landlord, besides all other rights and remedies Landlord may have at law or in any such eventequity, Licensee shall pay promptly upon demand have the difference between right to enforce all of Landlord's rights and remedies under this Lease, including but not limited to the fees right to recover the installments of rent as they become due under this Agreement Lease. Notwithstanding any such election to have this Lease remain in full force and effect, Landlord may at any time thereafter elect to terminate Tenant's right to possession of said Premises and thereby terminate this Lease for any previous breach or default which remains uncured, or for any subsequent breach or default. For the purposes of Landlord's right to continue this Lease in effect upon Tenant's breach or default, acts of maintenance or preservation or efforts of Landlord to relet the Premises, or the appointment of a receiver on the initiative of Landlord to protect its interest under this Lease does not constitute a termination of Tenant's right to possession. (d) In the event Landlord elects, upon default of this Lease by Tenant, to keep this Lease in full force and effect, Landlord may, from time to time sublet the Premises or any part thereof for such term and at such rent and upon such other terms as Landlord in its reasonable discretion may deem advisable with the right to make alterations and repairs to the Premises; provided, however, nothing herein shall diminish Landlord's rights pursuant to subparagraph 24(b). Upon each such subletting (i) Tenant shall be immediately liable to pay to Landlord, in addition to indebtedness other than rent due hereunder, the coat of such subletting and of such alterations and repairs, incurred by Landlord, and the amount by which the rent hereunder for the period of such reletting subletting (but to the extent such period does not beyond exceed the term hereof) exceeds the amount agreed to be paid as rent for the Premises for such period of this Agreementsuch subletting; or (ii) at the option of Landlord, rents received from such subletting shall be applied; first, to payment of indebtedness other than rent due hereunder from Tenant to Landlord; second, to payment of coats of such subletting and of such alterations and repairs: third, to payment of rent due and unpaid hereunder: and the net amount residue, if any, shall be held by Landlord and applied in payment of future rent as the same becomes due hereunder. If Tenant has been credited with any rent to be received by Licensor such subletting under option (i), and such rent shall not be promptly paid to Landlord by such subtenant(s), or if such rent received from such reletting subletting under option (ii) during any month be less than that to be paid during that month by Tenant hereunder, Tenant shall pay any such deficiency to Landlord. Such deficiency shall be calculated and paid monthly. No taking possession of the Premises by Landlord, shall be construed as an election on its part to terminate this Lease unless a written notice of such intention be given to Tenant. Notwithstanding any such subletting without termination, Landlord may at any time thereafter elect to terminate this Lease for such previous breach. At Landlord's option and application, a receiver for Tenant shall be appointed to take possession or the Premises and to exercise Landlord 'a right to sublet the Premises for Tenant and to apply any rent collected from such sale, lease, or other dispositionthe Premises as provided herein. (ce) To treat all amounts due and As used in this Paragraph 24, the one half (1/2) of the "excess rent" (as defined in Paragraph 13(c)) that is payable to Landlord shall not paid by Licensee be deemed, in any way, to offset Landlord's damages herein. Landlord's damages, however, will be offset, as provided in this Paragraph 24, to the date extent that Landlord collects (so provided in Paragraph 13(c)) the one-half (1/2) of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and "excess rent" that is otherwise payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor Tenant under the AgreementParagraph 13(c).

Default. If Licensee For Use In All States Except Louisiana. Time is of the essence hereof and if Borrower defaults in any one of the payment of on the fees payable by it hereunder loan or fails to perform other payment provided for herein when due or breaches any other covenant or condition of its obligations under this Agreement, or any other contract or agreement between Borrower and Licensee fails to cure such default within Lender or its affiliates or if the Goods are levied upon, or Borrower becomes bankrupt or insolvent or a period of fifteen (15) days after written notice from Licensor and such default petition in bankruptcy is not cured within filed by or against the applicable grace period provided thereinBorrower, then Licensor shall have all rights and remedies now or hereafter provided by law andLender may, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, its sole option and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and discretion in any such eventevent declare the total amount unpaid hereunder, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) including accrued delinquency charges, and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee excluding unearned interest immediately due and payable and may take possession of the Goods in a lawful manner wherever found without notice, demand or legal process, or may require the Borrower to Licensor assemble the Goods and recover make it available to the sameLender at a place to be designated by the Lender, and where not prohibited by law, may sell the same at public or private sale, with or without notice, at which sale Lender may become the purchaser, may deduct from the proceeds of any such sale all taxes and charges due on the Goods and all expenses of taking, removing, holding, repairing and selling the Goods, and may apply the net proceeds to any indebtedness of Borrower, returning to Borrower any surplus or holding Borrower liable for any deficiency; and in consideration of the use of the Goods and for diminution in saleable value thereof, Lender may retain all payments made; or Lender may pursue any other remedy provided by law. Lender may accept partial payments of any sum due without waiving or otherwise modifying the terms of this Agreement and the waiver by Lender of a breach of any condition of this Agreement shall not constitute a waiver of any subsequent breach whether or not of a like character. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, bankruptcy or other personal property of Licensee from insolvency proceedings, in addition to the space licensedabove remedies, and Licensor the Lender shall have a lien thereon as security for be entitled to any rental or other income produced by the payment of all amounts due Licensor under the Agreement.Goods prior to its release to Lender. ADDITIONAL PROVISIONS -- (Continued)

Default. If Licensee For Use In All States Except Louisiana. Time is of the essence hereof and if Borrower defaults in any one of the payment of on the fees payable by it hereunder loan or fails to perform other payment provided for herein when due or breaches any other covenant or condition of its obligations under this Agreement, or any other contract or agreement between Borrower and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within Lender or its affiliates or if the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, leaseGoods are levied upon, or otherwise dispose of Borrower becomes bankrupt or insolvent or a petition in bankruptcy is filed by or against the same or to store the same, all at the expense of Licensee; Borrower then Lender may in its sole option and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and discretion in any such eventevent declare the total amount unpaid hereunder, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) including accrued delinquency charges, and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee excluding unearned interest immediately due and payable and may take possession of the Goods in a lawful manner wherever found without notice, demand or legal process, or may require the Borrower to Licensor assemble the Goods and recover make it available to the sameLender at a place to be designated by the Lender, and where not prohibited by law, may sell the same at public or private sale, with or without notice, at which sale Lender may become the purchaser, may deduct from the proceeds of any such sale all taxes and charges due on the Goods and all expenses of taking, removing, holding, repairing and selling the Goods, and may apply the net proceeds to any indebtedness of Borrower, returning to Borrower any surplus or holding Borrower liable for any deficiency; and in consideration of the use of the Goods and for diminution in saleable value thereof, Lender may retain all payments made; or Lender may pursue any other remedy provided by Law. Lender may accept partial payments of any sum due without waiving or otherwise modifying the terms of this Agreement and the waiver by Lender of a breach of any condition of this Agreement shall not constitute a waiver of any subsequent breach whether or not a like character. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, bankruptcy or other personal property of Licensee from insolvency proceedings, in addition to the space licensedabove remedies, and Licensor the Lender shall have a lien thereon as security for be entitled to any rental or other income produced by the payment of all amounts due Licensor under the Agreement.Goods prior to its release to Lender. ADDITIONAL PROVISIONS -- (Continued)

Default. The commencement of a bankruptcy action or liquidation action or reorganization in bankruptcy action or insolvency action or an assignment of or by Tenant for the benefit of creditors, or any similar action undertaken by Tenant, or the insolvency of Tenant, shall, at Landlord's option, constitute a breach of this Lease by Tenant. If Licensee the trustee or receiver appointed to serve during a bankruptcy, liquidation, reorganization, insolvency or similar action elects to reject Tenant's unexpired Lease, the trustee or receiver shall notify Landlord in writing of its election within thirty (30) days after any order for relief in any liquidation action or within thirty (30) days after the commencement of any action. Within thirty (30) days after the court approval of the assumption of this Lease, the trustee or receiver shall cure (or provide adequate assurance to the reasonable satisfaction of Landlord that the trustee or receiver shall cure) any and all previous defaults under the unexpired Lease and shall compensate Landlord for all actual pecuniary loss and shall provide adequate assurance of future performance under said Lease to the reasonable satisfaction of Landlord. Adequate assurance of future performance, as used herein, includes, but shall not be limited to: (i) assurance of source and payment of Rent, and other consideration due under this Lease; and (ii) assurance that the assumption or assignment of this Lease will not breach any provision in any agreement relating to the above described Premises. Nothing contained in this Paragraph shall affect the exercising of any right of Landlord to refuse to accept an assignment upon commencement or in connection with a bankruptcy, liquidation, reorganization or insolvency action or an assignment of Tenant for the benefit of creditors or other similar act. Nothing contained in this Lease shall be construed as giving or granting or creating an equity in the Premises to Tenant. In no event shall the leasehold estate under this Lease, or any interest therein, be assigned by voluntary or involuntary bankruptcy proceeding without the prior written consent of Landlord. In no event shall this Lease or any rights or privileges hereunder be an asset of Tenant under any bankruptcy, insolvency or reorganization proceedings. The failure of Tenant to perform or honor any covenant, condition or representation made under this Lease shall constitute a default hereunder by Tenant upon expiration of the appropriate grace period hereinafter provided. Tenant shall have a period of ten (10) days following the date of written notice from Landlord within which to cure any default in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within Rent when otherwise due hereunder. Tenant shall have a period of fifteen thirty (1530) days after following the date of written notice from Licensor Landlord within which to cure any other default by Tenant under this Lease; provided, however, that if the nature of Tenant's failure is such that more than thirty (30) days is reasonably required to cure the same, Tenant shall not be in default so long as Tenant commences performance within such thirty (30) day period and such thereafter prosecutes the same to completion. Upon an uncured default is not cured within the applicable grace period provided thereinof this Lease by Tenant, then Licensor Landlord shall have all the following rights and remedies now in addition to any other rights or hereafter provided by remedies available to Landlord at law and, or in addition, may do any one or more of the followingequity: (a) Terminate this Agreement The rights and remedies provided for by giving written notice to Licensee; resume possession California Civil Code Section 1951.2 including but not limited to, recovery of the space occupied by Licensee in worth at the Licensed Locations; retain all Devices, fixtures, and other personal property time of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose award of the amount by which the unpaid Rent for the balance of the Lease Term after the time of award exceeds the amount of rental loss for the same or period that Tenant proves could be reasonably avoided, as computed pursuant to store the same, all at the expense subsection (b) of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionsaid Section 1951.2. (b) Without terminating The rights and remedies provided by California Civil Code Section 1951.4 which allows Landlord to continue the Lease in effect and to enforce all of its rights and remedies under this AgreementLease, reenter including the right to recover Rent as it becomes due, for so long as Landlord does not terminate Tenant's right to possession; acts of maintenance or preservation, efforts to relet the Premises, or the appointment of a receiver upon Landlord's initiative to protect its interest under this Lease shall not constitute a termination of Tenant's right to possession. (c) The right to terminate this Lease by giving notice to Tenant in accordance with applicable law. (d) To the extent provided by law, the right and assume possession power to enter the Premises and remove therefrom all persons and property, to store such property in a public warehouse or elsewhere at the cost of and for the space so licensed and account of all Devices, fixturesTenant, and to sell such property and apply such proceeds therefrom pursuant to applicable California law. Landlord may from time to time sublet the Premises or any part thereof for such term or terms (which may extend beyond the Lease Term) and at such Rent and such other personal property terms as Landlord in its reasonable sole discretion may deem advisable, with the right to make alterations and repairs to the Premises. Upon each subletting, (i) Tenant shall be immediately liable to pay Landlord, in addition to any other indebtedness other than Rent due from Tenant to Landlord hereunder, the reasonable cost of Licensee located therein and relet such subletting (to the space and sellextent allocable to the remaining Lease Term), leaseincluding, or otherwise dispose of the Devicesbut not limited to, fixturesreasonable attorneys' fees, and other personal property, all on such terms and conditions as Licensor deems advisableany real estate commissions actually paid, and in any the cost of such eventreasonable alterations and repairs incurred by Landlord and the amount, Licensee shall pay promptly upon demand if any, by which the difference between Rent hereunder allocable to the fees due under this Agreement subleased premises for the period of such reletting subletting (but to the extent such period does not beyond exceed the term Lease Term) exceeds the amount to be paid as Rent by the subtenant for the subleased premises for such period or (ii) at the option of this AgreementLandlord, rents received from such subletting shall be applied first to payment of indebtedness other than Rent due hereunder from Tenant to Landlord; second, to the payment of any costs of such subletting and of such alterations and repairs; third, to payment of Rent due and unpaid hereunder; and the residue, if any, shall be held by Landlord and applied in payment of future Rent as the same becomes due hereunder. If Tenant has been credited with any Rent to be received by such subletting under option (i) and such Rent shall not be promptly paid to Landlord by the net amount subtenant(s), or if such rentals received by Licensor from such reletting subletting under option (ii) during any month be less than that to be paid during the month by Tenant hereunder, Tenant shall pay any such deficiency to Landlord. Such deficiency shall be calculated and from paid monthly. No taking possession of the Premises by Landlord shall be construed as an election on its part to terminate this Lease unless a written notice of such saleintention be given to Tenant. Notwithstanding any such subletting without termination, lease, or other dispositionLandlord may at any time thereafter elect to terminate this Lease for such then uncured previous default. (ce) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no The right to remove have a receiver appointed for Tenant upon application by Landlord in accordance with applicable laws, to take possession of the Premises and to apply any Devices, fixtures, or other personal property of Licensee rental collected from the space licensed, Premises and Licensor shall have a lien thereon as security for the payment of to exercise all amounts due Licensor under the Agreementother rights and remedies granted to Landlord pursuant to this Paragraph 22.

Default. If Licensee defaults (a) If, prior to Closing, Buyer discovers that any of Seller’s representations and warranties contained herein are not true and correct in the payment of the fees payable by it hereunder any material respect, or fails if Seller shall have failed to perform any other of its the material covenants and agreements contained herein to be performed by Seller within the time for performance as specified herein (including Seller’s obligation to close), Buyer may elect to (i) terminate Buyer’s obligations under this AgreementAgreement by written notice to Seller with a copy to Escrow Holder, in which event Buyer’s Deposit and Additional Deposit plus all accrued and unpaid interest thereon shall be returned to Buyer and Seller shall reimburse Buyer for all of Buyer’s expenses incurred in connection with this transaction to the extent Buyer provides reasonable evidence to Seller of such expenses (but in no event shall such reimbursement exceed $50,000) as its sole and exclusive remedy, and Licensee fails thereafter the Escrow, this Agreement and the rights and obligations of the parties hereunder shall terminate, except as and to cure the extent otherwise expressly herein provided, or (ii) close, in which event Buyer may file an action for specific performance of this Agreement to compel Seller to close the Escrow, in whole or in part, in which event Buyer shall be entitled to deduct from the Purchase Price the cost of such default within a period action and all reasonable expenses incurred by Buyer in connection therewith including reasonable attorneys’ fees. Notwithstanding the foregoing, in the event Seller breaches its covenant of fifteen (15) days after written notice from Licensor good faith and such default is not cured within the applicable grace period provided thereinfair dealing as set forth in Section 7 above, then Licensor Buyer shall have all rights and remedies now or hereafter provided by available at law and, and in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionequity. (b) Without terminating this AgreementIF BUYER COMMITS A MATERIAL DEFAULT UNDER ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT AND FAILS TO PURCHASE THE PROPERTY, reenter and assume possession of the space so licensed and of all DevicesTHEN, fixturesIN ANY SUCH EVENT, and other personal property of Licensee located therein and relet the space and sellESCROW HOLDER MAY BE INSTRUCTED BY SELLER TO CANCEL THE ESCROW AND SELLER SHALL THEREUPON BE RELEASED FROM ITS OBLIGATIONS HEREUNDER. BUYER AND SELLER AGREE THAT IT WOULD BE IMPRACTICAL OR EXTREMELY DIFFICULT TO FIX ACTUAL DAMAGES IN THE CASE OF BUYER’S DEFAULT AND FAILURE TO PURCHASE THE PROPERTY, leaseTHAT THE DEPOSIT AND THE ADDITIONAL DEPOSIT (IF PAID BY BUYER) IS A REASONABLE ESTIMATE OF SELLER’S DAMAGES IN SUCH EVENT, or otherwise dispose of the DevicesAND THAT IN THE EVENT OF A BREACH BY BUYER AS DESCRIBED ABOVE, fixturesTHE ESCROW HOLDER, and other personal propertyUPON INSTRUCTIONS TO DO SO, all on such terms and conditions as Licensor deems advisableSHALL DISBURSE THE DEPOSIT AND THE ADDITIONAL DEPOSIT TO SELLER AND SHALL CANCEL THE ESCROW CREATED PURSUANT HERETO, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the sameIN WHICH EVENT SELLER AND BUYER SHALL BE RELIEVED FROM ALL LIABILITY HEREUNDER. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.RECEIPT OF SUCH FUNDS SHALL BE SELLER’S SOLE AND EXCLUSIVE REMEDY IN THE EVENT OF A BREACH BY BUYER AS DESCRIBED ABOVE AND SELLER HEREBY WAIVES ANY RIGHT IT MAY HAVE AT LAW OR IN EQUITY TO COMPEL SPECIFIC PERFORMANCE OF THIS AGREEMENT BY BUYER. ESCROW HOLDER IS HEREBY RELEASED FROM ANY AND ALL LIABILITY WITH REGARD THERETO. SELLER AND BUYER ACKNOWLEDGE THAT THEY HAVE READ AND UNDERSTAND THE PROVISIONS OF THIS PARAGRAPH AND BY THEIR INITIALS IMMEDIATELY BELOW AGREE TO BE BOUND BY ITS TERMS. Seller’s Initials Buyer’s Initials

Default. (a) If Licensee defaults Purchaser shall default in the payment performance of the fees payable by it hereunder or fails to perform any other of its Purchaser’s obligations under this AgreementAgreement (a “Purchaser Default”), Seller’s sole and exclusive remedy shall be, and Licensee Seller shall be entitled, to retain the Deposit as and for full and complete liquidated and agreed damages for Purchaser’s default, and Purchaser shall be released from any further liability to Seller hereunder, except that such provisions contained herein as otherwise expressly survive termination of this Agreement shall survive. SELLER AND PURCHASER AGREE THAT IT WOULD BE IMPRACTICAL AND EXTREMELY DIFFICULT TO ESTIMATE THE DAMAGES WHICH SELLER MAY SUFFER UPON A PURCHASER DEFAULT AND THAT THE DEPOSIT REPRESENTS A REASONABLE ESTIMATE OF THE TOTAL NET DETRIMENT THAT SELLER WOULD SUFFER UPON A PURCHASER DEFAULT. SUCH LIQUIDATED AND AGREED DAMAGES ARE NOT INTENDED AS FORFEITURE OR A PENALTY WITHIN THE MEANING OF APPLICABLE LAW. (b) If Seller breaches this Agreement and is in default and Seller fails to cure such default within a period of fifteen ten (1510) days after receipt of written notice from Licensor and of such default is not cured within the applicable grace period provided thereindefault, then Licensor then Purchaser shall be entitled, as Purchaser’s sole and exclusive remedies on account of Seller’s default, to either (i) terminate this Agreement and receive a refund of the Deposit, in which event no party shall have all rights and remedies now any further right or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due obligations under this Agreement had it not been terminated, less the net amount realized by Licensor from any except such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter rights and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions obligations as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due expressly survive termination under this Agreement or (ii) pursue an action for the period specific performance of such reletting (but not beyond the term of Seller’s obligations under this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due In no event shall Seller or Purchaser be liable for consequential damages or extraordinary damages, whether foreseeable or unknown, proximate or remote, whatever the nature of a breach by such party of its obligations, representations, warranties, covenants and not paid by Licensee to indemnifications (irrespective of how the date of such defaultsame may be denominated) under, together in connection with all amounts payable under this Agreement during the remaining term or arising out of this Agreement following such defaultAgreement, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of each party hereby waives all claims for any such default, Licensee damages. (d) This Section 15 shall have no right to remove any Devices, fixtures, or other personal property survive Closing and the termination of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the this Agreement.

Default. If Licensee In the event that Tenant defaults on any of the covenants or ------- provisions contained in this Lease, Landlord shall give Tenant written notice of such default and 10 days' opportunity to cure in the payment case of a monetary default or 30 days opportunity to cure in the fees payable by it hereunder or fails to perform any other case of its obligations under this Agreementa non-monetary default, provided that if such default cannot reasonably be cured within a 30 day period and Licensee fails if Tenant has commenced and is diligently proceeding to cure such default within default, Tenant shall be given a reasonable period of fifteen (15) days after written notice from Licensor and time to cure such default. If any such default is remains uncured after the aforesaid time period, then Landlord at its election may terminate this Lease or terminate Tenant's right to possession only, without terminating the Lease. Upon termination of this Lease or Tenant's right of possession, Landlord may re-enter the Leased Premises without process of law and remove all persons, fixtures, and property therefrom, and Landlord shall not cured be liable for any damages resulting therefrom. Upon the termination of the Lease, or upon termination of Tenant's right of possession without termination of the Lease, the Tenant shall surrender possession and vacate the Leased Premises immediately, and deliver possession thereof to the Landlord, and hereby grants to Landlord the full and free right to enter upon the Leased Premises and to repossess the Leased Premises as Landlord's former estate and to expel or remove the Tenant and any others who may be occupying or within the applicable grace period provided thereinLeased Premises without relinquishing the Landlord's rights to rent or any other right given to Landlord hereunder or by operation of law. In the event that Tenant breaches any of the provisions or covenants of this Lease, then Licensor Landlord shall have be entitled to recover as damages, all rent and other sums due and payable by Tenant as well as the cost of performing any covenants to be performed by Tenant. Furthermore, Landlord shall be entitled to recover any court costs or attorney's fees incurred as a result of Tenant's breach. The rights and remedies now of Landlord under this Lease are cumulative. The exercise or hereafter provided by law and, in addition, may do use of any one or more thereof shall not bar the Landlord from exercise or use of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and any other personal property of Licensee remaining on such space and full right and authority to sell, lease, or remedy provided herein or otherwise dispose of provided by law, nor shall the same or to store exercise nor the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event use of any such default, Licensee shall have no right to remove or remedy by Landlord waive any Devices, fixtures, other right or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementremedy.

Default. If Licensee Section 1. Subject to the provisions of this Article XIV, this Lease is made upon the express condition that Tenant shall faithfully and punctually perform and observe all the agreements, covenants and conditions herein set forth to be performed by Tenant, and that if at any time any Rent, taxes, assessments, charges, insurance premiums, utilities charges or any other monies required to be paid by Tenant hereunder, or any part thereof, shall be in arrears and unpaid for a period of five (5) days after notice in writing thereof shall have been given by Landlord to Tenant, or if defaults shall be made or suffered in the payment performance or observance of any of the fees payable by it hereunder other covenants or conditions of this Lease, and if Tenant fails to perform commence action to eliminate such default within thirty (30) days after notice in writing thereof shall have been given by Landlord to Tenant, Landlord shall have the right, at its election, to terminate this Lease or to enter upon the Leased Premises and take immediate possession thereof. If Landlord shall elect to so terminate this Lease, then Landlord may recover from Tenant: (a) the worth at the time of award of any unpaid Rent which had been earned at the time of such termination; plus (b) the worth at the time of the award of the amount by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus (c) the worth at the time of award of the amount by which the unpaid Rent for the balance of the term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (d) any other of amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this AgreementLease or which, in the ordinary course of things, would be likely to result therefrom, and Licensee fails this Lease and the Building and all improvements upon the Leased Premises shall be forfeited to cure Landlord without compensation therefor to Tenant, or any other person, firm or corporation whomsoever; provided, however, that Tenant may at any time before the expiration of such periods, pay and/or perform the engagements of this Lease for which Tenant shall be in default, and thereby prevent such entry and forfeiture. As used herein, the “worth at the time of award” is computed by allowing interest at the rate of ten percent (10%) per annum. As used in (c) above, the “worth at the time of award” is computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%). Such right to xxx and the right to forfeit and reenter are cumulative and not exclusive of each other or of any other lawful right or remedy that Landlord may have, and the fact that Landlord may have brought suit and recovered judgment for Rent or other sums in default within a hereunder shall not impair its right to cause forfeiture of this Lease and reenter, upon the terms set forth herein, in case the default upon which any such suit was based shall continue unsatisfied for the period of fifteen time hereinabove stipulated for such forfeiture and entry. Section 2. Should any of the events of default hereinabove specified occur, in case Landlord does not elect to exercise the right to terminate this Lease conferred by the provisions of Section 1 of this Article XIV, Landlord shall nevertheless have, and is hereby expressly given, the right at its sole election to reenter the Leased Premises with or without legal process, and to remove and store for Tenant, Tenant’s signs and all property and effects of Tenant or other occupants of said premises, and to relet the premises or any part thereof at or near market rents and upon such terms and to such person or persons and for such period or periods as may seem fit to Landlord; and in case of such reletting, Tenant shall be liable to Landlord for the difference between the rents and payments herein reserved and agreed upon for the residue of the Term (15except as hereinafter otherwise provided) and the rent realized by Landlord by such reletting, such net rents and payments to be determined by deducting from the entire rents and payments received by Landlord from such reletting, the expenses of recovering possession, reletting, repairing said premises, storing Tenant’s property, and collecting rents; and Tenant hereby agrees to pay to Landlord such deficiency each month, as the same may accrue. Tenant shall pay to Landlord within ten (10) days after written notice from Licensor and the expiration of each month during such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more residue of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of Term the space occupied by Licensee in difference between the Licensed Locations; retain all Devices, fixturesreserved rents and payments for said month, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor Landlord from the premises during said month from such reletting. Landlord shall have the right at any time after such salereentry and reletting, leasein its sole discretion, to terminate this Lease and thence forward there shall be no liability on the part of Tenant for any future accruing Rent or other dispositionpayments reserved under this Lease. Section 3. If, after the commencement of the Term, (a) Tenant shall be adjudicated as bankrupt or adjudged to be insolvent; (b) Without terminating this Agreement, reenter a receiver or trustee shall be appointed for Tenant’s property and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. affairs; (c) To treat Tenant shall make an assignment for the benefit of creditors or shall file a petition in bankruptcy or insolvency or for reorganization or debtor’s arrangement or shall make application for the appointment of a receiver, or (d) any execution or attachment shall be issued against Tenant or any of Tenant’s property, whereby the Leased Premises or any building or buildings or any improvements thereon shall be taken or occupied or attempted to be taken or occupied by someone other than Tenant, except as may be herein permitted, and such adjudication, appointment, assignment, petition, application, execution or attachment shall not be set aside, vacated, discharged or bonded within thirty (30) days after the issuance of the same, then an event of default hereunder shall become effective, and Landlord shall have the rights and remedies provided for herein. Notwithstanding the foregoing, however, so long as the Rent shall continue to be paid hereunder, and Tenant shall perform all amounts due of the terms, covenants and conditions on its part to be performed, Landlord shall not paid have the right to declare a default in this Lease. Section 4. This Lease is also made upon the express condition that Landlord shall faithfully and punctually perform and observe all the agreements, covenants and conditions set forth herein to be performed by Licensee Landlord. If any default shall be made or suffered in the performance or observance of any of the covenants or conditions of this Lease to be performed by Landlord, and if Landlord fails to commence action to eliminate such default within thirty (30) days after notice in writing thereof shall have been given by Tenant to Landlord, Tenant shall have the right, at its election, to (i) terminate this Lease and thence forward this Lease shall become void for all intents and purposes whatsoever subject, however, to the date right of Tenant to xxx on such Lease for damages sustained by reason of Landlord’s default, together with all amounts payable under this Agreement during ; or (ii) cure said default and offset the remaining term next succeeding months’ Base Rent by the cost of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover curing the same. In Provided, however, that Landlord may at any time before the expiration of such period of thirty (30) days, perform its obligations under this Lease for which Landlord shall be in default, and thereby prevent such termination of this Lease. Any rights of Tenant hereunder in the event of default by Landlord are cumulative and not exclusive of each other or any such defaultother lawful right or remedy that Tenant may have, Licensee and the fact that Tenant may have brought suit and recovered judgment against Landlord shall have no not impair its right to remove cause termination of this Lease. Section 5. If Landlord does not receive Rent or any Devicesother payment within three (3) business days of when due from Tenant on the due date, fixturesTenant shall pay to Landlord a late charge equal to five percent (5%) of such past due Rent or other payment; provided, however, Landlord agrees not to impose a late charge for the first late payment in any calendar year of the Term provided Tenant pays such late payment within five (5) business days of written invoice. Tenant agrees that this late charge represents a fair and reasonable estimate of the cost Landlord will incur by reason of Tenant’s late payment. Accepting any late charge shall not constitute a waiver by Landlord of Tenant’s default with respect to any overdue amount nor prevent Landlord from exercising any other rights or remedies available to Landlord. If any installment of Monthly Base Rent or Additional Rent, or any other personal property amount payable by Tenant hereunder is not received by Landlord within thirty (30) days after written invoice by Landlord, it shall bear interest at the rate of Licensee ten percent (10%) per annum from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementdate until paid.

