Common use of Defaults Clause in Contracts

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee to make any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee. (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events (hereinafter called “Events of Default”) shall constitute a material default and breach “Events of Default” under this Lease by LesseeAgreement: (a) The failure by Lessee the Borrower shall fail to make pay any payment principal of rent any Loan or any other payment required to be made by Lessee hereunder within ten (10) days of Reimbursement Obligation when and as the same shall become due and payable, whether at the due date when due.thereof or at a date fixed for prepayment thereof or otherwise; (b) The the Borrower shall fail to pay any interest on any Loan or any fee or any other amount (other than an amount referred to in Section 10.1(a)) payable under this Agreement, when and as the same shall become due and payable, and such failure shall continue unremedied for a period of three Business Days; (c) any representation or warranty made or deemed made by Lessee or on behalf of any Loan Party or any Subsidiary in or in connection with this Agreement or any Loan Document or any amendment or modification thereof or waiver thereunder, or in any report, certificate, financial statement or other document furnished pursuant to or in connection with this Agreement or any Loan Document or any amendment or modification thereof or waiver thereunder, shall prove to have been materially incorrect when made or deemed made; provided, however, if any Event of Default under this Section 10.1(c) occurs on account of a misrepresentation made in good faith under Section 4.19 hereof, the Borrower shall have 30 consecutive days from the earlier of (i) the date the Borrower becomes aware of the facts forming the basis of the Event of Default, or (ii) the date notice of such Event of Default shall have been made to the Borrower by the Lender, in which to take the steps necessary to remedy the underlying facts and render the representation or warranty true and correct; (d) any Loan Party shall fail to observe or perform any of the covenantscovenant, conditions condition or provisions agreement contained in Section 6.6(a), Section 6.7(a) (with respect to a Loan Party’s existence) or 6.11, or in Article 7; (e) any Loan Party shall fail to observe or perform any covenant, condition or agreement contained in this Agreement (other than those which constitute a default under another Section of this Lease to be observed or performed by LesseeArticle 10), other than described in Section15.1(b) above, where and such failure shall continue unremedied for a period of thirty (30i) 5 days after written the earlier of such breach or notice thereof from Lessor the Lender if such breach relates to Lessee.terms or provisions of Section 6.1, 6.3, 6.4, 6.5, 6.6 (other than Section 6.6(a)), 6.7, or 6.9 of this Agreement or (ii) 15 days after the earlier of such breach or notice thereof from the Lender if such breach relates to terms or provisions of any other Section of this Agreement; (f) any Loan Party or any Subsidiary shall fail to make any payment (whether of principal or interest and regardless of amount) in respect of any Material Indebtedness, when and as the same shall become due and payable, unless such failure is being contested in compliance with Section 6.5; (g) any event or condition occurs that results in any Material Indebtedness becoming due prior to its scheduled maturity or that enables or permits (with or without the giving of notice, the lapse of time or both) the holder or holders of any Material Indebtedness or any trustee or agent on its or their behalf to cause any Material Indebtedness to become due, or to require the prepayment, repurchase, redemption or defeasance thereof, prior to its scheduled maturity; provided that this Section 10.1(g) shall not apply to secured Indebtedness that becomes due as a result of the voluntary sale or transfer of the property or assets securing such Indebtedness; (h) an involuntary proceeding shall be commenced or an involuntary petition shall be filed seeking (i) liquidation, reorganization or other relief in respect of a Loan Party or any Subsidiary of any Loan Party or its debts, or of a substantial part of its assets, under any Federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect or (ii) the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official for any Loan Party or any Subsidiary of any Loan Party or for a substantial part of its assets, and, in any such case, such proceeding or petition shall continue undismissed for 60 days or an order or decree approving or ordering any of the foregoing shall be entered; (i) The making by Lessee any Loan Party or any Subsidiary of any general assignment Loan Party shall (i) voluntarily commence any proceeding or general arrangement for the benefit of creditors; file any petition seeking liquidation, reorganization or other relief under any Federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect, (ii) consent to the filing by institution of, or against Lessee fail to contest in a timely and appropriate manner, any proceeding or petition described in Section 10.1(h), (iii) apply for or consent to the appointment of a petition to have Lessee adjudged receiver, trustee, custodian, sequestrator, conservator or similar official for such Loan Party or Subsidiary of any Loan Party or for a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy substantial part of its assets, (unless, in iv) file an answer admitting the case material allegations of a petition filed against Lesseeit in any such proceeding, (v) make a general assignment for the same is dismissed within sixty (60) days); (iii) the appointment benefit of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; creditors or (ivvi) take any action for the attachment, execution, or other judicial seizure purpose of substantially all effecting any of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.foregoing; (dj) The chronic delinquency by Lessee any Loan Party or any Subsidiary of any Loan Party shall become unable, admit in writing its inability or fail generally to pay its debts as they become due; (k) one or more judgments for the payment of monthly rentalmoney in an aggregate amount in excess of $500,000 shall be rendered against any Loan Party, and the same shall remain undischarged for a period of 30 consecutive days during which execution shall not be effectively stayed or any action shall be legally taken by a judgment creditor to attach or levy upon any assets with an aggregate market value in excess of $200,000 of any Loan Party or to enforce any such judgment or any Loan Party shall fail within 30 days to discharge one or more non-monetary judgments or orders which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, which judgments or orders, in any such case, are not stayed on appeal or otherwise being appropriately contested in good faith by proper proceedings diligently pursued; (l) an ERISA Event shall have occurred that, in the opinion of the Lender, when taken together with all other ERISA Events that have occurred, could reasonably be expected to result in a Material Adverse Effect; (m) a Change in Control shall occur; (n) the occurrence of any “default”, as defined in any Loan Document (other than this Agreement) or the breach of any of the terms or provisions of any Loan Document (other than this Agreement), which default or breach continues beyond any period of grace therein provided, provided if such default is on account of a default by a Loan Party other than the Borrower, that such default also could reasonably be expected to have a Material Adverse Effect; (o) any Loan Guaranty shall fail to remain in full force or effect or any action shall be taken to discontinue or to assert the invalidity or unenforceability of the Loan Guaranty, or any other periodic payment required Loan Guarantor shall fail to comply with any of the terms or provisions of the Loan Guaranty to which it is a party and such could reasonably be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee expected to pay monthly rentalhave a Material Adverse Effect, or any other periodic payment required Loan Guarantor shall deny that it has any further liability under the Loan Guaranty to which it is a party, or shall give notice to such effect; (p) any Security Document shall for any reason fail to create a valid and perfected first priority security interest in any Collateral appropriately described therein and purported to be paid by Lessee under this Leasecovered thereby, within ten (10) days after any applicable cure period as described set forth in Section 15.1(b10.1(c), except as permitted by the terms of any Collateral Document, or any Collateral Document shall fail to remain in full force or effect or any action shall be taken to discontinue or to assert the invalidity or unenforceability of any Collateral Document, or there shall exist a default under any Collateral Document beyond any applicable notice or cure period, provided if such default is on account of a default by a Loan Party other than the Borrower, that such default also could reasonably be expected to have a Material Adverse Effect; (q) above, any material provision of any Loan Document for any three reason ceases to be valid, binding and enforceable in accordance with its terms (3or any Loan Party shall challenge the enforceability of any Loan Document or shall assert in writing, or engage in any action or inaction based on any such assertion, that any provision of any of the Loan Documents has ceased to be or otherwise is not valid, binding and enforceable in accordance with its terms); or (r) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of default occurs and is continuing beyond any applicable grace and cure periods with respect to any obligation, that is not pursuant to the chronic delinquencyLoan Documents, at Lessor’s option, Lessor shall have the additional right of any Loan Party to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the TermLender. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an "Event of this Lease Default" hereunder (whether any such event shall be voluntary or involuntary or come about or be effected by Lessee:operation of law or pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any Governmental Entity): (a) The failure by the Guarantor or the RockGen Lessee under the Facility Lease shall fail to make any payment with respect to Periodic Rent or the Termination Value (including the Equity Portion of rent Termination Value and Debt Portion of Termination Value) when due and payable under such Facility Lease or this Guaranty within five (5) days after the same shall become due thereunder; or (b) the Guarantor or the RockGen Lessee shall fail to make any other payment required to be made by Lessee hereunder within amount payable under any Operative Document after the same shall become due thereunder and such failure shall have continued from a period of ten (10) days Business Days after receipt by the RockGen Lessee and the Guarantor of written notice of such failure by the date when dueRockGen Lessee and/or the Guarantor, as applicable; (c) The Guarantor shall fail to comply with its covenants set forth in Section 3.3 (transfer of RockGen Lessee ownership), 3.6 (Guarantor merger) or 8.4 (assignment of Guaranty) of this Guaranty. (d) the Guarantor shall fail to perform or observe any covenant, obligation or agreement to be performed or observed by it under any Calpine Document (other than any covenant, obligation or agreement referred to in clauses (a) or (b) The failure by of this Section 7.1) in any material respect, which shall continue unremedied for (1) with respect to the Guarantor's guaranty of, and agreement with respect to, any nonmonetary obligation, covenant or agreement of the RockGen Lessee to observe or perform under any of the covenantsOperative Documents, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) 30 days after receipt by the Guarantor of written notice thereof from Lessor the Owner Participant, the Owner Lessor, the Indenture Trustee or the Pass Through Trustee; provided, however, if such condition cannot be remedied within such 30-day period, then the period within which to Lessee.remedy such condition shall be extended up to an additional 180 days, so long as the Guarantor diligently pursues such remedy and such condition is reasonably capable of being remedied within such additional 180-day period, and (2) with respect to any other obligation, covenant or agreement hereunder, 30 days after receipt by the Guarantor of written notice thereof; (e) there shall have occurred either (i) a default by the Guarantor or any Restricted Subsidiary under any instrument or instruments under which there is or may be secured or evidenced any Indebtedness of the Guarantor or any Restricted Subsidiary of the Guarantor (other than the Obligations) having an outstanding principal amount of $50,000,000 (or its foreign currency equivalent) or more individually or in the aggregate that has caused the holders thereof to declare such Indebtedness to be due and payable prior to its Stated Maturity, unless such declaration has been rescinded within 30 days or (ii) a default by the Guarantor or any Restricted Subsidiary in the payment when due of any portion of the principal under any such instrument or instruments, and such unpaid portion exceeds $50,000,000 (or its foreign currency equivalent) individually or in the aggregate and is not paid, or such default is not cured or waived, within any grace period applicable thereto, unless such Indebtedness is discharged within 30 days of the Guarantor or a Restricted Subsidiary becoming aware of such default; (f) the Guarantor or any Significant Subsidiary pursuant to or within the meaning of any Bankruptcy Law: (i) The making by Lessee commences a voluntary case; (ii) consents to the entry of any an order for relief against it in an involuntary case; (iii) consents to the appointment of a Custodian of it or for all or substantially all of its property; (iv) makes a general assignment or general arrangement for the benefit of its creditors; or (v) admits in writing its inability to generally pay its debts as such debts become due; or takes any comparable action under any foreign laws relating to insolvency; (g) an involuntary case or other proceeding shall be commenced against the Guarantor or any Significant Subsidiary seeking (i) liquidation, reorganization or other relief with respect to it or its debts under Title 11 of the Bankruptcy Code or any bankruptcy, insolvency or other similar law now or hereafter in effect, or (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee trustee, receiver, liquidator, custodian or receiver other similar official with respect to take possession it or any substantial part of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; its property or (iviii) the attachmentwinding-up or liquidation of the Guarantor or such Significant Subsidiary; and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of 60 days; (h) any representation or warranty made by the Guarantor herein shall prove to have been incorrect in any material respect when made or misleading in any material respect when made because of the omission to state a material fact and such incorrect or misleading representation is and continues to be material and unremedied for a period of 30 days after receipt by the Guarantor of written notice thereof; provided, executionhowever, that if such condition cannot be remedied within such 30-day period, then the period within which to remedy such condition shall be extended up to an additional 60 days, so long as the Guarantor diligently pursues such remedy and such condition is reasonably capable of being remedied within such additional 60-day period. The grace periods set forth in Section 7.1(a) and (b) above shall not affect in any way the right hereunder of any Beneficiary entitled to a payment of any amount payable to it, or other judicial seizure performance of substantially all of Lessee’s assets located at any obligation, by the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by RockGen Lessee in the under any Operative Document to demand prompt payment of monthly rentalthereof, or performance thereof, by the Guarantor immediately upon any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by of the RockGen Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten perform the same when it has become due (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advanceand, for the remainder avoidance of doubt, without regard to the Termexistence of any cure or grace period before such failure by the RockGen Lessee becomes a Lease Event of Default); provided, however, notwithstanding the foregoing, no Lease Event of Default under Section 16(m) and no remedies under the Facility Lease may be exercised until a Calpine Guaranty Event of Default has occurred and is continuing. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more (a) Each of the following events shall constitute a material an “Event of Default” hereunder (whatever the reason for such event of default and breach whether it shall be voluntary or involuntary, or come about or be effected by operation of this Lease by Lessee:law, or be pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a1) The failure by if Lessee shall fail to make pay when due any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of sum under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for a period of thirty (30) three business days after oral, facsimile, electronic mail or written notice thereof from has been given by Lessor to Lessee. ; (i2) The making if Lessee shall fail to perform any covenant or agreement contained herein, and such failure shall continue for a period of fifteen (15) calendar days after notice thereof shall have been given in writing; (3) if any representation or warranty made by Lessee in this Agreement or any agreement, document or certificate delivered by the Lessee in connection herewith is or shall become incorrect in any material respect; (4) if Lessee shall operate the Aircraft in violation of any general assignment applicable law, regulation, rule or general arrangement for order of any governmental authority having jurisdiction thereof or shall operate the benefit of creditorsAircraft when the insurance required hereunder shall not be in effect; (ii5) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement if any proceedings shall be commenced under any bankruptcy, insolvency, reorganization, readjustment of debt, receivership or liquidation law relating to bankruptcy or statute of any jurisdiction; or (unless, in the case of a petition filed 6) if any such proceedings shall be instituted against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee either Party and shall not be withdrawn or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee terminated within thirty (30) dayscalendar days after their commencement. (b) Upon the occurrence of any Event of Default Lessor may, at its option, exercise any or all remedies available at law or in equity, including, without limitation, any or all of the following remedies, as Lessor in its sole discretion shall elect: (1) by notice in writing to terminate this Agreement immediately, whereupon all rights of the Lessee to the use or possession of the Aircraft or any part thereof shall absolutely cease and terminate but Lessee shall remain liable as hereinafter provided; and thereupon Lessee, if so requested by Lessor, shall at its expense promptly return the Aircraft and Aircraft Documentation as required by this Agreement or Lessor, at its option, may enter upon the premises where the Aircraft or Aircraft Documentation are located and take immediate possession of and remove the same by summary proceedings or otherwise. Lessee specifically authorizes Lessor’s entry upon any premises where the Aircraft or Aircraft Documentation may be located for the purpose of, and waives any cause of action it may have arising from, a peaceful retaking of the Aircraft or Aircraft Documentation; or (iv2) the attachmentperform or cause to be performed any obligation, execution, covenant or other judicial seizure agreement of substantially Lessee hereunder. Lessee agrees to pay all costs and expenses incurred by Lessor for such performance and acknowledges that such performance by Lessor shall not be deemed to cure said Event of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysDefault. (dc) The chronic delinquency Lessee shall be liable for all costs, charges and expenses, including reasonable legal fees and disbursements, incurred by Lessee Lessor by reason of the occurrence of any Event of Default or the exercise of Lessor’s remedies with respect thereto. No remedy referred to herein is intended to be exclusive, but each shall be cumulative and in addition to any other remedy referred to above or otherwise available to Lessor at law or in equity. Lessor shall not be deemed to have waived any default, Event of Default or right hereunder unless the payment same is acknowledged in writing by duly authorized representative of monthly rentalLessor. No waiver by Lessor of any default or Event of Default hereunder shall in any way be, or be construed to be, a waiver of any future or subsequent default or Event of Default. The failure or delay of Lessor in exercising any rights granted it hereunder upon any occurrence of any such right upon the continuation or recurrence of any such contingencies or similar contingencies, and any single or partial exercise of any particular right by Lessor shall not exhaust the same or constitute a waiver of any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termprovided herein. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The (a) Customer shall be in default under this Agreement upon the occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lesseefollowing: (ai) The failure by Lessee Customer fails to make pay when due any payment of rent or any other payment required amount to be made by Lessee hereunder within paid under this Agreement, and such failure then continues for an additional period of ten (10) business days after notice of overdue payment is delivered by ConEdison Solutions to the Customer; (ii) (ii) Customer fails to perform or meet any of its required duties or obligations under this Agreement and fails to cure such failure and the effects of such failure within thirty (30) days of the date when due. (b) The failure by Lessee to observe or perform any receipt of the covenantswritten notice of default, conditions or provisions of this Lease to unless such failures and effects cannot be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of completely cured within thirty (30) days after said written notice thereof from Lessor notice, in which case the procedures for additional time to Lessee.cure the default set forth in Section 12 shall apply; (iiii) The making by Lessee of any general Customer goes into receivership, or makes an assignment or general arrangement for the benefit of creditors; (ii) the filing creditors whether voluntary or involuntary, or a petition is filed by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement the Customer under any bankruptcy, insolvency or similar law relating to bankruptcy (unless, in the case of a and such petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged dismissed within thirty (30) days. (db) The chronic delinquency by Lessee ConEdison Solutions shall be in default under this Agreement upon the payment occurrence of monthly rentalthe following: (i) Contractor furnishes any statement, representation, warranty, guaranty, certification in connection with this Agreement that is materially false, deceptive or incorrect; (ii) Contractor is declared bankrupt, has a petition in bankruptcy filed against it, or if the Contractor file for bankruptcy protection; (iii) Contractor causes or threatens to cause or create labor unrest, dispute, picketing, slowdowns, work stoppage, strike or disharmony; or (iv) Contractor fails to perform or meet any other periodic payment of its required to be paid by Lessee duties, obligations, warranties or guarantees under this Lease. “Chronic delinquency” shall mean failure by Lessee Agreement, and Contractor fails to pay monthly rental, cure such failure(s) or any other periodic payment required to be paid by Lessee under this Lease, effects of such failure(s) within ten thirty (1030) days of receipt of written notice of default, unless such failure(s) or effects cannot be completely cured within thirty (30) days after said written notice, in which case the procedures for additional time to cure the default as described set forth in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor 12 shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termapply. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an "Event of this Lease by LesseeDefault": (a) The failure by Lessee Company shall fail to make pay (i) any payment of rent interest due on any Revolving Credit Note, or any other amount payable hereunder (other than a principal payment required to be made on any Note or a Reimbursement Obligation) by Lessee hereunder within ten five days after the same becomes due; or (10ii) days of the date any principal amount due on any Revolving Credit Note or any Reimbursement Obligation when due.; (b) The failure by Lessee to observe Company shall default in the performance or perform observance of any agreement, covenant, condition, provision or term contained in Article V (other than section 5.8) or section 6.1 of this Agreement; (c) The Company shall default in the performance or observance of any of the other agreements, covenants, conditions conditions, provisions or provisions terms in this Agreement or any Collateral Document and such default continues for a period of this Lease thirty days after written notice thereof is given to be observed the Company by any of the Banks; (d) Any representation or performed warranty made by Lesseethe Company herein or any certificate delivered pursuant hereto, or any financial statement delivered to any Bank hereunder, shall prove to have been false in any material respect as of the time when made or given; (e) The Company or any Subsidiary shall fail to pay as and when due and payable (whether at maturity, by acceleration or otherwise) all or any part of the principal of or interest on any indebtedness of or assumed by it (including without limitation the Demand Notes), or of the rentals due under any lease or sublease, or of any other than described obligation for the payment of money, in Section15.1(b) above, each case where such failure payments aggregate $1,000,000 or more, and such default shall not be cured within the period or periods of grace, if any, specified in the instruments governing such obligations; or default shall occur under any evidence of, or any indenture, lease, sublease, agreement or other instrument governing such obligations, and such default shall continue for a period of thirty time sufficient to permit the acceleration of the maturity of any such indebtedness or other obligation or the termination of such lease or sublease, unless the Company or such Subsidiary shall be contesting such default in good faith by appropriate proceedings; (30f) A final judgment which, together with all other outstanding final judgments against the Company and its Subsidiaries, or any of them, exceeds an aggregate of $100,000 shall be entered against the Company or any Subsidiary and shall remain outstanding and unsatisfied, unbonded, unstayed or uninsured after 60 days after written notice thereof from Lessor to Lessee.the date of entry thereof; (g) The Company or any Subsidiary shall: (i) The making by Lessee of any general assignment become insolvent; or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executionbe unable, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest admit in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee writing its inability to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days its debts as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leasethey mature; or

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee It shall be an event of default (“Event of Default”) under this Note and each of the other Loan Documents if (i) any principal, interest or other amount of money due under this Note is not paid in full when due, regardless of how such amount may have become due; or (ii) there shall occur a Default under the Loan Agreement (as such term “Default” is defined in the Loan Agreement) subject to make any applicable notice and cure period contained therein. Upon the occurrence of an Event of Default, Lender shall have the rights to declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment hereof and to exercise any of rent or its other rights, powers and remedies under this Note, under any other payment required to be made by Lessee hereunder within ten (10) days of the date when dueLoan Document, or at law or in equity. (b) All of the rights, remedies, powers and privileges (together, “Rights”) of Lender and Administrative Agent provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Lender to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Event of Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Lender from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Lender to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Event of Default or general arrangement for the benefit of creditors; (ii) the filing by at maturity or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues any holder in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrower agrees to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyeach such holder, in advanceaddition to principal, for interest and any other sums owing to Lender hereunder and under the remainder of other Loan Documents, all costs and expenses incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, reasonable attorneys’ fees and expenses, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrower or any portion of Lessee’s obligations under guarantor or endorser or any other person primarily or secondarily liable hereunder. Any judgment on this LeaseNote shall bear interest at the highest rate allowed by applicable law.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an "Event of this Lease Default" hereunder (whether any such event shall be voluntary or involuntary or come about or be effected by Lessee:operation of law or pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any Governmental Entity): (a) The failure by the Guarantor or the Broad River Lessee under the Facility Lease shall fail to make any payment with respect to Periodic Rent or the Termination Value (including the Equity Portion of rent Termination Value and Debt Portion of Termination Value) when due and payable under such Facility Lease or this Guaranty within five (5) days after the same shall become due thereunder; or (b) the Guarantor or the Broad River Lessee shall fail to make any other payment required to be made by Lessee hereunder within amount payable under any Operative Document after the same shall become due thereunder and such failure shall have continued from a period of ten (10) days Business Days after receipt by the Broad River Lessee and the Guarantor of written notice of such failure by the date when dueBroad River Lessee and/or the Guarantor, as applicable; (c) The Guarantor shall fail to comply with its covenants set forth in Section 3.3 (transfer of Broad River Lessee ownership), 3.6 (Guarantor merger) or 8.4 (assignment of Guaranty) of this Guaranty. (d) the Guarantor shall fail to perform or observe any covenant, obligation or agreement to be performed or observed by it under any Calpine Document (other than any covenant, obligation or agreement referred to in clauses (a) or (b) The failure by of this Section 7.1) in any material respect, which shall continue unremedied for (1) with respect to the Guarantor's guaranty of, and agreement with respect to, any nonmonetary obligation, covenant or agreement of the Broad River Lessee to observe or perform under any of the covenantsOperative Documents or the FILOT Lease, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) 30 days after receipt by the Guarantor of written notice thereof from Lessor the Owner Participant, the Owner Lessor, the Indenture Trustee or the Pass Through Trustee; provided, however, if such condition cannot be remedied within such 30-day period, then the period within which to Lessee.remedy such condition shall be extended up to an additional 180 days, so long as the Guarantor diligently pursues such remedy and such condition is reasonably capable of being remedied within such additional 180-day period, and (2) with respect to any other obligation, covenant or agreement hereunder, 30 days after receipt by the Guarantor of written notice thereof; (e) there shall have occurred either (i) a default by the Guarantor or any Restricted Subsidiary under any instrument or instruments under which there is or may be secured or evidenced any Indebtedness of the Guarantor or any Restricted Subsidiary of the Guarantor (other than the Obligations) having an outstanding principal amount of $50,000,000 (or its foreign currency equivalent) or more individually or in the aggregate that has caused the holders thereof to declare such Indebtedness to be due and payable prior to its Stated Maturity, unless such declaration has been rescinded within 30 days or (ii) a default by the Guarantor or any Restricted Subsidiary in the payment when due of any portion of the principal under any such instrument or instruments, and such unpaid portion exceeds $50,000,000 (or its foreign currency equivalent) individually or in the aggregate and is not paid, or such default is not cured or waived, within any grace period applicable thereto, unless such Indebtedness is discharged within 30 days of the Guarantor or a Restricted Subsidiary becoming aware of such default; (f) the Guarantor or any Significant Subsidiary pursuant to or within the meaning of any Bankruptcy Law: (i) The making by Lessee commences a voluntary case; (ii) consents to the entry of any an order for relief against it in an involuntary case; (iii) consents to the appointment of a Custodian of it or for all or substantially all of its property; (iv) makes a general assignment or general arrangement for the benefit of its creditors; or (v) admits in writing its inability to generally pay its debts as such debts become due; or takes any comparable action under any foreign laws relating to insolvency; (g) an involuntary case or other proceeding shall be commenced against the Guarantor or any Significant Subsidiary seeking (i) liquidation, reorganization or other relief with respect to it or its debts under Title 11 of the Bankruptcy Code or any bankruptcy, insolvency or other similar law now or hereafter in effect, or (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee trustee, receiver, liquidator, custodian or receiver other similar official with respect to take possession it or any substantial part of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; its property or (iviii) the attachmentwinding-up or liquidation of the Guarantor or such Significant Subsidiary; and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of 60 days; (h) any representation or warranty made by the Guarantor herein shall prove to have been incorrect in any material respect when made or misleading in any material respect when made because of the omission to state a material fact and such incorrect or misleading representation is and continues to be material and unremedied for a period of 30 days after receipt by the Guarantor of written notice thereof; provided, executionhowever, that if such condition cannot be remedied within such 30-day period, then the period within which to remedy such condition shall be extended up to an additional 60 days, so long as the Guarantor diligently pursues such remedy and such condition is reasonably capable of being remedied within such additional 60-day period. The grace periods set forth in Section 7.1(a) and (b) above shall not affect in any way the right hereunder of any Beneficiary entitled to a payment of any amount payable to it, or other judicial seizure performance of substantially all of Lessee’s assets located at any obligation, by the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Broad River Lessee in the under any Operative Document to demand prompt payment of monthly rentalthereof, or performance thereof, by the Guarantor immediately upon any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by of the Broad River Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten perform the same when it has become due (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advanceand, for the remainder avoidance of doubt, without regard to the Termexistence of any cure or grace period before such failure by the Broad River Lessee becomes a Lease Event of Default); provided, however, notwithstanding the foregoing, no Lease Event of Default under Section 16(m) and no remedies under the Facility Lease may be exercised until a Calpine Guaranty Event of Default has occurred and is continuing. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an “Event of this Lease by LesseeDefault” hereunder: (a) The failure by Lessee if Borrower shall fail to make any payment of rent when due on any Obligation under this Agreement or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due.Loan Document; or (b) The failure by Lessee if any Loan Party shall fail to observe comply with any term, condition, covenant or perform any of the covenants, conditions agreement contained in Article 7 or provisions Article 10 of this Lease Agreement or contained in the Warrant or Rights Agreement; or (c) if any Loan Party shall fail to be observed comply with any term, condition, covenant or performed by Lessee, agreement contained in this Agreement other than described in Section15.1(b) aboveArticles 7 or 10 of this Agreement, where or in any other Loan Document, and such failure shall continue continues for a period of thirty fifteen (3015) days after written notice thereof from Lessor the earlier to Lessee. occur of (i) The making by Lessee the date on which such failure to comply is known or reasonably should have become known to any officer of the relevant Loan Party, or (ii) the date on which Lenders shall have notified the relevant Loan Party of such failure; provided, however, that such fifteen (15) day period shall not apply in the case of any general failure which is not capable of being cured at all or within such fifteen (15) day period or which has been the subject of a prior failure within a six (6) month period; or (d) if any Loan Party shall cease to be Solvent, make an assignment or general arrangement for the benefit of its creditors; (ii) , call a meeting of its creditors to obtain any general financial accommodation, or suspend business or if any case under any provision of the filing Bankruptcy Codes including provisions for reorganizations, shall be commenced by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy Borrower (unlessand, in the case of a petition filed any such case commenced against Lesseesuch Loan Party, the same is such case shall not have been dismissed within sixty (60) days)) or if a receiver, trustee or equivalent officer shall be appointed for all or any substantial part of the Collateral of such Loan Party; or (iiie) if any representation or warranty contained in this Agreement or any Loan Document, or in any written statement pursuant hereto or thereto, or in any report, financial statement or certificate delivered by any Loan Party to Lenders shall be false, in any material respect, when made; or (f) if any federal or state tax lien is filed of record against any Loan Party, and is not bonded or discharged within fifteen (15) days of filing; or (g) if Borrower’s independent public accountants shall refuse to deliver any financial statement required by this Agreement; or (h) if a judgment for $100,000 or more shall be entered against any Loan Party in any action or proceeding and shall not be stayed, vacated, bonded, paid or discharged within fifteen (15) days of entry, except a judgment where the appointment claim is fully covered by insurance (other than the deductible) and the insurance company has accepted liability therefor in writing; or (i) if any obligation of any Loan Party in respect of any Indebtedness with a then-outstanding principal balance of one hundred thousand dollars ($100,000) or more shall be declared to be or shall become due and payable prior to its stated maturity or such obligation shall not be paid as and when the same becomes due and payable; or there shall occur any event or condition which constitutes an event of default under any note, mortgage, indenture, instrument, agreement or evidence of such Indebtedness relating to any obligation of any Loan Party in respect of any such Indebtedness the effect of which is to permit the holder or the holders of such note, mortgage, indenture, instrument, agreement or evidence of such Indebtedness, or a trustee, agent or other representative on behalf of such holder or holders, to cause the Indebtedness evidenced thereby to become due prior to its stated maturity; or (j) upon the happening of any Reportable Event, or if Borrower terminates or withdraws (full or partial) from any Plan, or if a trustee shall be appointed by an appropriate United States District Court or receiver other court or administrative tribunal to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executionadminister any Plan, or other judicial seizure of substantially all of Lessee’s assets located at if the Premises Pension Benefit Guaranty Corporation shall institute proceedings to terminate any Plan or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.to appoint a trustee to administer any Plan; or (dk) The chronic delinquency by Lessee upon the occurrence and continuance of any Material Adverse Effect, which in the payment sole discretion of monthly rentalthe Lenders, impairs the Lenders’ security, increases the Lenders’ risks, or impairs any other periodic payment required Loan Party’s ability to be paid by Lessee perform under this Lease. “Chronic delinquency” shall mean failure by Lessee Agreement or under any of the other Loan Documents; or (l) if any Guarantor purports to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Leaseterminate its guaranty; or (m) if, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In Business Days following the event exercise of the chronic delinquencyWarrant, at Lessor’s optionthe Borrower fails to duly and validly issue and deliver pursuant to the terms of the Warrant the common stock thereunder, Lessor shall have fully paid and non-assessable, without any preemptive rights or rights of first refusal and free and clear of any liens or other encumbrances; or (n) if the additional right sales of the Borrower and its Subsidiaries, on a consolidated basis, decline by twenty percent (20%) in a fiscal quarter period compared to require that monthly rental be paid by Lessee quarter-annuallythe prior fiscal quarter period, in advanceeach case, for which financial statements are delivered or required to be delivered to the remainder of the TermLenders. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee Upon the occurrence and during the continuance of a Default, Administrative Agent on behalf of the Lender and the other Lenders shall have the right to make declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment hereof and to exercise any of rent or its other rights, powers and remedies under this Note, under any other payment required to be made by Lessee hereunder within ten (10) days of the date when dueLoan Document, or at Law or in equity. (b) All of the rights, remedies, powers and privileges (together, “Rights”) of Administrative Agent on behalf of the Lender and the other Lenders provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at Law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent, Lender and the other Lenders to observe exercise, and no delay in exercising any Right, including, but not limited to, the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Administrative Agent or provisions Lender from time to time of any payment under this Note which is past due or which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent, Lender and the other Lenders to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(bany respect, or (iii) above, where such failure shall continue for in any way excuse the existence of a period of thirty (30) days after written notice thereof from Lessor to LesseeDefault. (ic) The making by Lessee of If Borrower sues any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, holder in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in connection with this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee Loan Document and does not prevail, then Borrower agrees to pay monthly rentalto each such holder to the extent required under Section 4.15 of the Loan Agreement, or in addition to principal, interest and any other periodic payment required sums owing to be paid Administrative Agent, Lender and the other Lenders hereunder and under the other Loan Documents, all costs and expenses incurred by Lessee under this Leasesuch holder in any such suit or proceeding, within ten (10) days as described in Section 15.1(b) aboveincluding attorneys’ fees and expenses, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Terminvestigation costs and all court costs. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of Lessee agrees that any one or more of the following events shall constitute a material default and breach be considered Events of this Lease by LesseeDefault as said term is used herein: (a) Lessee shall be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Lessee asking reorganization of Lessee under the Federal bankruptcy laws as now or hereafter amended, or under the laws of any state, shall be entered, and any such decree or judgment or order shall not have been vacated or set aside within sixty (60) days from the date of the entry or granting thereof; or (b) Lessee shall file or admit the jurisdiction of the court and the material allegations contained in any petition in bankruptcy or any petition pursuant or purporting to be pursuant to the Federal bankruptcy laws as now or hereafter amended, or Lessee shall institute any proceeding or shall give its consent to the institution of any proceedings for any relief of Lessee under any bankruptcy or insolvency laws or any laws relating to the relief of 20 debtors, readjustment of indebtedness, reorganization, arrangements, composition or extension; or (c) Lessee shall make any assignment for the benefit of creditors or shall apply for or consent to the appointment of a receiver for Lessee or any of the property of Lessee; or (d) The failure leased premises are levied upon by any revenue officer or similar officer; or (e) A decree or order appointing a receiver of the property of Lessee to make shall be made and such decree or order shall not have been vacated or set aside within sixty (60) days from the date of entry or granting thereof; or (f) Lessee shall abandon the leased premises during the term hereof; or (g) Lessee shall default in any payment of rent Rent or in any other payment required to be made by Lessee hereunder within when due as herein provided (all of which other payments shall be deemed 'additional rent' payable hereunder), or shall default under Section 6.2 hereof, and any such default shall continue for five (5) days after notice thereof in writing to Lessee; or (h) Lessee shall fail to contest the validity of any lien or claimed lien and give security to Lessor to assure payment thereof, or, having commenced to contest the same and having given such security, shall fail to prosecute such contest with diligence, or shall fail to have the same released and satisfy any judgment rendered thereon, and such default continues for ten (10) days of the date when due.after notice thereof in writing to Lessee; or (bi) The failure by Lessee to observe shall default in keeping, observing or perform performing any of the covenants, conditions other covenants or provisions of this Lease agreements herein contained to be kept, observed or and performed by Lessee, other than described in Section15.1(b) above, where and such failure default shall continue for a period of thirty (30) days after written notice thereof from Lessor in writing to Lessee. (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located shall exist at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor expiration of the Lease revokes term; or (j) Lessee shall default in keeping, observing or otherwise terminatesperforming any covenant or agreement herein contained to be kept, observed and performed by Lessee, which default may result in an imminent risk of damage to property (including without limitation the leased premises or purports the Improvements thereon) or injury to revoke or otherwise terminate death of persons, and such default shall not be cured immediately upon notice thereof to Lessee (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leasewhich notice may be oral); or