Default. 19.1 If Licensee defaults in there shall be an Event of Default, then the payment provisions of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails Section 19.2 shall apply. The periods herein specified (if any) within which Tenant is permitted to cure such any default within a period shall be in lieu of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace any cure period provided thereinby applicable laws, then Licensor all of which Tenant hereby waives. 19.2 Upon the occurrence of an Event of Default, Landlord shall have all rights and remedies now or hereafter provided by law and, in addition, may do the right to pursue any one or more of the followingfollowing remedies: (a) Terminate this Agreement by giving written notice Lease, in which case Tenant shall immediately surrender the Premises to Licensee; resume Landlord. In addition, with or without terminating this Lease, Landlord may re-enter, terminate Tenant’s right of possession and take possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixturesPremises. The provisions of this Article shall operate as a notice to quit, and Tenant hereby waives any other personal property notice to quit or notice of Licensee remaining on such space and full right and authority Landlord’s intention to sell, leasere-enter the Premises or terminate this Lease. Landlord may proceed to recover possession of the Premises under applicable Laws, or otherwise dispose by such other proceedings, including re-entry and possession, as may be applicable. If Landlord elects to terminate this Lease and/or elects to terminate Tenant’s right of possession, everything contained in this Lease on the part of Landlord to be done and performed shall cease without prejudice, however, to Tenant’s liability for all Base Rent, additional rent and other sums specified herein. Whether or not this Lease and/or Tenant’s right of possession is terminated, Landlord shall have the right, at its sole option, to terminate any renewal or expansion right contained in this Lease and to grant or withhold any consent or approval pursuant to this Lease in its sole and absolute discretion. If Tenant fails to surrender the Premises, Landlord, in compliance with Law, may enter upon and take possession of the same or to store Premises and remove Tenant, Tenant’s Personal Property and any party occupying the samePremises. Tenant shall pay Landlord, on demand, all at past due Rent and other losses and damages Landlord suffers as a result of Tenant’s Event of Default, including, without limitation, all Costs of Reletting (as hereinafter defined) and any deficiency that may arise from reletting or the expense failure to relet the Premises. “Costs of Licensee; Reletting” shall include all reasonable costs and expenses incurred by Landlord in reletting or attempting to recover from Licensee all fees due under this Agreement had it not been terminatedrelet the Premises, less including, without limitation, legal fees, brokerage commissions, the net amount realized by Licensor from any such sale, lease, cost of alterations and the value of other concessions or other dispositionallowances granted to a new tenant. (b) Landlord shall use reasonable efforts to relet the Premises on such terms as Landlord in its sole discretion may determine (including a term different from the Term, rental concessions, and alterations to, and improvement of, the Premises); however, Landlord shall not be obligated to relet the Premises before leasing other portions of the Building. Landlord shall not be liable for, nor shall Tenant’s obligations hereunder be diminished because of, Landlord’s failure to relet the Premises or to collect rent due for such reletting. 19.3 In lieu of calculating damages under Section 19.2, Landlord may elect to receive as damages (x) the sum of (a) all Rent accrued through the date of termination of this Lease, and (b) an amount equal to the total Rent that Tenant would have been required to pay for the remainder of the Term discounted to present value, minus (y) the then present fair rental value of the Premises for the remainder of the Term, similarly discounted, after deducting all anticipated Costs of Reletting. 19.4 All rights and remedies of Landlord set forth in this Lease are cumulative and in addition to all other rights and remedies available to Landlord at law or in equity, including those available as a result of any anticipatory breach of this Lease. The exercise by Landlord of any such right or remedy shall not prevent the concurrent or subsequent exercise of any other right or remedy. No delay or failure by Landlord or Tenant to exercise or enforce any of its respective rights or remedies or the other party’s obligations (except to the extent a time period is specified in this Lease therefor) shall constitute a waiver of any such or subsequent rights, remedies or obligations. Neither party shall be deemed to have waived any default by the other party unless such waiver expressly is set forth in a written instrument signed by the party against whom such waiver is asserted. If Landlord waives in writing any default by Tenant, such waiver shall not be construed as a waiver of any covenant, condition or agreement set forth in this Lease except as to the specific circumstances described in such written waiver. 19.5 If Landlord shall institute proceedings against Tenant and a compromise or settlement thereof shall be made, then the same shall not constitute a waiver of the same or of any other covenant, condition or agreement set forth herein, nor of any of Landlord’s rights hereunder. Neither the payment by Tenant of a lesser amount than the monthly installment of Base Rent, additional rent or of any sums due hereunder nor any endorsement or statement on any check or letter accompanying a check for payment of rent or other sums payable hereunder shall be deemed an accord and satisfaction. Landlord may accept the same without prejudice to Landlord’s right to recover the balance of such rent or other sums or to pursue any other remedy. Notwithstanding any request or designation by Tenant, Landlord may apply any payment received from Tenant to any payment then due. Only an express written acceptance of a surrender of this Lease executed by an authorized representative of Landlord and delivered to Tenant shall constitute an acceptance of surrender. Without terminating this Agreementlimiting the foregoing, reenter and assume no re-entry or taking of possession of the space so licensed and of all Devices, fixturesPremises by Landlord, and other personal property no acceptance by Landlord of Licensee located therein and relet the space and sellkeys from Tenant, leaseshall be considered an acceptance of a surrender of this Lease. 19.6 If Tenant fails to make any payment to any third party or to do any act herein required to be made or done by Tenant, then Landlord may, after written notice to Tenant, but shall not be required to, make such payment or otherwise dispose of the Devices, fixtures, and other personal property, all on do such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period act. The taking of such reletting (but action by Landlord shall not beyond be considered a cure of such default by Tenant or prevent Landlord from pursuing any remedy it is otherwise entitled to in connection with such default. If Landlord elects to make such payment or do such act, then all expenses incurred by Landlord, plus interest thereon at the term of this Agreement) and Default Rate from the net amount received date incurred by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee Landlord to the date of payment thereof by Tenant, shall constitute additional rent due hereunder. 19.7 If Tenant fails to make any payment of Base Rent, additional rent or any other sum on or before the date such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately payment is due and payable (without regard to Licensor and recover any grace period), then Landlord shall have the sameright to impose upon Tenant in writing a late charge of five percent (5%) of the amount of such payment. In addition, such payment and such late fee shall bear interest at the event Default Rate from the date such payment or late fee, respectively, became due to the date of payment thereof by Tenant. Such late charge and interest shall constitute additional rent due hereunder without any notice or demand and shall be in addition to any and all other rights and remedies of Landlord. Notwithstanding the foregoing, Landlord shall waive such late charge and interest the first (1st) time in each calendar year that Tenant fails to make a payment when due, but not more than four (4) times during the entire Lease Term, so long as Tenant makes such payment prior to the expiration of the applicable notice and grace period. 19.8 [Reserved] 19.9 If more than one natural person or entity shall constitute Tenant, then the liability of each such person or entity shall be joint and several. If Tenant is a general partnership or other entity the partners or members of which are subject to personal liability, then the liability of each such partner or member shall be joint and several. No waiver, release or modification of the obligations of any such default, Licensee person or entity shall have no right to remove affect the obligations of any Devices, fixtures, other such person or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreemententity.

Default. If Licensee defaults Tenant covenants that if the rent reserved by this Lease or any part thereof shall be unpaid when due, or if the premises shall become vacant or actually unoccupied during the term, or if Tenant shall fail to perform any of the conditions, covenants, provisions and agreements contained herein, or if a petition in bankruptcy shall be filed by Tenant, or if Tenant shall be adjudged bankrupt or insolvent by any court, or if a receiver or trustee in bankruptcy or a receiver of the property of Tenant shall be appointed in any suit, action or proceeding, or if Tenant shall make an assignment for the benefit of creditors, or if an execution shall be issued against Tenant, or if Tenant's leasehold interest herein shall be levied upon, or if Tenant's leasehold interest herein shall by operation of law pass to any person other than Tenant, then, in such events, Landlord may, subject to the applicable provisions of the laws of the State of North Carolina, at its option, without notice to Tenant or to any assignee, transferee, trustee, receiver or other person or persons, with force or otherwise retake and recover possession of said premises and terminate this Lease and the term herein and hereby granted and demised; or, in each and every such case, Landlord at its option without notice to Tenant, or to any assignee, transferee, trustee, receiver or other person or persons, with force or otherwise, may enter said premises and relet the same as it may see fit, without avoiding or terminating this Lease and for the purpose of such reletting Landlord may make such repairs in or to said premises as Landlord may deem necessary for the purpose of such reletting, and if a sufficient sum shall not be realized from such reletting after paying the costs, expenses and charges of such reletting and of the repairs in and to said premises to equal the rent hereinbefore covenanted to be paid by Tenant, then Tenant shall pay any deficiency thereby upon demand therefor and such deficiency shall be considered, construed and taken to be a debt provable in bankruptcy or receivership. On default, as herein defined, Landlord shall have the further right to take possession of any furniture or other property on said premises, and to sell the same at public or private sale without notice, and to apply the same to the payment of the fees payable rent due by it hereunder or fails to perform any other of its obligations under this Agreementthese presents, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within holding the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement Tenant liable for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such saledeficiency, lease, or other dispositionif any. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. 14.1 If Licensee defaults Tenant shall be in default in the payment of the fees payable by it hereunder rental or fails to perform any other of its obligations under this Agreement, charges provided for herein and Licensee fails to cure such default within shall continue for a period of fifteen five (155) days after written notice from Licensor Landlord to Tenant, or if Tenant shall be in default in the performance of any of the other covenants, promises or agreements herein contained for Tenant to be kept and performed and such default shall continue for thirty (30) days after Landlord shall have notified Tenant in writing of the existence of such default, or if Tenant is adjudicated a bankrupt, or if a receiver is appointed for Tenant’s property, including Tenant’s interest in the Leased Premises, and such receiver is not cured removed within thirty (30) days after appointment, or if, whether voluntarily or involuntarily, Tenant takes advantage of any debtor relief proceeding under present or future law whereby the applicable grace rent, or any part thereof, is or is proposed to be reduced or payment thereof deferred, or if Tenant makes an assignment for the benefit of creditors, or if the Leased Premises or Tenant’s effects or interest therein shall be levied upon or attached under process against Tenant, not satisfied or dissolved within thirty (30) days from such levy or attachment, or if Tenant abandons the Leased Premises, then, and in any or all said events, Tenant shall be deemed to have breached this Lease and Landlord shall have the right at its option, without limitation of any other rights available to Landlord at law or in equity to: (a) Enter upon and take possession of the Leased Premises as Tenant’s agent without terminating this Lease, and use commercially reasonable efforts to re-let the Leased Premises upon such rental and for such term as Landlord deems proper. Tenant shall obligated to pay Landlord all sums due and owing up to the time of such re-letting and upon the reletting shall further become immediately liable and indebted to Landlord and shall then upon demand promptly pay to Landlord the costs and expenses of such reletting, including any alterations or decorations required in connection therewith, plus the difference between the amount of the rent actually collected and received from the Leased Premises and the rental due under this Lease for the residue of the term herein provided remaining after the taking of possession by Landlord; or (b) Forthwith cancel and terminate this Lease by notice in writing to Tenant; and if such notice shall be given, all rights of Tenant to the use and occupancy of said Leased Premises shall terminate as of the date set forth in such notice and Tenant will at once surrender possession of the Leased Premises to Landlord and remove all of Tenant’s effects therefrom, and Landlord may forthwith re-enter the premises and repossess itself thereof, and Landlord shall be entitled to receive as liquidated damages and not as a penalty a sum equal to all rent and other sums then due and owing together with all sums which would fall due hereunder through the balance of the lease term had this Lease not been terminated reduced by the fair market rental value of the Leased Premises for the same period. No termination of this Lease prior to the normal expiration thereof shall affect Landlord’s right to collect rent for the period provided thereinprior to the termination thereof. 14.2 Landlord shall be entitled to collect from Tenant reasonable attorney fees and court costs incurred in enforcing any obligation of Tenant under this Lease. 14.3 If Landlord shall be in default of any term or covenant of this Lease and said default shall continue for a period of thirty (30) days after written notice thereof from Tenant to Landlord, then Licensor Landlord shall be in default of the terms and conditions of this Lease and Tenant have all such rights and remedies now or hereafter provided by as are available under applicable law upon such a default and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devicesright, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such saleobligation, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the samecure said defaults on Landlord’s behalf at Landlord’s cost. In the event Tenant incurs any cost or expense in performing any obligation on Landlord’s behalf Landlord shall, within thirty (30) days of any such defaultdemand pay such sums to Tenant. Notwithstanding the above, Licensee Tenant shall not have no the right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have terminate this Lease upon a lien thereon as security for the payment of all amounts due Licensor under the Agreementdefault by Landlord.

Default. If Licensee defaults (a) In addition to the rights and remedies set forth in Articles 17 and 18 hereof, Landlord shall have the right to cancel this lease in the payment manner provided in the event that Tenant shall have failed to pay any installment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default Rent within a period of fifteen five (155) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositiondemand for payment thereof. (b) Without terminating In any case in which the Rent is, not paid within ten (10) days of the day when same is due, Tenant shall pay a late charge equal to interest on such amount from the due date of such amount until the payment date of such amount at the rate of fifteen (15%) percent per annum, provided, however, the rate charged shall in no event be higher than the highest rate permitted by law. Tenant further agrees that the late charge imposed is fair and reasonable, complies with all laws, regulations and statutes, bud constitutes an agreement between Landlord and Tenant as to the estimated compensation for costs and administrative expenses incurred by Landlord due to the late payment of Rent by Tenant. Tenant further agrees that the late charge does not create a borrower/lender or borrower/creditor relationship between Landlord and Tenant. The demand and collection of the aforesaid late charges shall in no way be deemed a waiver of any and all remedies that Landlord may have under the terms of this Agreementlease by summary proceedings or otherwise in the event of a default in payment of Rent. In the event that Landlord shall bring any proceeding against Tenant for recovery of money damages, reenter and assume or for possession of the space so licensed Premises by reason of nonpayment of Rent, or for nonperformance by Tenant of the terms and conditions of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, this lease, or otherwise dispose for breach of the Devices, fixtureslease, and other personal property, all on such terms Landlord shall incur costs and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period expenses by reason thereof or by reason of such reletting (but not beyond default, such charges, including legal fees and disbursements, shall be due and payable from Tenant as additional rent and shall become immediately due and payable upon the term incurrence of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionsame. (c) To treat all amounts due At any time after the Term shall have expired and come to an end or Landlord shall have re-entered upon the Premises, as the case may be, whether or not paid by Licensee Landlord shall have collected any monthly deficiencies pursuant to Article l8 of the preprinted portion of this lease, Landlord shall he entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, as and for liquidated and agreed final damages, a sum equal to the date amount by which the Rent reserved in this lease for the period which otherwise would have constituted the unexpired portion of the Term exceeds the then fair and reasonable rental value of the Premises for the same period, both discounted to present worth at the rate of four (4%) per cent per annum. lf, before presentation of proof of such defaultliquidated damages to any court, together with all amounts payable under this Agreement commission, or tribunal, the Premises, or any part thereof, shall have been relet by Landlord for the period which otherwise would have constituted the unexpired portion of the Demised Term, or any part thereof, the amount of Rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable rental value for the part or the whole of the Premises so react during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable the reletting. (d) Tenant agrees to Licensor and recover the same. In the event give Landlord written notice of any such defaultproposed change in the ownership of the majority of the outstanding capital stock of Tenant or any change in the ownership of the majority of the assets of Tenant. Failure of Tenant to give the notice provided for in the preceding sentence shall be deemed a non-curable default by Tenant pursuant to this lease (that is, Licensee a default which has already extended beyond the applicable grace period, if any, following notice from Landlord), giving Landlord the right, at its option, to cancel and terminate this tease or to exercise any and all other remedies available to Landlord hereunder or as shall have no right to remove any Devices, fixtures, exist at law or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementin equity.

Default. If Licensee defaults in 16.1 Rights o(c)f the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following:Landlord (a) Terminate this Agreement The Landlord will be entitled to re-enter the Leased Premises and remove all property from the Leased Premises and the property may be sold or disposed of by giving written notice to Licensee; resume possession the Landlord as it considers advisable or may be stored in a public warehouse or elsewhere at the cost and for the account of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the sameTenant, all at without service of notice or resort to legal process and without the expense Landlord being guilty of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from trespass or being liable for any such sale, lease, loss or other dispositiondamage which may be occasioned. (b) Without terminating this Agreement, reenter The Landlord may without notice re-enter and assume take possession of the space so licensed and Leased Premises as though the Tenant or any occupant or occupants of all Devices, fixturesthe Leased Premises was or were holding over after the expiration of the Term without any right whatever, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) Lease and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionTerm will be terminated. (c) To treat all amounts If the Landlord elects to re-enter the Leased Premises as provided in this Article, or if it takes possession pursuant to legal proceedings or pursuant to any notice provided for by Law, it may either terminate this Lease or it may from time to time, without terminating this Lease, as agent of the Tenant, make those alterations and repairs which are necessary in order to relet the Leased Premises or any part of them for the term or terms (which may be for a term extending beyond the Term) and at a rent and upon those other terms, covenants and conditions which the Landlord in its discretion considers advisable. Upon each reletting, the Rent received by the Landlord from the reletting, will be applied first to the payment of any indebtedness other than Rent due under this Lease from the Tenant to the Landlord; second to the payment of any costs and expenses of the reletting including brokerage fees and solicitors’ fees and the costs of the alterations and repairs; third to the payment of Rent due and not unpaid under this Lease; and the residue, if any, will be held by the Landlord and applied as payment of future Rent as it becomes due under this Lease. If the Rent received from the reletting during any month is less than that to be paid during that month by Licensee the Tenant under this Lease, the Tenant will pay the deficiency, which will be calculated and paid monthly in advance on or before the first (1st) day of each month. No re-entry or taking possession of the Leased Premises by the Landlord will be construed as an election on its part to terminate this Lease unless a written notice of that intention is given to the date Tenant. Despite any reletting without termination, the Landlord may at any time afterwards elect to terminate this Lease for the previous breach. If the Landlord at any time terminates this Lease for any breach, in addition to any other remedies it may have, it may recover from the Tenant all damages it incurs by reason of such defaultthe breach including the costs of recovering the Leased Premises, together with all amounts payable solicitors’ fees (on a substantial indemnity basis) and including the worth at the time of the termination, of the excess, if any, of the amount of Rent and charges equivalent to Rent required to be paid under this Agreement during Lease for the remaining term remainder of this Agreement following such default, as an indebtedness the stated Term over the then reasonable rental value of Licensee the Leased Premises for the remainder of the stated Term. All of the mentioned amounts will be immediately due and payable by the Tenant to Licensor the Landlord. (d) The full amount of the current month’s instalment of Minimum Rent and recover Additional Rent together with the same. In the event next three (3) months’ instalments of any such defaultMinimum Rent and Additional Rent, Licensee shall have no right all of which will be deemed to remove any Devicesbe accruing on a day-to-day basis, fixtures, or other personal property of Licensee from the space licensedwill immediately become due and payable as accelerated Rent, and Licensor shall have a lien thereon as security the Landlord may immediately distrain for the payment of all amounts due Licensor under the Agreementthat accelerated Rent together with any arrears.

Default. 2.1 If Licensee defaults an “Event of Default” (under and as defined in the payment of Credit Agreement) shall have occurred and be continuing under the fees payable by it hereunder Credit Agreement or fails to perform any other of its obligations under this Loan Document (as defined in the Credit Agreement), and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided thereinthen, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the followingMortgagee may: (a) Terminate this Agreement by giving written notice Declare the Secured Obligations to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixturesbe, and other personal property of Licensee remaining on such space they shall be, due and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licenseepayable; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition.and/or (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixturesRecover judgment for, and other personal collect out of any property of Licensee located therein Owner, any amount due; and/or collect all earned charter hire and relet freight monies relating to services performed by the space Vessel, if any, Owner assigning to Mortgagee all such charter hire and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition.freight monies then owing; and/or (c) To treat all amounts due Retake the Vessel, with or without legal process, at any time, at any place, and, without being responsible for loss or damage, hold and not paid in Mortgagee’s or in Owner’s name lease, charter, operate or otherwise use the Vessel for such time and on such terms as Mortgagee may deem advisable, being accountable only for net profits, if any, and with the right to dock the Vessel free of charge at Owner’s premises or elsewhere at Owner’s expense; and/or sell the Vessel, free from any claim by Licensee Owner of any nature whatsoever, in any manner permitted by law; to the date extent so permitted, such sale may be public or private, without notice, without having the Vessel present, and Mortgagee may become the purchaser. For such purpose Mortgagee and its agents are irrevocably appointed the true and lawful attorneys of such default, together with Owner in its name and stead to make all amounts payable under this Agreement during necessary transfers of the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. Vessel thus sold. 2.2 In the event the Vessel shall be arrested or detained by any officer of any such court or by any other authority, Owner authorizes Mortgagee, its officers, representatives and appointees, in the name of Owner or of Mortgagee, to receive or to take possession, and to defend any action and/or discharge any lien. 2.3 Each and every power or remedy given to Mortgagee shall be cumulative, and in addition to all powers or remedies now or later existing in admiralty, in equity, at law or by statute, and may be exercised as often as may be deemed expedient by Mortgagee. No delay or omission by Mortgagee shall impair any right, power or remedy, and no waiver of any default shall waive any other default. In any suit Mortgagee shall be entitled to obtain appointment of a receiver of the Vessel and its earnings, Licensee who shall have no right full rights and powers to remove use and operate the Vessel, and to obtain a decree ordering and directing its sale and disposition. 2.4 The net proceeds of any Devices, fixtures, judicial or other personal property of Licensee from the space licensedsale, and Licensor shall have a lien thereon as security any lease, charter, management, operation or other use of the Vessel by Mortgagee, of any claim for damages, of any judgment, and any insurance received by Mortgagee (except to the extent paid to Owner or applied in payment of all amounts due Licensor under the Agreement.repairs or otherwise for Owner’s benefit) shall be applied as follows:

Default. If Licensee defaults in (a) In the payment of the fees payable by it event Tenant fails to pay any rental due hereunder or fails to keep and perform any of the other material terms or conditions hereof, or otherwise breaches this Lease or defaults hereunder, time being of its obligations under the essence, or in the event of the taking by execution or judgment or other process of law of all or any part of the Tenant's interest in this AgreementLease, and Licensee fails to cure such default within a period of fifteen then ten (1510) days after receipt of written notice of default from Licensor and Landlord, Landlord may, if such default is has not cured within the applicable grace period provided thereinbeen corrected, then Licensor shall have resort to any and all rights and legal remedies now or hereafter provided by law andcombination of remedies which Landlord may desire to assert including, in addition, may do any but not limited to one or more of the following: : (a1) Terminate this Agreement by giving written notice to Licensee; resume possession lock the doors of the space occupied by Licensee in Leased Premises and exclude Tenant therefrom; (3) enter the Licensed LocationsLeased Premises and remove all persons and property therefrom; retain all Devices, fixtures, (4) declare this Lease at an end and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of terminated; (5) sue xxx the same or to store the same, all at the expense of Licensee; rent due and to recover from Licensee all fees become due under this Agreement had it not been terminated, less the net amount realized Lease; (6) sue xxx any damages sustained by Licensor from any such sale, lease, or other disposition. Landlord; and (b7) Without terminating continue this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein Lease in effect and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all Leased Premises on such terms and conditions as Licensor deems advisableLandlord may deem advisable with Tenant remaining liable for the Base Monthly Rent and other sums due hereunder plus the reasonable cost of obtaining possession of the Leased Premises and of any repairs and alterations necessary to prepare the Leased Premises for reletting, and in any such event, Licensee the cost of reletting. No action of Landlord shall pay promptly upon demand the difference between the fees due under be construed as an election to terminate this Agreement for the period Lease unless written notice of such reletting (but not beyond intention be given to Tenant. No payment by Tenant or receipt by Landlord of a lesser amount than the term Monthly Base Rent and other sums due hereunder shall be deemed to be other than on account of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, earliest rent or other disposition. (c) To treat all amounts due sums due, nor shall any endorsement or statement on any check or accompanying any check or payment be deemed an accord and not paid by Licensee satisfaction; and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent or other sum or pursue any other remedy provided in this Lease. Notwithstanding the foregoing to the date contrary, the abandonment of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.Leased

Default. Failure of Guarantor to keep, observe or perform any term, covenant or agreement made under this Guaranty by Guarantor or under any other obligations of Guarantor to Lender after the expiration of any applicable cure period shall constitute an Event of Default under this Guaranty and under the Loan Documents, whether or not provision therefor is made in such documents. In addition to the Events of Default described in this Section 15, the following events, after the expiration of any applicable grace periods, shall also constitute “Events of Default” under this Guaranty: 15.1 If Licensee defaults any representation or warranty by the undersigned or in any writing furnished by the payment undersigned in connection with or pursuant to this Guaranty shall be false in any material respect with respect to the undersigned on the date as of which made; or 15.2 If the Guarantor makes an assignment for the benefit of creditors; or 15.3 If the Guarantor petitions or applies to any tribunal for the appointment of a trustee or receiver of the fees payable by it hereunder business, estate or fails assets or of any substantial portion of the business, estate or assets of the undersigned, or commences any proceedings relating to perform the Guarantor under any other bankruptcy, reorganization, arrangement, insolvency, readjustment of its obligations under this Agreementdebt, and Licensee fails to cure such default within a period dissolution or liquidation law of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided thereinany jurisdiction, then Licensor shall have all rights and remedies whether now or hereafter provided in effect; or 15.4 If any such petition or application is filed or any such proceedings are commenced against the Guarantor and the Guarantor by law andany act indicates its approval thereof, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, leaseconsent thereto, or otherwise dispose of the same acquiescence therein, or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any order is entered appointing any such sale, leasetrustee or receiver, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of declaring the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, leaseGuarantor bankrupt or insolvent, or otherwise dispose of approving the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and petition in any such eventproceedings; or 15.5 If the Guarantor shall dissolve, Licensee terminate or otherwise fail to maintain its legal existence, as the case may be. If an Event of Default shall pay promptly upon demand occur, then or at any time thereafter, while such Event of Default shall continue, the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat Lender may declare all amounts due and not paid by Licensee to the date of such defaultGuaranteed Obligations, together with all amounts payable under this Agreement during obligations of the remaining term of this Agreement following such defaultundersigned hereunder, as an indebtedness of Licensee to be immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementpayable.