Defaults. The occurrence of any one or more of the following events A. It is covenanted and agreed that if either Party shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee fail to make any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenantscovenants or obligations imposed upon it under and by virtue of the Agreement or this Appendix, conditions or provisions of this Lease in addition to its other rights and remedies, the other Party may terminate the Agreement by proceeding as follows: 1) The Party not In default shall cause a written notice to be observed served on the other Party in default, stating specifically the cause for terminating the Agreement, and declaring it to be the Intention of the Party giving notice to terminate the same; thereupon, the Party in default shall have thirty (30) days after the service of the aforesaid notice in which to remedy or performed by Lesseeremove the cause or causes stated in the notice for terminating the Agreement. If within said thirty (30) days the Party in default does so remove and remedy said cause or causes, other than described or fully indemnifies the Party not in Section15.1(b) abovedefault for any and all consequences of such breach, where then such failure notice shall be withdrawn and the Agreement shall continue in full force and effect. 2) In case the Party in default does not remedy and remove the cause or causes, or does not indemnify the Party giving the notice for a any and all consequences of such breach, within said period of thirty (30) days days, then the Agreement shall become null and void from and after written notice thereof from Lessor to Lesseethe expiration of said period. (i3) The making by Lessee Any cancellation of the Agreement pursuant to the provisions of this Section shall be without prejudice to the obligation of Buyer/Processor to make proper settlement, accounting and distribution of proceeds to ad owners of interest in the proceeds received for Gas delivered to Buyer/Processor thereunder to the time of cancellation, and without waiver of any general assignment remedy to which the Party not in default may be entitled for violations of the Agreement. B. No waiver by either Seller or general arrangement for Buyer/Processor of any default of the benefit other under this Agreement shall operate as a waiver of creditors; (ii) the filing by any future default, whether of like or against Lessee different character or nature, nor shall any failure to exercise any right hereunder be considered as a waiver of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, such right in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leasefuture

Defaults. The occurrence of any one or more (a) Each of the following events shall constitute a material an “Event of Default” hereunder (whatever the reason for such event of default and breach whether it shall be voluntary or involuntary, or come about or be effected by operation of this Lease by Lessee:law, or be pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a1) The failure by if Lessee shall fail to make pay when due any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of sum under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for a period of thirty (30) three business days after oral, facsimile, electronic mail or written notice thereof from has been given by Lessor to Lessee. ; (i2) The making if Lessee shall fail to perform any covenant or agreement contained herein, and such failure shall continue for a period of fifteen (15) calendar days after notice thereof shall have been given in writing; (3) if any representation or warranty made by Lessee in this Agreement or any agreement, document or certificate delivered by the Lessee in connection herewith is or shall become incorrect in any material respect; (4) if Lessee shall operate the Aircraft in violation of any general assignment applicable law, regulation, rule or general arrangement for order of any governmental authority having jurisdiction thereof or shall operate the benefit of creditorsAircraft when the insurance required hereunder shall not be in effect; (ii5) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement if any proceedings shall be commenced under any bankruptcy, insolvency, reorganization, readjustment of debt, receivership or liquidation law relating to bankruptcy or statute of any jurisdiction; or (unless, in the case of a petition filed 6) if any such proceedings shall be instituted against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee either Party and shall not be withdrawn or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee terminated within thirty (30) dayscalendar days after their commencement. BLACKSTONE DRY LEASE - PAGE 6 OF 9 (b) Upon the occurrence of any Event of Default Lessor may, at its option, exercise any or all remedies available at law or in equity, including, without limitation, any or all of the following remedies, as Lessor in its sole discretion shall elect: (1) by notice in writing to terminate this Agreement immediately, whereupon all rights of the Lessee to the use or possession of the Aircraft or any part thereof shall absolutely cease and terminate but Lessee shall remain liable as hereinafter provided; and thereupon Lessee, if so requested by Lessor, shall at its expense promptly return the Aircraft and Aircraft Documentation as required by this Agreement or Lessor, at its option, may enter upon the premises where the Aircraft or Aircraft Documentation are located and take immediate possession of and remove the same by summary proceedings or otherwise. Lessee specifically authorizes Lessor’s entry upon any premises where the Aircraft or Aircraft Documentation may be located for the purpose of, and waives any cause of action it may have arising from, a peaceful retaking of the Aircraft or Aircraft Documentation; or (iv2) the attachmentperform or cause to be performed any obligation, execution, covenant or other judicial seizure agreement of substantially Lessee hereunder. Lessee agrees to pay all costs and expenses incurred by Lessor for such performance and acknowledges that such performance by Lessor shall not be deemed to cure said Event of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysDefault. (dc) The chronic delinquency Lessee shall be liable for all costs, charges and expenses, including reasonable legal fees and disbursements, incurred by Lessee Lessor by reason of the occurrence of any Event of Default or the exercise of Lessor’s remedies with respect thereto. No remedy referred to herein is intended to be exclusive, but each shall be cumulative and in addition to any other remedy referred to above or otherwise available to Lessor at law or in equity. Lessor shall not be deemed to have waived any default, Event of Default or right hereunder unless the payment same is acknowledged in writing by duly authorized representative of monthly rentalLessor. No waiver by Lessor of any default or Event of Default hereunder shall in any way be, or be construed to be, a waiver of any future or subsequent default or Event of Default. The failure or delay of Lessor in exercising any rights granted it hereunder upon any occurrence of any such right upon the continuation or recurrence of any such contingencies or similar contingencies, and any single or partial exercise of any particular right by Lessor shall not exhaust the same or constitute a waiver of any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termprovided herein. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The A Party shall be in default under this Lease upon the occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lesseeevents: (a) The failure by Lessee such Party to make any payment of rent or any other payment amount required to be made by Lessee hereunder within ten (10) days of the date such Party hereunder, as and when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after receipt by such Party of written notice thereof from Lessor to Lessee.the other Party; or (ib) The making failure by Lessee such Party to observe or perform any other material covenants, conditions or provisions of this Lease to be observed or performed by such Party, where such failure shall continue for a period of thirty (30) days after receipt by such Party of written notice thereof from the other Party; provided, however, that if the nature of the failure is such that more than thirty (30) days are reasonably required for its cure, then such Party shall not be deemed to be in default if such Party commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion; or (c) If by order of a court of competent jurisdiction, a receiver or liquidator or trustee of a Party shall be appointed, and such receiver or liquidator or trustee shall not have been discharged within a period of sixty (60) days; or if by decree of such a court, a Party shall be adjudicated bankrupt or insolvent or any general assignment substantial part of the property of such Party shall have been sequestered, and such decree shall have continued undischarged and unstayed for a period of sixty (60) days after the entry thereof; or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of if a petition to have Lessee adjudged declare bankruptcy or to reorganize a bankrupt Party pursuant to any of the provisions of the federal bankruptcy laws or a petition for reorganization pursuant to any other similar state statute applicable to such Party, as now or arrangement under any law relating to bankruptcy (unlesshereafter in effect, in the case of a petition shall be filed against Lessee, the same is such Party and shall not be dismissed within sixty (60) days)days after such filing; or (iiid) If a Party shall file a voluntary petition in bankruptcy under any provision of any federal or state bankruptcy law or shall consent to the filing of any bankruptcy or reorganization petition against it under any similar law; or, without limitation of the generality of the foregoing, if a Party shall file a petition or answer or consent seeking relief or assisting in seeking relief in a proceeding under any of the provisions of the federal bankruptcy laws or pursuant to any other similar state statute applicable to such Party, as now or hereafter in effect, or an answer admitting the material allegations of a petition filed against it in such a proceeding; or if a Party shall make an assignment for the benefit of its creditors; or if a Party shall admit in writing its inability to pay its debts generally as they become due; or if a Party shall consent to the appointment of a receiver or receivers, or trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executiontrustees, or other judicial seizure liquidator or liquidators of substantially all of Lessee’s assets located at the Premises it or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion part of Lessee’s obligations under this Leaseits property.

Defaults. The occurrence of any one or more (a) Each of the following events shall constitute a material an “Event of Default” hereunder (whatever the reason for such event of default and breach whether it shall be voluntary or involuntary, or come about or be effected by operation of this Lease by Lessee:law, or be pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a1) The failure by if Lessee shall fail to make pay when due any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of sum under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for a period of thirty (30) three business days after oral, facsimile, electronic mail or written notice thereof from has been given by Lessor to Lessee. ; (i2) The making if Lessee shall fail to perform any covenant or agreement contained herein, and such failure shall continue for a period of fifteen (15) calendar days after notice thereof shall have been given in writing; (3) if any representation or warranty made by Lessee in this Agreement or any agreement, document or certificate delivered by the Lessee in connection herewith is or shall become incorrect in any material respect; (4) if Lessee shall operate the Aircraft in violation of any general assignment applicable law, regulation, rule or general arrangement for order of any governmental authority having jurisdiction thereof or shall operate the benefit of creditorsAircraft BLACKSTONE DRY LEASE - PAGE 6 OF 9 when the insurance required hereunder shall not be in effect; (ii5) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement if any proceedings shall be commenced under any bankruptcy, insolvency, reorganization, readjustment of debt, receivership or liquidation law relating to bankruptcy or statute of any jurisdiction; or (unless, in the case of a petition filed 6) if any such proceedings shall be instituted against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee either Party and shall not be withdrawn or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee terminated within thirty (30) dayscalendar days after their commencement. (b) Upon the occurrence of any Event of Default Lessor may, at its option, exercise any or all remedies available at law or in equity, including, without limitation, any or all of the following remedies, as Lessor in its sole discretion shall elect: (1) by notice in writing to terminate this Agreement immediately, whereupon all rights of the Lessee to the use or possession of the Aircraft or any part thereof shall absolutely cease and terminate but Lessee shall remain liable as hereinafter provided; and thereupon Lessee, if so requested by Lessor, shall at its expense promptly return the Aircraft and Aircraft Documentation as required by this Agreement or Lessor, at its option, may enter upon the premises where the Aircraft or Aircraft Documentation are located and take immediate possession of and remove the same by summary proceedings or otherwise. Lessee specifically authorizes Lessor’s entry upon any premises where the Aircraft or Aircraft Documentation may be located for the purpose of, and waives any cause of action it may have arising from, a peaceful retaking of the Aircraft or Aircraft Documentation; or (iv2) the attachmentperform or cause to be performed any obligation, execution, covenant or other judicial seizure agreement of substantially Lessee hereunder. Lessee agrees to pay all costs and expenses incurred by Lessor for such performance and acknowledges that such performance by Lessor shall not be deemed to cure said Event of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysDefault. (dc) The chronic delinquency Lessee shall be liable for all costs, charges and expenses, including reasonable legal fees and disbursements, incurred by Lessee Lessor by reason of the occurrence of any Event of Default or the exercise of Lessor’s remedies with respect thereto. No remedy referred to herein is intended to be exclusive, but each shall be cumulative and in addition to any other remedy referred to above or otherwise available to Lessor at law or in equity. Lessor shall not be deemed to have waived any default, Event of Default or right hereunder unless the payment same is acknowledged in writing by duly authorized representative of monthly rentalLessor. No waiver by Lessor of any default or Event of Default hereunder shall in any way be, or be construed to be, a waiver of any future or subsequent default or Event of Default. The failure or delay of Lessor in exercising any rights granted it hereunder upon any occurrence of any such right upon the continuation or recurrence of any such contingencies or similar contingencies, and any single or partial exercise of any particular right by Lessor shall not exhaust the same or constitute a waiver of any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termprovided herein. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: If Maker (a) The failure by Lessee to make any defaults in the payment of rent the principal or any other payment required to be made by Lessee hereunder within ten (10) days of interest under the date Note when due. it becomes due or (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee.) (i) The making by Lessee of any general makes an assignment or general arrangement for the benefit of creditorscreditors or admits in writing his inability to pay his debts generally as they become due; or (ii) the filing by an order, judgment or against Lessee of a petition to have Lessee adjudged a decree is entered adjudicating Maker bankrupt or a petition for reorganization insolvent; or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) any order for relief with respect to Maker is entered under the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) daysFederal Bankruptcy Code; or (iv) the attachmentMaker commences any proceeding relating to Maker under any bankruptcy reorganization, executionarrangement, insolvency, or other judicial seizure readjustment of substantially debt law of any jurisdiction; or any such petition or application is filed, or any such proceeding is commenced, against Maker, the Company may exercise any and all the rights, powers and remedies of Lessee’s assets located at any owner of the Premises Pledged Securities (including the right to vote the Units) and shall have and may exercise without demand any and all the rights and remedies granted to a secured party upon default under the Uniform Commercial Code of Delaware (the “UCC”) or of Lessee’s interest in this Leaseotherwise available to the Company under applicable law. Without limiting the foregoing, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee upon a default in the payment of monthly rentalprincipal or interest under this Note, the Company is authorized to sell, assign and deliver at its discretion, from time to time, all or any part of the Pledged Securities at any private sale or public auction, on not less than ten days written notice to Maker, at such price or prices and upon such terms as the Company may deem advisable. Maker shall have no right to the Pledged Securities after any such sale or assignment. At any such sale or auction, the Company may bid for, and become the acquirer of, the whole or any part of the Pledged Securities offered for sale. In case of any such sale, after deducting the costs, attorneys’ fees and other expenses of sale and delivery, the remaining proceeds of such sale shall be applied to the principal of and accrued interest on this Note; provided that after payment in full of the indebtedness evidenced by this Note, the balance of the proceeds of sale then remaining shall be paid to Maker and Maker shall be entitled to the return of any of the Pledged Securities remaining in the hands of the Company. Maker, or his successors and assigns, hereby waives diligence, presentment, protest and demand and notice of protest, demand, dishonor and nonpayment of this Note, and expressly agrees that this Note, or any other periodic payment required hereunder, may be extended from time to be paid by Lessee under time and that the holder hereof may accept security for this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentalNote or release security for this Note, or all without in any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In way affecting the event liability of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the TermMaker hereunder. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee Upon the occurrence and during the continuance of a Default, Administrative Agent on behalf of the Lender and the other Lenders shall have the right to make declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment hereof and to exercise any of rent or its other rights, powers and remedies under this Note, under any other payment required to be made by Lessee hereunder within ten (10) days of the date when dueLoan Document, or at Law or in equity. (b) All of the rights, remedies, powers and privileges (together, “Rights”) of Administrative Agent on behalf of the Lender and the other Lenders provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at Law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent, Lender and the other Lenders to observe exercise, and no delay in exercising any Right, including, but not limited to, the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by the holder hereof from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent, Lender and the other Lenders to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(bany respect, or (iii) above, where such failure shall continue for in any way excuse the existence of a period of thirty (30) days after written notice thereof from Lessor to LesseeDefault. (ic) The making by Lessee of If Borrower sues any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, holder in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in connection with this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee Loan Document and does not prevail, then Borrower agrees to pay monthly rentalto each such holder to the extent required under Section 4.15 of the Loan Agreement, or in addition to principal, interest and any other periodic payment required sums owing to be paid Administrative Agent, Lender and the other Lenders hereunder and under the other Loan Documents, all costs and expenses incurred by Lessee under this Leasesuch holder in any such suit or proceeding, within ten (10) days as described in Section 15.1(b) aboveincluding attorneys’ fees and expenses, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Terminvestigation costs and all court costs. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of If any one or more of the following events ("Defaults") shall constitute a material default and breach of this Lease by Lesseeoccur: (aA) The failure Any Borrower fails to pay any of its Liabilities when such Liabilities are due or are declared due (whether by Lessee scheduled maturity, required prepayment, acceleration, demand or otherwise); (B) Any Borrower (i) fails or neglects to make perform, keep or observe any payment of rent its covenants, conditions or agreements contained in any of the subsections of this Agreement or any other payment required to be made by Lessee hereunder within ten (10) days of the date other Financing Agreements other than the provisions in Subsection 3.1 of this Agreement which require such Borrower to deliver a Monthly Report by a particular date, Subsections 7.1 (other than Subsections 7.1(E) or (G)), 7.3 or 7.4 of this Agreement, (ii) fails or neglects to deliver a Monthly Report when due. required pursuant to Subsection 3.1 of this Agreement and such failure shall continue for two consecutive Business Days, (biii) The fails or neglects to perform, keep or observe any covenants, conditions or agreements contained in Subsection 7.1 (other than Subsections 7.1(E) or 7.1(G)) of this Agreement and such failure by Lessee shall continue for five consecutive Business Days or (iv) fails or neglects to perform, keep or observe or perform any of the covenants, conditions or provisions agreements contained in Subsections 7.3 or 7.4 of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for thirty (30) consecutive days, provided that such 30-day grace period shall not apply and a period Default shall be deemed to have occurred promptly upon such breach if (x) such breach cannot, in Agent's reasonable determination, be cured by such Borrower during such period, or (y) such breach shall be deemed by Agent (in its reasonable discretion) to have a material adverse effect on the Collateral (or Agent's or the Lenders' interest or rights therein or with respect thereto), the Current Asset Base of any Borrower or the other rights of Agent or the Lenders under this Agreement or any other Financing Agreement; (C) any warranty or representation now or hereafter made by any Borrower or any Subsidiary of a Borrower is untrue or incorrect in any material respect when made, or any schedule, certificate, statement, report, financial data, notice, or writing furnished at any time by or on behalf of such Borrower or such Subsidiary to any of Agent, the Issuing Bank and the Lenders is untrue or incorrect in any material respect, on the date as of which the facts set forth therein are stated or certified or any of the foregoing omits to state a fact necessary to make the statements therein contained not misleading in any material respect; (D) a final judgment or final order requiring payment in excess of $1,000,000 with respect to Rail, or $250,000 with respect to Deco, shall be rendered against such Borrower and such judgment or order shall remain unsatisfied or undischarged and in effect for forty (40) consecutive days without a stay of enforcement or execution, provided that this Subsection 9.1(D) shall not apply to any judgment for which such Borrower is fully insured (except for normal deductibles in connection therewith) and with respect to which the insurer has assumed the defense and is not defending under reservation of right and with respect to which Agent reasonably believes the insurer will pay the full amount thereof (except for normal deductibles in connection therewith); (E) a notice of Lien, levy, or assessment is filed or recorded with respect to all or a substantial part of the assets of any Borrower by the United States, or any department, agency or instrumentality thereof, or by any state, county, municipality or other governmental agency or any taxes or debts owing at any time or times hereafter to any one or more of them become a Lien upon all or a substantial part of the Collateral or the assets of such Borrower, and such Lien, levy or assessment is not discharged or released within thirty (30) days after written of the notice thereof from Lessor or attachment thereof, provided that this Subsection 9.1(E) shall not apply to Lessee.Liens, levies or assessments which relate to current taxes not yet due and payable or Permitted Liens; (iF) The making by Lessee there shall occur any loss, theft, substantial damage or destruction of any general assignment item or general arrangement items of any Borrower's assets for which such Borrower is not fully insured (a "Loss"), if the amount of such Loss not fully covered by insurance (including any deductible in connection therewith), together with the amount of all other Losses incurred by all Borrowers not fully covered by insurance (including any deductibles in connection therewith) occurring in the same Fiscal Year, exceeds $1,000,000; (G) all or any part of any Borrower's assets is attached, seized, subjected to a writ or distress warrant, or is levied upon, or comes within the possession of any receiver, trustee, custodian or assignee for the benefit of creditorscreditors and on or before the forty-fifth (45th) day thereafter such assets are not returned to such Borrower and/or such writ, distress warrant or levy is not dismissed, stayed or lifted if the amount of such Collateral or assets, together with any other such Collateral and assets that is so attached, seized, subjected to writ or distress warrant or levied upon, exceeds $1,000,000 at any time; (H) a proceeding under any bankruptcy, reorganization, arrangement of debt, insolvency, readjustment of debt or receivership law or statute is filed (i) against any Borrower and an adjudication or appointment is made or order for relief is entered, or such proceeding remains undismissed for a period in excess of forty-five (45) days, or (ii) by any Borrower or any Borrower makes an assignment for the benefit of creditors or any Borrower takes any corporate action to authorize any of the foregoing; (I) a proceeding under any bankruptcy, reorganization, arrangement of debt, insolvency, readjustment of debt or receivership law or statute is filed (i) against any Subsidiary of any Borrower and an adjudication or appointment is made or order for relief is entered, or such proceeding remains undismissed for a period in excess of forty-five (45) days, or (ii) any Subsidiary of any Borrower makes an assignment for the benefit of creditors or any such Subsidiary takes any action to authorize any of the foregoing; (J) Any Borrower or any Subsidiary of a Borrower voluntarily or involuntarily dissolves or is dissolved, terminates or is terminated (except for a liquidation or dissolution of a Subsidiary permitted by Subsection 7.3 hereof); (K) Any Borrower or any Subsidiary of a Borrower becomes insolvent or fails generally to pay its debts as they become due; (L) Any Borrower is enjoined, restrained, or in any way prevented by the order of any court or any administrative or regulatory agency from conducting all or any material part of its business affairs; (M) a breach by any Borrower shall occur under any material agreement, document or instrument (other than an agreement, document or instrument evidencing the lending of money), whether heretofore, now or hereafter existing between such Borrower and any other Person, and such breach involves an exposure to such Borrower, or could give rise to liability of such Borrower, in excess of $1,000,000 with respect to Rail, or $250,000 with respect to Deco, and the same continues unwaived for more than forty-five (45) days after such breach first occurs; (N) as to more than $500,000 individually, or $1,500,000 in the aggregate for all Borrowers in indebtedness at any one time, (i) any Borrower shall fail to make any payment due (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise) on any obligation for borrowed money (including, without limitation, Subordinated Debt) other than the Liabilities and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such indebtedness; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement any other default under any law agreement or instrument relating to bankruptcy any such indebtedness (unlessincluding, in the case of a petition filed against Lesseewithout limitation, the same is dismissed within sixty (60) daysSubordinated Debt); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment event, shall occur and shall continue after the applicable grace period, if any, specified in such agreement or instrument if the effect of such default or event is to accelerate, or to permit the acceleration of, the maturity of such indebtedness; or (iii) any such indebtedness (including, without limitation, Subordinated Debt) shall be declared to be due and payable or required to be paid prepaid (other than, with respect to indebtedness other than the Subordinated Debt, by Lessee a regularly scheduled required prepayment) prior to the stated maturity thereof; (O) a material and adverse change shall occur (i) in the present or reasonably foreseeable prospective operations or financial condition of Rail or in the value of any material portion of the Collateral, or (ii) which materially impairs the ability of Rail to perform its obligations under this Lease. “Chronic delinquency” shall mean failure Agreement and the other Financing Agreements, in each case as determined by Lessee Agent; (P) the plan administrator of any Benefit Plan applies under Section 412(d) of the Internal Revenue Code for a waiver of the minimum funding standards of Section 412(a) of the Internal Revenue Code and Agent in good faith believes that the approval of such waiver could subject any Borrower, any of its Subsidiaries or an ERISA Affiliate of such Borrower to pay monthly rentalliability in excess of $1,000,000; (Q) a Termination Event occurs which Agent in good faith believes could individually, or together with any other periodic payment required Termination Events subject any Borrower, any of its Subsidiaries or an ERISA Affiliate of such Borrower to be paid by Lessee under this Lease, within ten (10) days as described liability in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event excess of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term.$1,000,000; (eR) Any a Change in Control shall occur; (S) any guarantor of shall fail to comply with the Lease revokes terms of, or otherwise terminatesfail to perform any of its obligations under, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all the Liabilities or any portion security or similar agreement relating thereto or shall take any action to disaffirm any of Lessee’s its obligations under this Leaseany such guaranty or agreement or any such guaranty or agreement shall cease to be valid, enforceable or of effect without the prior written consent of the Agent and the Lenders; or

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee It shall be a default ("DEFAULT") under this Note and each of the other Loan Documents if, subject to make the grace periods provided in the Credit Agreement or the other Loan Documents, (i) any payment principal, interest or other amount of rent money due under this Note is not paid in full when due, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein or in any other Loan Documents is not fully and timely performed, observed or kept; or (iii) there shall occur any default or event of default under the Mortgage or any other payment required to be made by Lessee hereunder within ten (10) days Loan Document. Upon the occurrence and during the continuation of a Default, Administrative Agent on behalf of the date when dueLenders shall have the rights to declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment hereof and to exercise any of its other rights, powers and remedies under this Note, under any other Loan Document, or at Law or in equity. (b) All of the rights, remedies, powers and privileges (together, "RIGHTS") of Administrative Agent on behalf of the Lenders provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at Law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent or LenderS to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Lender from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent or Lenders to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Default or general arrangement for the benefit of creditors; (ii) the filing by at maturity or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues any holder in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrower agrees to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyeach such holder, in advanceaddition to principal, for interest and any other sums owing to Lenders hereunder and under the remainder of other Loan Documents, all costs and expenses reasonably incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, reasonable attorneys' fees and expenses, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrower or any portion of Lessee’s obligations under this Leaseguarantor or endorser or any other Person primarily or secondarily liable hereunder.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an Event of this Lease by LesseeDefault hereunder: (a) The failure any representation or warranty made by Lessee to make the Issuer, the Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or the Depositor hereunder or under the Transaction Documents, or in any payment of rent certificate furnished hereunder or any other payment required under the Transaction Documents, shall prove to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe untrue or perform incomplete in any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee.material respect; (i) The making the Issuer, the Master Servicer, the Eligible Lender Trustee, the Seller or the Depositor shall fail to pay when due any amount payable by Lessee of any general assignment the Issuer, the Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or general arrangement for the benefit of creditors; Depositor hereunder or (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt legislative body has enacted any law that declares or a petition for reorganization court of competent jurisdiction shall find or arrangement under rule that any law relating to bankruptcy (unless, in Transaction Document is not valid and binding on the case of a petition filed against LesseeIssuer, the same is dismissed within sixty Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or the Depositor; (60) days); (iiic) the appointment occurrence and continuance of a trustee or receiver to take possession an "Event of substantially all of Lessee’s assets located at Default" under the Premises or of Lessee’s interest in this LeaseIndenture, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysas defined therein. (d) The chronic delinquency by Lessee any failure on the part of the Issuer, the Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or the Depositor duly to observe or perform in the payment of monthly rental, or any material respect any other periodic payment required of the covenants or agreements on the part of the Issuer, the Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or the Depositor contained in this Insurance Agreement or in any other Transaction Document which continues unremedied for a period of 30 days with respect to this Insurance Agreement, or, with respect to any other Transaction Document, beyond any cure period provided for therein, after the date on which written notice of such failure, requiring the same to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentalremedied, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have been given to the additional right Issuer, the Master Servicer, the Seller, the Administrator or the Depositor, as applicable, by the Insurer (with a copy to require that monthly rental be paid the Eligible Lender Trustee and the Indenture Trustee) or by Lessee quarter-annually, in advance, for the remainder of Eligible Lender Trustee or the Term.Indenture Trustee (with a copy to the Insurer); (e) Any guarantor decree or order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case under any present or future federal or state bankruptcy, insolvency or similar law or the appointment of a conservator or receiver or liquidator or other similar official in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Issuer, the Master Servicer, the Seller, the Administrator or the Depositor and such decree or order shall have remained in force undischarged or unstayed for a period of 90 consecutive days; (f) the Issuer, the Master Servicer, the Seller, the Administrator or the Depositor shall consent to the appointment of a conservator or receiver or liquidator or other similar official in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Issuer, the Master Servicer, the Seller, the Administrator or the Depositor or of or relating to all or substantially all of the Lease revokes property of either; (g) the Issuer, the Master Servicer, the Seller, the Administrator or the Depositor shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of or otherwise terminatesvoluntarily commence a case or proceeding under any applicable bankruptcy, insolvency, reorganization or other similar statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations; (h) the occurrence and continuance of a "Master Servicer Default" or an "Administrator Default" under the Sale and Servicing Agreement as defined herein; or (i) the failure of the Seller to comply with, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leasemaintain the accuracy of, the Opinion Facts and Assumptions.