Default. If Licensee A. Lessee shall be in default hereunder if Lessee fails to pay the Lease Payment as required hereunder within fifteen (15) business days of the due date thereof. B. Either Party will be in default under this Lease if the Party defaults in the payment performance of an obligation required from the fees payable by it hereunder or fails to perform Party under this Lease. C. If either Party defaults in performance of any other of its obligations under this AgreementLease, the other Party shall provide a written notice of the default to the defaulting Party and Licensee fails to cure such if the defaulting Party does not remedy the default within a period of fifteen five (155) business days after written the receipt of such notice, the other Party may rely on any legal or equitable remedy available in law or equity. D. If Lessee is in default under this Lease, Lessor, with or without notice from Licensor and such default is not cured within the applicable grace period provided thereinto Lessee, then Licensor shall have all rights and remedies now or hereafter provided by law andshall, in additionaddition to the remedies provided in Section 9 (C) above, may do have the right to exercise any one or more all of the following: following remedies: (ai) Elect that Lease Payment due be accelerated and the entire amount of rental be due immediately; (ii) Terminate this Agreement by giving written Lease; (iii) Enter on Lessee’s premises (or any location where the Equipment is located) and without any court order or other process of law repossess and remove the Equipment, whether with or without notice to LicenseeLessee; resume possession any such repossession shall not constitute a termination of this Lease unless Lessor so notifies Lessee in writing. Lessee expressly authorizes Lessor or Lessor’s agent to enter any premises owned or controlled by Lessee, or Lessee’s agents and assigns, where the Equipment is located for the purpose of repossessing and removing the Equipment. Lessee specifically waives any right of action Lessee might otherwise have arising out of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixturesentry and repossession, and other personal property releases Lessor from any claim for trespass or damage caused by reason of Licensee remaining on such space and full right and authority to sellthe entry, leaserepossession, or otherwise dispose of the same removal; or (iv) exercise such other rights and seek such remedies as may be available in law or in equity to store the same, all at the expense of Licensee; and Lessor. X. Xxxxxx shall be entitled to recover from Licensee all its attorney’s fees due and reasonable costs arising in connection with Lessor’s enforcement of its rights under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionLease. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. (a) If Licensee defaults Tenant shall fail to pay rent or any other sum payable to Landlord hereunder when due, or if Tenant shall fail to perform or observe any of the other covenants, terms or conditions contained in this Lease, or if any of the events specified in Section 15 occur, or if Tenant vacates or abandons the Demised Premises during the Term hereof or removes or manifests an intention to remove any of Tenant’s goods or property therefrom other than in the payment ordinary and usual course of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided thereinTenant’s business, then Licensor and in any of said cases (notwithstanding any former breach of covenant or waiver thereof in a former instance). Tenant shall have committed a default under the Lease (“Default”). In such event, Landlord, in addition to all other rights and remedies now or hereafter provided available to Landlord by law and, in additionor equity or by any other provisions hereof, may do at any one or more of the followingtime thereafter: (ai) Terminate declare to be immediately due and payable, a sum equal to the Accelerated Rent Component (as hereinafter defined), and Tenant shall remain liable to Landlord as hereinafter provided; and/or (ii) whether or not Landlord has elected to recover the Accelerated Rent Component, terminate this Agreement by giving Lease on at least five (5) days written notice to Licensee; resume Tenant and, on the date specified in said notice, this Lease and the Term hereby demised and all rights of Tenant hereunder shall expire and terminate and Tenant shall thereupon quit and surrender possession of the space occupied by Licensee Demised Premises to Landlord in the Licensed Locations; retain all Devices, fixtures, condition elsewhere herein required and other personal property of Licensee remaining on such space and full right and authority Tenant shall remain liable to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionLandlord as hereinafter provided. (b) Without terminating this AgreementFor purposes herein, reenter the “Accelerated Rent Component” shall mean the aggregate of: (i) all rent and assume possession other charges, payments, costs and expenses due from Tenant to Landlord and in arrears at the time of the space so licensed and election of all Devices, fixtures, and other personal property of Licensee located therein and relet Landlord to recover the space and sell, lease, or otherwise dispose Accelerated Rent Component: (ii) the Annual Base Rent reserved for the then entire unexpired balance of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term Term of this Agreement) Lease (taken without regard to any early termination of the Term by virtue of any Default), plus all other charges, payments, costs and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not expenses herein agreed to be paid by Licensee Tenant up to the date end of such default, together with all amounts payable under this Agreement during said Term which shall be capable of precise determination at the remaining term time of this Agreement following such default, as an indebtedness of Licensee immediately due and payable Landlord’s election to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.Accelerated Rent Component; and

Default. (a) If Licensee defaults a Borrower remains in default under any Loan for thirty (30) days, then within three (3) business days thereafter, MFC will give ELK written notice of such default and simultaneously deliver copies of any written notice given to such Borrower. MFC hereby agrees that in the payment even t of a default by the fees payable by Borrower which remains uncured for seventy five (75) days, it hereunder or fails shall endeavor to perform commence foreclosure proceedings against the subject Borrower and all Collateral security the Loan. in any other of its obligations under this Agreementevent, and Licensee fails to cure if such default within remains uncured for a period of one hundred twenty (120) days, MFC must commence foreclosure proceedings unless ELK has previously agreed, in writing, to a forbearance regarding same. In the event MFC fails for any reason to enforce the Agreements pertaining to such Loan, then ELK shall have the right, in addition to any other rights it may have pursuant to the terms of both the Agreements and this agreement, or at law or equity, on fifteen (15) days after prior written notice from Licensor to MFC, to take whatever steps it deems necessary and appropriate to protect its Participation Interest in such default is not cured within Loan. ELK’s rights with respect thereto shall include the applicable grace period provided thereinindependent right to commence a foreclosure proceeding, then Licensor or appropriate litigation in its own name, as a subordinate holder of a security interest in the Collateral given by Borrower to secure the Loan, and thereafter ELK shall have all rights the right to conduct the foreclosure sale or litigation, hire attorneys with respect thereto, disburse expenses and remedies now or hereafter provided by law andany taxes, in additionparking tickets, may do any one or more violations, etc necessary to secure the Collateral, and pay obligations of the following: Borrower so that the Collateral can be sold and transferred at the City of Chicago Department of Consumer Services to a new purchaser thereof. All such disbursements paid by Elk to secure the Collateral, pay attorneys fees, and to pay and discharge taxes and other liabilities of Borrower necessary to permit the completion of a foreclosure sale shall be repaid to ELK out of the proceeds of the sale in the same order of priority to ELK as if MFC had paid for same and was seeking reimbursement thereof according to the terms and conditions set forth for reimbursement of such items as described in Paragraph 4 (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, (i) or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. 4 (b) Without terminating (i), or as may otherwise be specifically set forth elsewhere in this Agreement. In the event Elk exercises its rights hereunder and gives MFC notice thereof as required by the terms of this paragraph, reenter upon receipt of such notice, MFC shall promptly deliver to ELK such Agreements, including, but not limited to, Notes and assume possession of the space so licensed and of all Devices, fixtures, Security Agreements and other personal property of Licensee located therein Agreements and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee records relating to the date of such defaultLoan, together with all amounts payable under this Agreement during the remaining term necessary and proper assignments and documents of this Agreement following such defaultauthority, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security that ELK may request for the payment purpose of all amounts due Licensor under the Agreementprotecting its Participation interest.

Default. If Licensee defaults 6.1 Upon the occurrence of (herein referred to as an "Event of Default"): (i) any Event of Default (as defined in the payment Credit Agreement, the other Loan Documents, or any of the fees payable by it hereunder or fails documents executed in connection with any of the Obligations), (ii) any default (after giving effect to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall or cure periods) under any such documents that does not have all rights and remedies now or hereafter provided by law and, in addition, a defined set of "Events of Default," Agent may do exercise any one or more of the following: (a) Terminate rights and remedies granted pursuant to this Agreement by giving written notice or given to Licensee; resume Agent under applicable law, as it may be amended from time to time, including but not limited to the right to take possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, sell or otherwise dispose of the same Securities Collateral, and, at its option, exercise any rights of ownership pertaining to the Securities Collateral as Agent deems necessary to preserve the value and receive the benefits of the Securities Collateral. Pledgor waives all claims for damages by reason of any seizure, repossession, retention or to store sale of the same, all at Securities Collateral under the expense terms of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession other than claims arising from the gross negligence or willful misconduct of Agent. 6.2 The net proceeds arising from the disposition of the space so licensed Securities Collateral after deducting expenses incurred by Agent will be applied to the Obligations in the order determined by Agent. If any excess remains after the proceeds have been applied to the Obligations, the same will be paid to Pledgor after deducting all costs and expenses of realizing on the Securities Collateral and enforcing the Obligations of Pledgor. If after exhausting all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the DevicesSecurities Collateral, fixturesthere should be a deficiency, and Pledgor will be liable therefor to Agent, provided, however, that nothing contained herein will obligate Agent to proceed against the Securities Collateral prior to making a claim against Pledgor or any other personal property, all on such terms and conditions as Licensor deems advisable, and in party obligated under the Obligations or prior to proceeding against any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement other collateral for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionObligations. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee (a) In the event that Seller is ready, willing and able to close in accordance with the terms and provisions hereof, and Buyer defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under undertaken in this Agreement, Seller shall be entitled to, as its sole and Licensee fails exclusive remedy to cure either: (i) if Buyer is willing to proceed to Closing, waive such default within a period and proceed to Closing in accordance with the terms and provisions hereof; or (ii) declare this Agreement to be terminated, and Seller shall be entitled to immediately receive all of fifteen (15) days after written notice from Licensor the Xxxxxxx Money as liquidated damages as and for Seller’s sole remedy. Upon such default is not cured within the applicable grace period provided thereintermination, then Licensor neither Buyer nor Seller shall have all rights any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Seller and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Buyer agree that (a) Terminate this Agreement actual damages due to Buyer’s default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty and is fair and reasonable in light of all relevant circumstances, (b) the amount specified as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by giving written notice to Licensee; resume possession Seller as a result of having withdrawn the space occupied by Licensee in Property from the Licensed Locations; retain all Devices, fixturesmarket, and other personal property of Licensee remaining on such space and full right and authority (c) Buyer desires to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due limit its liability under this Agreement had it not been terminated, less to the net amount realized by Licensor from of the Xxxxxxx Money paid in the event Buyer fails to complete Closing. Seller hereby waives any such sale, leaseright to recover the balance of the Purchase Price, or any part thereof, and the right to pursue any other dispositionremedy permitted at law or in equity against Buyer. In no event under this Section or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of a default in the obligations herein taken by Seller, or in the event of the failure of a condition precedent set forth in Section 13 of this Agreement, with respect to any or all of the Properties, Buyer may, as its sole and exclusive remedy, either: (i) waive any unsatisfied conditions and proceed to Closing in accordance with the terms and provisions hereof; (ii) terminate this Agreement with respect to any or all Properties by delivering written notice thereof to Seller no later than Closing, upon which termination the Xxxxxxx Money shall be refunded to Buyer, Seller shall pay to Buyer all of the out-of-pocket costs and expenses incurred by Buyer as to such Property or Properties in connection with this Agreement, (not to exceed $15,000.00) which return and payment shall operate to terminate this Agreement and release Seller and Buyer from any and all liability hereunder, except those which are specifically stated herein to survive any termination hereof; (iii) enforce specific performance of Seller’s obligations hereunder; or (iv) by notice to Seller given on or before the Closing Date, extend the Closing Date for a period of up to thirty (30) days (the “Closing Extension Period”) to permit Seller to remedy any such default, Licensee and the “Closing Date” shall be moved to the last day of the Closing Extension Period. If Buyer so extends the Closing Date, then Seller may, but shall not be obligated to, cause said conditions to be satisfied during the Closing Extension Period. If Seller does not cause said conditions to be satisfied during the Closing Extension Period, then Buyer shall have the remedies set forth in Section 9(b) (i) through (iii) above except that the term “Closing” shall be revised to reflect the Buyer’s election of remedies under this Section 9(b). Notwithstanding the foregoing, in the event of a willful or intentional default of Seller hereunder, Buyer shall, in addition to the foregoing remedies, be permitted to pursue any and all rights and remedies available to Buyer at law or in equity; provided, however, in no right event shall Seller be liable to remove Buyer for any Devicespunitive, fixtures, speculative or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementindirect consequential damages.

Default. If Licensee defaults in (a) Subject to the payment rights of CoBank under the CoBank Security Documents, upon the occurrence of a Default, National Beef may redeem from Pledgor or sell so much of the fees payable by it hereunder or fails Collateral as necessary to perform satisfy the Obligations (including, without limitation, any other of its amounts necessary to satisfy Pledgor’s obligations under this Agreementthe CoBank Loan Documents), providing any such redemption or sale shall be after an appraisal of Fair Value of the Collateral as determined pursuant to Exhibit I hereto and Licensee fails to cure such default within the redemption or sale shall not be at a period of fifteen (15) days after written notice from Licensor and such default is not cured within price less than the applicable grace period provided therein, then Licensor shall have all Fair Value. No rights and remedies of National Beef expressed hereunder are intended to be exclusive of any other right or remedy under the Cattle Agreement, but every such right or remedy shall be cumulative and shall be in addition to all other rights and remedies herein conferred, or conferred upon National Beef under the Cattle Agreement or now or hereafter provided existing at law or in equity or by law andstatute. No delay on the part of National Beef in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise by National Beef of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy. No action of National Beef permitted hereunder shall impair or affect the rights of National Beef in and to the Collateral. (i) The Pledgor agrees that, in addition, may do any one or more sale of any of the following:Collateral when a Default shall have occurred and be continuing, subject to the rights of CoBank under the CoBank Security Documents, National Beef is authorized to comply with any limitation or restriction in connection with such sale as is necessary in order to avoid any violation of applicable law or the Operating Agreements (including, without limitation, compliance with such procedures as may restrict the number of prospective bidders and purchasers, require that such prospective bidders and purchasers have certain qualifications, and restrict such prospective bidders and purchasers to persons who will represent and agree that they are purchasing for their own account for investment and not with a view to the distribution or resale of such Collateral), or in order to obtain any required approval of the sale or of the purchaser by any governmental regulatory authority or official, and Pledgor further agrees that such compliance shall not result in such sale being considered or deemed not to have been made in a commercially reasonable manner, nor shall National Beef be liable nor accountable to Pledgor for any reasonable discount allowed by the reason of the fact that such Collateral is sold in compliance with any such limitation or restriction, providing the sale price is at least Fair Value. (aii) Terminate this Agreement by giving Pledgor further agrees, after a Default shall have occurred and be continuing, and upon written notice request from National Beef, to Licensee; resume possession (A) deliver to National Beef such information concerning Pledgor or the Collateral as National Beef shall reasonably request in connection with the sale of all or any portion of the space occupied by Licensee in the Licensed Locations; retain all DevicesCollateral, fixtureswhich information shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated or necessary to make such information not misleading, and (B) do or cause to be done all such other personal property acts and things as may be necessary to make such sale of Licensee remaining on all or any portion of such space Collateral valid and full right binding and authority to sellin compliance with any and all applicable laws, leaseregulations, orders, writs, injunctions, decrees or otherwise dispose awards of the same any and all courts, arbitrators or to store the samegovernmental agencies or instrumentalities, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminateddomestic or foreign, less the net amount realized by Licensor from having jurisdiction over any such sale. Without limiting the foregoing paragraph, leaseif National Beef decides to exercise its right to sell all or any of the Collateral, upon written request, Pledgor shall furnish or cause to be furnished to National Beef all such information as National Beef may request in order to qualify the Collateral as exempt securities, or other disposition. (b) Without terminating this Agreementthe sale of such Collateral as exempt transactions, reenter under federal and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, leasestate securities laws. Nothing herein shall be construed to be Pledgor’s consent to, or otherwise dispose any obligation to undertake, a public offering of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionpledged securities. (c) To treat For the purpose of carrying out the terms of this Agreement, Pledgor appoints National Beef, or any other person whom National Beef may designate, as attorney in fact, effective from the occurrence and during the continuance of any Default hereunder, with power to take any and all amounts due actions and to execute any and all documents and instruments that may, in the judgment of National Beef, be necessary or desirable to accomplish the purposes of this Agreement, including but not paid by Licensee limited to (i) the date power to pay off all obligations of Pledgor under the CoBank Loan Documents and terminate the CoBank Loan Documents, and (ii) do any and all things necessary to carry out the purposes of this Agreement. Pledgor ratifies and approves all acts of such defaultattorney. Neither National Beef nor any other person or entity designated by it as attorney hereunder will be liable for any act or omission nor for any error of judgment or mistake of facts or law. This power, together being coupled with all amounts payable under an interest, is irrevocable until this Agreement during the remaining term of this Agreement following such default, is terminated as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementherein provided.

Default. If Licensee defaults said rent or any part thereof shall at any time be in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, arrears and Licensee fails to cure such default within a period of fifteen unpaid for ten (1510) days after written notice from Licensor Landlord or if said Tenant or its successors shall fail to keep and such default perform any of the covenants, agreements, or conditions of this Lease on its part to be performed, and the breach is not cured within thirty (30) days after written notice from Landlord, or if said Tenant shall abandon or vacate said premises during the applicable grace period provided thereinterm thereof, then Licensor or shall make an assignment for the benefit of creditors, or if a receiver for the Tenant hereunder be appointed in any action or proceeding by or against the Tenant or if a petition (voluntary or involuntary) under the Federal Bankruptcy File Act or Acts amendatory thereof or supplemental thereto shall be filed by or against the Tenant, or if the Tenant should be adjudicated bankrupt, or if the interest of the Tenant in said premises shall be sold under execution or other legal process, the Landlord may enter in and upon said premises and again have all rights and remedies now or hereafter provided by law repossess and enjoy the same as if this Lease had not been made and, in additionthereupon this Lease and everything contained herein on the part of said Landlord to be kept and performed shall cease and determine and be utterly void, may do any one or more without prejudice, however, to the right of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and Landlord to recover from Licensee said Tenant or its successors all fees rent due under this Agreement had it not been terminatedup to the time of such entry. The commencement of a proceeding or suit in forcible entry and detainer or in ejectment or otherwise, less after any default by the net amount realized Tenant, shall be equivalent in every respect to actual entry by Licensor from the Landlord. In case of any such saledefault by said Tenant and entry by said Landlord, lease, or other disposition. said Landlord may relet said premises at Tenant's cost (bincluding but not limited to brokers and attorneys fees) Without terminating this Agreement, reenter and assume possession for the remainder of said term for the space so licensed and of all Devices, fixtureshighest rent obtainable, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in may recover from said Tenant any such event, Licensee shall pay promptly upon demand the difference deficiency between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) amount so obtained and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the samerent hereinbefore reserved. In the event of any such litigation regarding said default, Licensee Tenant shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security be responsible for the payment of all amounts due Licensor under the AgreementLandlord's reasonable attorney's fees.

Default. If Licensee defaults and whenever the Rent hereby reserved, or any part thereof, will not be paid on the day appointed for payment thereof, whether demanded or not, or in the payment case of breach or non-observance or non-performance of any of the fees payable covenants, agreements, provisos, conditions, or rules and regulations on the part of the Tenant to be kept, observed, or performed, or in case the Premises will be vacated or remain unoccupied for 5 days, or if, without the written consent of the Landlord, the Premises will be used by any person other than the Tenant, or for any purpose other than that for which the same was let, or in case the Term will be taken in execution or attachment for any cause whatever, then and in every such case it hereunder will be lawful for the Landlord at any time thereafter to enter into and upon the Premises or fails any part thereof in the name of the whole and the same to perform have again, repossess, and enjoy as of its former estate, anything in this Lease contained to the contrary notwithstanding. Whenever the Landlord is entitled to re-enter the Premises it may, at its option and without limiting its other remedies, terminate the Lease. If this Lease is so terminated, the Landlord, to the extent permitted by law, may immediately repossess the Premises, sell or dispose of such Tenant’s fixtures, trade fixtures, personal property, or leasehold improvements therein as the Landlord considers appropriate, or store any other of the Tenant’s fixtures, trade fixtures, personal property, or leasehold improvements therein in a public warehouse or elsewhere at the cost of the Tenant, all without service of notice, without legal proceedings, and without liability for loss or damage and wholly without prejudice to the rights of the Landlord to recover arrears of Rent or damages for any default by the Tenant of its obligations or agreements under this AgreementLease or of any term or condition of this Lease, and Licensee fails wholly without prejudice to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and Landlord to recover from Licensee all fees due under the Tenant damages for loss of Rent suffered by reason of this Agreement had it not Lease having been prematurely terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixturesincluding prospective damages, and other personal property of Licensee located therein and relet the space and sellLandlord reserves a right to claim all costs (including legal fees on a full indemnity basis), leaselosses, or otherwise dispose of the Devices, fixturesdamages, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee expenses arising from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the AgreementTenant’s breach.

Default. If Licensee defaults in the payment Each of the fees payable following shall be deemed to be an event of default by it hereunder or fails to perform any other of its obligations under this Agreement, Tenant and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided breach by law and, in addition, may do any one or more of the followingTenant hereunder: (a) Terminate the filing by or against Tenant or any assignee or guarantor of this Agreement by giving written notice Lease in any court pursuant to Licensee; resume possession any statute either of the space occupied United States or of any state, of a petition in bankruptcy or insolvency or a petition for reorganization or for the appointment of a receiver or trustee of all or a portion of the property of Tenant or such assignee or guarantor or the making by Licensee Tenant or such assignee or guarantor of an assignment for the benefit of creditors, or the petitioning for or entering into an arrangement pursuant to any statute either of the United States or of any state by Tenant or such assignee or guarantor or the taking of this Lease under any post-judgment writ of execution or attachment, or the issuance of any post-judgment, execution or attachment against Tenant or such assignee or guarantor or any of their property, or the dissolution or liquidation or commencement of any action or proceeding for the dissolution or liquidation of Tenant or such assignee or guarantor, provided, however, that Tenant shall not be deemed to be in default hereunder by reason of the filing of any petition for reorganization under Chapter 11 of the Bankruptcy Act if, and for so long as (x) Tenant shall pay to Landlord, as, when, and in the Licensed Locations; retain amount(s) due and payable pursuant to the terms of this Lease, all Devices, fixturesRent and Additional Rent which shall accrue and become due and payable prior to the filing of such petition and all Rent which shall accrue and become due and payable subsequent to the filing of such petition, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of (y) Tenant shall operate its business in the Premises in the same or manner as it had been operated prior to store the samefiling of such reorganization petition, and (z) Tenant shall, in all at the expense of Licensee; other respects, pay all other sums and perform all other duties and obligations on its part to recover from Licensee all fees due be paid and performed under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition.Lease; or (b) Without terminating the passing of this AgreementLease to or the devolution of this Lease upon any person, reenter and assume possession firm or entity other than Tenant or a permitted assignee or subtenant, whether by operation of law or otherwise; or (c) the Leased Premises being abandoned within the meaning of Section 83.05 of the space Florida Statutes; or (d) the Leased Premises becoming vacant or deserted at any time prior to the first anniversary of the Commencement Date and remaining so licensed for ten (10) or more consecutive days; or (e) the Leased Premises becoming vacant or deserted at any time subsequent to the first anniversary of the Commencement Date and remaining so for thirty (30) or more days; or (f) default by Tenant in the payment of all Devices, fixtures, Rent or any part thereof as and other personal property of Licensee located therein and relet the space and sell, leasewhen same is due, or otherwise dispose in the making of any other payment herein provided for and the Devicescontinuation of such default for a period of five (5) days after Landlord shall have given Tenant a written notice specifying the default in question, fixturesprovided however that if Tenant shall fail, and refuse or neglect, for any reason, to pay any portion of any Rent or other personal property, all sum due hereunder on such terms and conditions as Licensor deems advisable, and more than two (2) occasions in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting twelve (but not beyond 12) consecutive months during the term of this AgreementLease, then, notwithstanding that such prior defaults shall have been cured within the period after notice provided in this SubParagraph 32 (f), any further similar default during such twelve (12) month period shall be deemed to be deliberate and shall constitute a material event of default hereunder with respect to which no notice or grace period shall be granted or available to Tenant; or (g) default by Tenant in the performance of any other duty, obligation, covenant, or agreement on Tenant’s part to be performed under this Lease and the net amount received by Licensor from continuation of such reletting and from such sale, lease, or other disposition. default for thirty (c30) To treat all amounts due and not paid by Licensee days after Landlord shall have given to Tenant a written notice specifying the date nature of such default, together with all amounts payable under this Agreement during provided however that if said default shall be of such a nature that it cannot reasonably be cured or remedied within said thirty (30) day period, the remaining term of this Agreement following such default, as same shall not be deemed an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee default if Tenant shall have no right commenced, in good faith, the curing or remedying of such default within such thirty (30) day period and shall thereafter continuously and diligently proceed therewith to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementcompletion.