Defaults. The occurrence of any one or more of the following events A. It is covenanted and agreed that if either Party shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee fail to make any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenantscovenants or obligations imposed upon it under and by virtue of the Agreement or these GT&C, conditions or provisions of this Lease in addition to its other rights and remedies, the other Party may terminate the Agreement by proceeding as follows: 1) The Party not in default shall cause a written notice to be observed served on the other Party in default, stating specifically the cause for terminating the Agreement, and declaring it to be the intention of the Party giving notice to terminate the same; thereupon, the Party in default shall have thirty (30) days after the service of the aforesaid notice in which to remedy or performed by Lesseeremove the cause or causes stated in the notice for terminating the Agreement. If within said thirty (30) days the Party in default does so remove and remedy said cause or causes, other than described or fully indemnifies the Party not in Section15.1(b) abovedefault for any and all consequences of such breach, where then such failure notice shall be withdrawn and the Agreement shall continue in full force and effect. 2) In case the Party in default does not remedy and remove the cause or causes, or does not indemnify the Party giving the notice for a any and all consequences of such breach, within said period of thirty (30) days after days, then the party claiming default shall thereafter have the option to terminate this Agreement which option shall be exercised, if at all, by delivering written notice thereof from Lessor to Lessee. (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, Party in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within default no later than ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month after the end of such thirty-day period. In the event there is a dispute regarding whether a default exists, such dispute shall be governed by the arbitration provisions of Section 15 of these GT&C and the thirty-day cure period shall begin on the first day after the date of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder arbitration award. 3) Any cancellation of the TermAgreement pursuant to the provisions of this Section shall be without prejudice to the obligation of Buyer to make payments for Gas delivered to Buyer hereunder to the time of cancellation, and without waiver of any remedy to which the Party not in default may be entitled for violations of the Agreement. (e) Any guarantor B. No waiver by either Seller or Buyer of any default of the Lease revokes other under the Agreement shall operate as a waiver of any future default, whether of like or otherwise terminatesdifferent character or nature, or purports nor shall any failure to revoke or otherwise terminate (by operation exercise any right hereunder be considered as a waiver of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leasesuch right in the future.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an “Event of this Lease by LesseeDefault”: (a) The failure by Lessee Company shall fail to make pay (i) any payment of rent interest due on the Note, or any other amount payable hereunder (other than a principal payment required to be made on the Note) by Lessee hereunder within ten five (105) days of after the date same becomes due; or (ii) any principal amount due on the Note when due.; (b) The failure by Lessee to observe Company shall default in the performance or perform observance of any agreement, covenant, condition, provision or term contained in Article VI or Section 7.01 or 7.06 of this Agreement; (c) The Company or any Credit Party shall default in the performance or observance of any of the other agreements, covenants, conditions conditions, provisions or provisions terms in this Agreement or any Loan Document continuing for a period of this Lease thirty days after the earlier of the date upon which (i) the Chairman, President or Chief Financial Officer of the Company or such other Credit Party obtains knowledge of such default or (ii) written notice thereof is given to the Company by the Lender; (d) Any representation or warranty made by the Company herein or any certificate delivered pursuant hereto, or any financial statement delivered to Lender hereunder, shall prove to have been false in any material respect as of the time when made or given; (e) The Company or any Restricted Subsidiary shall fail to pay as and when due and payable (whether at maturity, by acceleration or otherwise) all or any part of the principal of or interest on any Indebtedness of or assumed by it, or of the rentals due under any lease or sublease, or of any other obligation for the payment of money (the aggregate amount of which Indebtedness, rentals and other obligations exceeds $3,000,000), and such default shall not be observed cured within the period or performed by Lesseeperiods of grace, if any, specified in the instruments governing such obligations; or default shall occur under any evidence of, or any indenture, lease, sublease, agreement or other than described in Section15.1(b) aboveinstrument governing such obligations, where and such failure default shall continue for a period of thirty time sufficient to permit the acceleration of the maturity of any such Indebtedness or other obligation or the termination of such lease or sublease; (30f) A final judgment which, together with all other outstanding final judgments against the Company and its Restricted Subsidiaries, or any of them, exceeds an aggregate of $3,000,000 shall be entered against the Company or any Restricted Subsidiary and shall remain outstanding and unsatisfied, unbonded, unstayed or uninsured after 60 days after written notice thereof from Lessor to Lessee.the date of entry thereof; (g) The Company, any Restricted Subsidiary or any Credit Party shall: (i) The making by Lessee of any become insolvent; or (ii) be unable, or admit in writing its inability to pay its debts as they mature; or (iii) make a general assignment or general arrangement for the benefit of creditorscreditors or to an agent authorized to liquidate any substantial amount of its property; or (iiiv) become the filing by subject of an “order for relief” within the meaning of the United States Bankruptcy Code; or against Lessee (v) become the subject of a petition to have Lessee adjudged a bankrupt or a creditor’s petition for liquidation, reorganization or to effect a plan or other arrangement under any law relating to bankruptcy (unless, in the case with creditors which remains undismissed for a period of a petition filed against Lessee, the same is dismissed within sixty (60) days); or (iiivi) apply to a court for the appointment of a trustee custodian or receiver to take possession for any of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) daysits assets; or (ivvii) the attachmenthave a custodian or receiver appointed for any of its assets (with or without its consent); or (viii) have any of its assets garnished, executionseized or forfeited, or other judicial threatened with garnishment, seizure or forfeiture; or (ix) otherwise become the subject of substantially all of Lessee’s assets located at the Premises any insolvency proceedings or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.propose or enter into any formal or informal composition or arrangement with its creditors; (dh) The chronic delinquency This Agreement, any Note or any Loan Document shall, at any time after their respective execution and delivery, and for any reason, cease to be in full force and effect or be declared null and void, or be revoked or terminated, or the validity or enforceability thereof or hereof shall be contested by Lessee the Company, any Credit Party or any shareholder of the Company or any Credit Party, or the Company or any Credit Party shall deny that it has any or further liability or obligation thereunder or hereunder, as the case may be; (i) Any Reportable Event, which the Lender determines in good faith to constitute grounds for the payment termination of monthly rentalany Plan by the Pension Benefit Guaranty Corporation or for the appointment by the appropriate United States District Court of a trustee to administer any Plan, shall have occurred, or any other periodic payment required to Plan shall be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentalterminated within the meaning of Title IV of ERISA, or a trustee shall be appointed by the appropriate United States District Court to administer any other periodic payment required Plan, or the Pension Benefit Guaranty Corporation shall institute proceedings to be paid by Lessee under this Leaseterminate any Plan or to appoint a trustee to administer any Plan, within ten (10) days as and in case of any event described in Section 15.1(bthe preceding provisions of this subsection (i) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event Lender determines in good faith that the aggregate amount of the chronic delinquency, at Lessor’s option, Lessor liability of the Company and its Subsidiaries to the Pension Benefit Guaranty Corporation under ERISA shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advanceexceed $3,000,000 and such liability is not covered, for the remainder benefit of the Term.Company, by insurance; or the Company or any Subsidiary shall become a member of a Multiemployer Plan; or (ej) Any guarantor Change of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this LeaseControl shall occur.

Defaults. The occurrence of Tenant agrees that any one or more of the following events shall constitute a material be considered an event of default and breach of this Lease by Lesseeas said term is used herein: (a) Tenant shall be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Tenant asking reorganization of Tenant under the Federal bankruptcy laws as now or hereafter amended, or under the laws of any state, shall be entered, and any such decree or judgment or order shall not have been vacated or set aside within sixty (60) days from the date of the entry or granting thereof; or (b) Tenant shall file or admit the jurisdiction of the court and the material allegations contained in any petition in bankruptcy or any petition pursuant or purporting to be pursuant to the Federal bankruptcy laws as now or hereafter amended, or Tenant shall institute any proceedings or shall give its consent to the institution of any proceedings for any relief of Tenant under any bankruptcy or insolvency laws or any laws relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangements, composition, or extension; or (c) Tenant shall make any assignment for the benefit of creditors or shall apply for or consent to the appointment of a receiver for Tenant or any of the property of Tenant; or (d) The failure Leased Premises are levied upon by Lessee any revenue officer or similar officer and Tenant shall fail to make contest the validity of the levy and give security to Landlord to insure payment thereof, or having commenced to contest the same and having given such security, shall fail to prosecute such contest with diligence, or shall fail to have the same released and satisfy any judgment rendered thereon, and such default continues for ten (10) days after notice thereof in writing to Tenant; or (e) A decree or order appointing a receiver of the property of Tenant shall be made, and such decree or order shall not have been vacated or set aside within sixty (60) days from the date of entry or granting thereof; or (f) Tenant shall abandon the Leased Premises or vacate the same during the term hereof; or (g) Tenant shall default in any payment of rent or in any other payment required to be made by Lessee Tenant hereunder within when due as herein provided, and such default shall continue for seven (7) days after notice thereof in writing to Tenant; provided, however, that the said seven (7) day period shall be deemed to be three (3) days in the event that the Tenant assigns this Lease to a person or entity who is either not owned by Tenant or a parent corporation of Tenant; or (h) Tenant shall fail to contest the validity of any lien or claimed lien and give security to Landlord to insure payment thereof, or having commenced to contest the same and having given such security, shall fail to prosecute such contest with diligence, or shall fail to have the same released and satisfy any judgment rendered thereon, and such default continues for ten (10) days of the date when due.after notice thereof in writing to Tenant; or (bi) The failure by Lessee to observe Tenant shall default in keeping, observing, or perform performing any of the covenants, conditions other covenants or provisions of this Lease agreements herein contained to be observed or kept, observed, and performed by LesseeTenant, other than described in Section15.1(b) above, where and such failure default shall continue for a period of thirty (30) days after written notice thereof from Lessor in writing to Lessee.Tenant; or (ij) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee Tenant shall repeatedly be late in the payment of monthly rental, rent or any other periodic payment charges required to be paid hereunder or shall repeatedly default in the keeping, observing, or performing of any other covenants or agreements herein contained to be kept, observed, or performed by Lessee under Tenant (provided notice of such payment or other defaults shall have been given to Tenant, but whether or not Tenant shall have timely cured any such payment or other defaults of which notice was given). For purposes of this Lease. paragraph, the term “Chronic delinquencyrepeatedly” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during times in any twelve (12) month period. In The Tenant further covenants and agrees that, if the event rent above reserved, or any part thereof, shall be in default, or in case of a breach of any of the chronic delinquencycovenants or agreements herein, at Lessor’s optionLandlord may declare this Lease terminated, Lessor shall have and after the additional right expiration of fifteen (15) days from the date of receipt of service of a written notice to require that monthly rental effect, be paid by Lessee quarter-annually, in advance, for entitled to the remainder possession of the Term. (e) Any guarantor Leased Premises, either by the expiration of this Lease or by any termination of said term as herein provided for. If the Tenant shall refuse to surrender and deliver up the possession of the Lease revokes Leased Premises, after the service of said notice, then and in that event, the Landlord may, without further notice or otherwise terminatesdemand, enter into and upon said Leased Premises, or purports any part thereof, and take possession thereof and repossess the same as of the Landlord’s former estate, and expel, remove and put out of possession the Tenant, using such help, assistance and force in so doing as may be needful and proper, without being liable for prosecution or damages therefor, and without prejudice to revoke or otherwise terminate (any remedy allowed by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leaseavailable in such cases.

Defaults. The occurrence of any one or more of the following events shall constitute a material default by Borrower under this Note and breach shall be referred to as an “Event of this Lease by LesseeDefault”: (a) The failure by Lessee If Borrower fails to make pay any payment of rent or any other payment required to be made by Lessee amount due and payable hereunder within ten five (105) business days of the date when due.; (b) The failure by Lessee If Borrower otherwise fails to perform, keep or observe any term, provision, condition, covenant, warranty or perform any of representation contained in this Note or the covenants, conditions or provisions of this Lease Purchase Agreement which is required to be performed, kept or observed or performed by Lessee, other than described in Section15.1(bBorrower; (c) above, where such failure If an Event of Default shall continue for a period of thirty have occurred under the Security Agreement (30as defined below); (d) days after written notice thereof from Lessor to Lessee. If Borrower (i) The making by Lessee becomes insolvent or generally fails to pay, or admits in writing its inability to pay debts as they become due; (ii) applies for, consents to, or acquiesces in, the appointment of a trustee, receiver, sequestrator or other custodian for it or any of its property, or make a general assignment or general arrangement for the benefit of its creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) in the absence of such application, consents or acquiescences, permits or suffers to exist the appointment of a trustee trustee, receiver, sequestrator or receiver to take possession of substantially other custodian for it or for all of Lesseeits property thereof, and such trustee, receiver, sequestrator or other custodian shall not be discharged within 90 days, provided that it hereby expressly authorizes the Subordinated Lender to appear in any court conducting any relevant proceeding during such 90-day period to preserve, protect and defend Subordinated Lender’s assets located at the Premises or of Lessee’s interest in rights under this Lease, where possession is not restored to Lessee within thirty (30) daysNote; or (iv) files for or permits or suffers to exist the attachmentcommencement of any bankruptcy, executionreorganization, debt arrangement or other judicial seizure of substantially all of Lessee’s assets located at the Premises case or of Lessee’s interest in this Leaseproceeding under any bankruptcy or insolvency law (including, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rentalwithout limitation, Xxxxx 00, Xxxxxx Xxxxxx Code, as amended from time to time), or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentaldissolution, winding up or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annuallyliquidation proceeding, in advancerespect of it, and, if any such case or proceeding is not commenced by it, such case or proceeding shall be consented to or acquiesced in by it or shall result in the entry of an order for the remainder of the Term.relief or shall remain for 90 days undismissed; (e) Any guarantor If a default shall have occurred under any agreement between Borrower and any other third party lender to the Borrower, in each case if such default results in the acceleration of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation maturity of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leasethe underlying indebtedness.

Defaults. The With respect to any Default or Event of Default, the words “exists”, “is continuing” or similar expressions with respect thereto shall mean that the Default or Event of Default has occurred and has not yet been cured or waived. If, prior to the taking of any action under Section 11.12 (or the occurrence of any one Event of Default under Section 11.5), any Default or more Event of the following events shall constitute a material default and breach of this Lease by Lessee: Default occurs due to (a) The the failure by Lessee any Credit Party to make take any payment action by a specified time, such Default or Event of rent Default shall be deemed to have been cured at the time, if any, that the applicable Credit Party takes such action or (b) the taking of any action by any Credit Party that is not then permitted by the terms of this Agreement or any other payment required Credit Document, such Default or Event of Default shall be deemed to be made by Lessee hereunder within ten cured on the earlier to occur of (10x) days of the date when due. on which such action would be permitted at such time to be taken under this Agreement and the other Credit Documents pursuant to an applicable amendment or waiver permitting such action and (by) The failure the date on which such action is unwound or otherwise modified to the extent necessary for such revised action to be permitted at such time by Lessee this Agreement and the other Credit Documents; provided that, subject in all respects to observe or perform any of the covenants, conditions or provisions subsection (iv) of this Lease Section 1.18, an Event of Default resulting from the failure to deliver a notice pursuant to Section 9.1(e)(i) shall cease to exist and be observed cured in all respects if the Default or performed by LesseeEvent of Default giving rise to such notice requirement shall have ceased to exist and/or be cured. Notwithstanding anything to the contrary in this Section 1.18, other than described in Section15.1(ban Event of Default (the “Initial Default”) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor may not be cured pursuant to Lessee.this Section 1.18: (i) The making by Lessee if the taking of any general assignment action by any Credit Party or general arrangement for Restricted Subsidiary of a Credit Party that is not permitted during, and as a result of, the benefit continuance of creditors; such Initial Default directly results in the cure of such Initial Default and the applicable Credit Party or Restricted Subsidiary had actual knowledge at the time of taking any such action that the Initial Default had occurred and was continuing, (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lesseean Event of Default under Section 11.7, 11.8 or 11.9 that directly results in material impairment of the same rights and remedies of the Lenders, Collateral Agent and Administrative Agent under the Credit Documents and that is dismissed within sixty (60) days); incapable of being cured, (iii) in the appointment case of an Event of Default under Section 11.3 arising due to the failure to perform or observe Section 9.3 that directly results in a trustee material adverse effect on the ability of the Borrower and the other Credit Parties (taken as a whole) to perform their respective payment obligations under any Credit Document to which the Borrower or receiver to take possession any of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession other Credit Parties is not restored to Lessee within thirty (30) days; or a party, (iv) in the attachmentcase of an Initial Default for which (A) the Borrower failed to give notice to the Agent and the Lenders of such Initial Default in accordance with Section 9.1(e)(i) of this Agreement and (B) the Borrower had actual knowledge of such failure to give such notice, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.or (dv) The chronic delinquency by Lessee in if the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the TermInitial Default had a Material Adverse Effect. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of If any one or more of the following events (herein called an "Event of Default") shall constitute a material default occur and breach of this Lease by Lesseebe continuing: (a) The failure If the Company shall default in the payment (whether or not such payment is prohibited under Article 5 hereof) of (i) any part of the principal on any Convertible Note, when the same shall become due and payable, whether at maturity or by Lessee acceleration or otherwise, or (ii) the interest on any Convertible Note, when the same shall become due and payable, and such default in the payment of interest shall have continued for fifteen (15) days; (b) If the Company shall default in the performance of any agreement or covenant contained in this Agreement or the Convertible Notes and such default shall continue for thirty (30) days; or (c) If any representation or warranty by the Company herein or any certificate delivered by the Company pursuant hereto shall prove to have been incorrect in any material respect when made; or (d) If (i) the Company shall fail to make any payment in respect of rent any Indebtedness when due or within any applicable grace period; or (ii) any other event of default, as defined in any material indenture or material instrument evidencing or under which there is at the time outstanding any Indebtedness of the Company, shall occur which (1) results in the acceleration of the maturity of such Indebtedness or (2) enables (or, with the giving of notice, would enable) the holder of such Indebtedness or any other payment required person acting on such holder's behalf to be made by Lessee hereunder within ten accelerate the maturity thereof if, in the case of subclause (102) hereof, such event or condition has been in existence for 180 days without being cured or waived; provided, that, the aggregate principal amount of the date when due.Indebtedness referred to in clause (i) or (ii) (together with any other defaulted Indebtedness) exceeds $1,000,000; or (be) The failure by Lessee to observe If a final judgment which, either alone or perform together with other outstanding final judgments against the Company and its Subsidiaries, exceeds an aggregate of $1,000,000 shall be rendered against the Company or any of the covenants, conditions Subsidiary and such judgment shall have continued undischarged or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue unstayed for a period of thirty sixty (3060) days after written notice thereof from Lessor to Lessee.entry thereof; or (if) The making by Lessee of If the Company or any general Subsidiary shall make an assignment or general arrangement for the benefit of creditors, or shall admit in writing its inability to pay its debts; (ii) or if the filing by Company or against Lessee any Subsidiary shall suffer the appointment of a petition receiver or trustee for it or substantially all of its assets and, if appointed without its consent, not to have Lessee adjudged a bankrupt be discharged or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed stayed within sixty (60) days); or if the Company or any Subsidiary shall suffer proceedings under any law relating to bankruptcy, insolvency or the reorganization or relief of debtors to be instituted by or against it, and, if contested by it, not to be dismissed or stayed within sixty (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (3060) days; or if the Company or any Subsidiary shall fail generally to pay its debts as they become due; or if the Company or any Subsidiary shall suffer any writ of attachment or execution or any similar process to be issued or levied against it or any significant part of its property with respect to claims in excess of $1,000,000, which is not released, stayed, bonded or vacated within sixty (iv60) days after its issue or levy; or if the attachmentCompany or any Subsidiary takes corporate action in furtherance of any of the aforesaid purposes or conditions; then and in each such event the holders of forty percent (40%) or more in aggregate principal amount of the Convertible Notes then outstanding may at any time (unless all defaults shall theretofore have been remedied) at its or their option, executionby written notice or notices to the Company, declare all the Convertible Notes to be due and payable, whereupon the same shall forthwith mature and become due and payable, together with all interest accrued thereon, without presentment, demand, protest or other judicial seizure of substantially notice, all of Lessee’s assets located which are hereby waived; provided, however, that this provision is subject to the condition that if, at any time after the principal of the Convertible Notes shall so become due and payable, any arrears of principal and interest on the Convertible Notes (with interest at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee rate specified in the payment of monthly rentalConvertible Notes on any overdue principal and, or to the extent legally enforceable, on any other periodic payment required to interest overdue) shall be paid by Lessee or for the account of the Company, then the holder or holders of at least fifty-one percent (51%) in aggregate principal amount of the Convertible Notes then outstanding, by written notice or notices to the Company, may waive such Event of Default and its consequences and rescind or annul such declaration, but no such waiver shall extend to or affect any subsequent Event of Default or impair any right resulting therefrom; provided, further, that notwithstanding the foregoing, if there shall occur an Event of Default under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten clause (10) days as described in Section 15.1(bf) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event a breach of the chronic delinquencycovenants contained in Sections 9.1 or 9.3 hereof, at Lessor’s optionthen the Convertible Notes, Lessor together with all interest accrued thereon, shall have immediately mature and become due and payable, without the additional right necessity of any action by the Purchasers or notice to require that monthly rental be paid by Lessee quarter-annuallythe Company. If any holder of a Convertible Note shall give any notice or take any other action with respect to a claimed default, in advancethe Company, for the remainder forthwith upon receipt of such notice or obtaining knowledge of such other action, will give written notice thereof to all other holders of the Term. (e) Any guarantor Convertible Notes then outstanding, describing such notice or other action and the nature of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leaseclaimed default.

Defaults. The occurrence of any one or more Each of the following events shall constitute a material default Default, whatever the reason for such event and breach whether it shall be voluntary or involuntary or be effected by operation of this Lease by Lesseelaw or pursuant to any judgment or order of any court or any order, rule, or regulation of any governmental or non-governmental body: (a) The failure by Lessee Any representation or warranty made under this Agreement shall prove incorrect or misleading in any material respect when made or deemed to make any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due.have been made; (b) The failure by Lessee Borrower shall default in the payment of any principal, interest or other monetary amounts payable hereunder or under the Notes, or any of them, or under the other Loan Documents which payment default (other than payment due on the Maturity Date) is not cured within thirty (30) calendar days of Borrower's receipt of notice from the Administrative Agent; (c) The Borrower shall default in the performance or observance of any other agreement or covenant contained in this Agreement not specifically referred to observe elsewhere in this Section 6.1, and such Event of Default shall not be cured to the Majority Banks' satisfaction within a period of ninety (90) days from the date the Borrower receives notice from the Administrative Agent with respect thereto; (d) There shall occur any Event of Default in the performance or perform observance of any agreement or covenant or breach of any representation or warranty contained in any of the covenants, conditions Loan Documents (other than this Agreement or provisions as otherwise provided in this Section 6.1 of this Lease Agreement) or any Subsidiary Guaranty, which shall not be cured to the Majority Banks' satisfaction within the applicable cure period, if any, provided for in such Loan Document or ninety (90) days from the date the Borrower receives notice from the Administrative Agent with respect thereto if no cure period is provided in such Loan Document; (e) There shall be observed entered a decree or performed by Lesseeorder for relief in respect of the Borrower or any of its Restricted Subsidiaries under Title 11 of the United States Code, as now constituted or hereafter amended, or any other than described in Section15.1(bapplicable federal or state bankruptcy law or other similar law, or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator, or similar official of the Borrower or any of its Restricted Subsidiaries, or of any substantial part of their respective properties, or ordering the winding-up or liquidation of the affairs of the Borrower or any of its Restricted Subsidiaries, or an involuntary petition shall be filed against the Borrower or any of its Restricted Subsidiaries, and a temporary stay entered, and (i) abovesuch petition and stay shall not be diligently contested, where or (ii) any such failure petition and stay shall continue undismissed for a period of thirty (30) days after written notice thereof from Lessor to Lessee.consecutive days; (if) The making by Lessee Borrower or any of its Restricted Subsidiaries shall file a petition, answer, or consent seeking relief under Title 11 of the United States Code, as now constituted or hereafter amended, or any general other applicable federal or state bankruptcy law or other similar law, make an assignment or general arrangement for the benefit of creditors; (ii) , or the Borrower or any of its Restricted Subsidiaries shall consent to the institution of proceedings thereunder or to the filing by of any such petition or against Lessee to the appointment or taking of possession of a petition receiver, liquidator, assignee, trustee, custodian, sequestrator, or other similar official of the Borrower or any of its Restricted Subsidiaries, or of any substantial part of their respective properties, or the Borrower or any of its Restricted Subsidiaries shall fail generally to have Lessee adjudged a bankrupt pay their respective debts as they become due, or the Borrower or any of its Restricted Subsidiaries shall take any corporate or partnership action to authorize any such action; (g) A final judgment shall be entered by any court against the Borrower or any of its Restricted Subsidiaries for the payment of money which exceeds $1,000,000.00, which judgment is not covered by insurance or a petition for reorganization warrant of attachment or arrangement under execution or similar process shall be issued or levied against property of the Borrower or any law relating of its Restricted Subsidiaries which, together with all other such property of the Borrower or any of its Restricted Subsidiaries subject to bankruptcy (unlessother such process, exceeds in value $1,000,000.00 in the case of a petition filed against Lesseeaggregate, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Leaseand if, where possession is not restored to Lessee within thirty (30) daysdays after the entry, issue, or levy thereof, such judgment, warrant, or process shall not have been paid or discharged or bonded or stayed pending appeal, or if, after the expiration of any such stay, such judgment, warrant, or process shall not have been paid or discharged; (1) There shall be at any time any "accumulated funding deficiency," as defined in ERISA or in Section 412 of the Code, with respect to any Plan; or (iv2) a trustee shall be appointed by a United States District Court to administer any Plan; or the attachmentPension Benefit Guaranty Corporation shall institute proceedings to terminate any Plan; or (3) any of the Borrower and its ERISA Affiliates shall incur any liability to the Pension Benefit Guaranty Corporation in connection with the termination of any Plan; or (4) any Plan or trust created under any Plan of any of the Borrower and its ERISA Affiliates shall engage in a non-exempt "prohibited transaction" (as such term is defined in Section 406 of ERISA or Section 4975 of the Code) which would subject the Borrower or any ERISA Affiliate to the tax or penalty on "prohibited transactions" imposed by Section 502 of ERISA or Section 4975 of the Code; and by reason of any or all of the events described in clauses (1) through (4), executionas applicable, the Borrower shall have incurred or is likely to incur liability in excess of $2,000,000.00 in the aggregate; (i) All or any portion of any Loan Document shall at any time and for any reason be declared by a court of competent jurisdiction in a suit with respect to such Loan Document to be null and void, or other judicial seizure a proceeding shall be commenced by any governmental authority involving a legitimate dispute or by the Borrower or any of substantially all its Restricted Subsidiaries, having jurisdiction over the Borrower or any of Lessee’s assets located at its Restricted Subsidiaries, seeking to establish the Premises invalidity or unenforceability thereof (exclusive of Lessee’s interest in this Leasequestions of interpretation of any provision thereof), where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in or the Borrower or any of its Restricted Subsidiaries shall deny that it has any liability or obligation for the payment of monthly rentalprincipal or interest purported to be created under any Loan Document; (j) There shall occur any Change of Control; (k) Except for conveyances of all or any part of the Loan Inventory between the Borrower and the Guarantors there occurs any sale, lease, conveyance, assignment, pledge, encumbrance, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, transfer of all or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event part of the chronic delinquencyLoan Inventory or any interest therein, at Lessor’s optionvoluntarily or involuntarily, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (whether by operation of law or otherwise, except (i) in accordance with the terms of this Agreement, (ii) for execution of contracts with prospective purchasers, (iii) for Permitted Encumbrances, and (iv) in the ordinary course of business; or (l) Except in the normal course of Borrower's development of inventory into Developed Lots and construction of Dwellings thereon, without the prior written consent of Administrative Agent, Borrower grants any guaranty of easement or dedication, files any plat, condominium declaration, or restriction or otherwise encumbers all or any portion of Lessee’s obligations the Loan Inventory, or seeks or permits any zoning reclassification or variance, unless such action is expressly permitted by the Loan Documents or does not affect any Inventory which is part of the Loan Inventory. Notwithstanding anything contained herein to the contrary, the occurrence of any of the foregoing shall not be a Default or an Event of Default hereunder if: (i) the occurrence pertains only to specific parcel(s) within the Loan Inventory; and (ii) the affected parcel(s) is (are) removed from the Loan Inventory on or before ten (10) days in the case of a monetary occurrence and thirty (30) days in the case of a non-monetary occurrence after the occurrence or, if the Borrower is entitled to notice and cure, within the applicable notice and cure period. In the event that any such parcel is a Lot Under Development, Developed Lot or Dwelling Lot, then the Loan Funding Availability shall be immediately calculated excluding such parcel. If, as the result of such removal, the outstanding principal balance under this Leaseall Unsecured Indebtedness together with any unreimbursed draws under Letters of Credit would exceed the Loan Funding Availability, the Borrower shall pay (X) to the Administrative Agent on the Reconciliation Date immediately following the removal of such Inventory from the Loan Inventory, a principal payment on the Loans in an amount sufficient to eliminate such excess of the aggregate outstanding principal balance of all Unsecured Indebtedness and unreimbursed draws under Letters of Credit over the Loan Funding Availability, together with any due and unpaid interest on such excess or (Y) add additional Inventory to the Loan Inventory (which is acceptable to the Administrative Agent) in an amount sufficient to cause the Loan Funding Availability to equal or exceed the Loans and unreimbursed draws under Letters of Credit.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach be "Events of this Lease by LesseeDefault": (a) The failure by Lessee to make any payment occurrence of rent or any other payment required to be made by Lessee hereunder within ten an Event of Default (10as defined in the Note) days of under the date when due.Note; (b) Any representation or warranty of a Debtor in this Agreement or in the Intellectual Property Security Agreement shall prove to have been incorrect in any material respect when made; (c) The failure by Lessee a Debtor to observe or perform any of its obligations hereunder or in the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue Intellectual Property Security Agreement for a period of thirty five (305) days after written delivery to such Debtor of notice thereof from Lessor to Lessee. (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing such failure by or against Lessee on behalf of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.Secured Party; (d) The chronic delinquency by Lessee in the payment of monthly rentalA Debtor shall prepay, redeem, defease, purchase, or otherwise acquire any of its or its subsidiaries' indebtedness, other periodic payment required to be paid by Lessee than permitted prepayments under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term.Note; (e) Any guarantor of the Lease revokes A Debtor shall make any distribution or otherwise terminatesdeclare or pay any dividends (in cash or other property, other than common stock) on, or purports to revoke purchase, acquire, redeem, or otherwise retire any of its capital stock, of any class, whether now or hereafter outstanding; (f) Parent shall modify or change its method of accounting or enter into, modify, or terminate any agreement currently existing, or at any time hereafter entered into with any third party accounting firm or service bureau for the preparation or storage of its accounting records; (by operation of law g) If a judgment or otherwise) other claim becomes a lien or encumbrance upon any guaranty of all or any material portion of Lessee’s obligations a Debtor's assets; and (h) If any provision of this Agreement shall at any time for any reason be declared to be null and void, or the validity or enforceability thereof shall be contested by a Debtor, or a proceeding shall be commenced by a Debtor, or by any governmental authority having jurisdiction over a Debtor, seeking to establish the invalidity or unenforceability thereof, or a Debtor shall deny that a Debtor has any liability or obligation purported to be created under this LeaseAgreement.

Defaults. The occurrence Upon the happening of any one or more of the following events shall constitute a material default and breach (collectively, “Events of this Lease by Lessee:Default”): (a) The failure by Lessee if Borrower shall fail to make payment when due of any Obligation under this Agreement or any Loan Document, provided, however, that, for purposes of Borrower’s obligation to make payment of rent any Obligations to Lender comprised of Obligations to reimburse Lender for or to pay field examination expenses and legal fees and expenses incurred by Lender after the date hereof, no Event of Default shall be deemed to have occurred, unless sixty (60) days have elapsed from the date of demand therefor by Lender; provided that, Lender’s right hereunder to charge such fees and expenses to Borrower shall not be affected by the foregoing and in the event Lender so charges Borrower for such fees and expenses any such incipient Event of Default shall be deemed cured thereby; or (b) if Borrower shall fail to comply with any terms, conditions, covenant, warranty or representation contained in Section 10, Section 11, Section 12 and Section 13 of this Agreement; or (c) if Borrower shall fail to comply with any term, condition, covenant or warranty of or in this Agreement, any other Loan Document or any other payment required agreement between Lender and Borrower, other than in Section 10, Section 11, Section 12 and Section 13 of this Agreement, and such failure continues for a period in excess of twenty (20) days after notice thereof is given by Lender to Borrower; or (d) if Borrower shall cease to be made Solvent, make an assignment for the benefit of its creditors, call a meeting of its creditors to obtain any general financial accommodation, suspend business or if any case under any provision of the Bankruptcy Code, including provisions for reorganizations, shall be commenced by Lessee hereunder or against Borrower; or (e) if any statement or representation contained in any financial statement or certificate delivered by Borrower to Lender shall be false, in any material respect, when made; or (f) if any federal tax lien is filed of record against Borrower or any Guarantor and is not bonded or discharged within ten (10) days; or (g) if Borrower’s independent public accountants shall refuse to deliver any financial statement required by this Agreement (after the date due hereunder) within ten (10) days after written demand by Lender for delivery of the date when due.such financial statements; or (bh) The failure by Lessee to observe if a receiver, trustee or perform equivalent officer shall be appointed for all or any of the covenants, conditions or provisions assets of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee.Borrower; or (i) The making by Lessee if a judgment for more than Two Hundred and Fifty Thousand Dollars ($250,000) shall be entered against Borrower in any action or proceeding and shall not be stayed, vacated, bonded, paid, discharged or applied in good faith within twenty (20) days; provided, that, no Event of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition Default shall be deemed to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, occurred in the case of any judgment where the claim is covered by insurance and the insurance company has accepted liability therefor; or (j) if any obligation of Borrower in respect of Indebtedness shall be declared to be or shall become due and payable prior to the stated maturity thereof or such obligation shall not be paid as and when the same becomes due and payable; or there shall occur any event or condition which constitutes an event of default under any mortgage, indenture, instrument, agreement or evidence of indebtedness relating to any obligation of Borrower in respect of any such Indebtedness the effect of which is to permit the holder or the holders of such mortgage, indenture, instrument, agreement or evidence of Indebtedness, or a petition filed against Lesseetrustee, agent or other representative on behalf of such holder or holders, to cause the Indebtedness evidenced thereby to become due prior to its stated maturity; provided, that, the same is dismissed within sixty foregoing shall not include (60a) days); (iii) the appointment of a trustee or receiver Indebtedness to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) daysLender; or (ivb) Indebtedness arising in connection with any real property lease obligations up to $50,000.00, so long as no judgments are entered against Borrower as a result of Borrower’s failure to pay such Indebtedness; or (k) upon the attachment, executionhappening of any Reportable Event which Lender in its discretion determines could reasonably be expected to constitute grounds for the termination of any Plan, or if a trustee shall be appointed by an appropriate United States District Court or other judicial seizure court of substantially all of Lessee’s assets located at administrative tribunal to administer any Plan, or if the Premises Pension Benefit Guaranty Corporation shall institute proceedings to terminate any Plan or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.to appoint a trustee to administer any Plan; or (dl) The chronic delinquency by Lessee upon the occurrence and continuance of any Material Adverse Effect, which in the payment sole and absolute opinion of monthly rentalLender, impairs Lender’s security or increases its risks; or (m) upon the happening of any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as of the events described in Section 15.1(b17.1(d), Section 17.1(e), Section 17.1(g), Section 17.1(h), Section 17.1(i) aboveor Section 17.1(j) with respect to a Guarantor or if any Guarantor purports to terminate its guaranty or if any Validity/Support Guarantor purports to terminate his/its Validity/Support Guaranty or upon the death of any Guarantor or Validity/Support Guarantor that is a natural person; then and in any such event, for any three Lender may terminate this Agreement without prior notice or demand to Borrower or may demand payment of all Obligations (3whether otherwise then payable on demand or not) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annuallywithout terminating this Agreement and shall, in advanceany event, for the remainder of the Term. (e) Any guarantor of the Lease revokes be under no further responsibility to extend any credit or afford any financial accommodation to Borrower, whether under this Agreement or otherwise terminates, or purports to revoke or otherwise terminate upon the sale of any Guarantor at a fair value of more than fifty thousand (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease$50,000).