Default. If Licensee defaults in The following shall constitute a default under the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the followingterms hereof: (a) Terminate this Agreement by giving written notice In case Tenant fails to Licensee; resume possession pay the rents herein reserved within ten days of the space occupied by Licensee in the Licensed Locations; retain all Devicesdue date, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of Landlord may xxx for the same or to store recover possession by summary proceedings, or otherwise, and if possession be recaptured for non-payment of rent, whether by summary proceedings or not, Tenant shall be liable for the samedifference between the rents herein reserved for the remainder of the term, all at plus the expense of Licensee; re-rental and to recover from Licensee all fees due under this Agreement had it not been terminatedthe expense of procuring possession, less the net amount realized rents actually received by Licensor from the Landlord during the remainder of the term, herein provided, and suit may be brought for the rent or damages for each month if the Landlord so desires. The Tenant expressly waives any such sale, lease, right or other dispositionredemption that the Tenant might have under any applicable law. (b) Without terminating this AgreementIn the event that the Tenant shall vacate or abandon the said Demised Premises during the term hereof, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet whole sum to be paid as rental throughout the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the entire term of this Agreement) lease shall immediately become due and payable, and the net amount Landlord may also at its option re-enter upon the said Demised Premises and re-let the same, and it is expressly agreed that the Tenant shall not be entitled to credit for the rents so received by Licensor until the whole sum due from such reletting the Tenant to Landlord, including damages, expenses, attorney's fees, cost of alterations and from such salerepairs as herein provided shall have been fully paid, lease, and nothing in this paragraph shall be deemed to have waived any other right or other dispositionremedy of the Landlord. (c) To treat all amounts due and not paid by Licensee In order to more effectively secure to the date of such defaultLandlord the rent and other terms herein provided, together with all amounts payable under this Agreement during the remaining term it is agreed as a further condition of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover lease that the same. In the event filing of any such default, Licensee shall have no right to remove any Devices, fixturespetition in bankruptcy, or other personal property assignment for the benefit of Licensee from creditors by or against the space licensedTenant shall be deemed to constitute a breach of this lease, and Licensor thereupon ipso facto and without entry or any other action by the Landlord this lease shall have a lien thereon as security become and be terminated, and notwithstanding any other provisions of this lease the Landlord shall forthwith upon such termination be entitled to recover damages for such breach in an amount equal to the amount of the rent reserved in this lease for the payment residue of all amounts due Licensor under the Agreementterm hereof, less the fair rental value of the Demised Premises for the residue of said term. (d) Except for defaults provided above in "(a)", "(b)", and "

Default. If Licensee defaults 10.1 Subtenant acknowledges that certain services to be rendered to the Premises are to be rendered by Overlandlord under the Overxxxxx. Xxything in this Sublease to the payment contrary notwithstanding, if there exists a breach by Sublandlord of the fees payable by it hereunder or fails to perform any other of its obligations under this AgreementSublease and, concurrently, a corresponding breach by Overlandlord under the Overxxxxx xx its obligations under the Overxxxxx xxxsts, then and in such event, Subtenant's sole remedy against Sublandlord in the event of any breach of obligations under this Sublease shall be the right to pursue a claim in the name of Sublandlord against Overlandlord, and Licensee fails Sublandlord agrees that it will, at Subtenant's expense, cooperate with Subtenant in the pursuit of such claim. 10.2 Anything contained in any provisions of this Sublease to cure such the contrary notwithstanding, Subtenant agrees, for the benefit of both Sublandlord and Overlandlord, with respect to the Premises, to comply with and remedy any default within a period of fifteen (15) days after written notice from Licensor and such default is not cured claimed by Overlandlord under the Overxxxxx xxx caused by Subtenant, within the period allowed to Sublandlord as tenant under the Overxxxxx, xxen if such time period is shorter that the period otherwise allowed in the Overxxxxx, xxe to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Overlandlord. Sublandlord agrees to forward to Subtenant, upon receipt thereof by Sublandlord, a copy of each notice of default received by Sublandlord in its capacity as tenant-under the Overxxxxx. Xxbtenant agrees to forward to Sublandlord, upon receipt thereof, copies of any notices received by Subtenant with respect to the-Premises from Overlandlord or from any governmental authorities. Sublandlord and Subtenant each agree to indemnify and hold the other harmless from and against all claims, penalties and expenses, including reasonable attorneys' fees, based upon any uncured default by such party during the term hereof and its performance of those terms, covenants and provisions of the Overxxxxx xxxch are or shall be applicable grace period provided thereinto such party. 10.3 Subtenant acknowledges that upon breach of any provisions of this Sublease by Subtenant, then Licensor any rights or options granted to Subtenant under this Sublease or the Overxxxxx xxxating to expansion, renewal, or any other equity option, shall have all rights immediately terminate and remedies now shall not be exercisable for the remainder of the Sublease term. If and whenever there shall occur any event of default of this Sublease, beyond any applicable cure period, Sublandlord may, at Sublandlord's option, in addition to any other remedy or hereafter provided right given under the Overxxxxx xx by law andor equity, in addition, may do any one or more of the following:. (a) Terminate this Agreement by giving written Sublease without notice to Licensee; resume Subtenant, in which Subtenant shall immediately surrender possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority Premises to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition.Sublandlord; (b) Without terminating this Agreement, reenter and assume Terminate Subtenant's right to possession of the space so licensed Premises under this Sublease without terminating the Sublease itself, by written notice to Subtenant in which event Subtenant shall immediately surrender possession of the Premises to Sublandlord (c) Enter upon and take possession of all Devicesthe Premises and expel or remove Subtenant and any other occupant therefrom, fixtureswith or without having terminated this Sublease; (d) Alter locks and other security devices at the Premises with or without having terminated this Sublease or Subtenant's right to possession under the Sublease; (e) Enter upon the Premises by force if necessary without being liable for prosecution or any claim for damages therefor, and other personal property do whatever Subtenant is obligated to do under the terms of Licensee located therein this Sublease; and Subtenant agrees to reimburse Sublandlord on demand for any direct or indirect expenses which Sublandlord or Overlandlord may incur in thus effecting compliance with Subtenant's obligations under this Sublease, and Subtenant further agrees that Sublandlord shall not be liable for any damages resulting to Subtenant from such action; (f) Accelerate all rental payments due under the Sublease for the. remainder of the Sublease Term. Sublandlord shall use reasonable diligence to relet the space and sell, lease, or otherwise dispose of the Devices, fixturesPremises after such default by Subtenant, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period net proceeds of such reletting (but not beyond after deducting reasonable expenses) shall be credited against the term amount due under the Sublease. 10.4 It is hereby expressly stipulated by Sublandlord and Subtenant that any of the above listed actions including, without limitation, termination of this Agreement) Sublease, termination of Subtenant's right to possession, and re-entry by Sublandlord, will not affect the net amount received obligations of Subtenant for the unexpired Sublease Term, including the obligations to pay unaccrued monthly rentals and other charges provided in this Sublease for the remaining portion of the Sublease Term. If an event of default occurs, and is not cured within -the applicable cure period, if any, Sublandlord is entitled and is hereby authorized, without notice to Subtenant, to enter upon the Premises by Licensor from such reletting and from such saleuse of a master key, leasea duplicate key, or other disposition. (c) To treat peaceable means, and to change, alter, and/or modify the door locks on all amounts due entry doors of the Premises, thereby permanently excluding Subtenant, and not paid by Licensee to the date of such defaultits officers, together with all amounts payable under this Agreement during the remaining term of this Agreement following such defaultprincipals, as an indebtedness of Licensee immediately due agents, employees, and payable to Licensor and recover the samerepresentatives therefrom. In the event that Sublandlord has either terminated Subtenant's right to possession of the Premises pursuant to the foregoing provisions of this Sublease, or has terminated the Sublease by reason of Subtenant's default, Sublandlord shall not thereafter be obligated to provide Subtenant with a key to the Premises at any time; provided, however, that in any such instance, during Sublandlord's normal business hours and at the convenience of Sublandlord, and upon the written request of Subtenant accompanied by such written waiver and releases as the Sublandlord may require, Sublandlord will escort Subtenant or its, authorized personnel to the Premises to retrieve any personal belongings or other property of Subtenant. If Sublandlord elects to exclude Sub tenant from the Premises without permanently repossessing the Premises or terminating the Sublease pursuant to the foregoing provisions of this Sublease, the Sublandlord (at any time prior to actual permanent repossession or termination) shall not be obligated to provide Subtenant a key to re-enter the Premises until such time as all delinquent rental and other amounts due under this Sublease have been paid in full (and all other defaults, if any, have been completely cured to Sublandlord's satisfaction), and Sublandlord has been given assurance reasonably satisfactory to Sublandlord evidencing Subtenant's ability to satisfy its remaining obligations under this Sublease. During any such temporary period of exclusion, Sublandlord will, during Sublandlord's regular business hours, and at Sublandlord's convenience, upon written request by Subtenant accompanied by such waivers and releases as the Sublandlord may require, escort Subtenant or its authorized personnel to the Premises to retrieve personal belongings of Subtenant or its employees. This remedy of Sublandlord shall be in addition to, and not in lieu of, any of its other remedies set forth in this Sublease, the Overxxxxx, xx otherwise available to Sublandlord at law or in equity. 10.5 Exercise by Sublandlord of any one or more remedies hereunder granted or otherwise available shall not be deemed to be an acceptance or surrender of the Premises by Subtenant, whether by agreement or by operation of law, it being understood that such surrender can be effected only by the written agreement of Sublandlord and Subtenant. No such alteration of locks or other security devices and no removal or other exercise of dominion by Sublandlord over the property of Subtenant or others at the Premises shall be deemed unauthorized or constitute a conversion, Subtenant hereby consenting, after any event of default, Licensee shall have no right to remove any Devices, fixtures, the aforesaid exercise of dominion over Subtenant's property within the Premises. All claims for damages by reason of such re-entry and/or repossession and/or alteration of locks or other personal property security devices are hereby waived, as are all claims for damages by reason of Licensee from any distress warrant, forcible detainer proceedings, sequestration proceedings or other legal process. Subtenant 'agrees that any re-entry by Sublandlord may be pursuant to a judgment obtained in forcible detainer proceedings or other legal proceedings without the space licensednecessity for any legal proceedings, as Sublandlord may elect, and Licensor Sublandlord shall have a lien thereon as security not be liable in trespass or otherwise. 10.6 Neither Subtenant nor Sublandlord shall be liable for the payment of all amounts due Licensor consequential damages caused by such party's default under the Agreementthis Sublease.

Default. If Licensee defaults (A) After any termination of this Lease pursuant to any of the provisions hereof, including, without limitation, pursuant to summary proceedings or otherwise, (a) all sums payable by TENANT hereunder up to the time of such termination shall become due thereupon and be paid, and (b) OWNER may elect to receive damages calculated in accordance with Article 16(b). In either event, OWNER shall not be liable in any way whatsoever for its failure or refusal to relet the demised premises or any part thereof, or if the demised premises are so relet, or its failure to collect the rent under such reletting, and no refusal or failure to relet to collect rent shall affect TENANT’s liability for damages or otherwise hereunder. Nothing herein contained shall limit or prejudice the right of OWNER to prove and obtain as liquidated damages by reason of such termination an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which such damages are to be proved, whether or not such amount be greater, equal to, or less than the amounts referred to herein. TENANT agrees that the rights and remedies afforded to OWNER under this Lease, including, without limitation, the right to collect damages as calculated under Article 16(b) as stated above, constitute a fair and reasonable amount of damages in the circumstances. (B) TENANT acknowledges that: (i) its agreement to fully and timely pay all rent and additional rent is a material inducement for OWNER to enter into this Lease; (ii) the aggregate amount of all rent and additional rent are due and payable in full at the commencement of the term, but OWNER, solely for TENANT’S convenience, has permitted said amount to be payable in equal monthly installments during the term; (iii) upon default in the full and timely payment of any rent and additional installments, the fees entire unpaid balance of the aggregate amount of all rent and additional rent for the then remainder of the term (as originally reserved) will immediately become due and payable by it hereunder without notice or fails demand; and TENANT agrees that the provisions of this Article: (a) will not constitute or be deemed to perform be liquidated damages or a penalty; (b) will apply notwithstanding any contrary provision of this Lease; and (c) will be in addition to, and not limit, any other of its obligations rights and remedies available to OWNER pursuant to this Lease and otherwise (including, without limitation, those regarding additional rent reserved under this AgreementLease) upon a default in the fully and timely payment of rent installment. The parties agree that this Article fairly reflects their intent with respect to a default of the nature specified in clause “(iii)” hereof. (C) The remedies granted to OWNER in the event of TENANT’s default or non-compliance are deemed to be cumulative and in addition to all other remedies attainable at law or in equity, and Licensee fails all of the same may be exercised at one time or different times, concurrently or in any order in the sole discretion of OWNER, and the exercise of any one remedy will not operate as a waiver or preclude the exercise of any other remedy. (D) Notwithstanding anything to the contrary in this Lease, TENANT shall have, after receiving a notice from OWNER regarding a non-monetary default, thirty (30) days to cure such non-monetary default within a period of (rather than the fifteen (15) days after written notice from Licensor and specified in Article 17(1)); provided that if such default is cure cannot cured be completed within the applicable grace period provided thereinsuch thirty (30) day period, then Licensor TENANT shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions additional time as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting needed (but not beyond more than an additional one hundred twenty (120) days) to complete such cure so long as the term of this Agreementcure is commenced within such thirty (30) day period and the net amount received by Licensor from such reletting and from such saleis diligently pursued to completion. Furthermore, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee notwithstanding anything to the date of such defaultcontrary in Article 17(2), together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor TENANT shall have a lien thereon as security for period of seven (7) days after notice from OWNER in which to cure any default in the payment of all amounts due Licensor under fixed rent or additional rent The foregoing does not limit the Agreementright of OWNER to impose the late charge and interest as applicable in accordance with Article 53(A).

Default. If Licensee defaults The TENANT promises and agrees that if default be made in the payment of rents or in the fees payable by it hereunder or fails to perform performance of any other conditions of this lease, or if TENANT in its obligations use of the premises violates any city ordinances, State or Federal Laws or if any TENANT, or any Guarantor hereof, files any petition under the bankruptcy or insolvency laws of the United States, or of any other jurisdiction, or makes an assignment for the benefit of creditors, or makes application for appointment of a trustee or receiver regarding any of TENANT’S property that this Agreementlease may be forthwith terminated at the election of the LANDLORD, subject to the prior written notice requirements hereof, and Licensee that the TENANT will, subject to the grace periods hereinafter set forth, surrender and deliver up possession of the LEASED PREMISES to the LANDLORD upon receiving written notice from the LANDLORD of the breach of conditions of this lease and the election of the LANDLORD to so terminate this lease. In the event of such default by the TENANT, then the LANDLORD, besides other rights or remedies he may have, shall have the immediate right of re-entry. Should the LANDLORD elect to re-enter, as herein provided, or should he take possession pursuant to legal proceedings or pursuant to any notice provided by law, he may either terminate this lease, or he may, from time to time, without terminating this lease, re-let or re-lease the LEASED PREMISES or any part thereof for such amount of rental and upon such terms and conditions as the LANDLORD, in his sole discretion and judgment, may deem advisable, and he may make such alterations, improvements and repairs to the LEASED PREMISES as he may deem advisable. No such re-letting or re-leasing of the LEASED PREMISES by the LANDLORD, under the circumstances set forth in this paragraph, shall be construed as an election on the LANDLORD'S part to terminate or cancel this lease, unless a written notice of such termination or cancellation is mailed by the LANDLORD to the TENANT at the address set out herein for notices, nor shall such re-letting or re-leasing relieve the TENANT from liability to the LANDLORD for any and all damages, of whatsoever type or nature, which the LANDLORD may have or will suffer or incur as a result of the TENANT'S breach of any of the terms, covenants, provisions and conditions herein contained. Notwithstanding any such re-letting or re-leasing without termination of this lease by the LANDLORD, the LANDLORD may at any time thereafter elect to terminate the lease for such previous breach of the TENANT. In the event LANDLORD is required to retain an attorney to enforce any provision of this lease, then LANDLORD shall be entitled to recover from TENANT its actual attorney's fees reasonably incurred and its court costs. In the event default by TENANT in the payment of rent occurs under the terms of this lease, LANDLORD shall provide TENANT with three (3) days written notice of such default. In the event TENANT fails to cure such default within a period of fifteen three (153) days after written notice from Licensor and following receipt of such default is not cured within the applicable grace period provided thereinnotice, then Licensor LANDLORD may proceed with the remedies as above specified. If default by the TENANT be for reasons other than non-payment of rent, then LANDLORD shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: provide TENANT with ten (al0) Terminate this Agreement by giving days prior written notice to Licensee; resume cure such default, and failing such cure by TENANT, LANDLORD shall be entitled to those remedies set forth under Paragraph 13 hereof. Acceleration of rent. Following default by TENANT, LANDLORD may demand, and in such case, TENANT shall immediately pay in a single accelerated payment, the entire amount of lease payments that would become due and owing to LANDLORD over the remaining portion of the lease term. No discount for early payment shall occur by reason of the acceleration. If TENANT shall make payment of such accelerated rent at any time prior to LANDLORD’S termination of TENANT’S right to possession of the space occupied by Licensee premises, then TENANT shall be entitled to remain in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement premises for the period remainder of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to so long as no further default shall occur, but upon the date occurrence of such a further default, together with all amounts payable under this Agreement during LANDLORD shall be entitled to recover possession of the remaining term premises without any rebate of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementaccelerated rent.

Default. If Licensee defaults in In the payment event that UTILITY OWNER breaches any provision of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails then in addition to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period any other remedies which are otherwise provided thereinfor in this Agreement or by Law, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, AUTHORITY may do any exercise one or more of the followingfollowing options: (a) Terminate this Agreement X. Xxxxxx a claim for damages suffered by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionAUTHORITY. (b) Without terminating this Agreement, reenter B. Perform any work with its own forces or through subcontractors and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement seek repayment for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the samecost thereof. In the event that AUTHORITY breaches any provision of this Agreement, then in addition to any such defaultother remedies which are otherwise provided for in the Agreement or by Law, Licensee UTILITY OWNER may pursue a claim for damages suffered. Termination of this Agreement shall not relieve either PARTY from any obligations it has pursuant to other agreements or TASK ORDERS between the PARTIES, nor from any statutory obligations that either PARTY may have no right with regard to remove any Devicesthe subject matter hereof. AUTHORITY may unilaterally cancel this Agreement for refusal by UTILITY OWNER to allow access to all public documents, fixturespapers, letters, or other personal property material that is made or received by UTILITY OWNER in conjunction with this Agreement. If AUTHORITY's PROJECT(s) which precipitated this Agreement is canceled or modified so as to eliminate the necessity of Licensee from the space licensedwork by UTILITY OWNER, AUTHORITY will notify UTILITY OWNER in writing, and Licensor AUTHORITY reserves the right to terminate this Agreement by Amendment. The Amendment shall have a lien thereon as security provide mutually acceptable terms and conditions for terminating the Agreement. Notwithstanding any dispute, the PARTIES agree that they will continue their respective performances required hereunder, including payment of all amounts due Licensor undisputed xxxxxxxx, and such continued efforts and payments of xxxxxxxx (whether or not disputed) shall not be construed as a waiver of any legal right or power of any PARTY under this Agreement or any other agreement or TASK ORDERS executed pursuant hereto, or otherwise available pursuant to applicable law. The PARTIES acknowledge and agree that delays in RELOCATIONs may impact the Agreementpublic convenience, safety and welfare, and that monetary damages could be inadequate to compensate for delays in the construction of the PROJECT. Consequently, the PARTIES shall be entitled to specific performance in the event of any breach of this Agreement that imminently threatens to delay PROJECT(s) construction.

Default. If Licensee defaults in the payment The happening of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the followingfollowing listed ------- events (hereinafter referred to singularly as "Event of Default") shall constitute a breach of this Lease Agreement on the part of Lessee, namely: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all DevicesThe filing by, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, leasebehalf of, or otherwise dispose against Lessee of the same any petition of pleading to declare Lessee a bankrupt, voluntary or to store the sameinvoluntary, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, bankruptcy law or other dispositionact. (b) Without terminating this AgreementThe appointment by any court or under any law of a receiver, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, leasetrustee, or other dispositioncustodian of the property, assets, or business of Lessee. (c) To treat The assignment by Lessee of all amounts due and not paid by Licensee or any part of its property or assets for the benefit of creditors. (d) The failure of Lessee to the date of such default, together with all amounts pay any rent payable under this Agreement during Lease Agreement. (e) The failure of Lessee to perform fully and promptly any act required of it in the remaining term performance of this Agreement following such default, as an indebtedness Lease or otherwise to comply with any term or provision thereof. Upon the happening of Licensee immediately due and payable to Licensor and recover the same. In the any event of any such defaultdefault and the failure of Lessee to cure or remove the same within thirty (30) days, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for except in default in the payment of rent which shall be ten (10) days, after written notice from Lessor to do so, Lessor, at its election, may terminate this Lease or may terminate Lessee's right to possession or occupancy only without terminating this Lease by written notice to Lessee. Upon termination of this Lease, whether by lapse of time or otherwise, or upon any termination of Lessee's right to possession or occupancy of the premises without terminating this Lease, Lessee shall promptly surrender possession of and vacate the premises and deliver possession thereof to Lessor, and Lessee hereby grants to Lessor full and free license to enter into and upon the premises in such event and with or without process of law to repossess the premises and to expel or remove Lessee and any others who may be occupying the premises and to remove therefrom any and all amounts due Licensor under property, using for such purpose such force as may be necessary without being guilty of or liable for trespass, eviction, or forcible entry or detainer and without relinquishing Lessor's right to rent or any other right given to Lessor hereunder or by operation of law. If Lessor shall elect to terminate Lessee's right to possession only as above provided, without terminating this Lease, Lessee shall nevertheless remain obligated to pay the Agreementrent herein reserved for the full term hereof except to the extent of any credit against said rent which Lessee is entitled by law to receive for the reasonable rental value of said premises or for any rents received by Lessor upon a re-letting of said premises as agent of Lessee, but in the name of Lessor, or for any other credit to which Lessee is entitled by law.

Default. If Licensee defaults in the payment of the fees payable by it hereunder or fails (a) Borrower’s and/or Manager’s failure to timely and fully perform any other of its obligations under this Agreement, and Licensee fails to cure such Agreement shall constitute a default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated(“Event of Default”) and also shall constitute an automatic “Event of Default” under and as defined in the Loan Agreement and the other Loan Documents, less and the net amount realized by Licensor from occurrence of an “Event of Default” under and as defined in the Loan Agreement or any such sale, lease, or of the other dispositionLoan Documents shall constitute an automatic Event of Default under this Agreement. (b) Without terminating Upon the occurrence of an Event of Default under this Agreement, reenter and assume possession of Lender shall have the space so licensed and of all Devices, fixturescontinuing exclusive control of, and right to withdraw and apply, the funds in the Restricted Account and the Accounts to payment of any and all debts, liabilities and obligations of Borrower to Lender pursuant to or in connection with this Agreement, the Loan Agreement and the other personal property of Licensee located therein Loan Documents, in such order, proportion and relet priority as Lender may determine in its sole discretion. Lender’s right to withdraw and apply funds in the space Restricted Account and sell, lease, or otherwise dispose of the Devices, fixtures, Accounts shall be in addition to all other rights and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due remedies provided to Lender under this Agreement, the Loan Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received other Loan Documents and at law or in equity as a result of Borrower’s default. Lender’s continuation of payments from the Accounts when and as contemplated by Licensor from such reletting and from such sale, lease, this Agreement shall not be deemed Lender’s waiver or other dispositiona cure of any default by Borrower. (c) To treat all amounts due Without in any way limiting any of Lender’s other rights and not paid by Licensee to remedies hereunder or under the date Loan Agreement or the other Loan Documents, upon the occurrence of such default, together with all amounts payable an Event of Default under this Agreement and/or during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event continuation of any such defaultCash Sweep Period, Licensee Borrower hereby acknowledges and agrees that Lender shall have no right the right, at its option, to remove any Devicesdeliver written notice to Bank directing Bank to disburse all available funds then and thereafter on deposit in the Restricted Account to an account designated by Lender (which account may, fixturesin Lender’s sole discretion, or other personal property be the Deposit Account) in accordance with the terms of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Restricted Account Agreement.

Default. If Licensee defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice Upon the occurrence and continuance of a Default or Event of Default, the Lenders agree to Licensee; resume possession promptly confer in order that Required Lenders, or the Lenders, as the case may be, may agree upon a course of action for the enforcement of the space occupied by Licensee in rights of the Licensed Locations; retain all Devices, fixturesLenders, and the Administrative Agent and the Collateral Agent shall be entitled to refrain from taking any action (without incurring any liability to any Person for so refraining) unless and until the Administrative Agent or the Collateral Agent, as appropriate, shall have received instructions from Required Lenders. All rights of action under the Loan Documents and all right to the Collateral, if any, hereunder may be enforced by the Administrative Agent and the Collateral Agent and any suit or proceeding instituted by the Administrative Agent or the Collateral Agent in furtherance of such enforcement shall be brought in its name as the Administrative Agent or the Collateral Agent, as applicable, without the necessity of joining as plaintiffs or defendants any other personal Lender, and the recovery of any judgment shall be for the benefit of the Lenders (and, with respect to Lender Hedging Agreements, Lender Swap Parties) subject to the expenses of the Administrative Agent and/or the Collateral Agent. In actions with respect to any property of Licensee remaining on such space and full right and authority to sellthe Borrower or any other Loan Party, lease, or otherwise dispose each of the same Administrative Agent and the Collateral Agent is acting for the ratable benefit of each Lender (and, with respect to Lender Hedging Agreements, Lender Swap Parties). Any and all agreements to subordinate (whether made heretofore or hereafter) other indebtedness or obligations of the Borrower to store the sameObligation shall be construed as being for the ratable benefit of each Lender (and, all at the expense of Licensee; and with respect to recover from Licensee all fees due under this Agreement had it not been terminatedLender Hedging Agreements, less the net amount realized by Licensor from any such sale, lease, or other dispositionLender Swap Parties). (b) Without terminating this Each Lender authorizes and directs the Administrative Agent and the Collateral Agent to enter into the Collateral Documents on behalf of and for the benefit of the Lenders (and, with respect to Lender Hedging Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionLender Swap Parties). (c) To treat all amounts due and not paid by Licensee Except to the date extent unanimity (or other percentage set forth in Section 10.01) is required hereunder, each Lender agrees that any action taken by the Required Lenders in accordance with the provisions of such defaultthe Loan Documents, and the exercise by the Required Lenders of the power set forth herein or therein, together with such other powers as are reasonably incidental thereto, shall be authorized and binding upon all amounts payable of the Lenders, and except to the extent unanimity (or other percentage set forth in Section 10.01) is required hereunder, each Lender agrees that any action taken by the Required Lenders in accordance with the provisions of the Loan Documents, and the exercise by the Required Lenders of the power set forth herein or therein, together with such other powers as are reasonably incidental thereto, shall be authorized and binding upon all of the Lenders. (d) Each of the Administrative Agent and the Collateral Agent is hereby authorized on behalf of the Lenders, without the necessity of any notice to or further consent from any Lender, from time to time to take any action with respect to any Collateral or Collateral Documents which may be necessary to perfect and maintain perfected the Liens upon the Collateral granted pursuant to the Collateral Documents. (e) Neither the Administrative Agent nor the Collateral Agent shall have any obligation whatsoever to any Lender or to any other Person to assure that the Collateral exists, is owned by any Loan Party, is cared for, protected, or insured or has been encumbered or that the Liens granted to the Administrative Agent or the Collateral Agent herein or pursuant thereto have been properly or sufficiently or lawfully created, perfected, protected, or enforced, or are entitled to any particular priority, or to exercise at all or in any particular manner or under any duty of care, disclosure or fidelity, or to continue exercising any of the Rights granted or available to the Administrative Agent or the Collateral Agent in this Agreement during Section 9.03 or in any of the remaining term Collateral Documents; it being understood and agreed that in respect of the Collateral, or any act, omission, or event related thereto, the Administrative Agent or the Collateral Agent may act in any manner it may deem appropriate, in its sole discretion, given the Administrative Agent’s or the Collateral Agent’s own interest in the Collateral as one of the Lenders and that neither the Administrative Agent nor the Collateral Agent shall have any duty or liability whatsoever to any Lender, other than to act without gross negligence or willful misconduct. (f) The Lenders hereby irrevocably authorize each of the Administrative Agent and the Collateral Agent, at its option and discretion, to release any Lien granted to or held by the Administrative Agent or the Collateral Agent upon any Collateral (i) constituting property in which no Loan Party owned an interest at the time the Lien was granted or at any time thereafter, (ii) constituting property leased to a Loan Party under a lease which has expired or been terminated in a transaction permitted under the Loan Document or is about to expire and which has not been, and is not intended by such Loan Party to be, renewed, and (iii) consisting of an instrument evidencing Indebtedness pledged to the Administrative Agent or the Collateral Agent (for the benefit of the Lenders and the Lender Swap Parties), if the Indebtedness evidenced thereby has been paid in full. In addition, the Lenders irrevocably authorize the Administrative Agent and the Collateral Agent to release Liens upon Collateral as contemplated in Section 10.01(c) or (d), or if approved, authorized, or ratified in writing by the requisite Lenders. Upon request by the Administrative Agent and/or the Collateral Agent at any time, the Lenders will confirm in writing the Administrative Agent’s and/or the Collateral Agent’s authority to release particular types or items of Collateral pursuant to this Agreement following Section 9.03. (g) In furtherance of the authorizations set forth in this Section 9.03, each Lender hereby irrevocably appoints each of the Administrative Agent and the Collateral Agent its attorney-in-fact, with full power of substitution, for and on behalf of and in the name of each such defaultLender, (i) to enter into Collateral Documents (including, without limitation, any appointments of substitute trustees under any Collateral Documents), (ii) to take action with respect to the Collateral and Collateral Documents to perfect, maintain and preserve the Liens securing the Obligations, and (iii) to execute instruments of release or to take other action necessary to release Liens upon any Collateral to the extent authorized in clause (f) hereof. This power of attorney shall be liberally, not restrictively, construed so as to give the greatest latitude to the Administrative Agent’s and the Collateral Agent’s power, as an indebtedness of Licensee immediately due and payable attorney, relative to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the AgreementCollateral matters described in this Section 9.