Defaults. 15.1 The occurrence of any one or more failure of the following events shall constitute a material default and breach Owner, Developer or the Town to comply with the terms of this Lease by Lessee: (a) The failure by Lessee to make any payment of rent or any other payment required to be made by Lessee hereunder Agreement not cured within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor the non-defaulting party to Lessee. the defaulting party (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition as such time period may be extended with regard to have Lessee adjudged a bankrupt non-monetary breaches or a petition for reorganization or arrangement under any law relating reasonable period of time based on the circumstances, provided such defaulting party commences to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed cure such breach within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within such thirty (30) daysday period and is proceeding diligently and expeditiously to complete such cure) shall constitute a default, entitling the non-defaulting party to pursue such remedies as deemed appropriate, including specific performance; provided however no termination of this Agreement may be declared by the Town absent its according the Owner and any relevant Developer the notice, hearing and opportunity to cure in accordance with the Act; and provided any such termination shall be limited to the portion of the Property in default, and provided further that nothing herein shall be deemed or (iv) construed to preclude the attachmentTown or its designee from issuing stop work orders or voiding permits issued for Development when such Development contravenes the provisions of the Zoning Regulations or this Agreement. A default of the Owner shall not constitute a default by Developers, execution, and default by Developers shall not constitute a default by the Owner. The parties acknowledge that individual residents and owners of completed buildings within the Property shall not be obligated for the obligations of the Owner or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest Developer set forth in this Lease, where such seizure is not discharged within thirty (30) daysAgreement. 15.2 Notwithstanding the foregoing or anything to the contrary in this Agreement, the parties agree that the Town’s sole and exclusive remedy for any default pursuant to Section 12.1 of this Agreement (da “Phasing Default”) The chronic delinquency by Lessee in shall be to terminate this Agreement, upon which termination all rights and obligations of the payment of monthly rental, or any other periodic payment required to be paid by Lessee parties under this Lease. “Chronic delinquency” Agreement shall mean failure by Lessee cease, and the Town hereby expressly waives any and all other remedies it may otherwise have, either at law or in equity, resulting from or arising from a Phasing Default. 15.3 Notwithstanding anything to pay monthly rentalthe contrary herein, or in no event shall any other periodic payment required party to this Agreement be paid by Lessee under this Leaseliable, within ten (10) days as described in Section 15.1(b) abovenor shall any action be brought, for any three (3) months (consecutive consequential, incidental, exemplary or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termpunitive damages. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The A Party shall be in default under this Lease upon the occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lesseeevents: (a) The failure by Lessee such Party to make any payment of rent or any other payment amount required to be made by Lessee hereunder within ten (10) days of the date such Party hereunder, as and when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after receipt by such Party of written notice thereof from Lessor to Lessee.the other Party; or (ib) The making failure by Lessee such Party to observe or perform any other material covenants, conditions or provisions of this Lease to be observed or performed by such Party, where such failure shall continue for a period of thirty (30) days after receipt by such Party of written notice thereof from the other Party; provided, however, that if the nature of the failure is such that more than thirty (30) days are reasonably required for its cure, then such Party shall not be deemed to be in default if such Party commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion; or (c) If by order of a court of competent jurisdiction, a receiver or liquidator or trustee of a Party shall be appointed, and such receiver or liquidator or trustee shall not have been discharged within a period of sixty (60) days; or if by decree of such a court, a Party shall be adjudicated bankrupt or insolvent or any general assignment substantial part of the property of such Party shall have been sequestered, and such decree shall have continued undischarged and unstayed for a period of sixty (60) days after the entry thereof; or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of if a petition to have Lessee adjudged declare bankruptcy or to reorganize a bankrupt Party pursuant to any of the provisions of the federal bankruptcy laws or a petition for reorganization pursuant to any other similar state statute applicable to such Party, as now or arrangement under any law relating to bankruptcy (unlesshereafter in effect, in the case of a petition shall be filed against Lessee, the same is such Party and shall not be dismissed within sixty (60) days)days after such filing; or (iiid) If a Party shall file a voluntary petition in bankruptcy under any provision of any federal or state bankruptcy law or shall consent to the filing of any bankruptcy or reorganization petition against it under any similar law; or, without limitation of the generality of the foregoing, if a Party shall file a petition or answer or consent seeking relief or assisting in seeking relief in a proceeding under any of the provisions of the federal bankruptcy laws or pursuant to any other similar state statute applicable to such Party, as now or hereafter in effect, or an answer admitting the material allegations of a petition filed against it in such a proceeding; or if a Party shall make an assignment for the benefit of its creditors; or if a Party shall admit in writing its inability to pay its debts generally as they become due; or if a Party shall consent to the appointment of a receiver or receivers, or trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executiontrustees, or other judicial seizure liquidator or liquidators of substantially all of Lessee’s assets located at the Premises it or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion part of Lessee’s obligations under this Leaseits property; or

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee to make It shall be a default ("Default") under this Note and each of the other Loan Documents if (1) any payment principal, interest or other amount of rent money due under this Note is not paid in full when due, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein or in any other Loan Documents is not fully and timely performed, observed or kept; or (iii) there shall occur any default or event of default under the Mortgage or any other payment required to be made by Lessee hereunder within ten (10) days Loan Document. Upon the occurrence of a Default, Administrative Agent on behalf of the date when dueLenders shall have the rights to declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment hereof and to exercise any of its other rights, powers and remedies under this Note, under any other Loan Document, or at law or in equity. (b) All of the rights, remedies, powers and privileges (together, "Rights") of Administrative Agent on behalf of the Lenders provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent or Lenders to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Lender from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent or Lenders to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Default or general arrangement for the benefit of creditors; (ii) the filing by at maturity or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues any holder in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrower agrees to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyeach such holder, in advanceaddition to principal, for interest and any other sums owing to Lenders hereunder and under the remainder of other Loan Documents, all costs and expenses incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, attorneys' fees and expenses, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrower or Guarantor or endorser or any portion of Lessee’s obligations under this Leaseother person primarily or secondarily liable hereunder.

Defaults. The occurrence An Event of any one or more Default shall occur if: (i) the Company shall -------- default in the payment of the following events principal of or any installment of interest on this Note, when and as the same shall constitute become due and payable, whether at maturity, on demand, on a material date fixed for payment thereof, at a date fixed for prepayment, by acceleration or otherwise, (ii) the Company shall fail to perform or observe any covenant, obligation or agreement contained herein and the Company has not remedied such default and breach within fifteen (15) days after notice of this Lease default has been given by Lessee: the Investor to the Company, (iii) an involuntary proceeding shall be commenced or an involuntary petition shall be filed in a court of competent jurisdiction seeking (a) The failure by Lessee to make any payment relief in respect of rent the Company, or of a substantial part of its property or assets, under Title 11 of the United States Code, as now constituted or hereafter amended, or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. federal or state bankruptcy, insolvency, receivership or similar law, (b) The failure by Lessee to observe the appointment of a receiver, trustee, custodian, sequestrator, conservator or perform similar official for the Company, or for a substantial part of its property or assets, or (c) the winding up or liquidation of the Company, and such proceeding or petition shall continue undismissed for 60 days, or any order or decree approving or ordering any of the covenantsforegoing shall be entered or (iv) the Company shall (a) voluntarily commence any proceeding or file any petition seeking relief under Title 11 of the United States Code, conditions as now constituted or provisions of this Lease hereafter amended, or any other federal or state bankruptcy, insolvency, receivership or similar law, (b) consent to be observed the institution of, or performed by Lesseefail to contest in a timely and appropriate manner, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee. (i) The making by Lessee any proceeding or the filing of any petition described herein, (c) file an answer admitting the material allegations of a petition filed against it in any such proceeding, (e) make a general assignment or general arrangement for the benefit of creditors; , (iif) become unable, admit in writing its inability or fail generally to pay its debts as they become due, (g) suspend the filing by or against Lessee operation of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; its business or (ivh) take any action for the attachment, execution, or other judicial seizure purpose of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or effecting any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termforegoing. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee to make It shall be a default ("Default") under this Note and each of the other Loan Documents if (i) any payment principal, interest or other amount of rent money due under this Note is not paid in full when due, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein or in any other Loan Documents is not fully and timely performed, observed or kept; or (iii) there shall occur any default or event of default under the Mortgage or any other Loan Document. Upon the occurrence of a Default, Administrative Agent on behalf of Lenders shall have the rights to declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment required hereof and to be made by Lessee hereunder within ten (10) days exercise any of the date when dueits other rights, powers and remedies under this Note, under any other Loan Document, or at Law or in equity. (b) All of the rights, remedies, powers and privileges (together, "Rights") of Administrative Agent on behalf of Lenders provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at Law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent or Lenders to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Lender from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent or Lenders to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Default or general arrangement for the benefit of creditors; (ii) the filing by at maturity or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues any holder in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrower agrees to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyeach such holder, in advanceaddition to principal, for interest and any other sums owing to Lenders hereunder and under the remainder of other Loan Documents, all costs and expenses incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, attorneys' fees and expenses, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrower or any portion of Lessee’s obligations under this Leaseguarantor or endorser or any other person primarily or secondarily liable hereunder.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee to make It shall be a default (“Default”) under this Note and each of the other Loan Documents if (i) any payment principal, interest or other amount of rent money due under this Note is not paid in full when due, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein or in any other Loan Documents is not fully and timely performed, observed or kept; or (iii) there shall occur any default or event of default under the Mortgage or any other Loan Document. Upon the occurrence of a Default, Administrative Agent on behalf of Lenders shall have the rights to declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment required hereof and to be made by Lessee hereunder within ten (10) days exercise any of the date when dueits other rights, powers and remedies under this Note, under any other Loan Document, or at Law or in equity. (b) All of the rights, remedies, powers and privileges (together, “Rights”) of Administrative Agent on behalf of Lenders provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at Law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent or Lenders to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Lender from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent or Lenders to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Default or general arrangement for the benefit of creditors; (ii) the filing by at maturity or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues any holder in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrower agrees to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyeach such holder, in advanceaddition to principal, for interest and any other sums owing to Lenders hereunder and under the remainder of other Loan Documents, all costs and expenses incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, attorneys’ fees and expenses, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrower or any portion of Lessee’s obligations under this Leaseguarantor or endorser or any other person primarily or secondarily liable hereunder.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee to make It shall be a default ("Default") under this Note and each of the other Loan Documents if (i) any payment principal, interest or other amount of rent money due under this Note is not paid in full when due, in accordance with the terms and conditions of the Loan Agreement, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein is not fully and timely performed, observed or kept; or (iii) there shall occur any default or event of default under the Loan Agreement or any other payment required Loan Document, which is not cured pursuant to be made by Lessee hereunder within ten (10) days the terms and provisions therein. Subject to the terms of the date when dueSubordination Agreement, upon the occurrence of a Default, Lender shall have any and all rights and remedies set forth in the Loan Agreement, including without limitation the right (A) to declare in accordance with the Loan Agreement the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (upon such declaration, the same shall be at once due and payable), (B) to foreclose any liens and security interests securing payment thereof and (C) to exercise any of its other rights, powers and remedies under this Note, under any other Loan Document, or at law or in equity. (b) All of the Rights of Lender provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised, subject to the terms of the Subordination Agreement, at any time and from time to time. No failure by Lessee Lender to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Lender from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Lender to accelerate the maturity of this Lease Note or, subject to be observed the terms of the Subordination Agreement, to exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Default or general arrangement for the benefit at maturity of creditors; (ii) the filing by this Note or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues any holder in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrower agrees to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyeach such holder, in advanceaddition to principal, for interest and any other sums owing to Lender hereunder and under the remainder of other Loan Documents, all costs and expenses incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, attorneys' fees and expenses, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrower or any portion of Lessee’s obligations under this Leaseguarantor or endorser or any other person primarily or secondarily liable hereunder.

Defaults. The occurrence Debtor shall be in default under this Agreement and each of the other Debt Documents if any one or more of the following events shall constitute a material default and breach of this Lease by Lesseeshould occur: (ai) The failure by Lessee Debtor breaches its obligation to make pay within three (3) business days following the due date thereof any payment of rent installment or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe amount due or perform coming due under any of the covenants, conditions or provisions of this Lease to be observed or performed by LesseeDebt Documents, other than described in Section15.1(bby Secured Party’s failure to process a deduction from Debtor’s Primary Operating Account pursuant to Section 2(w); (ii) aboveDebtor, where such failure shall continue without the prior written consent of Secured Party, attempts to or does sell, rent, lease, license, mortgage, grant a security interest in, or otherwise transfer or encumber, or allow Liens (except for a period Permitted Liens) upon, any of the Collateral; (iii) Debtor breaches any of its insurance obligations under Section 4; (iv) Debtor breaches any of its obligations under Sections 2(m) or 2(y) or Sections 3(i), (j), or (k); (v) Debtor breaches any of its other non-payment obligations under any of the Debt Documents and fails to cure that breach within thirty (30) days after written notice thereof from Lessor to Lessee.it has occurred; (ivi) The making Any warranty, representation or statement made by Lessee Debtor in any of the Debt Documents or otherwise in connection with any of the Indebtedness shall be false or misleading in any material respect; (vii) Any of the Collateral is subjected to attachment, execution, levy, seizure or confiscation in any legal proceeding or otherwise, or if any legal or administrative proceeding is commenced against Debtor or any of the Collateral, which in the good faith judgment of Secured Party subjects any of the Collateral to a material risk of attachment, execution, levy, seizure or confiscation and no bond is posted or protective order obtained to negate such risk; (viii) Debtor breaches or is in default under any other agreement between Debtor and Secured Party; (ix) Debtor or any guarantor or other obligor for any of the Indebtedness (collectively “Guarantor”) dissolves, terminates its existence, becomes insolvent or ceases to do business as a going concern; (x) If Debtor or any Guarantor is a natural person, and Debtor or any such Guarantor dies or becomes incompetent; (xi) A receiver is appointed for all or of any general part of the property of Debtor or any Guarantor, or Debtor or any Guarantor makes any assignment or general arrangement for the benefit of creditors; (xii) Debtor or any Guarantor files a petition under any bankruptcy, insolvency or similar law, or any such petition is filed against Debtor or any Guarantor and is not dismissed within forty-five (45) days; (xiii) Debtor’s improper filing of an amendment or termination statement relating to a filed financing statement describing the Collateral; (xiv) Debtor shall merge with or consolidate into any other entity or sell all or substantially all of its assets or in any manner terminate its existence; (xv) If Debtor is a privately held corporation, more than 50% of Debtor’s voting capital stock, or effective control of Debtor’s voting capital stock, issued and outstanding from time to time, is not retained by the holders of such stock on the date the Agreement is executed; (xvi) If Debtor is a publicly held corporation, there shall be a change in the ownership of Debtor’s stock such that Debtor is no longer subject to the reporting requirements of the Securities Exchange Act of 1934 or no longer has a class of equity securities registered under Section 12 of the Securities Act of 1933; (xvii) Debtor defaults under any agreement to pay Additional Indebtedness or any other financing arrangement between Debtor and a third party in an amount exceeding $100,000; (xviii) Secured Party shall have determined in its sole and good faith judgment that (a) it is the clear intention of Debtor’s investors to not continue to fund the Debtor in the amounts and timeframe necessary to enable Debtor to satisfy the Indebtedness as it becomes due and payable or (b) there is a material impairment in the perfection or priority of the Secured Party’s security interest in the Collateral; or (xix) [intentionally omitted] (xx) Without the prior written consent of Secured Party, which consent shall not be unreasonably withheld or delayed, Debtor creates, incurs, assumes or permits to exist any Indebtedness to Maxygen, Inc. (“Maxygen”) in excess of One Million, Two Hundred Twenty-Five Thousand Dollars ($1,225,000) in aggregate in any fiscal year, or Debtor makes any payments to Maxygen in any fiscal year in excess of the lower of: (i) the aggregate of the fair market value of services provided by Maxygen to Debtor during such fiscal year, or (ii) the filing by or against Lessee aggregate of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy One Million, Two Hundred Twenty-Five Thousand Dollars (unless$1,225,000). Notwithstanding the foregoing, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to Debtor shall be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee permitted to pay monthly rentalthe balance of previously incurred, or any other periodic payment required existing and anticipated Indebtedness to be paid by Lessee under this LeaseMaxygen up to a total amount of One Million, within ten Five Hundred Thousand Dollars (10$1,500,000) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termperiod January 1, 2005 to December 31, 2005. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more (i) Each of the following events shall constitute a material default an “Event of Default” hereunder (whatever the reason and breach whether it shall be voluntary or involuntary, or come about or be effected by operation of this Lease by Lessee: (a) The failure by Lessee law, or be pursuant to make or in compliance with any payment judgment, decree or order of rent any court or any other payment required order, rule or regulation of any administrative or governmental body): (A) if Lessee shall fail to be made by Lessee hereunder within ten (10) days of the date pay when due. (b) The failure by Lessee to observe or perform due any of the covenants, conditions or provisions of sum under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for a period of fifteen (15) business days after oral, facsimile, or written notice has been given by Lessor to Lessee; (B) if Lessee shall fail to perform any covenant or agreement contained herein, and such failure shall continue for a period of fifteen (15) days after notice thereof shall have been given in writing; (C) if any representation or warranty made by Lessee in this Agreement or any agreement, document or certificate delivered by Lessee in connection herewith is or shall become incorrect in any material respect; (D) if Lessee shall operate the Aircraft in violation of any applicable law, regulation, rule or order of any governmental authority having jurisdiction thereof or shall operate the Aircraft when the insurance required hereunder shall not be in effect; (E) if any proceedings shall be commenced under any bankruptcy, insolvency, reorganization, readjustment of debt, receivership or liquidation law or statute of any jurisdiction; or (F) if any such proceedings shall be instituted against either party and shall not be withdrawn or terminated within thirty (30) days after written notice thereof from Lessor to Lesseetheir commencement. (iii) The making by Lessee Upon the occurrence of any general assignment Event of Default, the non-defaulting party may, at its option, exercise any or general arrangement all remedies available at law or in equity, including, without limitation, any or all of the following remedies, as such non-defaulting party in its sole discretion shall elect: (A) by notice in writing, terminate this Agreement immediately, whereupon all rights of Lessee to the use or possession of the Aircraft or any part thereof shall absolutely cease and terminate but Lessee shall remain liable as hereinafter provided; and thereupon Lessee, if so requested by Lessor, shall at its expense promptly return the Aircraft as required by this Agreement or Lessor, at its option, may enter upon the premises where the Aircraft is located and take immediate possession of and remove the same by summary proceedings or otherwise. Lessee specifically authorizes Lessor’s entry upon any premises where the Aircraft may be located for the benefit purpose of, and waives any cause of creditors; (ii) action it may have arising from, a peaceful retaking of the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) daysAircraft; or (ivB) the attachment, execution, perform or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required cause to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentalperformed any obligation, covenant or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month periodagreement of the defaulting party hereunder. In the event of Lessee is the chronic delinquencydefaulting party, at Lessor’s option, Lessee agrees to pay all costs and expenses incurred by Lessor for such performance and acknowledges that such performance by Lessor shall have the additional right not be deemed to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder cure said Event of the TermDefault. (eiii) Any guarantor Lessee shall be liable for all costs, charges and expenses, including reasonable legal fees and disbursements, incurred by Lessor by reason of the Lease revokes occurrence of any Event of Default, for which Lessee is the defaulting party, or the exercise of Lessor’s remedies with respect thereto. No remedy referred to herein is intended to be exclusive, but each shall be cumulative and in addition to any other remedy referred to above or otherwise terminatesavailable at law or in equity. Lessor shall not be deemed to have waived any default, Event of Default or right hereunder unless the same is acknowledged in writing by a duly authorized representative of Lessor. No waiver by Lessor of any default or Event of Default hereunder shall in any way be, or purports be construed to revoke be, a waiver of any future or otherwise terminate (subsequent default or Event of Default. The failure or delay of Lessor in exercising any rights granted it hereunder upon any occurrence of any such right upon the continuation or recurrence of any such contingencies or similar contingencies, and any single or partial exercise of any particular right by operation Lessor shall not exhaust the same or constitute a waiver of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leaseother right provided herein.

Defaults. The Notwithstanding the foregoing, Factor may terminate this Agreement without notice and all Obligations shall, unless and to the extent that Factor otherwise elects, become immediately due and payable without notice or demand upon the occurrence and during the continuance of any one or more of the following events shall constitute a material default and (each an “Event of Default”): a) Client fails to pay any Obligation when due; b) Client commits any breach of this Lease by Lessee: (aor default in the performance of its representations, warranties or covenants whether contained herein or in any instrument or document delivered pursuant hereto or in any other Agreement, instrument, or document under which it is obligated to Factor; c) The failure by Lessee to make any payment of rent Client or any other payment required party liable upon any Obligation (i) makes any false or untrue representation to Factor in connection with this Agreement or any transaction relating thereto; (ii) become(s) unable to pay its debts as they mature; (iii) make(s) a general assignment for the benefit of creditors, suspend(s) the transaction of Client’s usual business, convene(s) or cause(s) to be made by Lessee hereunder within ten (10convened a meeting of Client creditors or principal creditors or take(s) days advantage of the date when due. insolvency laws of any State, or a case is commenced or a petition in bankruptcy or for an arrangement or reorganization under the Federal Bankruptcy Code is filed by or against Client or any such other party or a custodian or receiver (bor other court designee performing the functions of a receiver) The failure by Lessee is appointed for or takes possession of Client’s or any such other party’s assets or affairs or an order for relief in a case commenced under the United States Bankruptcy Code is entered; or d) [omitted]; e) Client shall be dissolved; f) there shall be issued or filed against Client, or other party liable upon any Obligations, any tax lien; g) [omitted]; h) [omitted]; or (i) or there shall be issued or filed against Client any attachment, injunction, execution, or judgment which is not removed, satisfied or bonded to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of Factor’s reasonable satisfaction within thirty (30) days after written notice thereof from Lessor to Lesseesame was issued or filed. (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee Upon the occurrence and during the continuance of a Default, Administrative Agent on behalf of the Lender and the other Lenders shall have the right to make declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment hereof and to exercise any of rent or its other rights, powers and remedies under this Note, under any other payment required to be made by Lessee hereunder within ten (10) days of the date when dueLoan Document, or at Law or in equity. (b) All of the rights, remedies, powers and privileges (together, “Rights”) of Administrative Agent on behalf of the Lender and the other Lenders provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at Law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent, Lender and the other Lenders to observe exercise, and no delay in exercising any Right, including, but not limited to, the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by the holder hereof from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent, Lender and the other Lenders to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(bany respect, or (iii) above, where such failure shall continue for in any way excuse the existence of a period of thirty (30) days after written notice thereof from Lessor to LesseeDefault. (ic) The making by Lessee of If any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under Borrower sues any law relating to bankruptcy (unless, holder in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in connection with this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee Loan Document and does not prevail, then Borrowers agree to pay monthly rentalto each such holder to the extent required under Section 4.15 of the Loan Agreement, or in addition to principal, interest and any other periodic payment required sums owing to be paid Administrative Agent, Lender and the other Lenders hereunder and under the other Loan Documents, all costs and expenses incurred by Lessee under this Leasesuch holder in any such suit or proceeding, within ten (10) days as described in Section 15.1(b) aboveincluding attorneys’ fees and expenses, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Terminvestigation costs and all court costs. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any If one or more of the following events ("Events of Default") shall constitute a material default have occurred and breach of this Lease by Lesseebe continuing: (a) The failure by Lessee to make any if the Company shall default in the payment of rent any principal of this Note after the same shall become due and payable, whether at maturity or any other payment required to be made at a date fixed for prepayment or by Lessee hereunder within ten (10) days of the date when due.acceleration or otherwise; or (b) The failure by Lessee to observe or perform if the Company shall default in the payment of any of interest on this Note after the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where same shall become due and payable and such failure default shall continue have continued for a period of thirty (30) ten days after written the same shall become due and payable; or (c) if any representation or warranty made by the Company herein or by Lend Lease in the Guarantee shall prove to have been incorrect in any material respect on or as of the date made; or (d) if the Company fails to perform or observe any of its other obligations hereunder and (except in each case where the holder of this Note reasonably considers such failure to be incapable of remedy when no such notice thereof from Lessor or continuation as is hereinafter referred to Lessee.will be required) such failure continues for the period of 30 days (or such longer period as the holder of this Note may permit) next following the service by the holder of this Note on the Company of notice requiring the same to be remedied; or (e) if an order is made or a resolution is passed for the winding up or dissolution of the Company, Lend Lease or any Material Subsidiary (as defined below) of either of them, except in respect of a Material Subsidiary where such winding up (i) The making by Lessee of any general assignment is a voluntary solvent winding up or general arrangement for the benefit of creditors; (ii) is for the filing by purposes of a corporate reorganization with the prior consent in writing of the holder of this Note (which consent shall not be unreasonably withheld or delayed); or (f) if a distress, execution or other process is levied or enforced upon or against Lessee any part of a petition the property of the Company, Lend Lease or any Subsidiary of either of them in an amount of $20 million or more and is not paid out or satisfied within 30 days; or (g) if the Company, Lend Lease or any Material Subsidiary of either of them stops payment of its debts generally or is unable to have Lessee adjudged a bankrupt pay its debts or a petition for reorganization or arrangement under any law relating to bankruptcy (unlessexcept, in the case of a petition filed against Lessee, Subsidiary for the same is dismissed within sixty (60) days); (iii) the appointment purpose of a trustee corporate reorganization referred to in paragraph (e)) ceases to carry on business or receiver threatens so to take possession do; or (h) if proceedings are initiated against the Company, Lend Lease or any Material Subsidiary of substantially all either of Lessee’s assets located at the Premises them under any applicable bankruptcy, insolvency or other similar laws and such proceedings are not discharged or stayed within a period of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) 30 days; or (i) if the Company, Lend Lease or (iv) the attachmentany Material Subsidiary of either of them initiates or consents to proceedings relating to itself under any applicable bankruptcy, execution, insolvency or other judicial seizure similar laws or makes a conveyance or assignment for the benefit of substantially all of Lessee’s assets located at the Premises its creditors generally or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.any class thereof; or (dj) The chronic delinquency by Lessee if a receiver, custodian, trustee, rehabilitator, liquidator, administrator or other officer with similar powers is appointed with respect to the assets or properties or any part thereof of the Company, Lend Lease or any Material Subsidiary of either of them; or (k) if the Company, Lend Lease or any Subsidiary of either of them shall (i) default in any payment of principal of or interest on any indebtedness (other than the Note) or in the payment of monthly rentalany guarantee obligation, beyond the period of grace, if any, provided in the instrument or agreement under which such indebtedness or the obligations that are the subject of such guarantee obligation was created; or (ii) default in the observance or performance of any other agreement or condition relating to any such indebtedness or guarantee obligation or contained in any instrument or agreement evidencing, securing or relating thereto, or any other periodic payment required event shall occur or condition exist, the effect of which default or other event or condition is to cause, [or to permit the holder or holders of such indebtedness or beneficiary or beneficiaries of such guarantee obligation (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause,] with the giving of notice if required, such indebtedness to become due prior to its stated maturity or such guarantee obligation to become payable; provided, however, that no Event of Default shall exist under this paragraph unless the aggregate amount of indebtedness and/or guarantee obligation in respect of which any default or other event or condition referred to in this paragraph shall have occurred shall be equal to at least $20 million; and provided, further, that the bracketed language in the preceding clause (ii) shall be deemed not to be paid by Lessee under a part of this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentalparagraph (k) unless at the time of determination the Company, Lend Lease or any other periodic payment required Subsidiary of either of them, as the case may be, has granted cross-default rights similar to be paid by Lessee under those set out in clause (ii) of this Lease, within ten paragraph (10k) days as described in Section 15.1(b(including the bracketed language) above, for any three (3) months (consecutive to another holder of indebtedness or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leaseguarantee obligation;

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee It shall be a default ("DEFAULT") under this Note and each of the other Loan Documents if, subject to make the grace periods provided in the Credit Agreement or the other Loan Documents, (i) any payment principal, interest or other amount of rent money due under this Note is not paid in full when due, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein or in any other Loan Documents is not fully and timely performed, observed or kept; or (iii) there shall occur any default or event of default under the Mortgage or any other payment required to be made by Lessee hereunder within ten (10) days Loan Document. Upon the occurrence and during the continuation of a Default, Administrative Agent on behalf of the date when dueLenders shall have the rights to declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security PROMISSORY NOTE - Page 1 --------------- interests securing payment hereof and to exercise any of its other rights, powers and remedies under this Note, under any other Loan Document, or at Law or in equity. (b) All of the rights, remedies, powers and privileges (together, "RIGHTS") of Administrative Agent on behalf of the Lenders provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at Law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent or LenderS to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Lender from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent or Lenders to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Default or general arrangement for the benefit of creditors; (ii) the filing by at maturity or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues any holder in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrower agrees to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyeach such holder, in advanceaddition to principal, for interest and any other sums owing to Lenders hereunder and under the remainder of other Loan Documents, all costs and expenses reasonably incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, reasonable attorneys' fees and expenses, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrower or any portion of Lessee’s obligations under this Leaseguarantor or endorser or any other Person primarily or secondarily liable hereunder.

Defaults. The occurrence of any one or more Each of the following events shall constitute a material default and breach of this Lease by Lesseehereunder: (a) The failure by Lessee if Borrower shall fail to make any payment of rent perform or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions covenants or provisions of this Lease agreements to be performed or observed or performed by Lessee, other than described in Section15.1(b) above, where it hereunder and such failure shall continue continues for a period of thirty (30) days after the date of written notice thereof of such failure from Lessor Lender to Lessee. Borrower, provided that if such failure is capable of being cured within a reasonable period of time but, in Lender’s judgment, cannot be cured within said thirty (30) day period, then, notwithstanding the foregoing, an event of default shall not be deemed to have occurred at the expiration of said thirty (30) day period if the Borrower (i) The making by Lessee commences the cure of any general assignment or general arrangement for the benefit of creditors; such failure within said thirty (30) day period, (ii) thereafter diligently and expeditiously to Lender’s satisfaction proceeds to cure such failure, and (iii) completes the filing cure of such failure within a reasonable period of time not exceeding ninety (90) days after the date that such written notice is sent; or (b) if any representation or warranty made by Borrower herein shall prove to be false or against Lessee misleading in any material respect; or (c) the dissolution of a petition to have Lessee adjudged a bankrupt Borrower or a petition for reorganization any Guarantor; or (d) the death of any Guarantor unless the obligations of such Guarantor under the Guaranties are assumed by his executor or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed personal representative within sixty (60) days)days of the death of such Guarantor, or Lender reasonably determines that the prospect of full repayment of the Loan are not materially impaired thereby; or (iiie) the appointment occurrence of a trustee default (and the expiration of any applicable cure period) under the Note, this Agreement, the Guaranties or receiver any other Loan Document; or (f) if Borrower, at any time prior to take possession the completion of substantially all the construction of Lesseethe Project, abandons the same or ceases work thereon for a period of more than thirty (30) days for any reason other than a stoppage imposed by a governmental authority with jurisdiction over the Project; or (g) the filing of any mechanic’s assets located at or judgment lien against the Premises Land or the Project, or any part thereof, or the failure to pay (or provide for payment in a manner satisfactory to Lender acting reasonably) any firm, person or corporation entitled to payment, which firm, person or corporation has a right to file a mechanic’s lien against the Land or the Project; provided, however, that the filing of Lesseea mechanic’s interest in this Leaseor judgment lien affecting the Land or the Project shall not be deemed to be an event of default provided that either (i) such lien is bonded off by Borrower within sixty (60) days after Borrower’s receipt of notice of the filing thereof, where possession is not restored or (ii) Borrower posts security for or makes other arrangements for protection of Lender reasonably satisfactory to Lessee Lender, within thirty (30) days; or (iv) days after Borrower’s receipt of notice of the attachmentfiling of such lien. Notwithstanding the foregoing, executionif any such lien is filed, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is Lender shall not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment be required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or make any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days further Advances hereunder until Borrower has either bonded off the lien as described in Section 15.1(b(i) above, or has posted security or made other arrangements to the satisfaction of Lender as described in (ii) above; or (h) the failure of Borrower to permit a representative of Lender to enter the Project and inspect the same at reasonable times; or (i) failure by Borrower to disclose to Lender or its agents or employees, upon reasonable request, the names of all persons with whom Borrower has contracted or intends to contract for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event construction of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, Project or for the remainder furnishing of labor or materials therefor, or to obtain the Term.approval of such persons by Lender when required by this Agreement; or (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwisej) any guaranty order or decree is entered by any court of all competent jurisdiction directly or indirectly enjoining or prohibiting Borrower from performing any portion of Lessee’s their obligations under this LeaseAgreement or commencing, continuing or completing construction of the Project, and such order or decree is not vacated, and the proceedings out of which such order or decree arose are not dismissed, within twenty (20) days after the granting of such decree or order.

Defaults. The occurrence of any one or more Any of the following events shall constitute a material an event of default and breach (an "Event of this Lease by LesseeDefault") hereunder: (a) The If the Maker shall fail to pay any principal or interest due hereunder, which failure by Lessee to make any payment shall remain uncured for a period of rent or any other payment required to be made by Lessee hereunder within ten five (105) days of the date when due.days; or (b) The failure If any voluntary proceeding shall be commenced by Lessee to observe or perform the Maker under any chapter of the covenantsFederal Bankruptcy Code or other law relating to bankruptcy, conditions bankruptcy reorganization, insolvency or provisions relief of this Lease to be observed debtors, or performed by Lessee, other than described in Section15.1(b) above, where any such failure shall continue for a period of thirty proceeding is commenced against the Maker and such proceeding is not dismissed within sixty (3060) days after written notice thereof from Lessor to Lessee.the date on which it is filed or instituted; or (ic) The making by Lessee of any general If the Maker becomes insolvent or is unable to pay its debts as they become due or makes an assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.or (d) The chronic delinquency by Lessee in the payment of monthly rental, dissolution or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event winding up of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term.Maker; or (e) Any guarantor In the event that the holders of any indebtedness of the Lease revokes Company in excess of $50,000 shall accelerate the maturity of any such indebtedness or otherwise terminatesshall declare such indebtedness to be due and payable prior to the stated maturity thereof. Upon the occurrence of any Event of Default the unpaid principal of this Note and any accrued and unpaid interest hereunder shall, or purports at the sole option of the Holder, become immediately due and payable. Upon the occurrence of any Event of Default the Holder may exercise any and all rights and remedies available to revoke or otherwise terminate (by operation of the Holder at law or otherwise) any guaranty in equity; however the failure of all the Holder to exercise the option described in the preceding sentence or any portion such right or remedy at any time shall not constitute a waiver of Lessee’s obligations under this Leasethe Holder's right to exercise such optionor any such right or remedy at any other time, subject in any such case to the provisions of the Subordination Agreement.

Defaults. The occurrence of any one or more (a) Each of the following events shall constitute a material an “Event of Default” hereunder (whatever the reason for such event of default and breach whether it shall be voluntary or involuntary, or come about or be effected by operation of this Lease by Lessee:law, or be pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a1) The failure by if Lessee shall fail to make pay when due any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of sum under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for a period of thirty (30) three business days after oral, facsimile, electronic mail or written notice thereof from has been given by Lessor to Lessee. ; (i2) The making if Lessee shall fail to perform any covenant or agreement contained herein, and such failure shall continue for a period of fifteen (15) calendar days after notice thereof shall have been given in writing; (3) if any representation or warranty made by Lessee in this Agreement or any agreement, document or certificate delivered by the Lessee in connection herewith is or shall become incorrect in any material respect; (4) if Lessee shall operate the Aircraft in violation of any general assignment applicable law, regulation, rule or general arrangement for order of any governmental authority having jurisdiction thereof or shall operate the benefit of creditorsAircraft when the insurance required hereunder shall not be in effect; (ii5) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement if any proceedings shall be commenced under any bankruptcy, insolvency, reorganization, readjustment of debt, receivership or liquidation law relating to bankruptcy or statute of any jurisdiction; or (unless, in the case of a petition filed 6) if any such proceedings shall be instituted against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee either Party and shall not be withdrawn or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee terminated within thirty (30) dayscalendar days after their commencement. (b) Upon the occurrence of any Event of Default Lessor may, at its option, exercise any or all remedies available at law or in equity, including, without limitation, any or all of the following remedies, as Lessor in its sole discretion shall elect: (1) by notice in writing to terminate this Agreement immediately, whereupon all rights of the Lessee to the use or possession of the Aircraft or any part thereof shall absolutely cease and terminate but Lessee shall remain liable as hereinafter provided; and thereupon Lessee, if so requested by Lessor, shall at its expense promptly return the Aircraft and Aircraft Documentation as required by this Agreement or Lessor, at its BLACKSTONE DRY LEASE - PAGE 6 OF 9 option, may enter upon the premises where the Aircraft or Aircraft Documentation are located and take immediate possession of and remove the same by summary proceedings or otherwise. Lessee specifically authorizes Lessor’s entry upon any premises where the Aircraft or Aircraft Documentation may be located for the purpose of, and waives any cause of action it may have arising from, a peaceful retaking of the Aircraft or Aircraft Documentation; or (iv2) the attachmentperform or cause to be performed any obligation, execution, covenant or other judicial seizure agreement of substantially Lessee hereunder. Lessee agrees to pay all costs and expenses incurred by Lessor for such performance and acknowledges that such performance by Lessor shall not be deemed to cure said Event of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysDefault. (dc) The chronic delinquency Lessee shall be liable for all costs, charges and expenses, including reasonable legal fees and disbursements, incurred by Lessee Lessor by reason of the occurrence of any Event of Default or the exercise of Lessor’s remedies with respect thereto. No remedy referred to herein is intended to be exclusive, but each shall be cumulative and in addition to any other remedy referred to above or otherwise available to Lessor at law or in equity. Lessor shall not be deemed to have waived any default, Event of Default or right hereunder unless the payment same is acknowledged in writing by duly authorized representative of monthly rentalLessor. No waiver by Lessor of any default or Event of Default hereunder shall in any way be, or be construed to be, a waiver of any future or subsequent default or Event of Default. The failure or delay of Lessor in exercising any rights granted it hereunder upon any occurrence of any such right upon the continuation or recurrence of any such contingencies or similar contingencies, and any single or partial exercise of any particular right by Lessor shall not exhaust the same or constitute a waiver of any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termprovided herein. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The A Party shall be in default under this Lease upon the occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lesseeevents: (a) The failure by Lessee such Party to make any payment of rent or any other payment amount required to be made by Lessee hereunder within ten (10) days of the date such Party hereunder, as and when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after receipt by such Party of written notice thereof from Lessor to Lessee.the other Party; or (ib) The making failure by Lessee such Party to observe or perform any other material covenants, conditions or provisions of this Lease to be observed or performed by such Party, where such failure shall continue for a period of thirty (30) days after receipt by such Party of written notice thereof from the other Party; provided, however, that if the nature of the failure is such that more than thirty (30) days are reasonably required for its cure, then such Party shall not be deemed to be in default if such Party commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion; or (c) If by order of a court of competent jurisdiction, a receiver or liquidator or trustee of a Party shall be appointed, and such receiver or liquidator or trustee shall not have been discharged within a period of sixty (60) days; or if by decree of such a court, a Party shall be adjudicated bankrupt or insolvent or any general assignment substantial part of the property of such Party shall have been sequestered, and such decree shall have continued undischarged and unstayed for a period of sixty (60) days after the entry thereof; or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of if a petition to have Lessee adjudged declare bankruptcy or to reorganize a bankrupt Party pursuant to any of the provisions of the federal bankruptcy laws or a petition for reorganization pursuant to any other similar state statute applicable to such Party, as now or arrangement under any law relating to bankruptcy (unlesshereafter in effect, in the case of a petition shall be filed against Lessee, the same is such Party and shall not be dismissed within sixty (60) days)days after such filing; or (iiid) If a Party shall file a voluntary petition in bankruptcy under any provision of any federal or state bankruptcy law or shall consent to the filing of any bankruptcy or reorganization petition against it under any similar law; or, without limitation of the generality of the foregoing, if a Party shall file a petition or answer or consent seeking relief or assisting in seeking relief in a proceeding under any of the provisions of the federal bankruptcy laws or pursuant to any other similar state statute applicable to such Party, as now or hereafter in effect, or an answer admitting the material allegations of a petition filed against it in such a proceeding; or if a Party shall make an assignment for the benefit of its creditors; or if a Party shall admit in writing its inability to pay its debts generally as they become due; or if a Party shall consent to the appointment of a receiver or receivers, or trustee or receiver to take possession trustees, or liquidator or liquidators of substantially all of Lessee’s assets located at the Premises it or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event part of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term.its property; or (e) Any guarantor Failure by a Party hereunder to comply with the terms of any final decision or order issued pursuant to the dispute resolution procedures, if such Party does not cure such failure within sixty (60) days of the Lease revokes date of receipt of a notice from the other Party demanding such cure (or otherwise terminateswithin such longer period of time, or purports as is reasonably necessary to revoke or otherwise terminate accomplish such cure, if it cannot be reasonably accomplished within such sixty (by operation of law or otherwise60) any guaranty of all or any portion of Lessee’s obligations under this Leaseday period and such Party diligently commences such cure in such period and continues such cure to completion).

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach be considered as "Events of this Lease by LesseeDefault": (a) The failure by Lessee to make occurrence of an Event of Default (as defined in any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due.Debentures) under any Debenture; (b) Any representation or warranty of an Obligor in this Agreement shall prove to have been incorrect in any material respect when made; (c) The failure by Lessee an Obligor to observe or perform any of the covenants, conditions or provisions its obligations hereunder for five (5) Business Days after delivery to such Obligor of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where notice of such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee. (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee on behalf of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.Secured Party; (d) The chronic delinquency Any representation or warranty made or furnished by Lessee in or on behalf of any of the payment of monthly rental, Obligors to the Lead Secured Party or any other periodic payment required to be paid by Lessee under Secured Party in or in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Agreement or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquencySecurity Documents, at Lessor’s optionshall be false, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annuallyincorrect, incomplete or misleading in advance, for the remainder of the Term.any material respect when made or furnished; (e) Any guarantor Security Document or any material term thereof shall cease to be, or be asserted by any Obligor not to be, a legal, valid and binding obligation of any Obligor enforceable in accordance with its terms except as limited by Applicable Laws relating to or affecting the Lease revokes enforcement of creditors' rights generally and general principles of equity; or (f) Any Lien against the Collateral intended to be created by any Security Document shall at any time be invalidated, subordinated or otherwise terminatescease to be in full force and effect, for whatever reason, or purports any security interest purported to revoke be created by any Security Document shall cease to be, or shall be asserted by any Obligor not to be, a valid, first priority perfected Lien (to the extent that this Agreement obligates the parties to provide such a perfected first priority Lien, and except to the extent Permitted Liens have priority) in the Collateral (except as expressly otherwise terminate provided under and in accordance with the terms of this Agreement or such Security Documents); or (g) If any provision of this Agreement shall at any time for any reason be declared to be null and void, or the validity or enforceability hereof shall be contested by operation of law an Obligor, or otherwise) a proceeding shall be commenced by an Obligor, or by any guaranty of all governmental authority having jurisdiction over such Obligor, seeking to establish the invalidity or unenforceability thereof, or an Obligor shall deny that such Obligor has any portion of Lessee’s obligations liability or obligation purported to be created under this LeaseAgreement.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee to make It shall be a default ("Default") under the Loan Document if (i) any payment principal, interest or other amount of rent or any other payment required to be made by Lessee hereunder within ten (10) days money due under this Note is not paid in full when due, in accordance with the terms and conditions of the date when Loan Agreement, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein is not fully and timely performed, observed or kept; or (iii) there shall occur any default or event of default under the Loan Document, which is not cured pursuant to the terms and provisions therein. Upon the occurrence of a Default, Lender shall have any and all rights and remedies set forth in the Loan Agreement, including without limitation the right (A) to declare in accordance with the Loan Agreement the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the Loan Document, at once due and payable (upon such declaration, the same shall be at once due and payable), (B) to foreclose any liens and security interests securing payment thereof and (C) to exercise any of its other rights, powers and remedies under the Loan Document, or at law or in equity. (b) All of Rights of Lender provided for in the Loan Document are cumulative of each other and of any and all other Rights at law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised, subject to the terms of the Subordination Agreement, at any time and from time to time. No failure by Lessee Lender to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Lender from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Lender to accelerate the maturity of this Lease Note or, to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Default or general arrangement for at maturity of this Note or to collect, enforce or defend the benefit of creditors; (ii) Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues any holder in connection with the filing by or against Lessee of a petition Loan Document and does not prevail, then Borrower agrees to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating pay to bankruptcy (unlesseach such holder, in addition to principal, interest and any other sums owing to Lender hereunder and under the case of a petition Loan Document, all costs and expenses incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, attorneys' fees and expenses, investigation cost and all court costs, whether or not suit is filed against Lesseehereon, whether before or after the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest payment due dates as provided in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executionSection 1, or other judicial seizure of substantially all of Lessee’s assets located at the Premises whether in connection with bankruptcy, insolvency or of Lessee’s interest in this Leaseappeal, where such seizure or whether collection is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, made against Borrower or any guarantor or endorser or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, person primarily or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termsecondarily liable hereunder. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence Upon the happening of any one or more of the following events shall constitute a material default and breach (collectively, "Events of this Lease by Lessee:Default"): (a) The failure by Lessee if Borrower shall fail to make payment when due of any Obligation under this Agreement or any Loan Document, provided, however, that, for purposes of Borrower's obligation to make payment of rent any Obligations to Lender comprised of Obligations to reimburse Lender for or to pay field examination expenses and legal fees and expenses incurred by Lender after the date hereof, no Event of Default shall be deemed to have occurred, unless sixty (60) days have elapsed from the date of demand therefor by Lender; provided that, Lender's right hereunder to charge such fees and expenses to Borrower shall not be effected by the foregoing and in the event Lender so charges Borrower for such fees and expenses any such incipient Event of Default shall be deemed cured thereby; or (b) if Borrower shall fail to comply with any terms, conditions, covenant, warranty or representation contained in Articles 11 or 15 of this Agreement; or (c) if Borrower shall fail to comply with any term, condition, covenant or warranty of or in this Agreement, any other Loan Document or any other payment required agreement between Lender and Borrower, other than in Articles 11 or 15 of this Agreement, and such failure continues for a period in excess of twenty (20) days after notice thereof is given by Lender to Borrower; or (d) if Borrower shall cease to be made Solvent, make an assignment for the benefit of its creditors, call a meeting of its creditors to obtain any general financial accommodation, suspend business or if any case under any provision of the Bankruptcy Code, including provisions for reorganizations, shall be commenced by Lessee hereunder or against Borrower; or (e) if any statement or representation contained in any financial statement or certificate delivered by Borrower to Lender shall be false, in any material respect, when made; or (f) if any federal tax lien is filed of record against any Borrower or any Guarantor and is not bonded or discharged within ten (10) days; or (g) if Borrower's independent public accountants shall refuse to deliver any financial statement required by this Agreement within ten (10) days after written demand by Lender for delivery of the date when due.such financial statements; or (bh) The failure by Lessee to observe if a receiver, trustee or perform equivalent officer shall be appointed for all or any of the covenants, conditions or provisions assets of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee.Borrower; or (i) The making by Lessee of if a judgment for more than One Hundred Thousand Dollars ($100,000) shall be entered against Borrower in any general assignment action or general arrangement for the benefit of creditors; proceeding and shall not be stayed, vacated, bonded, paid, discharged or applied in good faith within twenty (ii20) the filing by days, or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed judgment against Lesseethe Borrower relating to the T3 Permitted Indebtedness (as defined below) in which case five (5) days shall be allowed to stay, vacate, bond, pay, discharge or apply in good faith; provided, that, no Event of Default shall be deemed to have occurred in the case of any judgment where the claim is covered by insurance and the insurance company has accepted liability therefor; or (j) if any obligation of Borrower in respect of Indebtedness shall be declared to be or shall become due and payable prior to the stated maturity thereof or such obligation shall not be paid as and when the same becomes due and payable; or there shall occur any event or condition which constitutes an event of default under any mortgage, indenture, instrument, agreement or evidence of indebtedness relating to any obligation of Borrower in respect of any such Indebtedness the effect of which is to permit the holder or the holders of such mortgage, indenture, instrument, agreement or evidence of Indebtedness, or a trustee, agent or other representative on behalf of such holder or holders, to cause the Indebtedness evidenced thereby to become due prior to its stated maturity; provided, that, the same is dismissed within sixty foregoing shall not include (60a) days)Indebtedness to Lender; (iiib) the appointment of a trustee or receiver Indebtedness aggregating up to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease$800,000.00 owing by T3 Media, where possession is not restored to Lessee within thirty Inc. and guarantied by Borrower (30) days; or (iv) the attachment"T3 Permitted Indebtedness"), executionso long as, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event Borrower gives Lender prompt notice of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Leaseacceleration thereof; or

Defaults. The occurrence of any one or more (a) Each of the following events shall constitute a material an “Event of Default” hereunder (whatever the reason for such event of default and breach whether it shall be voluntary or involuntary, or come about or be effected by operation of this Lease by Lessee:law, or be pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a1) The failure by if Lessee shall fail to make pay when due any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of sum under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for a period of three business days after oral, facsimile, or written notice has been given by Lessor to Lessee; (2) if Lessee shall fail to perform any covenant or agreement contained herein, and such failure shall continue for a period of fifteen (15) days after notice thereof shall have been given in writing; (3) if any representation or warranty made by Lessee in this Agreement or any agreement, document or certificate delivered by the Lessee in connection herewith is or shall become incorrect in any material respect; (4) if Lessee shall operate the Aircraft in violation of any applicable law, regulation, rule or order of any governmental authority having jurisdiction thereof or shall operate the Aircraft when the insurance required hereunder shall not be in effect; (5) if any proceedings shall be commenced under any bankruptcy, insolvency, reorganization, readjustment of debt, receivership or liquidation law or statute of any jurisdiction; or (6) if any such proceedings shall be instituted against either Party and shall not be withdrawn or terminated within thirty (30) days after written their commencement. 113CS LLC - BLACKSTONE AMENDED & RESTATED DRY LEASE (b) Upon the occurrence of any Event of Default Lessor may, at its option, exercise any or all remedies available at law or in equity, including, without limitation, any or all of the following remedies, as Lessor in its sole discretion shall elect: (1) by notice in writing to terminate this Agreement immediately, whereupon all rights of the Lessee to the use or possession of the Aircraft or any part thereof from Lessor shall absolutely cease and terminate but Lessee shall remain liable as hereinafter provided; and thereupon Lessee, if so requested by Lessor, shall at its expense promptly return the Aircraft and Aircraft Documentation as required by this Agreement or Lessor, at its option, may enter upon the premises where the Aircraft or Aircraft Documentation are located and take immediate possession of and remove the same by summary proceedings or otherwise. Lessee specifically authorizes Xxxxxx’s entry upon any premises where the Aircraft or Aircraft Documentation may be located for the purpose of, and waives any cause of action it may have arising from, a peaceful retaking of the Aircraft or Aircraft Documentation; or (2) perform or cause to Lesseebe performed any obligation, covenant or agreement of Lessee hereunder. Xxxxxx agrees to pay all costs and expenses incurred by Xxxxxx for such performance and acknowledges that such performance by Xxxxxx shall not be deemed to cure said Event of Default. (ic) The making Lessee shall be liable for all costs, charges and expenses, including reasonable legal fees and disbursements, incurred by Lessee Lessor by reason of the occurrence of any general assignment Event of Default or general arrangement for the benefit exercise of creditors; (ii) the filing by Xxxxxx’s remedies with respect thereto. No remedy referred to herein is intended to be exclusive, but each shall be cumulative and in addition to any other remedy referred to above or against Lessee of a petition otherwise available to Lessor at law or in equity. Lessor shall not be deemed to have Lessee adjudged a bankrupt waived any default, Event of Default or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, right hereunder unless the same is dismissed within sixty (60) days); (iii) the appointment acknowledged in writing by duly authorized representative of a trustee Lessor. No waiver by Lessor of any default or receiver to take possession Event of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest Default hereunder shall in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executionany way be, or other judicial seizure be construed to be, a waiver of substantially all any future or subsequent default or Event of Lessee’s assets located at Default. The failure or delay of Lessor in exercising any rights granted it hereunder upon any occurrence of any such right upon the Premises continuation or recurrence of Lessee’s interest in this Leaseany such contingencies or similar contingencies, where such seizure is and any single or partial exercise of any particular right by Lessor shall not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in exhaust the payment same or constitute a waiver of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termprovided herein. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an “Event of this Lease by LesseeDefault”: (a) The failure by Lessee Borrower shall fail to make pay (i) any payment of rent interest due on any Loan, or any other amount payable hereunder (other than a principal payment required to be made on any Loan) by Lessee hereunder within ten five days after the same becomes due; or (10ii) days of the date any principal amount due on any Loan when due.; (b) The failure by Lessee to observe Borrower shall default in the performance or perform observance of any agreement, covenant, condition, provision or term contained in Article VI or Section 7.01 or 7.06 of this Agreement; (c) Any Loan Party shall default in the performance or observance of any of the other agreements, covenants, conditions conditions, provisions or provisions of terms in this Lease to be observed Agreement or performed by Lessee, other than described in Section15.1(b) above, where any Loan Document and such failure shall continue default continues for a period of thirty (30) days after written notice thereof is given to Borrower by Lender; (d) Any representation or warranty made by any Loan Party herein or in any other Loan Document or any certificate delivered pursuant hereto, or any financial statement delivered to Lender hereunder, shall prove to have been false in any material respect as of the time when made or given; (e) Any Loan Party shall fail to pay as and when due and payable (whether at maturity, by acceleration or otherwise) all or any part of the principal of or interest on any Indebtedness of or assumed by it, in an amount which is, individually or in the aggregate with all other amounts described in this clause (e), in excess of the Threshold Amount, and such default shall not be cured within the period or periods of grace, if any, specified in the instruments governing such obligations; or default shall occur under any evidence of, or any indenture, lease, agreement or other instrument governing such obligations and such obligations are, individually or in the aggregate with all other amounts described in this clause (e), in excess of the Threshold Amount, and such default shall continue for a period of time sufficient to permit the acceleration of the maturity of any such Indebtedness; provided, however, that no default shall be deemed to have occurred under this clause (e) in connection with obligations which are being contested in good faith by appropriate proceedings and for which adequate reserves have been set aside in accordance with GAAP, provided that the other party to such dispute has not, and is not entitled to, place any Lien on any property of the Borrower or any Subsidiary in connection with such disputed obligation, other than Permitted Liens; (f) A final judgment which, together with all other outstanding final judgments against any Loan Party and its Subsidiaries, or any of them, exceeds the Threshold Amount and is not either covered by insurance provided by a financially responsible insurance carrier or satisfied, bonded, stayed or insured within 60 days from Lessor to Lessee.the date of entry thereof; (g) Any Loan Party shall: (i) The making by Lessee of any become insolvent; or (ii) be unable, or admit in writing its inability, to pay its debts as they mature; or (iii) make a general assignment or general arrangement for the benefit of creditors or to an agent authorized to liquidate any substantial amount of its property; or (iv) become the subject of an “order for relief” within the meaning of the United States Bankruptcy Code; or (v) become the subject of a creditor’s petition for liquidation, reorganization or to effect a plan or other arrangement with creditors; or (iivi) apply to a court for the filing by or against Lessee appointment of a petition to custodian or receiver for any of its assets; or (vii) have Lessee adjudged a bankrupt custodian or a petition receiver appointed for reorganization any of its assets (with or without its consent); or (viii) have any of its assets garnished, seized or forfeited, or threatened with garnishment, seizure or forfeiture; (ix) otherwise become the subject of any insolvency proceedings, or propose or enter into any formal or informal composition or arrangement under any law relating to bankruptcy (unlesswith its creditors; and, in the case of a petition filed against Lesseeany involuntary proceeding, petition, garnishment, seizure or forfeiture of the type listed in subclauses (v), (viii) or (ix) above, the same is dismissed within shall continue undismissed or unstayed for sixty (60) days); . (iiih) This Agreement, or any Loan Document shall, at any time after their respective execution and delivery, and for any reason, cease to be in full force and effect or be declared null and void, or be revoked or terminated, or the validity or enforceability thereof or hereof shall be contested by any Loan Party or any shareholder of any Loan Party, or any Loan Party shall deny that it has any or further liability or obligation thereunder or hereunder, as the case may be; (i) Any Reportable Event, which Lender determines in good faith to constitute grounds for the termination of any Plan by the Pension Benefit Guaranty Corporation or for the appointment by the appropriate United States District Court of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Leaseadminister any Plan, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rentalshall have occurred, or any other periodic payment required to Plan shall be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentalterminated within the meaning of Title IV of ERISA, or a trustee shall be appointed by the appropriate United States District Court to administer any other periodic payment required Plan, or the Pension Benefit Guaranty Corporation shall institute proceedings to be paid by Lessee under this Leaseterminate any Plan or to appoint a trustee to administer any Plan, within ten (10) days as and in case of any event described in Section 15.1(bthe preceding provisions of this subsection (i) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In Lender determines in good faith that the event aggregate amount of the chronic delinquency, at Lessor’s option, Lessor liability of Borrower and its Subsidiaries to the Pension Benefit Guaranty Corporation under ERISA shall have exceed the additional right to require that monthly rental be paid by Lessee quarter-annually, in advanceThreshold Amount and such liability is not covered, for the remainder benefit of the Term.Borrower, by insurance; or any Loan Party or any Subsidiary shall become a member of a Multiemployer Plan; or (ej) Any guarantor Change of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this LeaseControl shall occur.