Default. If Licensee (a) In the event that Seller is ready, willing and able to close in accordance with the terms and provisions hereof, and Buyer defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under undertaken in this Agreement, Seller shall be entitled to, as its sole and Licensee fails exclusive remedy to cure either: (i) if Buyer is willing to proceed to Closing, waive such default within a period and proceed to Closing in accordance with the terms and provisions hereof; or (ii) declare this Agreement to be terminated, and Seller shall be entitled to immediately receive all of fifteen (15) days after written notice from Licensor the Exxxxxx Money as liquidated damages as and for Seller’s sole remedy. Upon such default is not cured within the applicable grace period provided thereintermination, then Licensor neither Buyer nor Seller shall have all rights any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Seller and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Buyer agree that (a) Terminate this Agreement actual damages due to Buyer’s default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty and is fair and reasonable in light of all relevant circumstances, (b) the amount specified as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by giving written notice to Licensee; resume possession Seller as a result of having withdrawn the space occupied by Licensee in Property from the Licensed Locations; retain all Devices, fixturesmarket, and other personal property of Licensee remaining on such space and full right and authority (c) Buyer desires to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due limit its liability under this Agreement had it not been terminated, less to the net amount realized by Licensor from of the Exxxxxx Money paid in the event Buyer fails to complete Closing. Seller hereby waives any such sale, leaseright to recover the balance of the Purchase Price, or any part thereof, and the right to pursue any other dispositionremedy permitted at law or in equity against Buyer. In no event under this Section or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of a default in the obligations herein taken by Seller, or in the event of the failure of a condition precedent set forth in Section 13 of this Agreement, with respect to any or all of the Properties, Buyer may, as its sole and exclusive remedy, either: (i) waive any unsatisfied conditions and proceed to Closing in accordance with the terms and provisions hereof; (ii) terminate this Agreement with respect to any or all Properties by delivering written notice thereof to Seller no later than Closing, upon which termination the Exxxxxx Money shall be refunded to Buyer, which return shall operate to terminate this Agreement and release Seller and Buyer from any and all liability hereunder, except those which are specifically stated herein to survive any termination hereof; (iii) enforce specific performance of Seller’s obligations hereunder or (iv) by notice to Seller given on or before the Closing Date, extend the Closing Date for a period of up to thirty (30) days (the “Closing Extension Period”) to permit Seller to remedy any such default, Licensee and the “Closing Date” shall be moved to the last day of the Closing Extension Period. If Buyer so extends the Closing Date, then Seller may, but shall not be obligated to, cause said conditions to be satisfied during the Closing Extension Period. If Seller does not cause said conditions to be satisfied during the Closing Extension Period, then Buyer shall have the remedies set forth in Section 9(b) (i) through (iii) above except that the term “Closing” shall be revised to reflect the Buyer’s election of remedies under this Section 9(b). Notwithstanding the foregoing, in the event of a willful or intentional default of Seller hereunder, Buyer shall, in addition to the foregoing remedies, be permitted to pursue any and all rights and remedies available to Buyer at law or in equity; provided, however, in no right event shall Seller be liable to remove Buyer for any Devicespunitive, fixtures, speculative or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementindirect consequential damages.

Default. If Licensee (a) In the event that Seller is ready, willing and able to close in accordance with the terms and provisions hereof, and Buyer defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under undertaken in this Agreement, Seller shall be entitled to, as its sole and Licensee fails exclusive remedy to cure either: (i) if Buyer is willing to proceed to Closing, waive such default within a period and proceed to Closing in accordance with the terms and provisions hereof; or (ii) declare this Agreement to be terminated, and Seller shall be entitled to immediately receive all of fifteen (15) days after written notice from Licensor the Xxxxxxx Money as liquidated damages as and for Seller's sole remedy. Upon such default is not cured within the applicable grace period provided thereintermination, then Licensor neither Buyer nor Seller shall have all rights any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Seller and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Buyer agree that (a) Terminate this Agreement actual damages due to Buyer's default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty and is fair and reasonable in light of all relevant circumstances, (b) the amount specified as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by giving written notice to Licensee; resume possession Seller as a result of having withdrawn the space occupied by Licensee in Property from the Licensed Locations; retain all Devices, fixturesmarket, and other personal property of Licensee remaining on such space and full right and authority (c) Buyer desires to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due limit its liability under this Agreement had it not been terminated, less to the net amount realized by Licensor from of the Xxxxxxx Money paid in the event Buyer fails to complete Closing. Seller hereby waives any such sale, leaseright to recover the balance of the Purchase Price, or any part thereof, and the right to pursue any other dispositionremedy permitted at law or in equity against Buyer. In no event under this Section or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of a default in the obligations herein taken by Seller, or in the event of the failure of a condition precedent set forth in Section 13 of this Agreement, with respect to the Property, Buyer may, as its sole and exclusive remedy, either: (i) waive any such defaultunsatisfied conditions and proceed to Closing in accordance with the terms and provisions hereof; (ii) terminate this Agreement by delivering written notice thereof to Seller no later than Closing, Licensee upon which termination the Xxxxxxx Money shall be refunded to Buyer, Seller shall pay to Buyer all of the out-of-pocket costs and expenses incurred by Buyer in connection with this Agreement, not to exceed $15,000.00, which return and payment shall operate to terminate this Agreement and release Seller and Buyer from any and all liability hereunder, except those which are specifically stated herein to survive any termination hereof; (iii) enforce specific performance of Seller's obligations hereunder; or (iv) by notice to Seller given on or before the Closing Date, extend the Closing Date for a period of up to thirty (30) days (the “Closing Extension Period”), and the “Closing Date” shall be moved to the last day of the Closing Extension Period. If Buyer so extends the Closing Date, then Seller may, but shall not be obligated to, cause said conditions to be satisfied during the Closing Extension Period. If Seller does not cause said conditions to be satisfied during the Closing Extension Period, then Buyer shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor remedies set forth in Section 9(b)(i) through (iii) above except that the term “Closing” shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementread “Extended Closing” .

Default. If Licensee defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Tenant: (a) Terminate fails to timely pay any rent, payment, fee or money due hereunder; (b) fails to comply with any of the terms and covenants of this Agreement by giving Lease in any manner whatsoever; or (c) becomes the subject of a filing in any court pursuant to any federal or state statute, of a petition in bankruptcy or insolvency, or for reorganization, or for the appointment of a receiver or trustee of all or a portion of the Tenant’s property, or an assignment of the Tenant for the benefit of creditors, then the Tenant shall be in default under this Lease. Upon default, the Landlord may, upon twenty (20) days written notice to Licensee; resume Tenant: 23.1 Terminate the Lease and declare all Tenant’s rights herein forfeited. Such notice of termination shall be given to the Tenant as set forth in Paragraph 26.1. Upon termination, the Landlord may immediately, without other notice of process of law, re-enter and take possession of the space occupied Premises using such force as may reasonably be necessary to move all persons and property therefrom. The Landlord shall not be liable for any damage or loss to property by Licensee reason of such forfeiture and re-entry. The Tenant agrees to pay to the Landlord a reasonable attorneys’ fee and costs incurred for the purposes of enforcing any of the provision of this Lease. In addition, the Tenant shall be deemed to have forfeited its rental security or bond which shall be applied toward any damages incurred by Landlord for any such forfeiture or default. 23.2 Recover damages, immediately and, without waiting until the due date of any future rent or until the date fixed for expiration of the lease term, in the Licensed Locationsfollowing amounts: 23.2.1 The unpaid rent and other charges due from Tenant to Landlord up to and including the date of termination; retain all Devicesand 23.2.2 The reasonable costs of reentry and reletting including without limitation the cost of any clean up, refurbishing, removal of Tenant’s property and fixtures, or any other expense occasioned by Tenant’s failure to quit the Premises upon termination and other personal property to leave the Premises in the required condition, any remodeling costs, attorney fees, court costs, broker commissions, and advertising costs; and 23.2.3 All rent and charges that accrue as damages between the date of Licensee remaining on such space termination and full right and authority to sell, leasethe end of the term, or otherwise dispose of the same or to store the samerelet, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminatedwhichever occurs first, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand together with the difference between the fees due rent and charges paid during the relet and the rent and charges that accrue as damages under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionLease. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee defaults in the payment The occurrence of any of the fees payable following shall, at Landlord's option, constitute a material default and breach of this Lease by it hereunder Tenant: (a) The abandonment of the Premises by Tenant prior to the expiration of the Lease coupled with Tenant's failure to punctually pay all rental sums due hereunder; (b) A failure by Tenant to pay the Rent reserved herein, or fails to make any other payment required to be made by Tenant hereunder, where such failure continues for more than ten (10) days; (c) A failure by Tenant to observe and perform any other provisions or covenants of its obligations under this AgreementLease to be observed or performed by Tenant, and Licensee fails to cure where such default within a period of fifteen failure continues for thirty (1530) days after written notice thereof from Licensor and such Landlord to Tenant, provided, however, that if the nature of the default is such that the same cannot reasonably be cured within such thirty (30) day period, Tenant shall not be deemed to be in default if Tenant shall within such period commence such cure and thereafter diligently prosecute the applicable grace period provided therein, then Licensor shall same to completion; (d) The making by Tenant of any assignment for the benefit of creditors; the adjudication that Tenant is bankrupt or insolvent; the filing by or against Tenant of a petition to have all rights and remedies now Tenant adjudged as bankrupt or hereafter provided by a petition for reorganization or arrangement under any law andrelating to bankruptcy (unless, in additionthe case of a petition filed against Tenant, may do any one the same is dismissed within sixty (60) days after the filing thereof); the appointment of a trustee or more of the following: (a) Terminate this Agreement by giving written notice receiver to Licensee; resume take possession of the space occupied by Licensee substantially all of Tenant's assets located in the Licensed LocationsPremises or of Tenant's interest in this Lease (unless possession is restored to Tenant within thirty (30) days after such appointment); retain all Devicesor the attachment, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, execution or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, leaselevy against, or other dispositionjudicial seizure of, substantially all of Tenant's interest in this Lease (unless the same is discharged within thirty (30) days after issuance thereof). (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee defaults In the event of any breach by Tenant of any of the covenants, agreements and conditions of this Lease or if Tenant shall abandon or vacate the leased premises before the end of the term of the Lease, or if Tenant shall become insolvent, or shall be adjudicated bankrupt, or if Tenant property located on the leased premises shall be levied upon on execution, or if any lien against Tenant property located upon the leased premises shall not be released within thirty (30) days, then and in any of said events, all of the indebtedness of Tenant to Landlord under this Lease, upon ten (10) days written notice in case of a default involving the payment of the fees payable by it hereunder money or fails to perform any thirty (30) days notice in other cases of its obligations under this Agreementdefault, shall become immediately due and payable, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the followingLandlord thereupon: (a) Terminate this Agreement shall have the right to enforce the payment of said indebtedness by giving written notice to Licensee; resume possession foreclosure of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store liens securing the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition.and/or (b) Without terminating shall have the right, without further notice, to declare a forfeiture and termination of this Agreement, reenter and assume possession of the space so licensed Lease and of all Devices, fixturesrights of Tenant thereunder, and other personal property of Licensee located therein and relet shall have the space and sellright to remove Tenant from said premises, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition.and/or (c) To treat all amounts due shall have the right, without further. notice and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term without declaring forfeiture and termination of this Agreement following Lease, to take possession of said premises and rent the same in Landlord’s name for such defaultrent and upon such terms as Landlord may determine and to apply said rent upon the amount owing by Tenant hereunder Tenant shall remain liable for any deficiency in the total rentals received by Landlord The aforesaid rights of Landlord shall not be exclusive of each other nor of any other rights and remedies which Landlord may have at any time under the laws of the State of Iowa or this Lease Agreement, as an indebtedness of Licensee immediately due and payable to Licensor and recover the samebut shall be cumulative. In the event of any termination as provided for in this paragraph, Tenant shall pay forthwith to Landlord as liquidated damages the difference between the value of the rent and all other indebtedness from Tenant to Landlord reserved in this Lease at the time of such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property termination and the fair rental value of Licensee from the space licensed, and Licensor shall have a lien thereon as security leased premises for the payment residue of all amounts due Licensor under the Agreement.said term

Default. If Licensee (a) In the event that Seller is ready, willing and able to close in accordance with the terms and provisions hereof, and Buyer defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under undertaken in this Agreement, Seller shall be entitled to, as its sole and Licensee fails exclusive remedy to cure either: (i) if Buyer is willing to proceed to Closing, waive such default within a period and proceed to Closing in accordance with the terms and provisions hereof; or (ii) declare this Agreement to be terminated, and Seller shall be entitled to immediately receive all of fifteen (15) days after written notice from Licensor the Xxxxxxx Money as liquidated damages as and for Seller’s sole remedy. Upon such default is not cured within the applicable grace period provided thereintermination, then Licensor neither Buyer nor Seller shall have all rights any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Seller and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Buyer agree that (a) Terminate this Agreement actual damages due to Buyer’s default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty and is fair and reasonable in light of all relevant circumstances, (b) the amount specified as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by giving written notice to Licensee; resume possession Seller as a result of having withdrawn the space occupied by Licensee in Property from the Licensed Locations; retain all Devices, fixturesmarket, and other personal property of Licensee remaining on such space and full right and authority (c) Buyer desires to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due limit its liability under this Agreement had it not been terminated, less to the net amount realized by Licensor from of the Xxxxxxx Money paid in the event Buyer fails to complete Closing. Seller hereby waives any such sale, leaseright to recover the balance of the Purchase Price, or any part thereof, and the right to pursue any other dispositionremedy permitted at law or in equity against Buyer. In no event under this Section or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages. (b) Without terminating In the event of a default in the obligations herein taken by Seller, or in the event of the failure of a condition precedent set forth in Section 13 of this Agreement, reenter and assume possession with respect to any or all of the space so licensed Properties, Buyer may, as its sole and exclusive remedy, either: (i) waive any unsatisfied conditions and proceed to Closing in accordance with the terms and provisions hereof; (ii) terminate this Agreement with respect to any or all Properties by delivering written notice thereof to Seller no later than Closing, upon which termination the Xxxxxxx Money shall be refunded to Buyer, Seller shall pay to Buyer all of the out-of-pocket costs and expenses incurred by Buyer in connection with this Agreement, not to exceed $20,000.00 per Property which return and payment shall operate to terminate this Agreement and release Seller and Buyer from any and all Devicesliability hereunder, fixturesexcept those which are specifically stated herein to survive any termination hereof; (iii) enforce specific performance of Seller’s obligations hereunder; or (iv) if the default relates to Seller’s failure to correct or complete any matter referred to in Section 6(c) above, then Buyer shall have the right, but not the obligation, to complete or correct the matter or matters in question and Seller shall reimburse the Buyer for Buyer’s out of pocket cost and expenses incurred in connection with such completion or correction; or (v) by notice to Seller given on or before the Closing Date, extend the Closing Date for a period of up to thirty (30) days (the “Closing Extension Period”) to permit Seller to remedy any such default, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose “Closing Date” shall be moved to the last day of the DevicesClosing Extension Period. If Buyer so extends the Closing Date, fixturesthen Seller may, and other personal propertybut shall not be obligated to, all on such terms and cause said conditions to be satisfied during the Closing Extension Period. If Seller does not cause said conditions to be satisfied during the Closing Extension Period, then Buyer shall have the remedies set forth in Section 9(b)(i) through (iv), as Licensor deems advisableapplicable to the respective Property, and in any such event, Licensee above except that the term “Closing” shall pay promptly upon demand be revised to reflect the difference between the fees due Buyer’s election of remedies under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionSection 9(b). (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event that Improvements are not Substantially Complete in accordance with the terms of the Lease and Tenant has not commenced paying rent on or before the date that is three (3) months following the rent commencement date set forth on Exhibit A2 with respect to any such defaultProperty, Licensee then Buyer shall have no the absolute right to remove terminate this Purchase and Sale Agreement with respect to such Property, at which time the Escrow Agent shall return the Deposit applicable to such Property to Buyer, Seller shall pay to Buyer all of the out-of-pocket costs and expenses incurred by Buyer in connection with this Agreement, not to exceed $20,000 per Property, which return and payment shall operate to terminate this Agreement with respect to such Property and release Seller and Buyer from any Devicesand all liability hereunder, fixturesexcept those which are specifically stated herein to survive any termination hereof. Notwithstanding the foregoing, in the event of a willful or other personal property intentional default of Licensee from Seller hereunder, Buyer shall, in addition to the space licensedforegoing remedies, be permitted to pursue any and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementrights and remedies available to Buyer at law or in equity.

Default. If In addition to the rights of the Licensor and HNFL set forth in Section 6(b) and (c) hereof, in the event Licensee fails to pay when due any amounts to be paid by Licensee pursuant to this Agreement (including, without limitation, the PSL Fee or Ticket Fee) or otherwise defaults in the payment performance or observation of Licensee's duties and obligations under this Agreement, either the fees payable by it hereunder Licensor or fails HNFL may, at their option: (a) withhold distribution of tickets to perform Licensee for games and events played in or held at the Stadium until such time as such default is cured and/or (b) terminate the rights of Licensee under this Agreement after giving Licensee not less than ten (10) days prior written notice of such default or breach. If Licensee shall not have cured the default or breach specified in said notice within said ten (10) day period, then either the Licensor or HNFL may terminate the Licensee's PSL and all other rights and privileges of Licensee under this Agreement. The foregoing remedies shall not be to the exclusion of any other right or remedy set forth in this Agreement or otherwise available at law or in equity. Licensee shall be responsible for all attorneys' fees and costs incurred by the Licensor or HNFL in the enforcement of this Agreement whether or not litigation is actually commenced and including any appellate proceedings. LICENSEE HEREBY UNCONDITIONALLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, SUIT, PROCEEDING OR COUNTERCLAIM RELATING TO OR ARISING OUT OF THIS AGREEMENT. No waiver by the Licensor or HNFL of any default or breach by Licensee of its obligations under this Agreement shall be construed to be a waiver or release of any other subsequent default or breach by Licensee under this Agreement, and Licensee fails to cure such default within a period no failure or delay by the Licensor or HNFL in the exercise of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period any remedy provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, for in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession shall be construed a forfeiture or waiver thereof or of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and any other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee remedy available to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the AgreementHNFL.

Default. If Licensee defaults In the event of any default hereunder by lessee, lessor, in addition to the payment of the fees payable by other rights or remedies it hereunder or fails to perform any other of its obligations under this Agreementmay have, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights the right to commence any legal proceedings or pursuant to any notice provided for by law, it may either terminate this lease or it may from time to time, without terminating this lease relet the premises or any part thereof for such term or terms (which may be for a term extending beyond the term of this lease) and remedies now at such rental or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, rentals and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisablelessor in its sole discretion may deem advisable with a right to make alterations and repairs to the premises; on each such reletting (a) lessee shall be immediately liable to pay to lessor, in addition to any indebtedness other than rent due hereunder, the expense of such reletting and for such alterations and repairs incurred by lessor, and the amount, if any, by which the rent specified in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement lease for the period of such reletting (up to but not beyond the term of this Agreementlease) and exceeds the net amount agreed to be paid as rent for the demised premises for such period on such reletting; or (b) at the option of lessor, rents received by Licensor lessor from such reletting shall be applied, first, to the payment of any indebtedness, other than rent due hereunder from lessee to lessor; second, to the payment of any expenses of such reletting and from of such salealteration and repairs; third, lease, or other disposition. (c) To treat all amounts to the payment of rent due and not paid unpaid hereunder and the residue, if any, shall be held by Licensee to lessor and applied in payment of future rent as the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately same may become due and payable hereunder. If lessee has been credited with any rent to Licensor be received by such reletting under option (a) hereof, and recover such rent shall not be promptly paid to lessor by the same. In the event of new tenant, or if such rentals received from such reletting under option (b) hereof during any month are less than that to be paid during that month by lessee hereunder, lessee shall pay any such default, Licensee deficiency to lessor. Such deficiency shall have no right to remove any Devices, fixtures, be calculated and paid monthly. No re-entry or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.taking possession

Default. A. If Licensee Tenant defaults in the payment of the fees Base Rent, or any other sums due hereunder and such default continues for seven (7) days after the date such sums are payable by it hereunder hereunder, or if Tenant defaults in the performance of any other of its obligations or otherwise breaches or fails to perform any other provision of its obligations under this Agreement, Lease and Licensee fails to cure such default within a period of fifteen continues for ten (1510) days after written notice from Licensor and such default thereof by Landlord to Tenant unless Tenant diligently commences to cure said default, or if Tenant files a petition under any bankruptcy, insolvency law or code, or if Tenant is not cured within adjudicated bankrupt or insolvent according to law, or if Tenant makes any assignment for the applicable grace period provided thereinbenefit of creditors, or if Tenant files any petition seeking a reorganization, arrangement or similar relief, or if a receiver, custodian, trustee or similar agent of the Premises or of all or a substantial part of Tenant's property is appointed, or if the operation of Tenant's business is assumed by a bank regulatory agency, or if Tenant's interest in this Lease is taken upon execution or other process of law in any action against Tenant, or if Tenant abandons the Premises, then Licensor shall have all rights and remedies now or hereafter provided Landlord may lawfully terminate this Lease by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume Tenant and, expel Tenant and those claiming by, through, or under Tenant, and remove their effects, if necessary, without being deemed guilty of any manner of trespass and without prejudice to any as aforesaid, this Lease shall terminate. Tenant covenants, in case of any default by Tenant hereunder, to pay Landlord all costs of enforcing Landlord's rights under this Lease, including, without limitation, reasonable attorney's fees and expenses, loss of rent, reletting expenses, and brokerage fees, together with the agreed liquidated damages described in this Section. Landlord and Tenant agree that Landlord shall suffer damages from Tenant's breach of this Lease and Landlord's necessity to recover possession of the space occupied by Licensee in the Licensed Locations; retain all DevicesPremises and that such damages are difficult or impossible to ascertain. For this reason, fixtures, Landlord and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee Tenant agree that Tenant shall pay promptly upon demand Landlord as liquidated damages for Tenant's breach of this Lease which remains uncured an amount equal to the difference between the fees due under this Agreement for the period of such reletting (but not beyond total Base Rent over the term of this Agreement) Lease and other sums which would have been payable had the Lease not so terminated, as offset by net amount rents actually received by Licensor Landlord from such reletting and from such salereletting, lease, or other dispositionafter deducting the expenses of reletting. (c) To treat all amounts due B. Landlord may bring legal proceedings for the recovery of such damages. Nothing contained herein shall be deemed to require Landlord to postpone suit until the date when this Lease would have expired if it had not been terminated. C. Nothing herein contained shall be construed as limiting or precluding the recovery by Landlord from Tenant of any sums or damages including, without limitation, reasonable attorney's fees and not paid by Licensee expenses, to which, in addition to the date damages particularly provided above, Landlord may lawfully be entitled by reason of such default, together any default hereunder on the part of Tenant. D. Tenant agrees that its failure timely to cure an event of default in accordance with all amounts payable under this Agreement during provision of SubSection A. of this Section shall entitle Landlord to declare the remaining balance of the Base Rent for the entire term of this Agreement following such default, as an indebtedness of Licensee lease to be immediately due and payable payable. Upon such declaration, Landlord shall be entitled to Licensor and recover the same. In the event of any such default, Licensee shall have no right proceed to remove any Devices, fixtures, collect all unpaid Base Rent by Distress or other personal property Procedure. E. In addition to any late charges, Tenant shall pay Landlord interest on any rental due that remains unpaid seven (7) days after its due date. Such interest will be computed at the rate of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementeighteen percent (18%) per year.