Defaults. The occurrence of any one or more (a) Any of the following events shall constitute a material default and breach an "Event of this Lease by LesseeDefault": (ai) The failure by Lessee to make any Company defaults in the payment of rent (A) any part of the principal of any Note, when the same shall become due and payable, whether at maturity or at a date fixed for prepayment or by acceleration or otherwise, or (B) the interest on any Note, when the same shall become due and payable, and such default in the payment of interest shall have continued for five (5) Business Days; or (ii) the Company defaults in the performance of any other payment required to be made by Lessee hereunder agreement or covenant contained in the Purchase Agreements, and such default shall not have been remedied within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor shall have been given to Lessee.the Company by any holder of this Note (the Company to give forthwith to all other holders of this Note at the time outstanding written notice of the receipt of such notice, specifying the default referred to therein); or (iiii) The making any material representation or warranty by Lessee of the Company herein, in the Purchase Agreements or in any general certificate delivered by the Company pursuant hereto proves to have been incorrect in any material respect when made; or (iv) the Company or any Subsidiary shall make an assignment or general arrangement for the benefit of creditors, or shall admit in writing its inability to pay its debts; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition receiver or trustee is appointed for reorganization the Company or arrangement under any law relating to bankruptcy (unlessSubsidiary or for substantially all of its assets and, in the case of a petition filed against Lesseeif appointed without its consent, the same such appointment is dismissed not discharged or stayed within sixty (60) days); or proceedings under any law relating to bankruptcy, insolvency or the reorganization or relief of debtors are instituted by or against the Company or any Subsidiary, and, if contested by it, are not dismissed or stayed within sixty (60) days; or any writ of attachment or execution or any similar process is issued or levied against the Company or any Subsidiary or any of its property and is not released, stayed, bonded or vacated within sixty (60) days after its issue or levy; or the Company or any Subsidiary takes corporate or limited liability company action in furtherance of any of the foregoing. (b) If an Event of Default occurs pursuant to any of clauses (i) through (iii) of Section 5(a) of this Note then and in each such event and with the appointment concurrence of a trustee holders of 67% of the Notes any holder of this Note (unless all Events of Default shall theretofore have been waived or receiver remedied) at its option, by written notice or notices to take possession the Company, may declare this Note to be due and payable. If an Event of substantially Default occurs pursuant to clause (iv) of Section 5(a) of this Note, this Note shall automatically and without further action become due and payable. Upon any such declaration (or as to such clause (iv) upon its occurrence) this Note shall forthwith immediately mature and become due and payable. However, the foregoing acceleration rights are subject to the following: (i) if, at any time after the principal of this Note shall so become due and payable and prior to the date of maturity stated in this Note, all of Lessee’s assets located interest on this Note (with interest at the Premises or of Lessee’s interest rate specified in this LeaseNote on any overdue principal and, where possession is not restored if applicable, on any overdue interest) shall be paid to Lessee within the holder of this Note by or for the account of the Company, then the Note holder, by written notice or notices to the Company, may waive such Event of Default and its consequences and rescind or annul any such declaration, but no such waiver shall extend to or affect any subsequent Event of Default or impair any right or remedy resulting therefrom; (ii) if any holder or holders of Notes which, at the time, holds or hold at least sixty-seven percent (67%) in aggregate principal amount of the Notes then outstanding exercises the above rights of acceleration, then the Company shall notify each other holder of Notes of the fact of such acceleration and each other holder shall, without limiting any other rights hereunder, (A) have the right for thirty (30) days; days after such notice from the Company to accelerate its own Notes based on the Event or Events of Default on which such acceleration was based (regardless of whether such Event or Events of Default are then continuing), unless at the time there are no outstanding Events of Default and any acceleration of any Notes has been rescinded or (ivB) be deemed automatically (without any action by such holder) to have accelerated its Notes if such holder has not received such notice of an acceleration from the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, Company within ten (10) business days as described in Section 15.1(bafter such acceleration; provided that any such automatic acceleration may take place regardless of whether the Event or Events of Default on which the initial acceleration was based are then continuing but such automatic acceleration shall not take place if at the time any and all accelerations of any Notes have been rescinded or annulled pursuant to subparagraph (i) aboveabove or otherwise; (iii) any holder may at any time rescind and annul any acceleration with respect to its own Notes; and (iv) if any holder of a Note shall give any notice or take any other action with respect to a claimed Event of Default, for any three (3) months (consecutive the Company, forthwith upon receipt of such notice or nonconsecutive) during any twelve (12) month period. In the event obtaining knowledge of such other action, will give written notice thereof to all other holders of the chronic delinquencyNotes then outstanding, at Lessor’s option, Lessor shall have describing such notice or other action and the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder nature of the Termclaimed Event of Default. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more (a) Each of the following events shall constitute a material an “Event of Default” hereunder (whatever the reason for such event of default and breach whether it shall be voluntary or involuntary, or come about or be effected by operation of this Lease by Lessee:law, or be pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a1) The failure by if Lessee shall fail to make pay when due any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of sum under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for a period of three business days after oral, facsimile, or written notice has been given by Lessor to Lessee; (2) if Lessee shall fail to perform any covenant or agreement contained herein, and such failure shall continue for a period of fifteen (15) days after notice thereof shall have been given in writing; (3) if any representation or warranty made by Lessee in this Agreement or any agreement, document or certificate delivered by the Lessee in connection herewith is or shall become incorrect in any material respect; (4) if Lessee shall operate the Aircraft in violation of any applicable law, regulation, rule or order of any governmental authority having jurisdiction thereof or shall operate the Aircraft when the insurance required hereunder shall not be in effect; (5) if any proceedings shall be commenced under any bankruptcy, insolvency, reorganization, readjustment of debt, receivership or liquidation law or statute of any jurisdiction; or (6) if any such proceedings shall be instituted against either Party and shall not be withdrawn or terminated within thirty (30) days after written their commencement. BLACKSTONE DRY LEASE - PAGE 6 OF 11 (b) Upon the occurrence of any Event of Default Lessor may, at its option, exercise any or all remedies available at law or in equity, including, without limitation, any or all of the following remedies, as Lessor in its sole discretion shall elect: (1) by notice in writing to terminate this Agreement immediately, whereupon all rights of the Lessee to the use or possession of the Aircraft or any part thereof from shall absolutely cease and terminate but Lessee shall remain liable as hereinafter provided; and thereupon Lessee, if so requested by Lessor, shall at its expense promptly return the Aircraft and Aircraft Documentation as required by this Agreement or Lessor, at its option, may enter upon the premises where the Aircraft or Aircraft Documentation are located and take immediate possession of and remove the same by summary proceedings or otherwise. Lessee specifically authorizes Lessor’s entry upon any premises where the Aircraft or Aircraft Documentation may be located for the purpose of, and waives any cause of action it may have arising from, a peaceful retaking of the Aircraft or Aircraft Documentation; or (2) perform or cause to be performed any obligation, covenant or agreement of Lessee hereunder. Lessee agrees to pay all costs and expenses incurred by Lessor for such performance and acknowledges that such performance by Lessor shall not be deemed to Lesseecure said Event of Default. (ic) The making Lessee shall be liable for all costs, charges and expenses, including reasonable legal fees and disbursements, incurred by Lessee Lessor by reason of the occurrence of any general assignment Event of Default or general arrangement for the benefit exercise of creditors; (ii) the filing by Lessor’s remedies with respect thereto. No remedy referred to herein is intended to be exclusive, but each shall be cumulative and in addition to any other remedy referred to above or against Lessee of a petition otherwise available to Lessor at law or in equity. Lessor shall not be deemed to have Lessee adjudged a bankrupt waived any default, Event of Default or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, right hereunder unless the same is dismissed within sixty (60) days); (iii) the appointment acknowledged in writing by duly authorized representative of a trustee Lessor. No waiver by Lessor of any default or receiver to take possession Event of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest Default hereunder shall in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executionany way be, or other judicial seizure be construed to be, a waiver of substantially all any future or subsequent default or Event of Lessee’s assets located at Default. The failure or delay of Lessor in exercising any rights granted it hereunder upon any occurrence of any such right upon the Premises continuation or recurrence of Lessee’s interest in this Leaseany such contingencies or similar contingencies, where such seizure is and any single or partial exercise of any particular right by Lessor shall not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in exhaust the payment same or constitute a waiver of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termprovided herein. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence Upon the happening of any one or more of the following events shall constitute a material default and breach (individually, an "Event of this Lease by Lessee:Default," collectively, "Events of Default"): (a) The failure by Lessee if Borrower shall fail to make any payment of rent when due on any Obligation under this Agreement or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Loan Document and such failure shall continue for a period of thirty five (305) days; or (b) if Borrower shall fail to maintain the insurance required by Section 8.6 or Section 8.18 of this Agreement; or (c) if Borrower shall fail to comply with any term, condition, covenant or warranty of or in this Agreement other than the failure to pay any Obligation or to maintain insurance in compliance with Section 8.6 and Section 8.18 of this Agreement, and, except where there is a specific grace and/or notice period provided with respect to such failure, the continuance of such failure for a period in excess of fifteen (15) days after written notice thereof from Lessor is given by Lender to Lessee.Borrower; or (id) The making by Lessee of if Borrower or any general Guarantor shall fail to comply with any term, condition, covenant, warranty or representation contained in any other agreement between Lender and Borrower and/or any Guarantor; or (e) if Borrower shall cease to be Solvent, make an assignment or general arrangement for the benefit of its creditors; (ii) , call a meeting of its creditors to obtain any general financial accommodation, suspend business or if any case under any provision of the filing Bankruptcy Code including provisions for reorganizations, shall be commenced by or against Lessee Borrower (and if commenced against Borrower, such case shall not have been discharged or dismissed within forty-five (45) days of its commencement) or if a petition receiver, trustee or equivalent officer shall be appointed for all or any of the Properties of Borrower; or (f) if any statement or representation contained in any financial statement or certificate delivered by Borrower to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unlessLender shall be false, in the case any material respect, when made; or (g) if any federal or state tax lien is filed of a petition filed record against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee Borrower or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession any Guarantor and is not restored to Lessee within thirty (30) days; bonded or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.days of filing, unless such lien is being contested by Borrower in good faith and, if necessary, by appropriate proceedings diligently conducted, or appropriate reserves therefore have been established and which, individually or in the aggregate, are not material; or (dh) The chronic delinquency by Lessee intentionally omitted; or (i) if a judgment shall be entered against Borrower in any action or proceeding and shall not be stayed, vacated, bonded, paid or discharged within thirty (30) days of entry, except a judgment (i) where the uninsured portion of the claim together with the uninsured portion of all judgments against all Guarantors is less than $100,000.00 in the payment aggregate and the insurance companies has accepted liability for the insured portion of monthly rentalsuch judgments in writing; or (ii) where Borrower has Borrowing Capacity in excess of the uninsured portion of the claim together with the uninsured portion of all judgments against all Guarantors and has promptly notified Lender of such judgment with such uninsured position reserved by Lender against the Borrowing Capacity; or (j) if any obligation of Borrower in respect of any Indebtedness (other than the Obligations to Lender) in an amount in excess of $100,000.00 shall be declared to be or shall become due and payable prior to its stated maturity unless contested in good faith and such contest diligently prosecuted; or (k) upon the happening of any Reportable Event which constitutes grounds for the termination of any Plan, or if a trustee shall be appointed by an appropriate United States District Court or other court or administrative tribunal to administer any other periodic payment required Plan, or if the Pension Benefit Guaranty Corporation shall institute proceedings to be paid by Lessee terminate any Plan or to appoint a trustee to administer any Plan, and, in each case, such event, individually or in the aggregate, would result in a Material Adverse Effect; or (l) upon the occurrence and continuance of any Material Adverse Effect which impairs Lender's security, increases Lender's risks or impairs Borrower's ability to perform under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentalAgreement or under the other Loan Documents; or (m) upon the happening of any of the events described in Subsections 12.1 (d), (e), (x), (x), (x), (x), (x), (x) xx (x) xxxx xxxxxxx xx xxx Xuarantor, if any, or if any other periodic such Guarantor purports to terminate its guaranty. (n) Then, and in any such event, Lender may terminate this Agreement without prior notice or demand to Borrower or may demand payment required in full of all Obligations (whether otherwise then payable on demand or not) without terminating this Agreement and shall, in any event, be under no further responsibility to be paid by Lessee extend any credit or afford any financial accommodation to Borrower, whether under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law Agreement or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach "events of default" under this Lease by LesseeContract: (a) A. The failure by Lessee of either the Management Company or the Association, (but not individual Unit Owners), to make any payment of rent or any other payment required to be made by Lessee hereunder in accordance with the terms hereof within ten thirty (1030) days after receipt by such party of the date when due.written notice that such payment has not been made; or (b) B. The failure by Lessee of either the Management Company or the Association, (but not individual Unit Owners), to observe perform, keep or perform fulfill any of the other covenants, undertakings, obligations or conditions or provisions set forth in the Contract, and the continuance of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue default for a period of thirty (30) days after written notice thereof from Lessor to Lesseeof said failure. (i) The making by Lessee C. Upon the occurrence of any general assignment or general arrangement for such events of default, the benefit non defaulting party may give to the other party (the "Noticed Party") notice of creditors; such default - (iithe "Notice") and notice that this Contract shall terminate upon the filing by or against Lessee expiration of a petition period of thirty (30) days from the date of such notice unless, prior to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unlessthe expiration of such period, such default has been cured or, in the case event of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession default which is not restored to Lessee susceptible of being cured within such thirty (30) days; or (iv) , unless the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at defaulting party shall promptly commence to cure the Premises or of Lessee’s interest in this Lease, where default and must thereafter diligently pursue such seizure is not discharged within thirty (30) daysefforts to completion. D. The Notice shall state the specific reason(s) for the default and the specific action(s) required to cure the Noticed Party's default. If the Noticed Party does not agree with all or portions of the Notice, within fifteen (d15) The chronic delinquency days after receipt thereof the Noticed Party shall give written notice to the non-defaulting party of such disagreement, which notice shall specifically identify the areas of disagreement with the Notice and that the Noticed Party requests a determination thereof by Lessee arbitration; provided, as to the portion of the non defaulting party's notice that the Noticed Party agrees with, the Noticed Party shall proceed to cure as provided above. If the arbitrator determines that any noticed default denied by the Noticed Party exists, the arbitrator by written opinion shall identify such default, the action(s) required to cure the default and the specific period of time, which the Noticed Party shall have to cure the default. If the Noticed Party complies with the decision of the arbitrator, this Contract shall not terminate. E. If the Management Company defaults, the Association has the right to recover prorated consequential damages of pre-paid fees in the payment event the Management Company provides the documentation to support stated expenses and are agreed upon with the BOD. NOTE: Consequential damages are defined as the cost of monthly rentalservices contracted, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termbut not provided. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. (a) The occurrence of any one or more of the following events shall constitute a material default and breach an "Event of this Lease by LesseeDefault": (ai) The failure by Lessee the Payor shall fail to make pay when due within five days of the Installment Date or Quarterly Payment Date, as applicable, any payment of rent or any other payment amounts required to be made by Lessee hereunder within ten paid hereunder; (10ii) days a case or proceeding shall have been commenced against the Payor in a court having competent jurisdiction seeking a decree or order in respect of the date when Payor (A) under any applicable bankruptcy or other similar law, which is not dismissed within 60 days with respect to an involuntary case, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Payor or of any of its properties, or (C) ordering the winding-up or liquidation of the affairs of the Payor; (iii) the Payor shall (A) file a petition seeking relief under any applicable bankruptcy or other similar law, (B) consent to the institution of proceedings thereunder or to the filing of any such petition or to the appointment of or taking possession by a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Payor or of any of its properties, (C) fail generally to pay its debts as such debts become due, or (D) take any corporate or other action in furtherance of any such action; or (iv) the Payor shall default on its obligations under the Security Agreement, the Stock Purchase Agreement among Payor, Payee and International Telecommunications Group, Ltd., dated July 3, 1996, or any guaranty thereof. (b) The failure by Lessee to observe or perform any Payor shall notify the Payee of the covenants, conditions or provisions occurrence of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period any Event of thirty (30) days Default promptly after written notice thereof from Lessor to Lesseethe Payor obtains knowledge thereof. (ic) The making by Lessee Upon the occurrence of any general assignment or general arrangement for the benefit Event of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unlessDefault, in the case of a petition filed against Lesseeall amounts payable hereunder, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially including all of Lessee’s assets located at the Premises or of Lessee’s interest in this Leaseaccrued interest, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysshall automatically and immediately become due and payable. (d) The chronic delinquency by Lessee Without limiting any other right of the Payor, in the payment of monthly rentalevent that the Payee defaults on its obligations under any instrument pursuant to which the Payee owes monies to the Payor (or the Payor's affiliates) in any capacity (hereinafter a "Default Instrument"), the Payor, at its election, may setoff, against any and all such monies owed to the Payor (or its affiliates) by the Payee pursuant to a Default Instrument any other periodic payment required to be paid by Lessee and all principal and/or interest due and payable under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the TermNote. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of If any one or more of the following events shall constitute a material default occur and breach be continuing, (each an “Event of this Lease by Lessee:Default”): (a) The the Borrower shall fail to pay any principal of or interest on the Note when due and payable, which failure shall continue for five (5) days after the date when due; (b) any representation or warranty made by Lessee the Borrower herein or made in any certificate or financial statement furnished to the Lender hereunder or under any of the Loan Documents shall prove to have been false or misleading in any respect when made or omit to state a material fact necessary to make any payment representation, warranty, certification or statement not misleading in light of rent the circumstances under which it was furnished; (c) default in the performance of any agreement, covenant, term or condition contained herein or in any other payment required Loan Document to be made performed by Lessee hereunder within the Borrower which shall continue for ten (10) days after the giving of notice thereof to the Borrower by the Lender; (d) a Default under the Mortgage or under any of the date when dueother Loan Documents; (e) an event of default under any loan agreement, credit agreement, security agreement, guaranty agreement, lease agreement or other agreement now existing or hereafter entered into by the Borrower shall have occurred and shall not have been remedied during such time as USD 1,000,000 or more is outstanding under such agreement; (f) any license, consent or approval of any governmental body or other regulatory authority required for the making and performance of this Agreement or any instrument contemplated hereby or thereby shall have been revoked, withdrawn, materially modified or withheld or shall otherwise fail to remain in full force and effect; (g) Any of the following events shall occur: (i) the Borrower commences a voluntary case under Title 11 of the United States Code as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or (ii) an involuntary case is commenced against the Borrower under the Bankruptcy Code and relief is ordered against the Borrower or the petition is controverted but is not dismissed or stayed within sixty (60) days after the commencement of the case; or (iii) a custodian (as defined in the Bankruptcy Code) or a similar official is appointed for, or takes charge of, all or substantially all of the property of the Borrower and such appointment is not terminated within sixty (60) days; or (iv) the Borrower commences any other proceeding under any reorganization, arrangement, readjustment of debt, relief of debtors, dissolution, insolvency, liquidation or similar law of any jurisdiction relating to the Borrower (whether now or hereafter in effect), or there is commenced against the Borrower any such proceeding which remains undismissed or unstayed for a period of sixty (60) days or the Borrower is adjudicated insolvent or bankrupt; or the Borrower fails to controvert in a timely manner any such case under the Bankruptcy Code or any such proceeding, or any order of relief or other order approving any such case or proceeding is entered; or (v) the Borrower by any act or failure to act indicates its consent to, approval of or acquiescence in any such case or proceeding or in the appointment of any custodian of or for it or any substantial part of its property or suffers any such appointment to continue undischarged or unstayed for a period of ninety (90) days; or (vi) the Borrower makes a general assignment for the benefit of creditors; or (vii) any corporate action is taken by the Borrower for the purpose of effecting any of the foregoing. (bh) The failure by Lessee to observe an order, judgment or perform any decree shall be entered, without the application, approval or consent of the covenantsBorrower by any court of competent jurisdiction, conditions approving a petition seeking reorganization of the Borrower or provisions seizure or attachment of this Lease to be observed all or performed by Lesseea substantial part of the Borrower’s assets, other than described in Section15.1(b) aboveand such order, where such failure judgment or decree shall continue unstayed and in effect for any period of sixty (60) consecutive days; or (i) judgments or orders for the payment of monies in excess of USD 100,000 in aggregate shall be rendered against the Borrower and such judgments or orders shall continue unsatisfied, or unstayed for a period of thirty (30) days after then the Lender may by written notice thereof from Lessor to Lessee. the Borrower (i) The making by Lessee immediately terminate the commitment of any general assignment the Lender hereunder or general arrangement for the benefit of creditors; (ii) declare all Payments under, and all interest accrued to the filing by date of such declaration on, the Note together with all other amounts due hereunder or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating of the Loan Documents, to bankruptcy (unlessbe forthwith due and payable, in the case of a petition filed against Lessee, whereupon the same is dismissed within sixty shall become forthwith due and payable (60provided, however, no notice or declaration shall be required and such amounts shall be immediately due and payable upon the occurrence of an event described in Section 4.1(h) days); or (i) hereof) and (iii) the appointment of a trustee exercise any remedies to which it may be entitled by any Loan Document or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysby applicable law. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of Default under this Lease by LesseeAgreement: (a) The failure by Lessee Recipient fails to make any payment repay the amount of rent the County ReGrant, and interest thereon, according to the terms of this Agreement or any other payment required to be made by Lessee hereunder within ten (10) days any of the date when due.County ReGrant Documents, including the Obligations; (b) The failure by Lessee Recipient ceases to observe use the Facility in connection with the manufacture and/or assembly of wood products, as contemplated in this Agreement, the Application, and the Commitment Letter; (c) Any Grant proceeds are used for any purpose other than Eligible Project Costs; (d) Any statement made in any certificate, report or perform opinion (including legal opinions), financial statement, or other document furnished in connection with the Grant was incorrect in any material respect when made; (e) The Recipient breaches any covenant, representation, warranty, or other provision of this Agreement, which breach is not cured within 30 calendar days from the date the Recipient receives (as provided in Section 6.01 below) written notice of the covenantsbreach from the County; provided, conditions however that the Recipient shall not receive a 30 calendar day cure period under this subsection for any breach for which there is a specific Default set forth in this Section; (f) The Recipient breaches (i) any covenant, representation, warranty, or other provision in any other County ReGrant Document, which breach continues beyond any applicable grace or cure period, or (ii) the provisions of Sections 3.02 (a), (b), (f), (i), (m), (p), and (r) of this Lease Agreement; (g) Any portion of, or interest in, the Facility is sold, leased, subleased, transferred, encumbered, or otherwise conveyed, without the prior written consent of the County or the Department; (h) The Recipient fails to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period comply with any requirement of thirty (30) any Governmental Authority within 30 days after written notice thereof from Lessor of the requirement is made or within any other time period set by the Governmental Authority; or if any proceeding is commenced or action taken to Lessee.enforce any remedy for a violation of any requirement of a Governmental Authority; (i) The making Project is not completed, as determined in the sole discretion of the County, by Lessee the Completion Date; (j) A default or event of default occurs under the terms of any general bond, debenture, note, or other evidence of indebtedness of the Recipient and remains uncured beyond any applicable grace or cure period; (k) Final judgment for the payment of money in excess of $1,000,000 is rendered against the Recipient and is not discharged or a stay of execution thereon or a bond is not procured within 30 days from the date of entry thereof, or if thereafter the judgment remains unsatisfied for a period of 30 days after the termination of any such stay of execution thereon or bond; (l) Any court of competent jurisdiction makes a final order (i) adjudicating the Recipient a bankrupt, (ii) appointing a trustee or receiver of a substantial part of the property of the Recipient, (iii) approving a petition for, or affecting an arrangement in, bankruptcy, a reorganization pursuant to federal bankruptcy law, or any other judicial modification or alterations of the rights of the County or of other creditors of the Recipient, (iv) assuming custody or sequestering any substantial part of the property of the Recipient, or (v) attaching or garnishing any substantial part of the property of the Recipient; or if the Recipient (A) files such petition, or (B) takes or consents to any other actions seeking any such judicial order, or (C) makes an assignment or general arrangement for the benefit of creditors; , or (D) fails to pay debts generally as they become due, or (E) makes an admission in writing of inability to pay debts generally as they become due; (m) Without the prior written consent of the County and the Department, the Recipient (i) sells or transfers all or substantially all of its business assets, (ii) the filing by begins any proceeding to dissolve or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unlessliquidate, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) changes the appointment form of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Leasebusiness entity through which it presently conducts its business, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, merges or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.consolidates; (dn) The chronic delinquency by Lessee in Without the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event prior written consent of the chronic delinquencyCounty and the Department, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (Recipient is dissolved by operation of law or otherwisein any other manner; (o) The County makes a good faith determination that the Recipient’s tangible net worth has fallen below $65,000,000 as of any quarterly financial statement; (p) The Recipient relocates to an area which is not a Priority Funding Area, as that term is defined in Title 5-7B of the State Finance and Procurement Article of the Annotated Code of Maryland. (q) A default or event of default occurs under the terms of (i) any guaranty of all the other County ReGrant Documents, (ii) the DBED Grant Agreement, or (iii) any portion of Lessee’s obligations under this Leasethe Loan Documents; (r) Without the written consent of the County and the, any direct or indirect interest in the Recipient is sold, assigned, or transferred; or (s) As of the Completion Date, the amount of the County ReGrant shall not exceed 70% of the costs of the Project.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee It shall be a default (“Default”) under this Note and each of the other Loan Documents if (after giving effect to make any payment applicable notice, grace or cure periods) (i) any principal, interest or other amount of rent money due under this Note is not paid in full when due, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein or in any other Loan Documents is not fully and timely performed, observed or kept; or (iii) there shall occur any default or event of default under the Deed of Trust or any other Loan Document. Upon the occurrence and during the continuation of a Default, Administrative Agent, on behalf of Payee and the other Lenders, (as defined in the Loan Agreement) shall have the rights to declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment required hereof and to be made by Lessee hereunder within ten (10) days exercise any of the date when dueits other rights, powers and remedies under this Note, under any other Loan Document, or at Law or in equity. (b) All of the rights, remedies, powers and privileges (together, “Rights”) of Administrative Agent, on behalf of Payee and the other Lenders, provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at Law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent, Payee or the other Lenders to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Payee from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent, on behalf of Payee, to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Default or general arrangement for the benefit of creditors; (ii) the filing by at maturity or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if any Borrower sues any holder in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrowers agree to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyeach such holder, in advanceaddition to principal, for interest and any other sums owing to Payee hereunder and under the remainder of other Loan Documents, all costs and expenses incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, attorneys’ fees and expenses, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrowers or Guarantor or endorser or any portion of Lessee’s obligations under this Leaseother person primarily or secondarily liable hereunder.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee to make It shall be a default ("Default") under this Note and each of ------- the other Loan Documents if (i) any payment principal, interest or other amount of rent money due under this Note is not paid in full when due, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein or in any other Loan Document is not fully and timely performed, observed or kept; or (iii) there shall occur any default or event of default under the Deed or any other payment required Loan Document that extends beyond any applicable cure or grace period. Upon the occurrence of a Default, subject to be made by Lessee hereunder within ten (10) days the terms of Section 4.2 of the date when dueDeed, Administrative Agent on behalf of the Lenders shall have the rights to declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment hereof and to exercise any of its other rights, powers and remedies under this Note, under any other Loan Document, or at law or in equity. (b) All of the rights, remedies, powers and privileges (together, "Rights") of Administrative Agent on behalf of the Lenders provided for in this ------ Note and in any other Loan Document are cumulative of each other and of any and all other Rights at law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Administrative Agent or any Lender to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Lender from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Administrative Agent or any Lender to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee of If Lender retains an attorney in connection with any general assignment Default or general arrangement for the benefit of creditors; (ii) the filing by at maturity or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues Lender in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrower agrees to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyLender, in advanceaddition to principal, for interest and any other sums owing to Lender hereunder and under the remainder of other Loan Documents, all costs and expenses incurred by Lender in trying to collect this Note or in any such suit or proceeding, including, without limitation, reasonable attorneys' fees and expenses actually incurred by Lender, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrower or any portion of Lessee’s obligations under this Leaseguarantor or endorser or any other person primarily or secondarily liable hereunder.

Defaults. The occurrence of any Any one or more of the following events shall constitute a material default and breach be considered "Events of this Lease by LesseeDefault", as said term is used herein: (ai) The failure by Lessee if First Union shall be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against First Union asking reorganization of First Union under the Federal bankruptcy laws (as now or hereafter amended), or under the laws of any State, shall be entered, and any such decree or judgment or order shall not have been vacated, stayed, or set aside within sixty (60) days from the date of the entry or granting thereof; or (ii) if First Union shall file, or admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or any petition pursuant, or purporting to be pursuant, to the Federal bankruptcy laws (now or hereafter amended), or First Union shall institute any proceedings for relief of First Union under any bankruptcy or insolvency laws, or any laws relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangements, composition, or extension; or (iii) if First Union shall make any payment assignment for the benefit of rent creditors, or shall apply for, or consent to, the appointment of a receiver for First Union or any other of the property of First Union; or (iv) if First Union shall admit in writing its inability to pay its debts as they become due; or (v) if the Sublet Premises are subject to any lien or levy; or (vi) if a decree or order appointing a receiver of the property of First Union shall be made, and such decree or order shall not have been vacated, stayed or set aside within sixty (60) days from the date of entry or granting thereof; or (vii) if First Union shall default in any payment required to be made by Lessee First Union hereunder within when due as herein provided, and such default shall continue for ten (10) days of the date when due.after notice thereof in writing to First Union; or (bviii) The failure if First Union shall, by Lessee its act or omission to observe or perform act, cause a default under the Prime Lease, and such default shall not be cured within the time, if any, permitted for such cure under the Prime Lease, as applicable; or (ix) if First Union shall default in any of the covenants, conditions or provisions of this Lease other covenants and agreements herein contained to be kept, observed or and performed by LesseeFirst Union, other than described in Section15.1(b) above, where and such failure default shall continue for a period of thirty twenty (3020) days after written notice thereof from Lessor in writing to LesseeFirst Union. (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any If one or more of the following events (herein called "Events of Default") shall constitute a material default occur and breach of this Lease by Lesseebe continuing: (a) The failure by Lessee to make any Borrower shall default in the payment when due of rent any principal of any Loan or shall default in the payment within ten days of the due date thereof of any interest on any Loan or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due.amount payable hereunder; (b) The failure by Lessee the Company shall fail to perform or observe any covenant or perform any of the covenants, conditions or provisions of this Lease agreement to be observed or performed by Lesseeit contained in Sections 5.02, 5.03, 5.04 or 5.05; (c) any Borrower shall fail to perform or observe any covenant or agreement to be performed by it contained in this Agreement (other than described in Section15.1(bthose covered by clause (a) or (b) above) for 30 days after written notice of such failure is given to the Borrower by the Agent at the request of any Bank; (d) any Borrower shall have made or be deemed to have made pursuant to this Agreement any representation or warranty in or pursuant to this Agreement, where or in any certificate or financial statement delivered pursuant this Agreement or any document delivered pursuant to Article III, which shall prove to have been incorrect in any material respect when made or deemed made; (e) the Company, any Subsidiary Borrower or any Material Subsidiary shall fail to pay any indebtedness for borrowed money (other than the Loans) payable or guaranteed by it (including, without limitation, any indebtedness for borrowed money of any Excluded Subsidiary to the extent that it is also payable by or is guaranteed by the Company, any Subsidiary Borrower or any Material Subsidiary), or any interest or premium thereon, when due (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise) and such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor the applicable grace period, if any, specified in the agreement or instrument relating to Lessee. such indebtedness or guarantee; provided that (i) The making the aggregate amount of such indebtedness of or guaranteed by Lessee the Company, any such Subsidiary Borrower or any such Material Subsidiary, as the case may be, including any interest or premium thereon, shall exceed $75,000,000 (or the Equivalent Amount thereof) and (ii) there shall be excluded for purposes of the foregoing any such indebtedness or guarantee (A) in favor of any department, agency, instrumentality or political subdivision of the United States of America or any state thereof in respect of any pollution control, industrial revenue bond or other similar type of financing or (B) incurred to finance, or otherwise relating primarily to, any assets, projects or operations located or conducted primarily outside the United States of America; provided, further, that the obligation of the Company, any such Subsidiary Borrower or any such Material Subsidiary, as the case may be, to pay such indebtedness or guarantee referred to in clause (A) or (B) above is being contested in good faith; (f) the Company, any Subsidiary, any Material Subsidiary or any two or more Subsidiaries which, if such Subsidiaries were one Subsidiary, would be a Material Subsidiary shall commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, or shall consent to any such relief or to the appointment of or taking possession by any such official in an involuntary case or other proceeding commenced against it, or shall make a general assignment or general arrangement for the benefit of creditors, or shall fail generally to pay its debts as they become due, or shall take any corporate action to authorize any of the foregoing; (g) an involuntary case or other proceeding shall be commenced against the Company, any Subsidiary Borrower, any Material Subsidiary or any two or more Subsidiaries which, if such Subsidiaries were one Subsidiary, would be a Material Subsidiary seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of 60 days; or an order for relief shall be entered against the Company or any Subsidiary under the federal bankruptcy laws as now or hereafter in effect; (h) any member of the ERISA Group shall fail to pay when due an amount or amounts aggregating in excess of $50,000,000 which it shall have become liable to pay under Title IV of ERISA; or notice of intent to terminate a Material Plan shall be filed under Title IV of ERISA by any member of the ERISA Group, any plan administrator or any combination of the foregoing; or the PBGC shall institute proceedings under Title IV of ERISA to terminate, to impose liability (other than for premiums under Section 4007 of ERISA) in respect of, or to cause a trustee to be appointed to administer any Material Plan; or a condition shall exist by reason of which the PBGC would be entitled to obtain a decree adjudicating that any Material Plan must be terminated; or there shall occur a complete or partial withdrawal from, or a default, within the meaning of Section 4219(c)(5) of ERISA, with respect to, one or more Multiemployer Plans which could cause one or more members of the ERISA Group to incur a current payment obligation in excess of $50,000,000; or (i) a final, non-appealable judgment or order enforceable by the courts of the United States or the United Kingdom for the payment of money in excess of $50,000,000 (or the Equivalent Amount thereof) shall be rendered against the Company or any Subsidiary and such judgment or order shall continue unsatisfied for a period of 30 days; then, and in every such event, the Agent shall (i) if requested by the Required Banks, by notice to the Company terminate the Commitments, and they shall thereupon terminate, and (ii) if requested by Banks having Loans the filing Dollar Amount of the principal amount of which is more than 51% of the Dollar Amount of the aggregate principal amount of all the Loans, by notice to the Company and each Subsidiary Borrower declare the full unpaid principal of and accrued interest on the Loans and all other amounts payable hereunder to be immediately due and payable, whereupon the Commitments shall terminate and the Loans and such other amounts shall be immediately due and payable, without further notice, presentment, demand, protest or against Lessee other formality of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unlesskind, all of which are hereby expressly waived by the Company and each Subsidiary Borrower; provided that in the case of a petition filed against Lessee, the same is dismissed within sixty occurrence of an event referred to in clause (60f) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(bg) above, for the Commitments shall automatically terminate and the full unpaid principal of and accrued interest on the Loans and all other amounts payable hereunder shall automatically become immediately due and payable, without notice, presentment, demand, protest or other formality of any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In kind, all of which are hereby expressly waived by the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the TermCompany and each Subsidiary Borrower. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more (a) Any of the following events shall constitute a material default and breach an "Event of this Lease by LesseeDefault": (ai) The failure by Lessee to make any Company defaults in the payment of rent (A) any part of the principal of any Note, when the same shall become due and payable, whether at maturity or at a date fixed for prepayment or by acceleration or otherwise, or (B) the interest on any Note, when the same shall become due and payable, and such default in the payment of interest shall have continued for five (5) Business Days; or (ii) the Company defaults in the performance of any other payment required to be made by Lessee hereunder agreement or covenant contained in the Purchase Agreements, and such default shall not have been remedied within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor shall have been given to Lessee.the Company by any holder of this Note (the Company to give forthwith to all other holders of this Note at the time outstanding written notice of the receipt of such notice, specifying the default referred to therein); or (iiii) The making any material representation or warranty by Lessee of the Company herein, in the Purchase Agreements or in any general certificate delivered by the Company pursuant hereto proves to have been incorrect in any material respect when made; or (iv) the Company or any Subsidiary shall make an assignment or general arrangement for the benefit of creditors, or shall admit in writing its inability to pay its debts; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition receiver or trustee is appointed for reorganization the Company or arrangement under any law relating to bankruptcy (unlessSubsidiary or for substantially all of its assets and, in the case of a petition filed against Lesseeif appointed without its consent, the same such appointment is dismissed not discharged or stayed within sixty (60) days); or proceedings under any law relating to bankruptcy, insolvency or the reorganization or relief of debtors are instituted by or against the Company or any Subsidiary, and, if contested by it, are not dismissed or stayed within sixty (60) days; or any writ of attachment or execution or any similar process is issued or levied against the Company or any Subsidiary or any of its property and is not released, stayed, bonded or vacated within sixty (60) days after its issue or levy; or the Company or any Subsidiary takes corporate or limited liability company action in furtherance of any of the foregoing. (b) If an Event of Default occurs pursuant to any of clauses (i) through (iii) of Section 5(a) of this Note then and in each such event and with the appointment concurrence of a trustee holders of 67% of the Notes any holder of this Note (unless all Events of Default shall theretofore have been waived or receiver remedied) at its option, by written notice or notices to take possession the Company, may declare this Note to be due and payable. If an Event of substantially Default occurs pursuant to clause (iv) of Section 5(a) of this Note, this Note shall automatically and without further action become due and payable. Upon any such declaration (or as to such clause (iv) upon its occurrence) this Note shall forthwith immediately mature and become due and payable. However, the foregoing acceleration rights are subject to the following: (i) if, at any time after the principal of this Note shall so become due and payable and prior to the date of maturity stated in this Note, all of Lessee’s assets located interest on this Note (with interest at the Premises or of Lessee’s interest rate specified in this LeaseNote on any overdue principal and, where possession is not restored if applicable, on 5 any overdue interest) shall be paid to Lessee within the holder of this Note by or for the account of the Company, then the Note holder, by written notice or notices to the Company, may waive such Event of Default and its consequences and rescind or annul any such declaration, but no such waiver shall extend to or affect any subsequent Event of Default or impair any right or remedy resulting therefrom; (ii) if any holder or holders of Notes which, at the time, holds or hold at least sixty-seven percent (67%) in aggregate principal amount of the Notes then outstanding exercises the above rights of acceleration, then the Company shall notify each other holder of Notes of the fact of such acceleration and each other holder shall, without limiting any other rights hereunder, (A) have the right for thirty (30) days; days after such notice from the Company to accelerate its own Notes based on the Event or Events of Default on which such acceleration was based (regardless of whether such Event or Events of Default are then continuing), unless at the time there are no outstanding Events of Default and any acceleration of any Notes has been rescinded or (ivB) be deemed automatically (without any action by such holder) to have accelerated its Notes if such holder has not received such notice of an acceleration from the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, Company within ten (10) business days as described in Section 15.1(bafter such acceleration; provided that any such automatic acceleration may take place regardless of whether the Event or Events of Default on which the initial acceleration was based are then continuing but such automatic acceleration shall not take place if at the time any and all accelerations of any Notes have been rescinded or annulled pursuant to subparagraph (i) aboveabove or otherwise; (iii) any holder may at any time rescind and annul any acceleration with respect to its own Notes; and (iv) if any holder of a Note shall give any notice or take any other action with respect to a claimed Event of Default, for any three (3) months (consecutive the Company, forthwith upon receipt of such notice or nonconsecutive) during any twelve (12) month period. In the event obtaining knowledge of such other action, will give written notice thereof to all other holders of the chronic delinquencyNotes then outstanding, at Lessor’s option, Lessor shall have describing such notice or other action and the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder nature of the Termclaimed Event of Default. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an Event of this Lease by LesseeDefault hereunder: (a) The failure Any representation or warranty made by Lessee to make the Servicer, the Originator, the Seller, the Issuer or the Indenture Trustee hereunder or under the Transaction Documents, or in any payment of rent certificate furnished hereunder or any other payment required under the Transaction Documents, shall prove to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe untrue or perform incomplete in any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee.material respect; (i) The making Servicer, the Originator, the Seller, the Issuer or the Indenture Trustee shall fail to pay when due any amount payable by Lessee the Servicer, the Originator, the Seller, the Issuer or the Indenture Trustee hereunder or (ii) a legislative body has enacted any law that declares or a court of competent jurisdiction shall find or rule that any general Transaction Document is not valid and binding on the Servicer, the Originator, the Seller, the Issuer or the Indenture Trustee; (c) The occurrence and continuance of an “Event of Default” under the Indenture (as defined therein); (d) Any failure on the part of the Servicer, the Originator, the Seller, the Issuer or the Indenture Trustee duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Servicer, the Originator, the Seller, the Issuer or the Indenture Trustee contained in this Insurance Agreement or in any other Transaction Document which continues unremedied for a period of 30 days with respect to this Insurance Agreement, or, with respect to any other Transaction Document, beyond any cure period provided for therein, after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer, the Originator, the Seller, the Indenture Trustee or the Issuer, as applicable, by the Insurer (with a copy to the Indenture Trustee) or by the Indenture Trustee (with a copy to the Insurer); (e) A decree or order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case under any present or fixture federal or state bankruptcy, insolvency or similar law or the appointment of a conservator or receiver or liquidator or other similar official in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Servicer, the Originator, the Seller or the Issuer and such decree or order shall have remained in force undischarged or unstayed for a period of 90 consecutive days; (f) The Servicer, the Originator, the Seller or the Issuer shall consent to the appointment of a conservator or receiver or liquidator or other similar official in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Servicer, the Originator, the Seller or the Issuer or of or relating to all or substantially all of the property of such Person; or (g) The Servicer, the Originator, the Seller or the Issuer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of or otherwise voluntarily commence a case or proceeding under any applicable bankruptcy, insolvency, reorganization or other similar statute, make an assignment or general arrangement for the benefit of creditors; (ii) the filing by its creditors or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the voluntarily suspend payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termits obligations. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an Event of Default under this Lease by LesseeLease: (a) The failure by Lessee shall fail to make any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due.; or (b) The failure Lessee shall fail to perform or observe any other covenant, condition or agreement to be performed or observed by Lessee to observe or perform any of the covenants, conditions or provisions of it under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where and such failure shall continue for a period of thirty ten (3010) days after written notice thereof from Lessor is delivered to Lessee.Lessee by Lessor; or (ic) The making Any representation or warranty made by Lessee of in this Lease or in any general document or certificate furnished to Lessor in connection with or pursuant to this Lease (including but not limited to financial statements) shall have been false in any material respect when made or furnished; or (d) Lessee shall become insolvent or bankrupt or make an assignment or general arrangement for the benefit of creditors; (ii) the filing by creditors or against Lessee of a petition consent to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver, or a trustee or receiver to take possession shall be appointed for Lessee or for a substantial part of substantially all its property without its consent and shall not be dismissed for a period of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure bankruptcy, reorganization or insolvency proceedings shall be instituted by or against Lessee and, if instituted against Lessee, shall not be dismissed for a period of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentaldies, is dissolved, terminates its existence or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term.its business is discontinued; or (e) Any guarantor Lessee removes, sells, transfers, encumbers, parts with possession of or sublets, or attempts to remove, sell, transfer, encumber, part with possession of or sublet all or any item of the Lease revokes Equipment; or (f) Lessee is liquidated or dissolved, or commences any acts relative thereto, or, without the prior written consent of Lessor, (i) Lessee sells or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty disposes of all or any portion substantially all of the assets of Lessee’s obligations , (ii) Lessee merges or consolidates with any other person, or (iii) if Lessee is a corporation, ownership, control, or power to vote fifty percent (50%) or more of the outstanding shares of any class of voting securities of Lessee is transferred by the current holders, in one or more transactions; or (g) Any indebtedness of Lessee (including but not limited to indebtedness to Lessor or any of its affiliates) is not paid when due, or Lessee defaults under this Leaseany bond, debenture, note or other evidence of indebtedness of Lessee or under any indenture or other instrument under which any such evidence of indebtedness has been issued or by which it is governed and payment of such indebtedness is accelerated.

Defaults. The occurrence of any one or more (a) Each of the following events shall constitute a material an “Event of Default” hereunder (whatever the reason for such event of default and breach whether it shall be voluntary or involuntary, or come about or be effected by operation of this Lease by Lessee:law, or be pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a1) The failure by if Lessee shall fail to make pay when due any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of sum under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for a period of three business days after oral, facsimile, or written notice has been given by Lessor to Lessee; (2) if Lessee shall fail to perform any covenant or agreement contained herein, and such failure shall continue for a period of fifteen (15) days after notice thereof shall have been given in writing; (3) if any representation or warranty made by Lessee in this Agreement or any agreement, document or certificate delivered by the Lessee in connection herewith is or shall become incorrect in any material respect; (4) if Lessee shall operate the Aircraft in violation of any applicable law, regulation, rule or order of any governmental authority having jurisdiction thereof or shall operate the Aircraft when the insurance required hereunder shall not be in effect; (5) if any proceedings shall be commenced under any bankruptcy, insolvency, reorganization, readjustment of debt, receivership or liquidation law or statute of any jurisdiction; or (6) if any such proceedings shall be instituted against either Party and shall not be withdrawn or terminated within thirty (30) days after written notice thereof from Lessor to Lesseetheir commencement. (ib) The making by Lessee Upon the occurrence of any general assignment Event of Default Lessor may, at its option, exercise any or general arrangement all remedies available at law or in equity, including, without limitation, any or all of the following remedies, as Lessor in its sole discretion shall elect: (1) by notice in writing to terminate this Agreement immediately, whereupon all rights of the Lessee to the use or possession of the Aircraft or any part thereof shall absolutely cease and terminate but Lessee shall remain liable as hereinafter provided; and thereupon Lessee, if so requested by Lessor, shall at its expense promptly return the Aircraft and Aircraft Documentation as required by this Agreement or Lessor, at its option, may enter upon the premises where the Aircraft or Aircraft Documentation are located and take immediate possession of and remove the same by summary proceedings or otherwise. Lessee specifically authorizes Lessor’s entry upon any premises where 113CS LLC - BLACKSTONE DRY LEASE - PAGE 6 OF 11 the Aircraft or Aircraft Documentation may be located for the benefit purpose of, and waives any cause of creditorsaction it may have arising from, a peaceful retaking of the Aircraft or Aircraft Documentation; or (ii2) perform or cause to be performed any obligation, covenant or agreement of Lessee hereunder. Lessee agrees to pay all costs and expenses incurred by Lessor for such performance and acknowledges that such performance by Lessor shall not be deemed to cure said Event of Default. (c) Lessee shall be liable for all costs, charges and expenses, including reasonable legal fees and disbursements, incurred by Lessor by reason of the filing by occurrence of any Event of Default or against Lessee the exercise of a petition Lessor’s remedies with respect thereto. No remedy referred to herein is intended to be exclusive, but each shall be cumulative and in addition to any other remedy referred to above or otherwise available to Lessor at law or in equity. Lessor shall not be deemed to have Lessee adjudged a bankrupt waived any default, Event of Default or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, right hereunder unless the same is dismissed within sixty (60) days); (iii) the appointment acknowledged in writing by duly authorized representative of a trustee Lessor. No waiver by Lessor of any default or receiver to take possession Event of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest Default hereunder shall in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executionany way be, or other judicial seizure be construed to be, a waiver of substantially all any future or subsequent default or Event of Lessee’s assets located at Default. The failure or delay of Lessor in exercising any rights granted it hereunder upon any occurrence of any such right upon the Premises continuation or recurrence of Lessee’s interest in this Leaseany such contingencies or similar contingencies, where such seizure is and any single or partial exercise of any particular right by Lessor shall not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in exhaust the payment same or constitute a waiver of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termprovided herein. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more Each of the following events shall constitute a material default and breach an "Event of Default" by the Manager under this Lease by LesseeAgreement: (ai) The failure by Lessee the Manager to make perform any payment of rent material duty or obligation imposed upon it under this Agreement or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions material breach of this Lease to be observed or performed Agreement by Lesseethe Manager; provided, other than described in Section15.1(b) abovehowever, where that no such failure or breach shall continue be deemed to constitute an Event of Default unless such failure or breach continues for a period of thirty (30) days after the Manager's receipt of written notice thereof from Lessor the Trust of such failure or breach or, if such failure or breach is not capable of being cured within said thirty (30)-day period, the Manager shall have failed diligently and in good faith to Lessee.commence to cure the same within said thirty (30)-day period and to have diligently continued to prosecute the same; (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) The Manager's liquidation, bankruptcy or insolvency, including: (A) the filing by or against Lessee of a voluntary petition to have Lessee adjudged a bankrupt seeking liquidation, reorganization, arrangement or a petition for reorganization or arrangement under any law relating to bankruptcy (unlessreadjustment, in any form, of its debts under Title 11 of the case United States Code or any other federal or state insolvency law, or its filing an answer consenting to or acquiescing in any such petition; or (B) the expiration of a ninety (90) days after the filing of an involuntary petition filed against Lesseeunder the Title 11 of the United States Code, or any involuntary petition seeking liquidation, reorganization, rearrangement or readjustment of its debts under the federal or state insolvency law, provided that the same is dismissed shall not have been vacated, set aside or stayed within sixty (60) days)such 90-day period; or (iii) The commitment by the appointment Manager of a trustee any act of fraud, willful misconduct or receiver to take possession gross negligence in connection with the performance of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysits duties hereunder. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence In case of the happening of any one or more of the following events (herein called “Events of Default”): SECTION 9.1.1. Any payment, whether for principal, interest, fees, charges, or otherwise, due with respect to any Advance shall constitute a material default not be paid (i) (other than pursuant to Section 2.1.2) on the date when due and breach of this Lease by Lessee: payable (a) The failure by Lessee to make any including the payment of rent the full principal balance of all Advances on the Facility Termination Date); or (ii) with respect to any payments required under Section 2.1.2 within the two (2) Business Day period referenced in Section 2.1.2; or SECTION 9.1.2. Any representation or warranty made by the Borrowers (or any of its officers) herein, or in any certificate, agreement, instrument or statement contemplated by or made or delivered pursuant to or in connection herewith or therewith shall prove to have been incorrect when made in any material respect; or SECTION 9.1.3. The Borrowers shall fail to perform or observe any other term, covenant or agreement contained herein or in any agreement or document executed or delivered in conjunction herewith or with the Advances, or any other payment required Loan Document, on its part to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe performed or perform observed and any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue remains unremedied for a period of thirty (30) days after written notice thereof from Lessor shall have been given to Lessee.the Borrowers specifying such failure by the Lender, except with respect to Sections 5.4, 7.6, 7.12 and all subsections of Section 8 (except with respect to Section 8.7 as to involuntary Liens) with respect to which no notice and cure period shall be required; or SECTION 9.1.4. This Agreement shall, at any time after its execution and delivery, for any reason cease to be in full force and effect (iunless such occurrence is in accordance with its terms or after payment thereof or except as a result of the Lender’s default hereunder) The making or shall be declared to be null and void, or the validity or enforceability thereof shall be contested by Lessee the Borrowers or the Borrowers shall deny that it has any further liability or obligation hereunder; or SECTION 9.1.5. Any judgment, writ, warrant of attachment or execution or similar process shall be issued or levied in respect of the Operating Account or any general assignment or general arrangement for other account maintained by the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located Borrowers at the Premises Lender, other than an Excepted Accounts, and shall not be discharged or of Lessee’s interest in this Lease, where possession is not restored to Lessee released within thirty (30) days; or SECTION 9.1.6. Any of the Borrowers, CCG or (iv) the attachment, executionCHC shall be adjudicated bankrupt or insolvent, or other judicial seizure admit in writing its inability to pay its debts as they mature, or make an assignment for the benefit of substantially creditors; or any such Person shall fail generally to pay its debts as such debts become due and payable; or any such Person shall apply for or consent to the appointment of any receiver, trustee, custodian or similar officer for it or for all or any substantial part of Lessee’s assets located at its property; or such receiver, trustee, custodian or similar officer shall be appointed without the Premises application or consent of Lessee’s interest in this Leasesuch Person, where as the case may be, and such seizure is not discharged within thirty appointment shall continue undischarged for a period of sixty (3060) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, ; or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” such Person shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate institute (by operation of law petition, application, answer, consent or otherwise) any guaranty bankruptcy, insolvency, reorganization, arrangement, readjustment of all debt, dissolution, liquidation or similar proceeding relating to it under the laws of any jurisdiction; or any portion such proceeding shall be instituted (by petition, application or otherwise) against any such Person and shall remain undismissed for a period of Lessee’s obligations sixty (60) days; or any judgment, writ, warrant of attachment or execution or similar process shall be issued or levied in respect of an obligation (alleged or otherwise) of any such Person against any property or asset of such Person with a value in excess of $1,000,000 and such judgment, writ or similar process shall not be released, vacated, stayed or fully bonded within sixty (60) days after its issue or levy; or SECTION 9.1.7. The Borrowers shall receive a notice or declaration of default with respect to the payment when due of any principal of or interest on any of their other Debts in an amount in excess of $1,000,000 (except for Debts being contested in good faith for which adequate reserves have been established) or the Borrowers shall receive a notice or declaration of default with respect to any event specified in any note, agreement, indenture or other document evidencing or relating to any such Debt, if the effect of such event is to cause, or (with the giving of any notice or the lapse of time or both) to permit the holder or holders of such Debt (or a trustee or agent on behalf of such holder or holders) to cause, such Debt to become due, or to be prepaid in full, prior to its stated maturity; or SECTION 9.1.8. An event or condition occurs or exists with respect to any Plan concerning which the Borrowers are under an obligation to furnish a report to the Lender in accordance with Section 7.7.9 and as a result of such event or condition, together with all other such events or conditions, the Borrowers, or any ERISA Affiliate has incurred or in the opinion of the Lender is reasonably likely to incur a liability to a Plan or the PBGC (or any combination of the foregoing) which is material in relation to the financial position of the Borrowers; or SECTION 9.1.9. Any of the Borrowers shall terminate its existence or suspend or discontinue its business; or SECTION 9.1.10. There shall occur a default beyond applicable notice and cure periods under the BofA Warehouse Facility (or replacement warehouse lines of credit that constitute Warehousing Debt under this LeaseAgreement); or SECTION 9.1.11. There shall occur an event of default under any other agreement, understanding or credit accommodation between or among the Lender, on one hand, and one or more of a Borrower, or any Subsidiary of such Borrower, on the other hand. then, and in every such event and at any time thereafter during the continuance of such event, the Lender shall have the rights described in the following subsections of this Section 9.

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an Event of this Lease by LesseeDefault hereunder: (a) The failure by Lessee to make Any representation, warranty or statement of the Seller, the Indenture Trustee, the Servicer, the Issuer or the Depositor made in this Insurance Agreement or in any payment of rent other Transaction Document or any certificate, report or other payment required writing delivered pursuant hereto shall prove to be made by Lessee hereunder incorrect in any material respect as of the time when the same shall have been made, and the incorrectness of such representation, warranty or statement has a material adverse effect on the Trust Estate or the interest of the Insurer and such representation, warranty or statement shall not have been eliminated or otherwise cured within ten (10) 45 days of the earlier of (i) the date when due. (b) The failure by Lessee to observe on which the Indenture Trustee, the Issuer, the Servicer, the Seller or perform any the Depositor gives notice of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty to the Indenture Trustee or the Insurer and (30ii) days after the date on which written notice thereof from Lessor shall have been given to Lessee.the Indenture Trustee, the Issuer, the Servicer, the Seller or the Depositor by the Trustee or the Insurer; (i) The making Servicer, the Indenture Trustee, the Seller, the Issuer or the Depositor shall fail to pay when due any amount payable by Lessee of any general assignment the Servicer, the Indenture Trustee, the Seller or general arrangement for the benefit of creditors; Depositor hereunder or (ii) a legislative body has enacted any law that declares or a court of competent jurisdiction shall find or rule that this Insurance Agreement or any of the filing Transaction Documents are not valid and binding on the Servicer, the Indenture Trustee, the Seller, the Issuer or the Depositor; (c) The occurrence and continuance of an "Event of Default" under the Indenture (as defined therein); (d) Any failure on the part of the Servicer, the Indenture Trustee, the Seller, the Issuer or the Depositor duly to observe or perform in any material respect any other of the covenants or agreements on the part of the Servicer, the Indenture Trustee, the Seller, the Issuer or the Depositor contained in this Insurance Agreement or in any other Transaction Document which continues unremedied for a period of 45 days with respect to this Insurance Agreement, or, with respect to any other Transaction Document, beyond any cure period provided for therein, after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer, the Seller, the Issuer, or the Depositor, as applicable, by the Insurer (with a copy to the Indenture Trustee) or against Lessee by the Indenture Trustee (with a copy to the Insurer); (e) A decree or order of a petition to have Lessee adjudged a bankrupt court or a petition for reorganization agency or arrangement supervisory authority having jurisdiction in the premises in an involuntary case under any present or future federal or state bankruptcy, insolvency or similar law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) or the appointment of a trustee conservator or receiver to take possession or liquidator or other similar official in any insolvency, readjustment of substantially all debt, marshalling of Lessee’s assets located at the Premises and liabilities or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executionsimilar proceedings, or other judicial seizure for the winding-up or liquidation of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Leaseits affairs, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have been entered against the additional right to require that monthly rental be paid by Lessee quarter-annuallyServicer, the Seller, the Issuer or the Depositor and such decree or order shall have remained in advance, force undischarged or unstayed for the remainder a period of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease90 consecutive days;

Defaults. The occurrence of any one or more 17.01. Each of the following events shall constitute be deemed a material default and breach of this Lease “default” by Lessee: (a) The A. Lessee’s failure by Lessee to make pay any payment installment of rent or to pay any other payment required to be made by Lessee hereunder within ten additional rent, which failure persists after the expiration of thirty (1030) days from the date Lessor gives notice to Lessee of the date when due.existence of such failure; (b) The B. Lessee’s failure by Lessee to observe or perform any of its other obligations under the other terms, covenants, or conditions or provisions of this Lease to be observed or performed by LesseeLease, other than described in Section15.1(b) above, where such which failure shall continue for a period persists after the expiration of thirty (30) days from the date Lessor gives notice to Lessee of the existence of that failure, but, if the matter that is the subject of the notice is of such a nature that it cannot be reasonably corrected within thirty (30) days, then no default shall be deemed to have occurred if Lessee commences the curing of the default within such thirty (30) day period and diligently prosecutes the same to completion; however, if the default is one relating to a matter that exposes space, occupants or the public to a danger to safety or health of which the public authorities have given due notice to Lessee, then such shorter notice to Lessee, whether written or otherwise, shall be sufficient as the circumstances demand with the responsibility of Lessee to take corrective measures forthwith; C. Lessee’s failure, after written ten (10) days’ notice thereof from Lessor by Lessor, to Lesseepay or cause to be paid, before any fine, penalty, interest or cost may be added thereto, any Imposition or insurance premium payable by Lessor. D. The commencement of a proceeding against Lessee seeking reorganization, liquidation, dissolution or similar relief in an involuntary case under any applicable bankruptcy, insolvency or other similar law or code now or hereafter in effect which proceeding remains undismissed for a period of sixty (i60) The days, or the entry of a decree of order in any court appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official) of Lessee or of any substantial part of its property, or ordering the winding-up or liquidation of its affairs, which decree or order shall remain unstayed and in effect for a period of sixty (60) days. E. Commencement by Lessee of a voluntary case under any applicable bankruptcy, insolvency or other similar law or code now or hereafter in effect, or Lessee’s consent to the entry of an order for relief in an involuntary case under any such law or code, or consent to the appointment of or taking possession by a receiver, liquidator, assignee, trustee, custodian, sequestrator (or other similar official) of Lessee or of any substantial part of its property, or the making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) , or failure generally to pay its debts as they become due, or the filing taking by or against Lessee of a petition to have Lessee adjudged a bankrupt any corporate or a petition for reorganization or arrangement under partnership action in furtherance of any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termforegoing. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an Event of this Lease by LesseeDefault hereunder: (a) The failure by Lessee to make any A demand for payment of rent or any other payment required to shall be made by Lessee hereunder within ten (10) days of under the date when due.Policy; (b) Any representation or warranty made by the Servicer, the Sponsor, the Issuer or the Depositor hereunder or under the Operative Documents, or in any certificate furnished hereunder or under the Operative Documents, shall prove to be untrue or incomplete in any material respect, unless remedied under the Operative Documents; (i) the Servicer, the Sponsor, the Issuer or the Depositor shall fail to pay when due any amount payable by the Servicer, the Sponsor, the Issuer or the Depositor hereunder or (ii) a legislative body has enacted any law that declares or a court of competent jurisdiction shall find or rule that this Insurance Agreement or any other Operative Document is not valid and binding on the Servicer, the Sponsor, the Issuer or the Depositor, provided that, with respect to any law or judicial action within the scope of this clause (ii), the Servicer, the Sponsor, the Issuer and the Depositor shall have 30 days to reinstate the binding effect of this Insurance Agreement or any other Operative Document; the Insurer agrees to take such actions as may be reasonably requested of it to facilitate the reinstatement of such binding effect; (d) The occurrence and continuance of an “event of default” or “Event of Servicer Termination” under any Operative Document; provided, however, that any failure by Lessee to maintain a perfected first lien security interest in any of the Collateral shall constitute an Event of Default hereunder; (e) Any failure on the part of the Sponsor, the Issuer or the Depositor duly to observe or perform in any material respect any other of the covenantscovenants or agreements on the part of the Sponsor, conditions the Issuer or provisions of the Depositor contained in this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue Insurance Agreement which continues unremedied for a period of thirty (30) 30 days after the date on which written notice thereof from Lessor of such failure, requiring the same to Lessee.be remedied, shall have been given to the Sponsor by the Insurer (with a copy to the Indenture Trustee); (f) A decree or order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case under any present or future federal or state bankruptcy, insolvency or similar law or the appointment of a conservator or receiver or liquidator or other similar official in any bankruptcy, insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Sponsor or the Depositor and such decree or order shall have remained in force undischarged or unstayed for a period of 90 consecutive days; (g) The Sponsor or the Depositor shall consent to the appointment of a conservator or receiver or liquidator or other similar official in any bankruptcy, insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Sponsor or the Depositor or of or relating to all or substantially all of their respective property; (h) The Sponsor or the Depositor shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of or otherwise voluntarily commence a case or proceeding under any applicable bankruptcy, insolvency, reorganization or other similar statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations; or (i) The making by Lessee of any general assignment Issuer shall become subject to an entity level tax or general arrangement for to registration as an investment company under the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysInvestment Company Act. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more Each of the following events shall constitute a material an event of default hereunder (each an "Event of Default"): (1) if Maker fails to pay any amount of principal or interest when due, and breach such due but unpaid amount remains unpaid for three (3) Business Days after Holdxx xxxes written demand therefor; or (2) if Maker fails to pay any amount of interest when due under the terms of this Lease by Lessee:Note when the same shall become demand payable and such due but unpaid amount remains unpaid for one hundred eighty (180) days; or (3) if an event of default, as defined in any indenture or other instrument evidencing or under which there is at any time outstanding any indebtedness of Maker on the same terms or senior to the obligations of Maker to Holder hereunder, and the effect of such an event of default is to cause, or to permit, with the giving of notice or the lapse of time, or both, holder or holders thereof to cause such indebtedness to become due prior to its stated maturity; or (4) Maker shall: (a) The failure by Lessee be adjudicated insolvent or bankrupt, or cease, be unable, or admit in writing its inability, to pay its debts as they mature, or make a general assignment for the benefit of, or enter into any payment of rent composition or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. arrangement with, creditors; (b) The failure apply for, or consent (by Lessee admission of material allegation of a petition or otherwise) to observe the appointment of, a receiver, trustee, or perform any liquidator of the covenantsMaker or of a substantial part of its assets, conditions or provisions of this Lease to authorize such application or consent, or proceedings seeking such appointment shall be observed commenced without such authorization, consent, or performed by Lessee, other than described in Section15.1(b) above, where such failure shall application against it and continue undismissed for a period of thirty (30) days after written notice thereof from Lessor to Lessee. (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iiic) the appointment authorize or file a voluntary petition in bankruptcy or apply for or consent (by admission of material allegations of a trustee petition or receiver otherwise) to take possession the application of substantially any bankruptcy, reorganization, readjustment of debt, insolvency, dissolution, liquidation, or other similar law of any jurisdiction, or authorize such application or consent, or proceedings to such end shall be instituted against Maker without such authorization, application, or consent and be approved as properly instituted, remain undismissed for sixty (60) days, or result in adjudication of bankruptcy or insolvency; (d) permit or suffer all or any substantial part of Lessee’s assets located at the Premises its property to be sequestered or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty attached by court order and such order remains undismissed for sixty (3060) days; or (ive) take corporate action looking toward any of the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest actions in this Lease, where such seizure is not discharged within thirty (30a) days. through (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an Event of this Lease by LesseeDefault: (a) The failure Any representation or warranty made by Lessee to make the Company, the Issuer or the Servicer hereunder or under the Transaction Documents, or in any payment of rent certificate furnished hereunder or any other payment required under the Transaction Documents, shall prove to be made untrue or incomplete in any material respect; (i) The Company or the Issuer shall fail to pay when due any amount payable by Lessee the Company or the Issuer hereunder within ten or (10ii) days a legislative body has enacted any law that declares or a court of competent jurisdiction shall find or rule that any of the date when due.Transaction Documents are not valid and binding on the Company, the Servicer or the Issuer to which it is a party; (bc) The occurrence and continuance of a "Servicer Event of Default" under the Servicing Agreement (as defined therein); (d) Any failure by Lessee on the part of the Company, the Issuer or the Servicer duly to observe or perform in any material respect any other of the covenantscovenants or agreements on the part of the Company, conditions the Issuer or provisions the Servicer contained in this Agreement or in any other Transaction Document which continues unremedied for a period of this Lease 45 days after the date on which written notice of such failure, requiring the same to be observed remedied, shall have been given to the Company, the Issuer or performed the Servicer, as the case may be, by Lessee, other than the Insurer (with a copy to Indenture Trustee) or by the Indenture Trustee (with a copy to the Insurer); (e) Any material party thereto shall breach any material representation or warranty or fail to observe any material covenant or agreement contained in any Transaction Document (except for the obligations described in Section15.1(bunder paragraph (a) or (c) above), where and such failure shall continue for a period of thirty (30) 45 days after written notice thereof from Lessor given to Lessee.the Company or such other party; provided that, if such failure shall be of a nature that it cannot be cured within 45 days, such failure shall not constitute an Event of Default hereunder if within such 45-day period the Company or such other party shall have given notice to the Insurer of corrective action it proposes to take, which corrective action is agreed in writing by the Insurer to be satisfactory and the Company or such other party shall thereafter pursue such corrective action diligently until such default is cured; (if) A decree or order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case under any present or future federal or state bankruptcy, insolvency or similar law or the appointment of a conservator or receiver or liquidator or other similar official in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Company, the Issuer or the Servicer and such decree or order shall have remained in force undischarged or unstayed for a period of 90 consecutive days; (g) The making by Lessee Company, the Issuer or the Servicer shall consent to the appointment of a conservator or receiver or liquidator or other similar official in any general insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Company, the Issuer or the Servicer or of or relating to all or substantially all of the property of either; or (h) The Company, the Issuer or the Servicer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of or otherwise voluntarily commence a case or proceeding under any applicable bankruptcy, insolvency, reorganization or other similar statute, make an assignment or general arrangement for the benefit of creditors; (ii) the filing by its creditors or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the voluntarily suspend payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termits obligations. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach an Event of this Lease by LesseeDefault hereunder: (a) The failure any representation or warranty made by Lessee to make the Issuer, the Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or the Depositor hereunder or under the Transaction Documents, or in any payment of rent certificate furnished hereunder or any other payment required under the Transaction Documents, shall prove to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe untrue or perform incomplete in any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee.material respect; (i) The making the Issuer, the Master Servicer, the Eligible Lender Trustee, the Seller or the Depositor shall fail to pay when due any amount payable by Lessee of any general assignment the Issuer, the Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or general arrangement for the benefit of creditors; Depositor hereunder or (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt legislative body has enacted any law that declares or a petition for reorganization court of competent jurisdiction shall find or arrangement under rule that any law relating to bankruptcy (unless, in Transaction Document is not valid and binding on the case of a petition filed against LesseeIssuer, the same is dismissed within sixty Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or the Depositor; (60) days); (iiic) the appointment occurrence and continuance of a trustee or receiver to take possession an "Event of substantially all of Lessee’s assets located at Default" under the Premises or of Lessee’s interest in this LeaseIndenture, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysas defined therein. (d) The chronic delinquency by Lessee any failure on the part of the Issuer, the Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or the Depositor duly to observe or perform in the payment of monthly rental, or any material respect any other periodic payment required of the covenants or agreements on the part of the Issuer, the Master Servicer, the Eligible Lender Trustee, the Indenture Trustee, the Seller, the Administrator or the Depositor contained in this Insurance Agreement or in any other Transaction Document which continues unremedied for a period of 30 days with respect to this Insurance Agreement, or, with respect to any other Transaction Document, beyond any cure period provided for therein, after the date on which written notice of such failure, requiring the same to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentalremedied, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have been given to the additional right Issuer, the Master Servicer, the Seller, the Administrator or the Depositor, as applicable, by the Insurer (with a copy to require that monthly rental be paid the Eligible Lender Trustee and the Indenture Trustee) or by Lessee quarter-annually, in advance, for the remainder of Eligible Lender Trustee or the Term.Indenture Trustee (with a copy to the Insurer); (e) Any guarantor decree or order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case under any present or future federal or state bankruptcy, insolvency or similar law or the appointment of a conservator or receiver or liquidator or other similar official in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Issuer, the Master Servicer, the Seller, the Administrator or the Depositor and such decree or order shall have remained in force undischarged or unstayed for a period of 90 consecutive days; (f) the Issuer, the Master Servicer, the Seller, the Administrator or the Depositor shall consent to the appointment of a conservator or receiver or liquidator or other similar official in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to the Issuer, the Master Servicer, the Seller, the Administrator or the Depositor or of or relating to all or substantially all of the Lease revokes property of either; (g) the Issuer, the Master Servicer, the Seller, the Administrator or the Depositor shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of or otherwise terminatesvoluntarily commence a case or proceeding under any applicable bankruptcy, insolvency, reorganization or purports to revoke other similar statute, make an assignment for the benefit of its creditors or otherwise terminate voluntarily suspend payment of its obligations; (by operation h) the occurrence and continuance of law a "Master Servicer Default" or otherwise) any guaranty of all or any portion of Lessee’s obligations an "Administrator Default" under this Leasethe Sale and Servicing Agreement as defined herein; or