Default. A. If Licensee Subtenant defaults in the payment of any sums payable hereunder when due, or if Subtenant defaults in the fees payable by performance of any of the other obligations imposed upon it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen three (153) days after written notice from Licensor thereof to Subtenant, then, in either event, Sublandlord may, at its option, terminate this Sublease in which event neither the Subtenant nor any person claiming through or under the Subtenant by virtue of any statute or an order of any court shall be entitled to possession or to remain in possession of the Sub-Premises but shall forthwith quit and surrender the Sub-Premises. B. Notwithstanding anything to the contrary contained herein, Sublandlord may terminate this Sublease, without having given prior notice of default hereunder, if the act or omission of Subtenant would cause a default under the Primary Lease. C. In the event that the Subtenant shall default under this Sublease and such default is not cured within shall entitle the applicable grace period provided thereinSublandlord to possession of the Sub-Premises as hereinabove provided, then Licensor the Sublandlord shall have the right to enter the Sub-Premises by any legal means, remove the Subtenant's property and effects, take and hold possession thereof, without terminating this Sublease or releasing the Subtenant in whole or in part, from Subtenant's obligations to pay rent and additional rent and all rights its other obligations hereunder for the full term, relet the Sub- Premises or any part thereof, either in the name or for the account of the Subtenant, for such rent and remedies now for such term or hereafter terms as the Sublandlord may see fit, which term may, at Sublandlord's option, extend beyond the balance of the term of this Sublease. The Sublandlord shall not be required to accept any tenant offered by the Subtenant, or to observe any instructions given by the Subtenant about such reletting. In any such case, the Sublandlord may make such repairs, alterations and additions in and to the Sub-Premises and redecorate the same as it sees fit. The Subtenant shall pay the Sublandlord any deficiency between the rent hereby reserved and covenanted to be paid and the net amount of the rents collected on such reletting, for the balance of the term of this Sublease, as well as any reasonable expenses incurred by the Sublandlord in such reletting including, but not limited to broker's fees, attorney's fees, the expense of repairing, altering and redecorating the Sub- Premises and otherwise preparing the same for re-rental. All such expenses shall be paid by the Subtenant as additional rent upon demand by the Sublandlord. Any deficiency in rental shall be paid in monthly installments, upon statements rendered by the Sublandlord to the Subtenant, provided that the Sublandlord shall have the right to immediately declare the entire rental for the balance of the term due. For the purpose of determining the deficiency in rent, whether payable in installments or the entire rental for the balance of the term, the rent reserved shall be deemed to be the fixed rent hereunder and all additional rent to be paid by law andTenant as herein provided for, in addition, may do as reduced by any rent collected by reletting. Any suit brought to collect the amount of the deficiency for any one or more months shall not preclude any subsequent suit to collect the deficiency for any subsequent months. D. If the Subtenant is in default of its obligations under this Sublease, Sublandlord may cure the following: (a) Terminate this Agreement default and Subtenant shall forthwith pay to Sublandlord, as additional rent, a sum of money equal to all amounts expended by giving written notice Sublandlord in curing such default. If suit is brought by Sublandlord on account of any default of Subtenant and if such default is established, Subtenant shall pay to Licensee; resume possession Sublandlord all expenses of such suit including without limitation reasonable attorney's fees. Any payment by Subtenant of a sum of money less than the space occupied entire amount due Sublandlord at the time of such payment shall be applied to the obligations of Subtenant then furthest in arrears. No endorsement or statement on any check or accompanying any payment shall be deemed an accord and satisfaction and any payment accepted by Licensee Sublandlord shall be without prejudice to Sublandlord's right to obtain the balance due or pursue any other remedy available to Sublandlord both in the Licensed Locations; retain all Devices, fixtures, law and other personal property in equity. E. If Subtenant defaults in any payment of Licensee remaining on such space and full right and authority to sell, leaserent or additional rent, or otherwise dispose any other payments to be made by Subtenant hereunder, interest shall accrue thereon from the due date until paid at a fluctuating rate equal to four percent (4%) over and above the Prime Rate (as hereinafter defined). The term "Prime Rate" when used herein shall mean the fluctuating annual rate of interest published by the same or Bank of America, N.T.S.A. from time to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond time during the term of this Agreement) and the net amount received by Licensor from . Any change in such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to rate shall take effect on the date of such defaultchange. F. If, together with all amounts payable under this Agreement at any time during the remaining term of this Agreement following such defaultSublease, as there shall be filed by or against the Subtenant in any court pursuant to any statute either of the United States or any state, a petition in bankruptcy or insolvency or for the reorganization or for the appointment of a receiver, trustee or liquidator of all or any portion of the Subtenant's property or if the Subtenant makes an indebtedness assignment for the benefit of Licensee immediately due creditors, or if the Subtenant admits in writing its inability to pay its debts, and payable if, within thirty (30) days thereafter, the Subtenant fails to Licensor secure a discharge thereof, this Sublease, at the option of the Sublandlord may be cancelled and recover terminated, in which event neither the same. In Subtenant nor any person claiming through or under the event Subtenant by virtue of any such default, Licensee statute or an order of any court shall have no right be entitled to remove any Devices, fixtures, possession or other personal property to remain in possession of Licensee from the space licensed, Sub-Premises but shall forthwith quit and Licensor shall have a lien thereon as security for surrender the payment of all amounts due Licensor under the AgreementSub-Premises.

Default. If Licensee defaults Upon the occurrence of any default by APL in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this AgreementLease, Landlord shall take no action to terminate this Lease with respect to the Leasehold Mortgagee without first giving written notice of such default to the Leasehold Mortgagee and a period of thirty (30) days after such notice, and Licensee fails such additional time as may be reasonably necessary to cure such default within a period of fifteen so long as the Leasehold Mortgagee is diligently and continually attempting (15i) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more to obtain possession of the followingPremises, or (ii) to institute, prosecute and complete proceedings to acquire APL's interest under this Lease. The Leasehold Mortgagee, upon obtaining possession or acquiring APL's interest under this Lease, shall be required promptly to cure all defaults of APL which are reasonably susceptible of being cured by the Leasehold Mortgagee. The following shall further apply with respect to any such Leasehold Mortgage: (a) Terminate this Agreement by giving written notice to Licensee; resume possession the Leasehold Mortgagee and the owner of the space occupied indebtedness secured by Licensee in the Licensed Locations; retain all Devices, fixtures, Leasehold Mortgage shall not become liable upon the covenants of this Lease unless and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose until they become owners of the same or legal and equitable title to store the same, all at the expense of Licensee; and to recover from Licensee all fees due leasehold estate under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition.Lease; (b) Without terminating this AgreementLandlord shall be notified in writing of any such Leasehold Mortgage, reenter and assume possession of the space so licensed name and address of the Leasehold Mortgagee, and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose amount of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand indebtedness to be secured by the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition.Leasehold Mortgage; (c) To treat during the existence of the Leasehold Mortgage, any notice of default in the Performance of the covenants of this Lease or any notice of termination of this Lease given to APL and copies of all amounts due and not paid other notices required to be given by Licensee Landlord to APL shall simultaneously be given to the date of Leasehold Mortgagee at the address specified in subparagraph (b) above, or at such defaultother address as the Leasehold Mortgagee shall designate to Landlord in writing; (d) the Leasehold Mortgagee shall have the right, together to the same extent, and with all amounts payable the same effect as APL, under this Agreement during the remaining term default provisions of this Agreement following Lease, to take such default, action or to make such payment as an indebtedness of Licensee immediately due and payable may be necessary or appropriate to Licensor and recover the same. In the event of cure any such default; (e) the Leasehold Mortgagee shall not be obligated to continue any possession of the Premises or to continue any foreclosure proceedings if all defaults have been cured by APL in accordance with the provisions of this Lease; (f) the Leasehold Mortgagee shall comply during the period of Landlord's forbearance from terminating this Lease, Licensee with such terms, conditions, and covenants of the Lease as are reasonably susceptible of being complied with by the Leasehold Mortgagee. As long the Leasehold Mortgagee is in compliance with the provisions of this Article, Landlord will not accept any surrender of the Premises or otherwise accomplish cancellation of this Lease by agreement with APL without the prior written consent of the Leasehold Mortgagee; (g) if the Lease is terminated for any reason, Landlord and the Leasehold Mortgagee shall, at the Leasehold Mortgagee's option, enter into a new lease for the Premises upon the same terms as this Lease, and with the same priority as this Lease except that the term of the new lease shall have be the same as the unexpired Term (and the new lease shall contain all option and extension rights and rights of first refusal pending and unexercised under this Lease) and Landlord's obligation to construct the Improvements shall not be applicable to the extent that this obligation has been fulfilled; (h) there shall be no right to remove merger of the estates of Landlord and APL hereunder notwithstanding any Devicesacquisition of the leasehold estate through purchase, fixturesforeclosure or otherwise, so long as the Leasehold Mortgage is in effect; (i) if any Leasehold Mortgagee acquires APL's interest under this Lease, Landlord shall recognize the Leasehold Mortgagee as the tenant hereunder and this Lease shall continue as a direct lease between the Leasehold Mortgagee as tenant and Landlord for the unexpired portion of the Term including any extension options. Any option rights, extension rights or rights of first refusal contained herein may be exercised by the Leasehold Mortgagee on behalf of APL, or other personal property in its own behalf; (j) if any Leasehold Mortgagee acquires title to APL's interest in this Lease by foreclosure, assignment in lieu of Licensee foreclosure or otherwise, APL shall not be released from any of its obligations or liabilities hereunder and the space licensedLeasehold Mortgagee may assign this Lease provided the prior written consent of the Landlord is first obtained, and Licensor which consent shall have a lien thereon as security not be unreasonably withheld or delayed. Upon such assignment, the Leasehold Mortgagee shall be released from any further liability for the payment performance or observance of all amounts due Licensor under any of the Agreementcovenants of the Lease, provided the assignee of the Leasehold Mortgagee has assumed in writing the tenant's obligations hereunder.

Default. If Licensee defaults It is further agreed by and between Landlord and Tenant that, subject as hereinafter provided, if the Tenant shall default in payment of any installment of rent or breach any other term or condition of this Lease, or should an execution be issued against Tenant, bankruptcy proceedings be begun by or against Tenant, or an assignment be made by Tenant for the benefit of creditors, or a Receiver appointed for Tenant, then and in such case, the entire rent for the balance of said Term shall at once become due and payable as if by the terms of this Lease it were all payable in advance. In case of such assignment, bankruptcy proceedings, appointment of a Receiver or of a sale on legal process of Tenant's goods, subject as hereinafter provided, Landlord shall have the right to demand and receive rent for the balance of the term which shall be first paid out of the proceeds of such assignment, bankruptcy or Receiver's proceedings or sale on legal process, any law, usage or custom to the contrary notwithstanding. Inc case of any event of default by Tenant under this Lease and if permitted by law, Tenant hereby authorizes any attorney, as attorney for Tenant, at the sole request of Landlord to sign as agreement for entering in any competent court: (i) An amicable action and judgment in ejectment, or other process, against Tenant for possession of the leased Premises, and (ii) An amicable action and confession of judgment, or other summary judgment process, for all accelerated rents and other charges, costs and reasonable attorney's fees for collection. It is hereby understood and agreed that Tenant shall not be considered in default under Lease or as having breached any term, provision, condition, covenant or agreement of or under this Lease, except as to the payment of rent, unless and until Landlord shall have first given Tenant notice in writing by certified mail of such alleged default, breach or violation and Tenant has failed to correct or has not commenced to correct the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default same within a period of fifteen ten (1510) days after written notice from Licensor and receipt of such default is not cured within the applicable grace period provided therein, then Licensor shall have all notice. All rights and remedies now given to Landlord hereinafter including but not limited to the right to accelerate the rent, shall be ineffective and shall not be used or hereafter provided exercised by law andLandlord unless Tenant has failed to correct the alleged breach or violation within the aforesaid ten (10) day period. It is further agreed that if the premises at any time be deserted or improperly closed, in additionLandlord may enter by force, without liability to prosecution or action therefor and may do distrain for rent and also sublet the Premises as Agent for Tenant for any one or more expired portion of the following: (a) Terminate Term and receive the rent therefor and apply it to this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If (i) Licensee fails to pay when due any amounts to be paid by Licensee; (ii) Licensee or Licensee's invitee fail to observe the Club Seat Rules or engage in any conduct which causes damage or injury; (iii) Licensee makes any assignment for the benefit of creditors, adjudication that Licensee is bankrupt, insolvent or unable to pay its debts as they mature; the filing by or against Licensee of a petition to have Licensee adjudged bankrupt; or a petition for reorganization or arrangement under any law relating to bankruptcy unless, in the case of a petition filed against the Licensee, the case is dismissed within sixty (60) days after the filing thereof, the appointment of a trustee or receiver to take possession of substantially all of Licensee's assets or Licensee's interests in the agreement, or an attachment, execution or levy against substantially all of Licensee's interest in the agreement; or (iv) Licensee otherwise defaults in the payment of the fees payable by it hereunder performance or fails to perform any other observation of its duties and obligations under this Agreementthe agreement, WFI may, at its option, terminate the rights of Licensee hereunder by giving Licensee ten (10) days prior written notice. Upon termination, WFI shall have no further obligation of any kind to Licensee, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession declare the entire unpaid balance of the space occupied by Licensee in Annual License Fee(s) (for the Licensed Locations; retain current year and all Devices, fixturesfuture years) immediately due and payable, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this recoup from Licensee any signing bonus and the value of any other incentive received by Licensee pursuant to the Agreement, reenter and assume possession . Any relicense of the space so licensed right to use the Club Seat(s) to another party following a declaration of default shall not relieve the Licensee of its liability and obligations hereunder or reduce the amount owed by Licensee as a consequence of all Devicesits default. In addition, fixtures, and other personal property of Licensee located therein and relet WFI may relicense the space and sell, lease, or otherwise dispose of right to use the Devices, fixtures, and other personal property, all Club Seat(s) on such terms and conditions as Licensor deems advisableWFI, in its sole and absolute discretion, may determine, but WFI shall not be liable for, nor shall Licensee’s obligations hereunder be diminished by reason of, any failure by WFI to relicense the right to use the Club Seat(s) or to collect any Annual License Fee and other fees or charges due upon such relicensing. The parties agree that in any the event WFI exercises its right to terminate Licensee’s rights hereunder due to a default or breach as specified above, the amount of damages suffered by WFI would be difficult to ascertain. The parties therefore agree that in the event of such eventtermination, Licensee shall pay promptly upon demand as liquidated damages, as a reasonable estimate of the difference between damages of WFI and not as a penalty, the fees due under this Agreement for the period fair market value of such reletting (but not beyond the term any signing bonus or other incentive provided to Licensee as part of this Agreement, plus: (a) If two or fewer seasons are remaining in the term, the Termination Fee shall be equal to any unpaid portion of the License Fee and any other fees that were owed in the net amount received by Licensor from current year plus all such reletting fees that would have been payable in any remaining years of the Agreement; (b) If three to five seasons are remaining in the term, the Termination Fee shall be equal to any unpaid portion of the License Fee and from any other fees that were owed in the current year and that would have been payable in the next year of the Agreement; and seventy-five percent (75%) of all such sale, lease, or other disposition.fees that would have been payable in each of the remaining years of the Agreement; and (c) To treat all amounts due and not paid by Licensee If six or more seasons are remaining in the term, the Termination Fee shall be equal to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event sum of any unpaid portion of the License Fee and any other fees that were owed in the current year and the next year of the Agreement; seventy-five percent (75%) of all such default, fees that would have been payable in each of the next three years of the Agreement; and fifty percent (50%) of all such fees that would have been payable in any remaining years of the Agreement. The foregoing remedies of WFI shall not be to the exclusion of any other right or remedy set forth herein or otherwise available to WFI in law or in equity. Licensee shall have no right to remove be responsible for all attorneys’ fees and costs incurred by WFI in the enforcement of the agreement whether or not litigation is actually commenced and including any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementappellate proceedings.

Default. If Licensee defaults At any time during the Term hereof, or any extensions or renewals, if DLT is in breach or default of any material covenant, undertaking or agreement contained in this Agreement and fails to cure, correct or remedy such breach or default within ten (10) days after receipt of written notice from Producer specifying same, or if DLT is adjudicated a bankrupt, or petitions for or consents to any relief under any bankruptcy reorganization, receivership, liquidation, compromise or arrangement or moratorium statutes, whether now in force or hereafter enacted, or makes an assignment for the payment benefit of creditors, or a receiver, liquidator, trustee or custodian is appointed for all or a substantial part of DLT's assets and such receiver or custodian is not discharged within thirty (30) days from the date of appointment thereof, then, in any of said events, Producer may exercise all or any of the fees payable by it hereunder remedies, rights or fails privileges hereinafter outlined which shall be deemed to perform any other of its obligations under be cumulative and not exclusive. Such remedies, rights and privileges are: a. To cancel and terminate this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving effective upon written notice to Licensee; resume possession DLT, in which event DLT shall have no further rights to negotiate, solicit or enter into agreements or licenses with respect to the Program and Producer shall be relieved of any further obligations to DLT hereunder other than the space occupied obligation, if any, to pay commissions to DLT with respect to license fees received by Licensee Producer before or after such termination under license agreements entered into by DLT hereunder before such termination. b. To exercise such other rights or remedies as Producer may have at law, including without limitation Producer's right if any, to recover damages in the Licensed Locations; retain event of DLT's breach or default. c. To perform all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, existing license agreements previously obtained or otherwise dispose of the same or to store the same, all at the expense of Licensee; entered into hereunder and to recover from Licensee all fees due under this Agreement had it not been terminated, less receive and apply the net amount realized by Licensor from any proceeds of such sale, lease, or other disposition. (b) Without terminating license agreements in accordance with the provisions of this Agreement, reenter and assume possession including the payment to DLT of the space so licensed and any commissions payable to DLT hereunder on account of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the license fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor derived from such reletting and from such sale, lease, or other dispositionlicense agreements. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee defaults in (a) The following events shall constitute a default hereunder: (i) The Tenant fails to pay any rent, security deposit, additional rent or other charge to be paid by the payment of Tenant hereunder within five days after the fees payable by it hereunder or due date therefor. (ii) The Tenant fails to perform any other of its other obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen Sublease for more than thirty (1530) days after written notice from Licensor and of such default is not cured given by the Authority to the Tenant unless Tenant shall provide evidence of commencing corrective measures during such period and shall then pursue them to completion within a reasonable period of time. Upon the applicable grace period provided thereinoccurrence of a default, then Licensor in addition to all remedies the Authority may have at law or in equity, and the right to be reimbursed by the Tenant for all reasonable attorneys' fees and court costs incurred by the Authority as a result of such default, the Authority shall have the immediate right to re-enter the Premises and remove all rights persons and remedies now property therefrom and store such property in a public warehouse or hereafter provided by law andelsewhere at the cost of, in additionand for the account of, the Tenant. The Authority shall have the right to take such action without service of notice or resort to legal process and without being deemed guilty of trespass or becoming liable for any loss or damage which may do any one be occasioned thereby. If the Authority elects to re-enter or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume take possession of the space occupied Premises, the Authority may, at its option, either terminate this Sublease, or without terminating this Sublease, re-sublease the Premises or any part thereof, for the benefit of the Tenant, for such term or terms (whether shorter or longer than the term of this Sublease) and at such rent or rents and upon such other terms and conditions as the Authority, in its sole discretion, deems advisable. No re-entry or taking possession of the Premises by Licensee the Authority shall be construed as an election by the Authority to terminate this Sublease unless written notice of such intention is given by the Authority to the Tenant or this Sublease is terminated by an order or a decree of a court of competent jurisdiction. Notwithstanding any such reletting without termination, the Authority may at any time thereafter elect to terminate this Sublease for any previous default by the Tenant in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose performance of the same or to store the same, all at the expense terms and conditions of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionSublease. (b) Without terminating this Agreement, reenter and assume No re-entry or taking possession of the space so licensed and Premises by the Authority or any other action taken by the Authority, as a result of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose any default of the DevicesTenant, fixtures, shall relieve the Tenant of any of its liabilities and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due obligations under this Agreement for Sublease whether or not the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionPremises are relet. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee defaults a Default or Potential Default exists (or if Borrower fails to give directions as permitted under Section 3.12(a)), any payment or prepayment (including proceeds from the exercise of any Rights) shall be applied to the Obligation in the following order: (i) to the ratable payment of all fees, expenses, and indemnities for which Agents or Lenders have not been paid or reimbursed in accordance with the Loan Documents (as used in this Section 3.12(b)(i), a "ratable payment" for any Lender or any Agent shall be, on any date of determination, that proportion which the portion of the total fees, expenses, and indemnities owed to such Lender or such Agent bears to the total aggregate fees, expenses, and indemnities owed to Agents and all Lenders on such date of determination); (ii) to the ratable payment of accrued and unpaid interest on the Principal Debt (as used in this Section 3.12(b)(ii), "ratable payment" means, for any Lender, on any date of determination, that proportion which the accrued and unpaid interest on the Principal Debt owed to such Lender bears to the total accrued and unpaid interest on the Principal Debt owed to all Lenders); (iii) to the ratable payment of the Swing Line Principal Debt which is due and payable and which remains unfunded by any Borrowing under the Revolver Facility; provided that, such payments shall be allocated ratably among the Swing Line Lender and the Revolver Lenders which have funded their participations in the Swing Line Principal Debt; (iv) to the ratable payment of any reimbursement obligation with respect to any LC issued pursuant to the Agreement which is due and payable and which remains unfunded by any Borrowing, provided that, such payments shall be allocated ratably among Administrative Agent (as the issuing Lender) and the Lenders which have funded their participations in such LC; (v) to the ratable payment of the Principal Debt (as used in this Section 3.12(b)(v), "ratable payment" means for any Lender, on any date of determination, that proportion which the Principal Debt owed to such Lender bears to the Principal Debt owed to all Lenders; (vi) to provide cash collateral in an amount equal to 105% of the LC Exposure then existing in accordance with Section 2.5(g); and (vii) to the payment of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee remaining Obligation in the Licensed Locations; retain all Devicesorder and manner Required Lenders deem appropriate. Subject to the provisions of Section 12 and provided that Administrative Agent shall not in any event be bound to inquire into or to determine the validity, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, leasescope, or otherwise dispose priority of any interest or entitlement of any Lender and may suspend all payments or seek appropriate relief (including, without limitation, instructions from Required Lenders or an action in the same or to store the same, all at the expense nature of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (binterpleader) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any doubt or dispute as to any apportionment or distribution contemplated hereby, Administrative Agent shall promptly distribute such default, Licensee shall have no right amounts to remove any Devices, fixtures, or other personal property of Licensee from each Lender in accordance with the space licensed, Agreement and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementrelated Loan Documents.

Default. If Licensee defaults Rent or any part thereof shall at any time be in arrears and unpaid for thirty (30) days or if the payment of the fees payable by it hereunder Tenant or fails its successors shall fail to perform any other of its obligations under the covenants, agreements, or conditions of this AgreementLease, and Licensee fails to cure such default the breach is not cured within a period of fifteen thirty (1530) days after written notice from Licensor and such default is not cured within the applicable grace period provided thereinLandlord, then Licensor or if Tenant shall have all rights and remedies now abandon or hereafter provided by law and, in addition, may do vacate any one or more of the following: Parcels during the term thereof, or shall make an assignment for the benefit of creditors, or if a receiver for Tenant be appointed in any action or proceeding by or against Tenant or if a petition (avoluntary or involuntary) Terminate this Agreement under the Federal Bankruptcy Act or acts amendatory thereof or supplemental thereto shall be filed by giving written notice to Licensee; resume possession or against Tenant, or if Tenant should be adjudicated bankrupt, or if the interest of the space occupied by Licensee Tenant in the Licensed Locations; retain all DevicesDemised Premises be sold under execution or other legal process, fixturesLandlord may enter in and upon the Demised Premises and again have and repossess and enjoy the Demised Premises as if this Lease had not been made and thereupon this Lease and everything contained herein on the part of Landlord to be kept and performed shall cease and determine and be utterly void, and other personal property without prejudice, however, to the right of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and Landlord to recover from Licensee Tenant or its successors all fees Rent due under this Agreement had it up to the time of entry. The commencement of a proceeding or suit in forcible entry and detainer or in ejectment or otherwise, after any default by Tenant, shall be equivalent in every respect to actual entry by Landlord. In case of any default by Tenant and entry by Landlord, Landlord may relet the premises at Tenant's cost (including but not been terminated, less limited to brokers and attorneys fees) for the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession remainder of the space so licensed and of all Devices, fixturesLease term for the highest rent obtainable, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in may recover from Tenant any such event, Licensee shall pay promptly upon demand the difference deficiency between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) amount so obtained and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionof Rent hereinbefore reserved. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee defaults In the event of any breach of this Lease by Tenant the Landlord shall notify the Tenant in the payment writing of the fees payable by it hereunder such breach, and Tenant shall have ten (10) days in which to cure any such breach as to payments of rent or fails other sums due hereunder, and thirty (30) days to perform cure any other of its obligations under this Agreement, breach and Licensee fails if: Tenant shall fail to cure such breach or default within a period such time limit, then Landlord, besides other rights or remedies Landlord may have, shall have the immediate right of fifteen (15) days after written notice reentry and may remove all persons and property from Licensor the Premises, and such default is not cured within property may be removed and stored in a public warehouse or elsewhere at the applicable grace period cost of and for the account of Tenant. Should Landlord elect to raentar, as herein provided, or should Landlord take possession pursuant to legal proceedings or pursuant to any notice provided thereinfor by law. Landlord may either terminate this Lease or may from time to time, then Licensor shall have all rights without terminating this Lease, relet the Premises, or any part thereof, for such term or terms and remedies now at such rental or hereafter provided by law andrentals and upon such other terns and conditions as Landlord in his sole discretion may deem advisable, in addition, may do any one or more of with the following: right to make alterations and repairs to said premises. Upon such reletting: (a) Terminate this Agreement Tenant shall be immediately liable to pay to Landlord, in addition to any indebtedness other than rent due hereunder, the cost and expenses of such reletting and of such alteration and repair, incurred by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixturesLandlord, and other personal property of Licensee remaining on such space and full right and authority to sellthe amount, leaseif any, or otherwise dispose of by which the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under rent reserved in this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement Lease for the period of such reletting (up to but not beyond Term, exceeds the amount agreed to be paid as rent for the demised premises for such period of such reletting or (b) At the option of Landlord, rents received by such Landlord from such reletting shall be applied as follows: First, to the payment of any indebtedness, other than rent, due hereunder from Tenant to Landlord; Second, to the payment of any costs and expenses of such reletting and of such alterations and repairs; Third, to the payment of rent due and unpaid hereunder; and the residue, if any, shall be held by Landlord and applied in payment of future rent as the same may become due and payable hereunder. If Tenant has been credited with any rent to be received by such reletting under option (a), and such rent shall not be promptly paid to Landlord by:the new Tenant, or if such rentals received from reletting under option (b) during any month be less than that to be paid during that month by Tenant hereunder, Tenant shall pay any such deficiency to Landlord. Such deficiency shall be calculated and paid monthly. No such reentry or taking possession of the Premises by Landlord shall be construed as an election on Landlord’s part to terminate this Lease unless a written notice of such intantion be given to Tenant or unless the termination thereof be dacreed by a court of competent jurisdiction. Notwithstanding any re-letting without termination, Landlord may at any time thereafter elect to terminate this Lease for such previous breach. Should Landlord at any time elect to terminate this Lease for any breach, in addition to any other remedies ha may have, Landlord may recover from Tenant all damages incurred by Landlord by reason of such breach, including the cost of recovering the premises, and including the worth at the time of such termination of the excess, if any, of the amount of rent and charges equivalent to rent reserved in this Lease for the remainder of the stated term of this Agreement) and Lease over the net amount received by Licensor from such reletting and from such salethan reasonable rental value of the premises for the remainder of the stated term, lease, or other disposition. (c) To treat all of which amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee shall be immediately due and payable from Tenant to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the AgreementLandlord.

Default. If Licensee defaults in Upon the payment occurrence and during the continuation of a Default and after notice from the fees payable by it hereunder or fails Lender (to perform any other of its obligations the extent notice is required under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after the Loan Documents): a. upon written notice from Licensor and such default is not cured within the applicable grace period provided thereinLender to Grantor, then Licensor shall have all rights of Grantor to exercise the voting and remedies now or hereafter provided other consensual rights which it would otherwise be entitled to exercise pursuant to paragraph 7 shall cease, and all such rights shall thereupon become vested in the Lender who shall thereupon have the sole right to exercise such voting and other consensual rights; Loan No: . 20008083177 (Continued) Page 8 b. all rights of Grantor to receive the Collateral Payments and Distributions which Grantor would otherwise be authorized to receive and retain pursuant to paragraph 7 shall cease, and all such rights shall thereupon become vested in the Lender who shall thereupon have the sole right to receive and hold as Collateral such Collateral Payments and Distributions; and c. all Collateral Payments and Distributions which are received by law and, Grantor contrary to the provisions of this paragraph 8 shall be received in addition, may do any one or more trust for the benefit of the following: (a) Terminate this Agreement by giving written notice Lender, shall be segregated from other funds of Grantor, and shall forthwith be paid over to Licensee; resume possession of the space occupied by Licensee Lender as Collateral in the Licensed Locations; retain same form as so received (with any necessary endorsements). d. In order to permit the Lender to exercise the voting and other consensual rights which it may be entitled to exercise and to receive all DevicesCollateral Payments and Distributions which it may be entitled to receive, fixtures(i) Grantor shall promptly execute and deliver (or cause to be executed and delivered) to the Lender all such proxies, dividend payment orders, and other personal property instruments as the Lender may from time to time reasonably request, and (ii) without limiting the effect of Licensee remaining the immediately preceding clause (i), Grantor hereby grants to the Lender an irrevocable proxy to vote the Pledged Ownership Interests and to exercise all other rights, powers, privileges, and remedies to which a holder of the Pledged Ownership Interests would be entitled (including, without limitation, giving or withholding written consents of members, calling special meetings of members, and voting at such meetings), which proxy shall be effective, automatically and without the necessity of any action (including any transfer of any Pledged Ownership Interests on such space and full right and authority the record books of the issuer thereof) by any other Person (including the issuer of the Pledged Ownership Interests or any officer or agent thereof). e. Notwithstanding any of the foregoing, Grantor agrees that this Agreement shall not in any way be deemed to sellobligate the Lender to assume any of Grantor’s obligations, leaseduties, expenses, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term liabilities arising out of this Agreement following such defaultunless the Lender otherwise expressly agrees to assume any or all of said obligations, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such defaultduties, Licensee shall have no right to remove any Devices, fixturesexpenses, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementliabilities in writing.

Default. All covenants and agreements contained in this Agreement are declared to be covenants and conditions of the Agreement for the entire Term. If Licensee defaults in the Buyer (i) fails to make any payment of the fees payable by it hereunder Price or other amount which is the responsibility of Buyer under this Agreement as specified in Section I, (ii) fails to timely perform any other covenant, condition or agreement contained in this Agreement within ten (10) days after Seller's delivery of written notice to Buyer of such failure in accordance with Section 9 herein, or (iii) shall be in default ( or any affiliate of Buyer shall be in default) under any other agreement between Seller ( or any affiliate of Seller) and Buyer (or any affiliate of Buyer), then Seller may exercise any or all of the following remedies to the extent not expressly prohibited by Applicable Law: (a) immediately terminate this Agreement without notice; (b) terminate Buyer's right to possess the Property without terminating this Agreement; (c) enter upon and take possession of the Property, and remove all persons and prope1ty therefrom without being deemed guilty of any manner of trespass; (d) relet the Property upon terms and conditions reasonably satisfactory to Seller, provided that Seller shall have no obligation to release the Property or to otherwise mitigate its obligations damages due to Buyer's default hereunder; (e) bring an action to recover damages, including, without limitation , Seller's costs of collection, costs incurred to recover possession of the Property and costs incurred to prepare the Property for releasing; (f) offset any amounts due from Buyer against any reimbursements due from Seller to Buyer; or (g) exercise any other right or remedy available to Seller under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all at law or in equity. Seller' s rights and remedies set forth in the previous sentence shall be cumulative and Seller' s exercise of one shall not preclude Seller's concurrent exercise of any others. Any failure by Seller to strictly enforce any provision of this Agreement shall not be a waiver of Buyer's failure to perform and shall not waive or restrict Seller's ability to strictly enforce the provision at any time. For purposes of this Agreement, an "affiliate of Buyer" shall mean any entity owned or controlled, in whole or in part, or which is under common control with Buyer, and "affiliate of Seller" shall mean any entity which owns or which is under common control with Seller. Buyer hereby expressly waives demand, notice of default and service of any notice of intention to reenter, except as expressly stated otherwise herein. Buyer hereby waives any and all rights to recover or to regain possession of the Property or to reinstate or to redeem this Agreement as permitted or provided by any statute, law or decision now or hereafter in force and effect. No payment by Buyer or receipt by Seller of a lesser amount than the Price stipulated in this Agreement shall be deemed to be other than on account of the earliest stipulated Price nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Price be deemed an accord and satisfaction, and Seller may accept such check or payment without prejudice to Seller's right to recover the balance of such Price or pursue any other remedy provided by law and, in this Agreement. In addition, may do any one no receipt of moneys by Seller from Buyer after the cancellation or more termination of the following: (a) Terminate this Agreement by giving written shall reinstate, continue, or extend the Agreement, or affect any prior notice given to Licensee; resume Buyer, or operate as a waiver of the right of Seller to recover possession of the space occupied Property by Licensee in the Licensed Locations; retain all Devicessuit, fixturesaction, proceeding or other remedy, and other personal property any and all moneys so collected shall be deemed to be payments on account of Licensee remaining on such space the use and full right and authority to sell, leaseoccupancy of the Property, or otherwise dispose of the same or to store the same, all at the expense election of Licensee; and to recover from Licensee all fees due Seller, on account of Buyer's liability under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee defaults in the payment of the fees payable by it hereunder or Tenant fails to pay any installment of rent or make any other payment required to be made of Tenant when the same shall become due and payable hereunder, or if Tenant fails to observe and perform any other provision, covenant, or condition of its obligations this Lease required under this Agreement, Lease to observed and Licensee fails to cure such default performed by Tenant within a period of fifteen (15) 15 days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor landlord shall have all rights given notice to Tenant of the failure of Tenant to observe and remedies now perform the same, or hereafter provided if Tenant abandons or vacates the Premises during the continuance of this Lease, or if Tenant makes an assignment for the benefit of creditors or enters into a composition agreement with its creditors, or seized by law andlegal process, or if this Lease is assigned in violation of the terms hereof or is terminated by operation of law, then, in additionany such event, may do immediately or at any one or more time thereafter, at the option of the followingLandlord, Landlord shall, as it elects, either: (a) Terminate declare this Agreement by giving written notice Lease to Licensee; resume possession of the space occupied by Licensee be in the Licensed Locations; retain all Devicesdefault, fixturesin which event this Lease shall immediately cease and terminate, and Landlord may possess and enjoy the Premises as though this Lease had never been made, without prejudice, however, to any and all rights of action when Landlord may have against Tenant for rent and other personal property charges payable by Tenant hereunder (both past due and rent due Landlord through date of Licensee remaining on such space Landlord’s possession and full right and authority to sellpast due payable by Tenant)), leasedamages, or otherwise dispose breach of the same or covenant, in respect to store the same, all at the expense of Licenseewhich Tenant shall remain and continue liable notwithstanding such termination; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition.or (b) Without terminating this Agreementrelet the Premises, reenter or any part thereof, for such term or terms and assume possession on such conditions, as Landlord deems appropriate. for and on behalf of Tenant, for the highest rental reasonably attainable in the judgment of Landlord, which reletting shall not be considered as a surrender or acceptable back of the space so licensed and Premises or a termination of all Devices, fixturesthis Lease, and other personal property of Licensee located therein and relet the space and sellJuly 28, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in 2014 359 recover from Tenant any such event, Licensee shall pay promptly upon demand the difference deficiency between the fees due amount of rent and all other charges payable by Tenant under this Agreement for Lease and those amounts obtained from such reletting, plus any expenses incurred by Landlord in connection with such reletting, including, without limitation, the period expenses of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from any repairs or alterations Landlord deems necessary or appropriate to make in connection with such reletting and from such saleall sums expended for brokerage commissions and reasonable attorney’s fees, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee but Landlord shall be under no duty to relet the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the samePremises. In the event that a bankruptcy or insolvency proceeding is filed by or against Tenant, or if a court of any such defaultcompetent jurisdiction or other governmental authority approves a petition seeking a reorganization, Licensee arrangement, composition or other similar relief with respect to Tenant, or appoints a trustee, receiver or liquidator of Tenant or of all, or substantially all, of the property or affairs of Tenant, Landlord shall have no the right to remove elect any Devicesof the remedies set forth above. If this Lease is assumed or assigned to a trustee, fixturesreceiver, liquidator or other court-appointed person or entity without Landlord’s prior written consent, the parties and their respective successors (whether by operation of law or otherwise agree that, upon such an assignment or assumption, all defaults of Tenant prior to such assignment or assumption must be cured or that adequate assurances that such defaults will be promptly cured must be given and that adequate assurances of future performance under this Lease must be provided. Such adequate assurances shall mean that a bond shall be issued in favor of Landlord in the amount equal to one year’s future rent and that an amount equal to all existing monetary obligations of Tenant which are in default shall be escrowed with an escrow agent acceptable to Landlord. Additionally, all past due monetary obligations of Tenant which are in default shall be paid to Landlord within 60 days after the assignment or assumption and rent will be currently and continually paid on a timely basis commencing with the first day of the month following the 60th day of the assignment and assumption. If Landlord fails to observe and perform any other provision, covenant, or other personal property condition of Licensee from the space licensed, this Lease required under this Lease to observed and Licensor performed by Landlord within 30 days after Tenant shall have a lien thereon as security for given notice to Landlord of the payment failure of all amounts due Licensor under Landlord to observe and perform the Agreementsame, Tenant may terminate this Lease.

Default. If Licensee defaults There shall be deemed to be a breach of this lease (a) if Lessee shall default in the payment of the fees payable by it any rent hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within shall continue for a period of fifteen 10 days, (15b) if Lessee shall default in the performance of any of the other covenants herein and such default shall continue uncured for 15 days after written notice from Licensor and such default thereof to Lessee by Lessor, or (c) if Lessee ceases doing business as a going concern, or if a petition is not cured within filed by or against Lessee under the applicable grace period provided thereinBankruptcy Code or any amendment thereto (including a petition for reorganization, then Licensor shall have all rights and remedies now arrangement or hereafter provided by law andan extension), in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice if Lessee attempts to Licensee; resume remove or sell or transfer or encumber or sublet or part with possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, leased equipment or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the samepart thereof. In the event of a breach of this lease, as herein defined: (a) the leased equipment shall upon Lessor's demand forthwith be delivered to Lessor at Lessee's expense at such place as Lessor shall designate and Lessor and/or its agents may, without notice or liability or legal process, enter into any premises of or under control or jurisdiction of Lessee or any agent of Lessee where the leased equipment may be or by Lessor is believed to be, and repossess all or any part of the leased equipment, disconnecting and separating all thereof from any other property and using all force necessary or permitted by applicable law so to do, Lessee hereby expressly waiving all further rights of possession of the leased equipment and all claims for injuries suffered through or loss caused by such defaultrepossession, Licensee and (b) all sums due and to become due hereunder shall, at Lessor's option, become payable forthwith, and the Lessor, in addition to being entitled to take possession of the leased equipment as hereinbefore described, also shall have no be entitled to recover immediately as and for damages for the breach of this lease and not as a penalty, an amount equal to the difference between the aggregate rent reserved hereunder for the unexpired term of the lease [hereinafter called "Remaining Rentals"] and the then aggregate rental value of all leased equipment for the unexpired term of the lease (hereinafter called "Unexpired Rental Value of Leased Equipment"), provided, however, that if any statute governing the proceeding in which such damages are to be proved, specifies the amount of such claim, Lessor shall be entitled to prove as and for damages for the breach an amount equal to that allowed under such statute. The provisions of this paragraph shall be without prejudice to any rights given to the Lessor by such statute to recover for any amounts allowed thereby. Lessor, upon any breach of this lease, may sell the leased equipment or may re-lease such equipment for a term and a rental which may be equal to, greater than or less than the rental and term herein provided, and any proceeds of such sale received within sixty days after Lessor receives possession of the leased equipment or any rental payments received under a new lease made within such sixty days for the period prior to the expiration of this lease, less Lessor's expenses of taking possession, storage, reconditioning and sale or re-leasing, shall be deemed and considered for the purposes of this paragraph as being the Unexpired Rental Value of Leased Equipment. If the Unexpired Rental Value of Leased Equipment exceeds the Remaining Rentals, Lessor shall be entitled to the excess. The provisions of this paragraph shall be without prejudice to Lessor's right to remove recover or prove in full damages for unpaid rent that accrued prior to the breach of the lease. In the event of a breach of this lease, lessor, at its option, may enforce by appropriate legal proceedings specific performance of the applicable covenants of this lease as well as any Devicesother remedy herein provided. Should any legal proceedings be instituted by Lessor to recover any moneys due or to become due hereunder and/or for possession of any or all of the leased equipment, fixtures, or other personal property of Licensee from the space licensed, Lessee shall pay all cost and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementreasonable attorneys' fees.

Default. If Licensee defaults in In the payment of the fees payable by it hereunder or fails event that Subtenant shall fail to timely perform any other of its obligations under this AgreementSublease other than those referred to in Section 14 above and such failure continues (i) in the case of the payment of any amounts payable to Sublandlord for more than three (3) days, and Licensee fails or (ii) in the case of obligations referred to in Section 14 above, for more than the applicable cure such default within a period specified in Section 14, or (iii) in the case of fifteen any other obligation hereunder (15except under Section 19 below, as to which there is no cure period), for more than twenty five (25) days after written notice from Licensor thereof, or (iv) if Subtenant becomes insolvent, fails to pay its debts as they fall due, files a petition under any chapter of the U.S. Bankruptcy Code (or similar petition under any insolvency law of any jurisdiction), or if such petition is filed against Subtenant and such default proceeding is not cured dismissed within ninety (90) days after the applicable grace period provided thereinfiling thereof, or Subtenant proposes any dissolution, liquidation, composition, financial reorganization or recapitalization with creditors, makes an assignment for the benefit of creditors, or if a receiver trustee or similar agent is appointed or takes possession with respect to any property of the Subtenant, or if the leasehold hereby created is taken on execution or other process of law in any action against Subtenant, then Licensor Subtenant shall have all rights and remedies now or hereafter provided by law and, be deemed to be in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due default under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the sameSublease. In the event of any such defaulta default by Subtenant, Licensee Sublandlord shall have no (a) the right to remove terminate this Sublease by written notice to Subtenant and enforce, with respect to this Sublease and the Subtenant hereunder, (b) any Devices, fixtures, or other personal property and all of Licensee from the space licensedrights and remedies available to Landlord under the Master Lease on account of a default by the tenant thereunder, and Licensor shall have a lien thereon as security (c) all other rights and remedies to which Sublandlord is entitled under this Sublease and under applicable law (including, without limitation, the remedies of Civil Code Section 1951.4 and any successor statute or similar law). Sublandlord will not be in default in the performance of any obligation required to be performed by Sublandlord under this Sublease unless Sublandlord fails to perform such obligation within thirty (30) days after the receipt of written notice from Subtenant specifying in detail Sublandlord’s failure to perform; provided however, that if the nature of Sublandlord’s obligation is such that more than thirty (30) days are required for performance, then Sublandlord will not be deemed in default if it commences such performance within such thirty (30) day period and thereafter diligently pursues the payment same to completion. Upon any default by Sublandlord, Subtenant may exercise any of all amounts due Licensor under its rights provided in this Sublease, at law or in equity, subject to the Agreementlimitations on liability set forth in this Sublease.

Default. If Licensee defaults 18.1 Notwithstanding anything to the contrary in this Lease, only the payment occurrence of any one of the fees payable following events shall constitute a "Default" hereunder by it hereunder or fails to perform any other of its obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the followingTenant: (a) Terminate The failure by Tenant to make any payment of rent or of any other payment required to be made by Tenant under this Agreement by giving Lease within five (5) business days after Landlord delivers to Tenant written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of that the same or to store the same, all at the expense of Licensee; is due and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionpayable. (b) Without terminating The failure by Tenant to observe or perform any of the other covenants or conditions of this AgreementLease to be observed or performed by Tenant within thirty (30) days after Landlord delivers written notice thereof to Tenant; provided, reenter however, that if the nature of Tenant's obligation is such that more than thirty (30) days are reasonably required for its performance, then Tenant shall not be deemed to be in default if it commences performance within such thirty (30) day period and assume thereafter diligently prosecute the same to completion. In the event that a Default occurs under this Lease, then in addition to any other rights or remedies of Landlord hereunder or at law or in equity, Landlord shall have the immediate right of reentry and may remove all persons and property from the Premises, using any legal proceedings that may be available, and such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Tenant. Should Landlord elect to reenter, as herein provided, or should Landlord take possession of the space so licensed and of all DevicesPremises pursuant to legal proceedings or pursuant to any notice provided for by law, fixturesLandlord may either terminate this Lease or may from time to time, and other personal property of Licensee located therein and without terminating this Lease, relet the space and sell, leasePremises, or otherwise dispose of the Devicesany part thereof, fixtures, for such term or terms and at such rental or rentals and upon such other personal property, all on such terms and conditions as Licensor deems Landlord in Landlord's sole discretion may deem advisable, with the right to make alterations and repairs to the Premises. 18.2 Upon such reletting: (a) Tenant shall be immediately liable to pay to Landlord, in addition to any other obligations of Tenant to Landlord hereunder, the cost and expenses of such eventreletting (and any related alterations to or repairs of the Premises) incurred by Landlord, Licensee shall pay promptly upon demand and the difference between amount, if any, by which the fees due under rent reserved in this Agreement Lease for the period of such reletting (up to but not beyond the term Term, exceeds the amount agreed to be paid as rent for the Premises for the period of this Agreementsuch reletting, or (b) and at the net amount option of Landlord, rents received by Licensor such Landlord from such reletting shall be applied as follows: (i) first, to the payment of any obligations of Tenant to Landlord other than the Monthly Rent and from other Payments called for hereunder; (ii) second, to the payment of any costs and expenses of such salereletting and of any related alterations and/or repairs; (iii) third, leaseto the payment of Monthly Rent and other Payments due and unpaid hereunder; and the residue, if any, shall be held by Landlord and applied in payment of future obligations of Tenant as the same may become due and payable hereunder. If Tenant has been credited with any rental payments to be received by such reletting under option (a), and such rental payments shall not be promptly paid to Landlord by the successor occupant of the of the Premises, or other dispositionif such rental payments received from reletting under option (b) during any month shall be less than the obligations of Tenant to be paid during that month hereunder, then in such case, Tenant shall promptly pay any such deficiency to Landlord on a monthly basis. (c) To treat all amounts due and not paid 18.3 No such reentry or taking possession of the Premises by Licensee Landlord shall be construed as an election on Landlord's part to the date terminate this Lease unless a written notice of such defaultintention be given to Tenant or unless the termination thereof be decreed by a court of competent jurisdiction. Notwithstanding any reletting without termination, together with Landlord may at any time thereafter elect to terminate this Lease for such previous Default. 18.4 Should Landlord at any time elect to terminate this Lease for any Default, in addition to any other remedies Landlord may have hereunder or at law or in equity, Landlord may recover from Tenant all amounts payable under damages incurred by Landlord by reason of such Default, including the cost of recovering the Premises, and including the worth at the time of such termination of the excess, if any, of the amount of rent and other charges equivalent to rentals and charges reserved in this Agreement during Lease for the remaining term remainder of the Term of this Agreement following such defaultLease over the then reasonable rental value of the Premises for the remainder of the Term, as an indebtedness all of Licensee which amounts shall be immediately due and payable from Tenant to Licensor Landlord. 18.5 Notwithstanding anything to the contrary set forth herein, at Landlord's option, any Default of Tenant hereunder shall constitute a default under all other leases between Landlord (or Landlord's affiliates) and recover Tenant (or Tenant's parent or affiliates, including, but not limited to, Summerville Investors, LLC and Summerville Senior Living, Inc. (or SSL's subsidiaries or affiliates) from and after a transfer to SSL pursuant to Section 17 above) (collectively, the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed"Related Party Leases"), and Licensor vice versa, and to that end, Tenant hereby agrees that all Related Party Leases shall have be and hereby are amended to reflect that any default of Tenant following applicable cure periods, respectively or collectively, thereunder shall constitute a lien thereon as security for Default of Tenant under this Lease. As used herein, the payment term "Related Party Leases" shall also mean and refer to any and all subsequent leases entered into by and between Landlord (and/or its affiliates) and Tenant (and/or its affiliates). Tenant hereby agrees to execute and to cause any affiliate of all amounts due Licensor under Tenant executing any future lease with Landlord or Landlord's affiliate to promptly execute and deliver to Landlord an amendment to the AgreementLease and/or such Related Party Lease effectuating the cross-default provision set forth in this paragraph.

Default. If Licensee defaults in the payment of the fees payable by it hereunder or Occupant (a) fails to perform pay the monthly occupancy charge or any other charge when due, (b) abandons the storage space, (c) fails to comply with any other term of its obligations this occupancy agreement between Owner and Occupant, or (d) fails to act in accordance with the Owner's reasonable expectations under this Agreement, and Licensee fails after 10 days of notice, Owner may (i) deny Occupant access to cure the storage space until Occupant pays the occupancy charge or such default within a period of fifteen other charges and/or cures the breach under the Agreement (15ii) days after written make any demand or give any notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided required by law and, in addition, may do any one if Occupant does not comply with such demand or more of notice within the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due time required under this Agreement had it not been terminatedor by law, less If any, Owner may immediately deem this agreement to be terminated and, at Occupant's expense, sell Occupant personal property in accordance with Self-Service Storage Facility Act, Section 187 of N.J.S.A 2A-44 or take any other reasonable lawful action in connection with the net amount realized by Licensor from termination of this agreement, and seek the removal of Occupant's personal property and the collection of any such sale, lease, occupancy charges or other disposition. (b) Without terminating this Agreement, reenter and assume possession of charges. Occupant will remain liable to Owner for the space so licensed and of all Devices, fixturesoccupancy charges, and for all other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees charges due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of termination and for any damages resulting from Occupant's non-compliance, including attorney's fees and all expenses of Owner in connection with removing Occupant, preserving and selling Occupant's personal property, and cleaning and repairing the storage space or the facility. Owner shall have the right to dispose of or sell the property contained in the rental space to any person by public sale and for any amount, should a sale take place. Owner shall apply the proceeds of such defaulta sale only to the Occupant's indebtedness to the Owner and shall hold any proceeds over and above the amount owed by the Occupant to the Owner in account for the benefit of the Occupant. Upon written demand, together with all amounts payable under this Agreement during the remaining term excess, if any, shall be returned to the Occupant without interest. Owner shall hold such proceeds for a period not to exceed two years. After two years, these proceeds shall become the property of this Agreement following such defaultthe Owner. Even if the Owner should sell or dispose of the Occupant's property in the manner provided for by Law, as an indebtedness of Licensee immediately due the Occupant will still be personally liable for any occupancy charges and payable other charges that are still owing to Licensor and recover the sameOwner after the Occupant's property has been sold or disposed of. In addition to any other charges to be paid by Occupant, if Owner commences an action for Occupant's non-compliance which does not result in the event removal of any such defaultOccupant and Occupant's personal property, Licensee Occupant shall have no right to remove any Devicespay, fixtureson demand, or other personal property a mandatory charge of Licensee from the space licensed$75 for Owner's attorney fees and expenses, and Licensor shall have a lien thereon as security all other expenses incurred for the payment notification of all amounts due Licensor under the AgreementOccupant and collection from Occupant.

Default. (a) If Licensee defaults default shall be made in the payment of the fees payable by it hereunder rent or fails to perform any installment thereof or in the payment of any other of its obligations lien required to be paid by Tenant under this AgreementLease, or any other agreement between Landlord and Tenant, and Licensee fails to cure such default within a period of fifteen shall continue for ten (1510) days after written notice from Licensor thereof to Tenant, or if default shall be made in the performance of any of the other covenants or conditions which Tenant is required to observe and perform hereunder and such default is not cured within shall continue for thirty (30) days after written notice thereof to Tenant, or if the applicable grace period provided thereininterest of Tenant in this Lease shall be levied on under execution or other legal process, or if any petition shall be filed by or against Tenant to declare Tenant a bankrupt, or if Tenant be declared insolvent according to law by a court of competent jurisdiction, or if any assignment of Tenant's property shall abandon or vacate the premises during the term of this Lease, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, Landlord may do treat the occurrence of any one or more of the following: (a) Terminate foregoing events as a breach of this Agreement by giving written Lease, and thereupon at its options may, without notice or demand of any kind to Licensee; resume possession Tenant or any other persons, have any one or more of the space occupied by Licensee following described remedies, in the Licensed Locations; retain addition to all Devices, fixtures, other rights and other personal property of Licensee remaining on such space and full right and authority to sell, lease, remedies provided at law or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition.in equity: (b) Without terminating this Agreement, reenter Upon any default by Tenant Landlord may re-enter the premises and assume take possession of the space so licensed same and of all Deviceswithout terminating this Lease, fixtures, at any time and other personal property of Licensee located therein and f rom time to time relet the space and sell, lease, premises or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement part thereof for the period account of Tenant, for such reletting (but not beyond term upon such reasonable conditions and at such rental as Landlord may deem proper. In such event Landlord may receive and collect the term of this Agreement) and the net amount received by Licensor rent 9 from such reletting and apply it against any amounts due from Tenant hereunder (including without limitation such saleexpenses as Landlord may have incurred in recovering possession of the premises, leaseplacing the same in good order and condition, repairing the same for reletting, and all other expenses, commissions and charges including reasonable and necessary attorneys' fees which Landlord may have paid or incurred in connection with such repossession and reletting). Landlord may execute any lease made pursuant hereto in Landlord's name, and Tenant thereunder shall be under no obligation to see to the application by Landlord of any rent collected by Landlord nor shall Tenant have any right to collect any rent thereunder. Whether or not the premises are relet, Tenant shall pay Landlord, until the end of the term hereof, the amount of all rent and other charges required to be paid the Tenant hereunder, less the proceeds of such reletting during the term hereof, if any, after payment of Landlord's expenses as provided above. Such payments by Tenant shall be due at such times as are provided elsewhere in this Lease, and Landlord need not wait until the termination of this Lease to recover them by legal action or otherwise. Landlord shall not, by any re-entry or other dispositionact, be deemed to have terminated this Lease or the liability of Tenant for the total rent hereunder unless Landlord shall give Tenant written notice of Landlord's election to terminate this Lease. (c) To treat all amounts due Upon any default by Tenant Landlord may give written notice to Tenant of Landlord's election to terminate this Lease, re-enter the premises and not paid by Licensee to the date take possession of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In in such event Landlord shall thereupon be entitled to recover from Tenant the event worth, at the time of any such defaulttermination of the excess, Licensee shall have no right if any, of the rent and other charges required to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security be paid by Tenant hereunder for the payment balance of all amounts due Licensor under the Agreementterm hereof (if this Lease had not been so terminated) over the then reasonable rental value of the premises for the same period.

Default. If Licensee (a) In the event that Seller is ready, willing and able to close in accordance with the terms and provisions hereof, and Buyer defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under undertaken in this Agreement, Seller shall be entitled to, as its sole and Licensee fails exclusive remedy to cure either: (i) if Buyer is willing to proceed to Closing, waive such default within a period and proceed to Closing in accordance with the terms and provisions hereof; or (ii) declare this Agreement to be terminated, and Seller shall be entitled to immediately receive all of fifteen (15) days after written notice from Licensor the Deposit as liquidated damages as and for Seller’s sole remedy. Upon such default is not cured within the applicable grace period provided thereintermination, then Licensor neither Buyer nor Seller shall have all rights any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Seller and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Buyer agree that (a) Terminate this Agreement actual damages due to Buyer’s default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty and is fair and reasonable in light of all relevant circumstances, (b) the amount specified as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by giving written notice to Licensee; resume possession Seller as a result of having withdrawn the space occupied by Licensee in Property from the Licensed Locations; retain all Devices, fixturesmarket, and other personal property of Licensee remaining on such space and full right and authority (c) Buyer desires to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due limit its liability under this Agreement had it not been terminated, less to the net amount realized by Licensor from of the Deposit paid in the event Buyer fails to complete Closing. Seller hereby waives any such sale, leaseright to recover the balance of the Purchase Price, or any part thereof, and the right to pursue any other dispositionremedy permitted at law or in equity against Buyer. In no event under this Section or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of a default in the obligations herein taken by Seller with respect to the Property, Buyer may, as its sole and exclusive remedy, either: (i) waive any such defaultunsatisfied conditions and proceed to Closing in accordance with the terms and provisions hereof; (ii) terminate this Agreement by delivering written notice thereof to Seller no later than Closing, Licensee upon which termination the Deposit shall be refunded to Buyer, Seller shall pay to Buyer all of the out-of-pocket costs and expenses incurred by Buyer in connection with this Agreement, which return and payment shall operate to terminate this Agreement and release Seller and Buyer from any and all liability hereunder, except those which are specifically stated herein to survive any termination hereof; (iii) enforce specific performance of Seller’s obligations hereunder; or (iv) by notice to Seller given on or before the Closing Date, extend the Closing Date for a period of up to thirty (30) days (the “Closing Extension Period”), and the “Closing Date” shall be moved to the last day of the Closing Extension Period. If Buyer so extends the Closing Date, then Seller may, but shall not be obligated to, cause said conditions to be satisfied during the Closing Extension Period. If Seller does not cause said conditions to be satisfied during the Closing Extension Period, then Buyer shall have the remedies set forth in Section 9(b) (i) through (iii) above except that the term “Closing” shall read “Extended Closing”. Notwithstanding the foregoing, in the event of a willful or intentional default of Seller hereunder, Buyer shall, in addition to the foregoing remedies, be permitted to pursue any and all rights and remedies available to Buyer at law or in equity; provided, however, in no right event shall Seller be liable to remove Buyer for any Devicespunitive, fixtures, speculative or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementindirect consequential damages.

Default. If Licensee defaults Any default by Tenant under the terms of this Tenant Improvement Letter shall constitute an Event of Default under the Lease to which this Improvement Letter is attached, and shall entitle Landlord to exercise all remedies set forth in the payment Lease. Without limiting the generality of the fees payable by foregoing, it hereunder shall be an Event of Default if Tenant directs Landlord to stop or fails delay construction of the Tenant Improvements other than through a Change Order. Notwithstanding anything contained herein to perform the contrary, Landlord shall not be obligated to credit Tenant with any other portion of its obligations under this Agreementthe Tenant Improvement Allowance during the continuance of an Event of Default, and Licensee fails Landlord’s obligation to cure credit the Tenant Improvement Allowance shall only resume when and if such default within a period Event of fifteen (15) days after written notice from Licensor and such default Default is not cured within by Tenant. If there exists an Event of Default prior to Substantial Completion of the applicable grace period provided thereinTenant Improvements, then Licensor shall have all rights and remedies now or hereafter provided by law andLandlord may, in additionaddition to all remedies and rights set forth in the Lease, may elect to do any one or more of the following: following (asuch rights being cumulative and not exclusive): (i) Terminate this Agreement by giving written notice to Licensee; resume possession stop construction of the space occupied by Licensee in the Licensed LocationsTenant Improvements, at Tenant’s sole cost and expense; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose (ii) complete construction of the same Tenant Improvements, with such Change Orders as Landlord reasonably determines necessary to put the Premises in a marketable condition, at Tenant’s sole cost and expense; (iii) demolish any or all Tenant Improvements to store bring the same, all at Premises back to the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession condition in which they existed as of the space so licensed Effective Date, at Tenant’s sole cost and of all Devices, fixtures, and other personal property of Licensee located therein and relet expense; and/or (iv) in addition to the space and sell, lease, or otherwise dispose amount of the DevicesSecurity Deposit set forth in Section 6 of the Lease, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in hold any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period amount of such reletting (but not beyond the term money deposited with Landlord by Tenant pursuant to Section 3 of this Agreement) and Exhibit D as a portion of the net amount received Security Deposit, which shall be governed by Licensor from such reletting and from such sale, lease, or other dispositionthe terms of the Lease. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If Licensee (a) In the event that Seller is ready, willing and able to close in accordance with the terms and provisions hereof, and Buyer defaults in the payment of the fees payable by it hereunder or fails to perform any other of its obligations under undertaken in this Agreement, Seller shall be entitled to, as its sole and Licensee fails exclusive remedy to cure either: (i) if Buyer is willing to proceed to Closing, waive such default within a period and proceed to Closing in accordance with the terms and provisions hereof; or (ii) declare this Agreement to be terminated, and Seller shall be entitled to immediately receive all of fifteen (15) days after written notice from Licensor the Exxxxxx Money as liquidated damages as and for Seller’s sole remedy. Upon such default is not cured within the applicable grace period provided thereintermination, then Licensor neither Buyer nor Seller shall have all rights any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Seller and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: Buyer agree that (a) Terminate this Agreement actual damages due to Buyer’s default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty and is fair and reasonable in light of all relevant circumstances, (b) the amount specified as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by giving written notice to Licensee; resume possession Seller as a result of having withdrawn the space occupied by Licensee in Property from the Licensed Locations; retain all Devices, fixturesmarket, and other personal property of Licensee remaining on such space and full right and authority (c) Buyer desires to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due limit its liability under this Agreement had it not been terminated, less to the net amount realized by Licensor from of the Exxxxxx Money paid in the event Buyer fails to complete Closing. Seller hereby waives any such sale, leaseright to recover the balance of the Purchase Price, or any part thereof, and the right to pursue any other dispositionremedy permitted at law or in equity against Buyer. In no event under this Section or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages. (b) Without terminating In the event of a default in the obligations herein taken by Seller, or in the event of the failure of a condition precedent set forth in Section 13 of this Agreement, reenter and assume possession with respect to any or all of the space so licensed Properties, Buyer may, as its sole and of all Devicesexclusive remedy, fixtureseither: (i) waive any unsatisfied conditions and/or such Seller default, as applicable, and other personal property of Licensee located therein proceed to Closing in accordance with the terms and relet provisions hereof; (ii) terminate this Agreement by delivering written notice thereof to Seller no later than Closing, upon which termination the space and sellExxxxxx Money shall be refunded to Buyer, lease, or otherwise dispose Seller shall pay to Buyer all of the Devicesout-of-pocket costs and expenses incurred by Buyer in connection with this Agreement in an amount not to exceed $15,000.00 per Property, fixtureswhich return and payment shall operate to terminate this Agreement and release Seller and Buyer from any and all liability hereunder, except those which are specifically stated herein to survive any termination hereof; (iii) to enforce specific performance of Seller’s obligations hereunder; or (iv) by notice to Seller given on or before the Closing Date, extend the Closing Date for a period of up to thirty (30) days (the “Closing Extension Period”) to permit Seller to remedy any such default, and other personal propertythe “Closing Date” shall be moved to the last day of the Closing Extension Period. If Buyer so extends the Closing Date, all on such terms and then Seller may, but shall not be obligated to, cause said conditions as Licensor deems advisableto be satisfied during the Closing Extension Period. If Seller does not cause said conditions to be satisfied during the Closing Extension Period, and then Buyer shall have the remedies set forth in any such event, Licensee Section 9(b)(i) through (iii) above except that the term “Closing” shall pay promptly upon demand be revised to reflect the difference between the fees due Buyer’s election of remedies under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionSection 9(b). (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event that Improvements are not Substantially Complete in accordance with the terms of any such defaultthe Lease and Tenant has not commenced paying rent on or before the date that is sixty (60) days after the proposed Rent Commencement Date, Licensee then Buyer shall have no the absolute right to remove any Devicesterminate this Purchase and Sale Agreement, fixturesat which time the Escrow Agent shall return the entire Deposit to Buyer, or other personal property Seller shall pay to Buyer all of Licensee from the space licensed, out-of-pocket costs and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementexpenses incurred by Buyer in connection with this Agreement in an amount not to exceed $15,000.00 per Property.

Default. If Licensee defaults the LESSEE shall default in the payment in any of the fees payable installments of rent as herein provided, or breach any of the terms, conditions or provisions herein contained, or, during the term of this lease, shall file a voluntary petition in bankruptcy, shall make an assignment for the benefit of creditors or shall be adjudicated bankrupt; if a receiver shall be appointed for LESSEE'S business; or if LESSOR deems itself insecure, LESSOR may at its election terminate this Agreement without notice to LESSEE and shall thereupon be entitled to the immediate possession of any and all vehicles in LESSEE'S possession hereunder. In the event this Agreement shall be so terminated, LESSEE shall not be released from any liability to LESSOR for LESSEE'S failure to make any of the payments required by it hereunder this Agreement or fails for LESSEE'S failure or inability to perform any other the conditions of its obligations under this Agreement, and Licensee fails to cure LESSEE hereby waives all claims for injury suffered through or loss caused by such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within repossession. Upon default, the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more balance of the following: (a) Terminate installments of rent, to the end of this Agreement lease or any existing extension of it, shall, without notice or demand by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all DevicesLESSEE, fixtures, at once become due and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licenseepayable; and in addition thereto, the LESSEE hereby authorizes and empowers the LESSOR to recover from Licensee all fees due under this Agreement had it not been terminatedenter its premises or any other place where the leased vehicle(s) may be found, less forcibly if necessary, to take possession and carry away and remove such vehicle(s), with or without legal process and thereby terminate the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter LESSEE'S right to retention and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period use of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the samevehicle(s). In the event of any such default, Licensee legal proceedings shall have no right be instituted by LESSOR against LESSEE to remove recover any Devices, fixtures, sums due or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security to become due hereunder and/or for the payment repossession of all amounts due Licensor under the Agreementvehicle(s) leased hereunder, LESSEE shall pay to LESSOR reasonable attorneys' fees sand costs of repossession.

Default. If Licensee defaults in the The prompt payment of the fees payable by it hereunder or fails to perform any other rent and for services for said Leased Premises upon the date named, faithful observance of its obligations under the rules and regulations printed upon this Agreementlease, and Licensee fails which are hereby made apart ofthis covenant, and of such other and further rules and regulations as may hereafter be made by the landlord, ore the conditions upon which the lease is made and accepted. Any failure on the part of the Tenant to cure such default within comply with the terms of said lease, or any of said rules and regulations prescribed by the Landlord, shall at the option of the Landlord, work a period forfeiture of this contract, and all of the rights of the Tenant hereunder. Tenant shall have fifteen (15) days after written notice from Licensor and such default the date of notification to cure the noticed deficiency. If the deficiency is not cured within fifteen (15) days, the applicable grace period provided therein, then Licensor Landlord shall have the right to declare this Lease in default At which time the Landlord, his agents or attorneys, shall have the right to enter said leased premises and remove all rights persons therefrom forcibly or otherwise, and remedies now or hereafter provided the Tenant thereby waives any end all notice required by law andto terminate tenancy, in addition, may do and also waives any one or more of the following: (a) Terminate this Agreement by giving written notice and all legal proceeding to Licensee; resume recover possession of the space occupied by Licensee said Xxxxxxxx, and expressly agrees that in the Licensed Locations; retain all Devices, fixtures, and other personal property event of Licensee remaining on such space and full right and authority to sell, a violation of any terms of this lease, or otherwise dispose of said rules and regulations now in existence, or which may hereafter be made, said Landlord, his agent or attorney may immediately re-enter said Premises and dispossess Tenant without legal notice or the same or to store institution of any legal proceedings whatsoever. However, in no way does this relieve the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor Tenant from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of financial responsibilities under the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionLease. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. (a) If Licensee defaults in the payment of the fees payable by it hereunder or Tenant fails to perform any other of its obligations under this Agreementpay Rent, including Additional Rent on or before the due dates as herein stated (TIME IS OF THE ESSENCE) and Licensee if Tenant fails to cure such default within a ten (10) days after notice from Landlord; or if Tenant shall be in default in performing any of the terms, covenants and conditions of this Lease other than the provision requiring the payment of Rent, and fails to cure such default within thirty (30) days or such other time as is reasonably required for Tenant to cure such default so long as Tenant has commenced and diligently prosecutes the curing of such default within such thirty day period and in no event longer than sixty (60) days after the receipt of notice of default from Landlord; or this Lease is assigned to any other persons, firm, office or corporation, without the permission of Landlord except as provided herein, this Lease shall be in default. Upon such default, at Landlord's option, this Lease shall expire and terminate fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving Landlord delivers written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period Tenant of such reletting (but not beyond the term of this Agreement) condition or default and the net amount received by Licensor from such reletting Tenant shall immediately quit and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee surrender said Property to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the sameLandlord. In the event of any such defaultdefault or breach of performance, Licensee Landlord without any further notice or demand of any kind to Tenant, may terminate this Lease and re-enter and forthwith repossess the entire Property and without being liable for trespass or damage shall have no re-let, lease, or demise the Property to another Tenant without any hindrance or prejudice to Landlords right to remove distraint for any Devicespast due Rent, fixturesAdditional Rent, or other personal property of Licensee and Rent from the space licensed, time of such default or termination until the Property was leased or rented to another Tenant. (b) If Landlord or Master Landlord shall fail to perform each and Licensor shall have a lien thereon as security for the payment all of all amounts due Licensor its obligations under the AgreementMaster Lease (except for those obligations to be performed by Tenant hereunder) and such failure is not cured within the applicable notice and cure period, Tenant may, but shall not be obligated to, cure any such failure and recover reimbursement for its costs thereof (i) from Landlord or if Landlord does not pay such invoice within thirty (30) days after presentation (ii) then by offset against the next monthly installment(s) of Rent to be paid by Tenant hereunder. Additionally, if Landlord shall default in the performance of any of the covenants, obligations or conditions that are the responsibility of Landlord in the Master Lease, Landlord shall immediately provide written notice to Tenant of such default. If Master Landlord seeks to exercise its right to terminate the Master Lease, Tenant may elect, in its sole discretion, to either (a) terminate this Lease or (b) continue to occupy the Property, on a month-to-month basis in accordance with this Lease paying Rent directly to Master Landlord during a transition period of up to nine (9) months, such tenancy terminable by Tenant upon thirty (30) days written notice to Master Landlord.

Default. If Licensee defaults In the event Tenant shall (a) vacate or abandon* the Demised Premises at any time when a portion of the total rental remains due or unpaid, or in the payment event of nonpayment of any rent provided for in this Lease agreement, or (b) in the event of any breach of any of the fees payable conditions, stipulations or covenants by it hereunder or fails to perform any other of its obligations under the Tenant, as set forth in this AgreementLease agreement, and Licensee fails to cure such said default within shall continue or exist for a period of fifteen (15) 15 days after written notice from Licensor and such of said default is not cured within has been given to Tenant by Landlord, Tenant's rights to the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in Demised Premises shall constitute an unlawful detainer of the Licensed Locations; retain all Devices, fixturesDemised Premises, and other personal property of Licensee remaining on such space and full right and authority to sell, leasethe Tenant shall forthwith become a Tenant at Sufferance. In the event that this Lease shall be terminated as herein provided, or otherwise dispose of by summary proceedings or otherwise, the same or Landlord shall, at its option, have the right to store the sameimmediately re-enter, all at the expense of Licensee; retake and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume take possession of the space so licensed Demised Premises and of all Devices, fixtures, declare said term and other personal property of Licensee located therein Lease ended and relet the space to expel and sell, leaseremove Tenant and each and every person in or upon said Demised Premises, or otherwise dispose any part thereof; all of the Devices, fixtures, right of Tenant in and other personal property, all on such terms to this instrument and conditions as Licensor deems advisablein and to the property herein Leased and rented, and in any and to the use of said Demised Premises and building and appurtenances which have become permanent fixtures, shall thereupon automatically become terminated and forfeited; then in such eventcase, Licensee shall pay promptly upon demand all the difference between right, estate and interest of the fees due Tenant in and under this Agreement indenture and in the Demised Premises hereinbefore described, and all improvements then situated in and upon said Demised Premises, together with all rents, issues and profits of said premises and the improvements thereon, and together with the security deposit, any advanced rental required to be paid herein, whether then accrued or to accrue, shall, without any compensation made therefor unto to the Tenant, at once pass to and become the property of Landlord. However, Landlord may, at its option, re-enter and retake possession of the Demised Premises, and offer the Demised Premises for rent as agent for Tenant. In the event Landlord is able to re-rent the Demised Premises for a monthly rental less than the amount stipulated herein, or for a term shorter than the remaining term hereof, Tenant shall remain liable for any shortage of rental income over and above the amount realized on a re-rental or for any period of such reletting (but not hereof, beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the sameany new Lease. In any event, this clause hereof shall not require Landlord to re-enter the event of any such defaultDemised Premises, Licensee shall have no right to remove any Devicesbut Landlord may, fixturesat its option, or other personal property of Licensee from the space licensed, do nothing and Licensor shall have a lien thereon as security hold Tenant responsible for the payment of all amounts due Licensor under the Agreementrent as and when it accrues from time to time thereafter.

Default. If Licensee EasyLink acknowledges that but for this Agreement it would be in default under the Leases and that, upon default under this Agreement or upon further default under the Leases, Fleet may immediately exercise any and all rights provided to Fleet under the Leases and applicable law, including, without limitation, an action on the Forbearance Note against EasyLink. In the event EasyLink shall not comply with any of the forbearance terms and conditions set forth herein or defaults under one of the Leases, Fleet shall no longer be required to forbear enforcement rights and shall be afforded all remedies as stated in the payment of the fees payable by it hereunder or fails to perform Lease. EasyLink understands and agrees that Fleet has not waived any other of its obligations under this Agreementdefaults, that nothing herein shall be construed as any such waiver, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided thereinthat, then Licensor shall have upon any non-compliance with any term or provision set forth herein, Fleet may immediately exercise all rights and remedies now available to Fleet under the Leases and applicable law. EasyLink understands and agrees that no notice or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, leasecure periods are available, or otherwise dispose will be given, with respect to the occurrence or reoccurrence of a default under the same Leases, or to store any non-compliance by EasyLink with the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions set forth herein other than as Licensor deems advisable, set forth in this Agreement and in any such event, Licensee shall pay promptly upon demand the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such defaultoccurrence, Licensee reoccurrence, or non-compliance the forbearance described in this letter will immediately terminate and the rights and remedies of Fleet under the Leases will once again be applicable. Fleet's forbearance shall have no not constitute (a) a waiver of Fleet's right to remove hereafter enforce its remedies with respect to any Devicesdefault; (b) an election of remedies; or (c) a waiver by Fleet of any rights or remedies available to it under applicable laws and/or the Leases. No delay or failure of Fleet to exercise any right, fixturespower or privilege hereunder shall affect such right, power or other personal property privilege or preclude the later exercise thereof, nor shall any single or partial exercise thereof preclude any further exercise thereof or the exercise of Licensee from any further right, power or privilege. This Agreement does not establish a course of dealing between the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreementparties.

Default. If Licensee defaults Tenant hereby agrees that in the case Tenant shall default in making any payment due hereunder or in performing any of the fees payable by it hereunder or fails to perform any other of its obligations under this Agreementagreements, and Licensee fails to cure such default within a period of fifteen (15) days after written notice from Licensor and such default is not cured within the applicable grace period provided therein, then Licensor shall have all rights and remedies now or hereafter provided by law and, in addition, may do any one or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume possession of the space occupied by Licensee in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisableof this Lease, and or if any proceeding is commenced by or against Tenant in bankruptcy or for appointment of a receiver, or if Tenant becomes insolvent or makes a general assignment for the benefit of creditors, then, in any such event, Licensee shall pay promptly upon demand Landlord, in addition to all other rights and remedies available to Landlord, by law or by other provisions hereof, may, with process of law, re-enter immediately into the difference between Premises and remove all persons and property therefrom, and, at Landlord's option, annul and cancel this Lease as to all future rights of Tenant, and Tenant hereby expressly waives the fees due under this Agreement for the period service of such reletting (but not beyond the term any notice in writing of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee intention to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, re-enter as an indebtedness of Licensee immediately due and payable to Licensor and recover the sameaforesaid. In the event Tenant further agrees that in case of any such defaulttermination or re-entry the obligations of Landlord hereunder shall cease but the obligation of Tenant to pay Base Rent, Licensee Additional Rent (as defined in Section 31 below) and other sums which may become due hereunder shall have no right to remove any Devices, fixtures, or other personal property continue for the then unexpired portion of Licensee from the space licensedTerm, and Licensor that Tenant will indemnify the Landlord against all loss of rents and other damage which Landlord may incur by reason of such termination or re-entry, including, but not limited to, costs of restoring and repairing the Premises and putting the same into rentable condition, costs of renting the Premises to another tenant, loss or diminution of rents and other damage which Landlord may incur by reason of such termination or re-entry, and all reasonable attorneys' fees and expenses incurred in enforcing any of the terms of this Lease. Neither acceptance of rent by Landlord, with or without knowledge of breach, nor failure of Landlord to take action on account of any breach hereof or to enforce its rights hereunder shall have be deemed a lien thereon as security for the payment waiver of all amounts due Licensor under the Agreementany breach, and absent written notice or consent, said breach shall be a continuing one.

Default. If Licensee defaults in (a) The following events shall constitute a default hereunder: (i) The Tenant fails to pay any rent, security deposit, additional rent or other charge to be paid by the payment of Tenant hereunder within five days after the fees payable by it hereunder or due date therefor. (ii) The Tenant fails to perform any other of its other obligations under this Agreement, and Licensee fails to cure such default within a period of fifteen Lease for more than thirty (1530) days after written notice from Licensor and of such default is not cured given by the Authority to the Tenant unless Tenant shall provide evidence of commencing corrective measures during such period and shall then pursue them to completion within a reasonable period of time. Upon the applicable grace period provided thereinoccurrence of a default, then Licensor in addition to all remedies the Authority may have at law or in equity, and the right to be reimbursed by the Tenant for all reasonable attorneys' fees and court costs incurred by the Authority as a result of such default, the Authority shall have the immediate right to re-enter the Premises and remove all rights persons and remedies now property therefrom and store such property in a public warehouse or hereafter provided by law andelsewhere at the cost of, in additionand for the account of, the Tenant. The Authority shall have the right to take such action without service of notice or resort to legal process and without being deemed guilty of trespass or becoming liable for any loss or damage which may do any one be occasioned thereby. If the Authority elects to re-enter or more of the following: (a) Terminate this Agreement by giving written notice to Licensee; resume take possession of the space occupied Premises, the Authority may, at its option, either terminate this Lease, or without terminating this Lease, re-lease the Premises or any part thereof, for the benefit of the Tenant, for such term or terms (whether shorter or longer than the term of this Lease) and at such rent or rents and upon such other terms and conditions as the Authority, in its sole discretion, deems advisable. No re-entry or taking possession of the Premises by Licensee the Authority shall be construed as an election by the Authority to terminate this Lease unless written notice of such intention is given by the Authority to the Tenant or this Lease is terminated by an order or a decree of a court of competent jurisdiction. Notwithstanding any such reletting without termination, the Authority may at any time thereafter elect to terminate this Lease for any previous default by the Tenant in the Licensed Locations; retain all Devices, fixtures, and other personal property of Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose performance of the same or to store the same, all at the expense terms and conditions of Licensee; and to recover from Licensee all fees due under this Agreement had it not been terminated, less the net amount realized by Licensor from any such sale, lease, or other dispositionLease. (b) Without terminating this Agreement, reenter and assume No re-entry or taking possession of the space so licensed and Premises by the Authority or any other action taken by the Authority, as a result of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, or otherwise dispose any default of the DevicesTenant, fixtures, shall relieve the Tenant of any of its liabilities and other personal property, all on such terms and conditions as Licensor deems advisable, and in any such event, Licensee shall pay promptly upon demand the difference between the fees due obligations under this Agreement for Lease whether or not the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other dispositionPremises are relet. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the same. In the event of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.

Default. If In the event Licensee fails to pay when due any amounts (including, without limitation, the License Fee) to be paid by Licensee pursuant to this Agreement or otherwise defaults in the payment of the fees payable by it hereunder performance or fails to perform any other observation of its duties and obligations under this Agreement (including, without limitation, any breach of a covenant, representation or warranty contained herein), Owner may, at its option, terminate the rights of Licensee hereunder by giving Licensee written notice of such default and five (5) calendar days to cure such default, and, in the event that Licensee shall not have cured the default specified in said notice within said five (5) day period, then Owner may terminate the right of Licensee to the use the Licensed Product and/or the Permitted Club Areas facilities and all other rights or privileges of membership in the Licensed Product provided under this Agreement, retain any and Licensee fails to cure such default within a period all amounts previously received from Licensee, and declare the entire unpaid balance of fifteen (15) days after written notice from Licensor the License Fee for the remainder of the Term immediately due and such default is not cured within the applicable grace period provided thereinpayable, then Licensor whereupon Owner shall have all rights and remedies now or hereafter provided by law and, in addition, may do no further obligation of any one or more of the following: (a) Terminate this Agreement by giving written notice kind to Licensee; resume possession . Owner may, without waiving any other right or remedy to which it may be entitled, immediately apply the Security Deposit to Licensee’s obligations to pay the License Fee or other amounts owed to Owner as a result of the space occupied by Licensee in such default. Upon Owner’s termination of Licensee’s license to use and possess the Licensed Locations; retain all DevicesProduct, fixtures, Owner shall be free to license the right to use and other personal property of possess the Licensed Product to a third party without further obligation to Licensee remaining on such space and full right and authority to sell, lease, or otherwise dispose of the same or to store the same, all at the expense OWNER SHALL HAVE NO DUTY TO MITIGATE ANY DAMAGES CAUSED BY LICENSEE’S DEFAULT. Notwithstanding termination of Licensee; ’s license to use and possess the Licensed Product pursuant to recover from this Section, Licensee shall remain obligated to make all fees payments due or becoming due under this Agreement had it Agreement. The foregoing remedies of Owner shall not been terminated, less be to the net amount realized by Licensor from exclusion of any such sale, lease, other right or other disposition. (b) Without terminating this Agreement, reenter and assume possession of the space so licensed and of all Devices, fixtures, and other personal property of Licensee located therein and relet the space and sell, lease, remedy set forth herein or otherwise dispose of the Devices, fixtures, and other personal property, all on such terms and conditions as Licensor deems advisable, and available to Owner in any such event, law or in equity. Licensee shall pay promptly upon demand be responsible for all reasonable attorney’s fees and costs incurred by Owner in the difference between the fees due under this Agreement for the period of such reletting (but not beyond the term of this Agreement) and the net amount received by Licensor from such reletting and from such sale, lease, or other disposition. (c) To treat all amounts due and not paid by Licensee to the date of such default, together with all amounts payable under this Agreement during the remaining term enforcement of this Agreement following such default, as an indebtedness of Licensee immediately due and payable to Licensor and recover the samewhether or not litigation is actually commenced. In the event that such enforcement results in trial or arbitration, the prevailing party shall be entitled to recover all reasonable attorney’s fees incurred as a result thereof, including fees and costs of any such default, Licensee shall have no right to remove any Devices, fixtures, or other personal property of Licensee from the space licensed, and Licensor shall have a lien thereon as security for the payment of all amounts due Licensor under the Agreement.appellate proceedings. THE PARTIES HEREBY WAIVE