Defaults. The occurrence of any one or more (a) Each of the following events shall constitute a material an “Event of Default” hereunder (whatever the reason for such event of default and breach whether it shall be voluntary or involuntary, or come about or be effected by operation of this Lease by Lessee:law, or be pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a1) The failure by if Lessee shall fail to make pay when due any payment of rent or any other payment required to be made by Lessee hereunder within ten (10) days of the date when due. (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of sum under this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where Agreement and such failure shall continue for a period of three business days after oral, facsimile, or written notice has been given by Lessor to Lessee; (2) if Lessee shall fail to perform any covenant or agreement contained herein, and such failure shall continue for a period of fifteen (15) days after notice thereof shall have been given in writing; (3) if any representation or warranty made by Lessee in this Agreement or any agreement, document or certificate delivered by the Lessee in connection herewith is or shall become incorrect in any material respect; (4) if Lessee shall operate the Aircraft in violation of any applicable law, regulation, rule or order of any governmental authority having jurisdiction thereof or shall operate the Aircraft when the insurance required hereunder shall not be in effect; (5) if any proceedings shall be commenced under any bankruptcy, insolvency, reorganization, readjustment of debt, receivership or liquidation law or statute of any jurisdiction; or (6) if any such proceedings shall be instituted against either Party and shall not be withdrawn or terminated within thirty (30) days after written their commencement. 113CS LLC - BLACKSTONE DRY LEASE - PAGE 5 OF 10 (b) Upon the occurrence of any Event of Default Lessor may, at its option, exercise any or all remedies available at law or in equity, including, without limitation, any or all of the following remedies, as Lessor in its sole discretion shall elect: (1) by notice in writing to terminate this Agreement immediately, whereupon all rights of the Lessee to the use or possession of the Aircraft or any part thereof from shall absolutely cease and terminate but Lessee shall remain liable as hereinafter provided; and thereupon Lessee, if so requested by Lessor, shall at its expense promptly return the Aircraft and Aircraft Documentation as required by this Agreement or Lessor, at its option, may enter upon the premises where the Aircraft or Aircraft Documentation are located and take immediate possession of and remove the same by summary proceedings or otherwise. Lessee specifically authorizes Lessor’s entry upon any premises where the Aircraft or Aircraft Documentation may be located for the purpose of, and waives any cause of action it may have arising from, a peaceful retaking of the Aircraft or Aircraft Documentation; or (2) perform or cause to be performed any obligation, covenant or agreement of Lessee hereunder. Lessee agrees to pay all costs and expenses incurred by Lessor for such performance and acknowledges that such performance by Lessor shall not be deemed to Lesseecure said Event of Default. (ic) The making Lessee shall be liable for all costs, charges and expenses, including reasonable legal fees and disbursements, incurred by Lessee Lessor by reason of the occurrence of any general assignment Event of Default or general arrangement for the benefit exercise of creditors; (ii) the filing by Lessor’s remedies with respect thereto. No remedy referred to herein is intended to be exclusive, but each shall be cumulative and in addition to any other remedy referred to above or against Lessee of a petition otherwise available to Lessor at law or in equity. Lessor shall not be deemed to have Lessee adjudged a bankrupt waived any default, Event of Default or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, right hereunder unless the same is dismissed within sixty (60) days); (iii) the appointment acknowledged in writing by duly authorized representative of a trustee Lessor. No waiver by Lessor of any default or receiver to take possession Event of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest Default hereunder shall in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executionany way be, or other judicial seizure be construed to be, a waiver of substantially all any future or subsequent default or Event of Lessee’s assets located at Default. The failure or delay of Lessor in exercising any rights granted it hereunder upon any occurrence of any such right upon the Premises continuation or recurrence of Lessee’s interest in this Leaseany such contingencies or similar contingencies, where such seizure is and any single or partial exercise of any particular right by Lessor shall not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in exhaust the payment same or constitute a waiver of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termprovided herein. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee It shall be a default (“Default”) under this Note and each of the other Loan Documents if (i) any principal, interest or other amount of money due under this Note is not paid in full within five (5) Business Days after it is due, regardless of how such amount may have become due; (ii) any covenant, agreement, condition, representation or warranty herein is not fully and timely performed, observed or kept; or (iii) there shall occur any Event of Default under the Loan Agreement. Upon the occurrence of a Default beyond any applicable cure period, Agent shall have the rights to make declare the unpaid principal balance and accrued but unpaid interest on this Note, and all other amounts due hereunder and under the other Loan Documents, at once due and payable (and upon such declaration, the same shall be at once due and payable), to foreclose any liens and security interests securing payment hereof and to exercise any of rent or its other rights, powers and remedies under this Note, under any other payment required to be made by Lessee hereunder within ten (10) days of the date when dueLoan Document, or at law or in equity. (b) All of the rights, remedies, powers and privileges (together, “Rights”) of Agent provided for in this Note and in any other Loan Document are cumulative of each other and of any and all other Rights at law or in equity. The resort to any Right shall not prevent the concurrent or subsequent employment of any other appropriate Right. No single or partial exercise of any Right shall exhaust it, or preclude any other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by Lessee Agent to observe exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note, shall be construed as a waiver of any Default or perform as a waiver of any Right. Without limiting the generality of the covenantsforegoing provisions, conditions the acceptance by Agent from time to time of any payment under this Note which is past due or provisions which is less than the payment in full of all amounts due and payable at the time of such payment, shall not (i) constitute a waiver of or impair or extinguish the right of Agent to accelerate the maturity of this Lease Note or to be observed exercise any other Right at the time or performed by Lesseeat any subsequent time, other than described or nullify any prior exercise of any such Right, or (ii) constitute a waiver of the requirement of punctual payment and performance or a novation in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lesseeany respect. (ic) The making by Lessee If any holder of this Note retains an attorney in connection with any general assignment Default or general arrangement for the benefit of creditors; (ii) the filing by at maturity or against Lessee of a petition to have Lessee adjudged a bankrupt collect, enforce or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in defend this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Note or any other periodic payment required to be paid by Lessee under Loan Document in any lawsuit or in any probate, reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues any holder in connection with this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, Note or any other periodic payment required Loan Document and does not prevail, then Borrower agrees to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right pay to require that monthly rental be paid by Lessee quarter-annuallyeach such holder, in advanceaddition to principal, for interest and any other sums owing to Agent hereunder and under the remainder of other Loan Documents, all costs and expenses incurred by such holder in trying to collect this Note or in any such suit or proceeding, including, without limitation, reasonable attorneys’ fees and expenses, investigation costs and all court costs, whether or not suit is filed hereon, whether before or after the Term. (e) Any guarantor of the Lease revokes or otherwise terminatesMaturity Date, or purports to revoke whether in connection with bankruptcy, insolvency or otherwise terminate (by operation of law appeal, or otherwise) any guaranty of all whether collection is made against Borrower or any portion of Lessee’s obligations under this Leaseguarantor or endorser or any other person primarily or secondarily liable hereunder.

Defaults. The occurrence of any 1. If one or more of the following events (herein called "defaults") shall constitute a material default happen and breach of this Lease by Lesseebe continuing, namely: (a) The failure by Lessee fails to make any punctual payment of any rent or any other payment required herein agreed to be made paid, and such failure continues for a period of ten days after notice thereof by Lessee hereunder within ten (10) days of the date when due.Lessor to the Lessee; (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee. (i) The making by Lessee of any general makes an assignment or general arrangement for the benefit of creditors; ; (iic) the filing by or against The Lessee of files a petition to have Lessee adjudged a bankrupt in bankruptcy or a petition for or answer seeking reorganization under the Federal Bankruptcy Law or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days.applicable statute; (d) The chronic delinquency by An attachment or execution is levied upon the Lessee's property in or interest under this lease which is not satisfied or released or stayed within thirty days thereafter; (e) An order is entered adjudicating the Lessee in a bankrupt or approving an involuntary petition seeking a reorganization of the payment of monthly rental, Lessee under the Federal Bankruptcy Law or any other periodic payment required applicable statute or appointing a receiver or trustee for all or any substantial part of the property of the Lessee, and such order is not vacated or stayed within sixty days after the entry thereof; (f) The Lessee fails to perform or observe any other covenant, agreement or condition to be paid performed or kept by the Lessee under the terms and provisions of this Lease, and such failure continues for sixty days after receipt of written notice thereof by the Lessee from the Lessor; then and in any such event the Lessor shall have the right, at its option, then or at any time thereafter and while such default shall continue, to re-enter and take complete and peaceful possession of the Leased Premises and declare this Lease forfeited and the term thereof ended, and with or without process of law remove all persons therefrom. “Chronic delinquency” The Lessee in such event shall mean failure by Lessee peacefully and quietly yield up and surrender the Leased Premises to pay monthly rental, the Lessor and execute and deliver to the Lessor such instrument or any other periodic payment required to be paid by Lessee instruments as will properly evidence termination of the Lessee's rights and interest under this Lease, within ten (10) days and as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month periodmay be required by the Lessor. In the event of any such default and the chronic delinquencyforfeiture and termination of this Lease by the Lessor, the Lessor shall be entitled to recover from the Lessee the worth, at Lessor’s optionthe time of termination of this Lease, of an amount equal to the then value of the excess, if any, of the aggregate of rent and charges equivalent to the rent reserved in this Lease for the balance of the basic term over the then reasonable rental value of the Leased Premises for the balance of the basic term. Such recovery shall completely discharge the Lessee of all obligations hereunder, notwithstanding any other provisions of this Lease. At the option of the Lessor and in lieu of forfeiting this Lease as above provided, the Lessor may re-enter the demised premises as aforesaid and as the agent of the Lessee remove therefrom any property of the Lessee, and may sublet and relet said premises or any part thereof from time to time for any unexpired part of the basic term, and the Lessor may collect the rents therefor, applying the same first to the payment of expenses of such re-entry and reletting and then to the payment of the rent due to become due under this Lease, and the Lessee hereby agrees to pay any deficiency therefor. No such re-entry shall release the Lessee from its covenants to pay rentals and other charges provided for herein, and it is agreed that, except in so far as this is inconsistent with or contrary to any provision of this Lease, no right or remedy herein conferred upon or reserved to the Lessor is intended to be exclusive of any other right or remedy, and each and every right and remedy shall be cumulative and in addition to any other right or remedy given hereunder, or now or hereafter existing in law or in equity or by statute. 2. In the event of termination of this Lease and the reentry of the Lessor as aforesaid, the Lessee waives any and all rights to redeem the Leased Premises either given by any statute now in effect or hereafter effected, but the Lessor shall not be deemed to have terminated this Lease or the liability of the Lessee to pay rent hereunder or its liability for damages by any such entry or by any action in unlawful detainer or otherwise, unless the Lessor shall have notified the additional right Lessee in writing that it has elected to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease.

Defaults. The An Event of Default shall be deemed to have occurred under this Agreement on the occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lesseeevents: (a) The failure by Lessee Any representation or warranty made herein or any statement or representation made in any certificate, report or opinion (including legal opinions), financial statement or other instrument furnished in connection with this Agreement (including requisitions), or any of the other Loan Documents, proves to make have been incorrect in any payment material respect when made; or (i) Borrower fails to pay within fifteen (15) days of rent when due and payable any payments or any other charges or sums on or under the Note (whether upon maturity, on any installment date, after acceleration, after notice of prepayment, or otherwise), or (ii) the Borrower fails to pay when due (subject to applicable grace period, if any) any other payment required by this Agreement or any of the other Loan Documents to be made paid by Lessee hereunder the Borrower; or, (c) The Borrower fails to duly and promptly perform, comply with or observe any of the terms, covenants, conditions or agreements contained herein, other than pertaining to insurance requirements herein for which there shall be no such cure period, which default shall remain unremedied for thirty (30) days (or such other cure period as may be specified herein) after notice to the Borrower thereof; provided, however, that if such default be such that it cannot be corrected within ten thirty (1030) days (or such other cure period as may be specified herein), it shall not be an Event of Default if, in the opinion of the Bank reasonably exercised, the Borrower is taking appropriate corrective action to cure the default and if such default will not, in the sole judgment of the Bank, impair the security for the Loan; or (d) An Event of Default occurs under the Deed of Trust or under any of the other Loan Documents; or (e) The Borrower fails to complete the construction of the Project on or before the Completion Date; or (f) The Bank's consulting engineer reasonably determines that there is not sufficient time to complete the construction of the Project on or before the Completion Date; or (g) Subject to conditions beyond the control of the Borrower, work on the Project (i) does not commence, with respect to the Dover Project, within sixty (60) days of the date when due. Closing Date, or with respect to the Dublin Project, within ninety (b90) The failure by Lessee to observe or perform any days of the covenantsClosing Date, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b(ii) above, where such failure shall continue stops for a period of fifteen (15) consecutive days or (iii) is not proceeding in a manner reasonably satisfactory to the Bank; or (h) Any interlocutory mechanics' liens are established against the Project and are not caused to be discharged or bonded against by the Borrower within thirty (30) days after it receives notice of the establishment thereof; or (i) The Bank and its agents, including the Bank's consulting engineer, are not permitted, at all reasonable times, to enter upon the Property, to inspect the Project and all materials, fixtures and articles used or to be used in the construction or renovation of the Improvements, and to examine all detailed plans, show drawings and specifications which relate to the Improvements or the appurtenances thereto or to be used in the operation thereof; or the construction or renovation is not substantially in accordance with the Plans and Specifications, and the Borrower fails promptly upon notice thereof from the Bank to commence and diligently proceed to correct the same (the Bank to determine in its reasonable discretion whether the Borrower is acting promptly and diligently); or (j) The Borrower does not disclose to the Bank upon demand, the names of all Major Subcontractors and material Suppliers with whom the borrower has contracted for the construction of the Improvements or for the furnishing of labor or materials therefor; or (k) The Borrower is unable to satisfy any condition of its right to receive disbursement from the Bank for a period in excess of thirty (30) days after written notice thereof from Lessor to Lessee.the date the requisition therefor is received by the Bank; or (il) The making Any survey required by Lessee the Bank during the period of construction shows any general assignment or general arrangement for matters not approved by the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is Bank and such matters are not restored to Lessee removed within thirty (30) daysdays after notice thereof to the Borrower; or or (ivm) the attachment, execution, or other judicial seizure The Borrower fails to comply with any requirement of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged any governmental authority having jurisdiction within thirty (30) days. (d) The chronic delinquency by Lessee days after notice in writing from such authority of such requirement shall have been given to the payment Borrower; or if any proceeding is commenced or action taken to enforce any remedy for a violation of monthly rental, any requirement of a governmental authority or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, restrictive covenant affecting the Property or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termpart thereof. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any one or more of the following events shall constitute a Default, whatever the reason for such event and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment or order of any court or any order, rule, or regulation of any governmental or non-governmental body. 7.1. Any representation or warranty made under this Agreement shall prove incorrect or misleading in any material respect when made or deemed to have been made pursuant to Article IV hereof; or 7.2. The Borrower shall default and breach of this Lease by Lessee: (a) The failure by Lessee to make any in the payment of rent any interest and fees payable hereunder or under the other Loan Documents and such default shall not have been cured by payment of such overdue amounts in full within five (5) Business Days from the date such payment became due, or (b) in the payment of any principal of any Loan when due; or 7.3. The Borrower shall default in the performance or observance of any agreement or covenant contained in Sections 6.9, 6.10, 6.11, 6.12, 6.13, 6.14, 6.15, 6.16, 6.17, 6.18, 6.19, 6.20, 6.21, 6.23 or 6.25 hereof; or 7.4. The Borrower shall default in the performance or observance of any other agreement or covenant contained in this Agreement not specifically referred to elsewhere in this Article VII, and such default shall not be cured within a period of forty-five (45) days from the date on which such default became known to the Borrower; or 7.5. There shall occur any default in the performance or observance of any agreement or covenant or breach of any representation or warranty contained in any of the Loan Documents (other than this Agreement or as otherwise provided in this Article VII), which shall not be cured within the applicable cure period, if any, provided for in such Loan Document; or 7.6. There shall occur any Change in Control; or 7.7. There shall be entered a decree or order for relief in respect of the Borrower or any of its Subsidiaries under Title 11 of the United States Code, as now constituted or hereafter amended, or any other payment required to be made by Lessee hereunder within ten (10) days applicable federal or state bankruptcy law or other similar law, or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator, or similar official of the date when due. Borrower or any of its Subsidiaries, or of any substantial part of its respective properties, or ordering the winding-up or liquidation of the affairs of the Borrower or any of its Subsidiaries, or an involuntary petition shall be filed against the Borrower or any of its Subsidiaries, and (a) such petition shall not be diligently contested, or (b) The failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Lessee, other than described in Section15.1(b) above, where such failure petition shall continue undismissed for a period of sixty (60) consecutive days; or 7.8. The Borrower or any of its Subsidiaries shall file a petition, answer, or consent seeking relief under Title 11 of the United States Code, as now constituted or hereafter amended, or any other applicable federal or state bankruptcy law or other similar law, or the Borrower or any of its Subsidiaries shall consent to the institution of proceedings thereunder or to the filing or any such petition or to the appointment or taking of possession of a receiver, liquidator, assignee, trustee, custodian, sequestrator, or other similar official of the Borrower or any of its Subsidiaries, or of any substantial part of its respective properties, or the Borrower or any of its Subsidiaries shall fail generally to pay its respective debts as they become due, or the Borrower or any of its Subsidiaries shall take any action in furtherance of any such action; or 7.9. One or more final judgments shall be entered by any court against the Borrower and/or any of its Subsidiaries for the payment of money in an aggregate amount in excess of $60,000,000 for the Borrower and its Subsidiaries, taken as a whole, or a warrant of attachment or execution or similar process shall be issued or levied against property of the Borrower or any of its Subsidiaries which, together with all other such property of the Borrower and its Subsidiaries subject to other such process, exceeds in value $60,000,000 in the aggregate, if, within thirty (30) days after written notice thereof from Lessor to Lessee. (i) The making by Lessee the entry, issue, or levy thereof, such judgment, warrant, or process shall not have been paid or discharged or stayed pending appeal, or if, after the expiration of any general assignment such stay, such judgment, warrant, or general arrangement process shall not have been paid or discharged; or 7.10. There shall be at any time any “accumulated funding deficiency,” as defined in ERISA or in Section 412 of the Code, with respect to any Plan maintained by the Borrower or any of its ERISA Affiliates, or to which the Borrower or any of its ERISA Affiliates has any liabilities, or any trust created thereunder; or a trustee shall be appointed by a United States District Court to administer any such Plan; or the Pension Benefit Guaranty Corporation shall institute proceedings to terminate any such Plan; or the Borrower or any of its ERISA Affiliates shall incur any liability to the Pension Benefit Guaranty Corporation in connection with the termination of any such Plan; or any Plan or trust created under any Plan of the Borrower or any of its ERISA Affiliates shall engage in a non-exempt “prohibited transaction” (as such term is defined in Section 406 of ERISA or Section 4975 of the Code) which would subject any such Plan, any trust created thereunder, any trustee or administrator thereof, or any party dealing with any such Plan or trust to (a) a tax or penalty on “prohibited transactions” imposed by Section 502 of ERISA or Section 4975 of the Code, or (b) costs or expenses of correcting such “prohibited transactions,” which in either case (a) or (b) could reasonably be likely to have a Materially Adverse Effect; or the Borrower and/or any of its ERISA Affiliates shall enter into or become obligated to contribute to a Multiemployer Plan and as a result thereof such Persons have any liability or potential liability (under Section 4201 of ERISA) relating to any actual or potential “complete” or “partial withdrawal” (as those terms are defined in Sections 4203 and 4205 of ERISA) with respect to any such Multiemployer Plans, which liability or potential liability exceeds $60,000,000 in the aggregate for all such Persons at any time; the Borrower or any of its ERISA Affiliates shall have assessed against it any material tax liability as a result of a violation of the provisions of Section 4980B of the Code; or the Borrower or any of its ERISA Affiliates shall amend a Plan so as to require the provision of security within the meaning of Section 401(a)(29) of the Code; or 7.11. There shall occur any default or event (which permits the holder(s) thereof to accelerate such Indebtedness or cause such Indebtedness to be prepaid, repurchased or redeemed) beyond the period of grace, if any, applicable thereto under any other indenture, agreement, or instrument evidencing Indebtedness of the Borrower or any of its Subsidiaries in an aggregate principal amount greater than or equal to $60,000,000 for the benefit Borrower and its Subsidiaries, taken as a whole; or 7.12. All or any material portion of creditors; (ii) the filing any Loan Document shall at any time and for any reason be declared by or against Lessee a court of competent jurisdiction in a petition suit with respect to have Lessee adjudged a bankrupt such Loan Document to be null and void, or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in proceeding shall be commenced by the case of a petition filed against Lessee, the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, executionBorrower, or other judicial seizure by any governmental authority having jurisdiction over the Borrower or any of substantially all its Subsidiaries, seeking to establish the invalidity or unenforceability thereof (exclusive of Lessee’s assets located at questions of interpretation of any provision thereof), or the Premises Borrower shall deny that it has any liability or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in obligation for the payment of monthly rentalprincipal or interest purported to be created under any Loan Document; or 7.13. Any applicable superintendent of insurance (or comparable Person) shall have taken possession of the business or property of either Trinity or United Insurance under any applicable state insurance law for the purposes of rehabilitation, dissolution or liquidation thereof or such Person shall have appointed a receiver, trustee, custodian, liquidator, conservator, sequestrator or similar official for either Trinity or United Insurance or for all or any substantial part of the property or assets of Trinity or United Insurance; or 7.14. Any License held by any Insurance Subsidiary on the date of this Agreement or acquired by any Insurance Subsidiary hereafter, the loss of which could reasonably be expected to have a Materially Adverse Effect, (a) shall be revoked by a final non-appealable order by the state which shall have issued such License, or any other periodic payment required action (whether administrative or judicial) to be paid by Lessee under this Lease. “Chronic delinquency” revoke such License shall mean failure by Lessee to pay monthly rental, have been commenced against such Person which shall not have been dismissed or any other periodic payment required to be paid by Lessee under this Lease, contested in good faith within ten (10) 30 days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquencycommencement thereof, at Lessor’s option, Lessor (b) shall have be suspended by such state for a period in excess of 60 days or (c) shall not be reissued or renewed by such state upon the additional right to require that monthly rental be paid expiration thereof following application for such reissuance or renewal by Lessee quarter-annually, in advance, for the remainder of the Termsuch Person. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of any If one or more of the following events -------- ("Events of Default") shall constitute a material default have occurred and breach of this Lease by Lesseebe continuing: (a) The failure by Lessee to make any payment principal of rent any Loan shall not be paid when due, or any interest, any fees or other payment required to amount payable hereunder shall not be made by Lessee hereunder paid within ten (10) days five Domestic Business Days of the due date when due.thereof; (b) The failure by Lessee the Borrower shall fail to observe or perform any covenant contained in Sections 5.05 (with respect to the Borrower) or 5.06 to 5.10, inclusive; (c) the Borrower shall fail to observe or perform any of its covenants or agreements contained in this Agreement (other than those covered by paragraph (a) or (b) above), for 30 days after notice thereof has been given to the covenantsBorrower by the Agent at the request of any Lender; (d) any representation, conditions warranty, certification or provisions of statement by the Borrower made in this Lease Agreement or in any certificate, financial statement or other document delivered pursuant hereto or deemed to be observed made pursuant to Section 3.01 shall have been incorrect in any material respect when made or performed by Lessee, other than described deemed to be made; (e) the Borrower or any Material Subsidiary shall fail to make any payment in Section15.1(brespect of Material Financial Obligations when due after giving effect to any applicable grace period; (f) above, where such failure any event or condition shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee. occur that (i) The making results in the acceleration of the maturity of Material Financial Obligations or (ii) enables the holder or holders of Material Financial Obligations or any Person acting on behalf of such holder or holders to accelerate the maturity thereof, provided that no Event of Default under -------- this clause (ii) shall occur unless and until any required notice has been given and/or period of time has elapsed with respect to such Material Financial Obligations so as to perfect such right to accelerate; (g) the Borrower or any Material Subsidiary shall commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, or shall consent to any such relief or to the appointment of or taking possession by Lessee of any such official in an involuntary case or other proceeding commenced against it, or shall make a general assignment or general arrangement for the benefit of creditors, or shall fail generally to pay its debts as they become due, or shall take any corporate action to authorize any of the foregoing; (h) an involuntary case or other proceeding shall be commenced against the Borrower or any Material Subsidiary seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of 60 days; or an order for relief shall be entered against the Borrower or any Material Subsidiary under the Federal bankruptcy laws as now or hereafter in effect; (i) any member of the ERISA Group shall fail to pay when due an amount or amounts aggregating in excess of $50,000,000 which it shall have become liable to pay under Title IV of ERISA; or notice of intent to terminate a Material Plan shall be filed under Title IV of ERISA by any member of the ERISA Group, any plan administrator or any combination of the foregoing; or the PBGC shall institute proceedings under Title IV of ERISA to terminate, to impose liability (other than for premiums under Section 4007 of ERISA) in respect of, or to cause a trustee to be appointed to administer, any Material Plan; or a condition shall exist by reason of which the PBGC would be entitled to obtain a decree adjudicating that any Material Plan must be terminated; or there shall occur a complete or partial withdrawal from, or a default, within the meaning of Section 4219(c)(5) of ERISA, with respect to, one or more Multiemployer Plans which could cause one or more members of the ERISA Group to incur a current payment obligation in excess of $50,000,000; (j) Enforceable Judgments for the payment of money in an aggregate amount exceeding $50,000,000 shall be rendered against the Borrower or any Material Subsidiary and shall continue unsatisfied and unstayed for a period of 30 days; or (i) any Person or two or more Persons acting in concert (other than a Plan or Plans) shall have acquired beneficial ownership (within the meaning of Rule 13d-3 of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended) of 20% or more of the outstanding shares of voting stock of the Borrower; or (ii) during any period of 12 consecutive months, commencing before or after the filing date of this Agreement, individuals who at the beginning of such 12 month period were directors of the Borrower (together with any new directors whose election by the Borrower's board of directors or against Lessee whose nomination for election by the Borrower's stockholders was approved by a vote of a petition majority of the directors then still in office who either were directors at the beginning of such period or whose election or nomination was previously so approved) cease for any reason to have Lessee adjudged constitute a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy majority of the board of directors of the Borrower; (unless, A) in the case of a petition filed against Lessee, any of the same is dismissed within sixty Events of Default specified in paragraph (60g) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (ivh) of this Section 6.01 with respect to the attachmentBorrower, execution, or other judicial seizure of substantially all of Lessee’s assets located at immediately and without any notice to the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee in the payment of monthly rental, Borrower or any other periodic payment required to be paid act by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rentalthe Agent or the Lenders, or and (B) in the case of any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquencyEvents of Default specified in paragraph (k) of this Section 6.01, at Lessor’s option, Lessor unless the Required Lenders shall have waived such Event of Default within 30 days of its occurrence, on the additional right to require that monthly rental be paid 30th day after such occurrence, the Commitments shall terminate and the Notes (together with accrued interest thereon) and all other amounts payable by Lessee quarter-annuallythe Borrower hereunder shall become immediately due and payable without presentment, in advancedemand, for protest or other notice of any kind, all of which are hereby waived by the remainder of the TermBorrower. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The An “Event of Default” shall be deemed to have occurred under any and all Agreements upon the occurrence of any one or more of the following events shall constitute a material default and breach of this Lease by Lessee: or circumstances: (a) The Borrower’s failure by Lessee to make pay any payment of rent Payment or other amount owed to Lender under any other payment required to be made by Lessee hereunder within ten (10) days of the date Agreement when due. ; (b) The Borrower’s failure by Lessee to observe or perform any of the covenantscovenant, conditions condition, representation, warranty or provisions of this Lease agreement to be observed or performed by LesseeBorrower, including without limitation, (1) Borrower’s failure to maintain insurance in accordance with Section 10 hereof or (2) Borrower’s breach of any of the terms of Section 8 which remains uncured for ten (10) days following written notice thereof to Borrower by the Lender; (c) any attempt by Borrower to repudiate any Agreement or its acceptance of any Equipment; (d) Borrower’s default under any present or future note, security agreement, equipment lease, title retention, conditional sales agreement or any other than described agreement for money borrowed or the lease of real or personal property, in Section15.1(beach case in an amount in excess of $250,000, beyond any period of grace provided with respect thereto whether with Lender, its Affiliates, or any third party if the effect of such default is to cause or permit the holder of such indebtedness to cause such indebtedness to become due prior to its stated maturity; (e) aboveany certificate, where statement, representation or warranty, financial or credit information heretofore given or hereafter made by Borrower to Lender shall prove to be incorrect in any material respect as of the date such failure statement, representation or warranty or other information is provided; (f) the condition of Borrower’s finances or business shall continue change so as, in the reasonable opinion of Lender, to impair materially Lender’s interest or increase materially Lender’s credit risk and Lender shall reasonably and in good xxxxx xxxx itself insecure or undersecured as to repayment of any of Borrower’s Obligations; (g) either Borrower or any Guarantor shall (1) be legally dissolved, adjudicated insolvent or bankrupt or cease to pay its debts as they mature, make a general assignment for the benefit of, or enter into an arrangement with, creditors; (2) apply for or consent to the appointment of a receiver, trustee or liquidator of it or a substantial part of its property; (3) take action to dissolve or terminate its legal existence, or authorize or file a voluntary petition in bankruptcy or under any similar law, consent to such a petition; (4) suffer such a petition or proceeding to be instituted against it which remains un-dismissed for a period of thirty (30) days after written notice thereof from Lessor to Lessee. (i) The making by Lessee of any general assignment or general arrangement for the benefit of creditors; (ii) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60) days; or (5) merge, consolidate or sell substantially all of its assets; (h) if Borrower is an individual, whether or not operating as a sole proprietorship, Borrower dies, become disabled or be declared legally incompetent; (i) [reserved]; (j) any Guarantor shall (1) breach any covenant, condition or agreement of a guaranty executed by a Guarantor for Lender’s benefit; (2) die or become legally incompetent (if an individual); or (3) suffer any condition or commits any act which, if suffered or committed by Borrower, would constitute an Event of Default under any Agreement; (k) [reserved], (l) if there shall occur an (i) appropriation, (ii) confiscation, (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Leaseretention, where possession is not restored to Lessee within thirty (30) days; or (iv) seizure of control, custody or possession of any Equipment by any governmental authority including, without limitation, any municipal, state, federal or other governmental entity or any governmental agency or instrumentality (all such entities, agencies and instrumentalities shall hereinafter be collectively referred to as “Governmental Authority”); (m) if anyone in the attachmentcontrol, executioncustody or possession of any Equipment or Borrower is accused or alleged or charged (whether or not subsequently arraigned, indicted or convicted) by any Governmental Authority to have used any Equipment in connection with the commission or any crime (other than a misdemeanor moving violation); (n) except for the security interest, lien or reservation of title in favor of Lender or as otherwise granted herein, there shall be any lien, claim or encumbrance on any of the Collateral (other than (i) mechanics’ liens arising the in ordinary course of business securing liabilities which are not delinquent and remain payable without penalty (ii) tax liens being contested in good faith by appropriate proceedings, for which appropriate reserves have been established in accordance with Generally Accepted Accounting Principles); (o) any Mined Cryptocurrency is deposited in a wallet address that is not (i) the Blocked Wallet, or (ii) any other wallet address approved in advance by Lender in its sole discretion (any such wallet address, an “Alternate Wallet”); (p) Borrower or any Person acting on Borrower’s behalf attempts to direct any Mined Cryptocurrency from the Equipment to a wallet address that is not the Blocked Wallet or an Alternate Wallet or attempts to prevent Lender from having full unencumbered access to the Blocked Wallet or an Alternate Wallet; or (q) Borrower defaults under any guaranty, collateral agreement, or other judicial seizure support agreement relating to, or providing credit support for, this Master Agreement or the Other Agreements (as hereinafter defined). An Event of substantially all of Lessee’s assets located Default under any Agreement shall, at the Premises option and discretion of Lender, constitute an Event of Default under any and all other Agreements and constitute a breach of and default under any agreement, instrument, guaranty, loan, lease, promissory note, letter of credit, guaranty or other obligation of Lessee’s interest any kind on the part of Borrower in favor of Lender or any of its Affiliates (“Other Agreements”). Notwithstanding anything in this LeaseMaster Agreement to the contrary, where the foregoing cross default provisions shall apply to the benefit of Lender and Lender’s assignees only to the extent that Lender or such seizure assignee is not discharged within thirty (30) daysalso the Lender or assignee of one or more Agreements or Other Agreements. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of If Tenant: (i) fails to pay when due any one installment or more of the following events shall constitute a material default and breach of this Lease by Lessee: (a) The failure by Lessee to make any other payment of rent Rent, or to keep in effect any other payment insurance required to be made by Lessee hereunder maintained hereunder; or (ii) vacates or abandons the Premises or fails to accept tender of possession of the Premises or any significant portion thereof; or (iii) becomes insolvent, makes an assignment for the benefit of creditors, files a voluntary bankruptcy or an involuntary petition in bankruptcy is filed against Tenant which petition is not dismissed within ten sixty (1060) days of its filing; or (iv) fails to cause to be released any mechanic’s liens filed against the Premises or the Building within twenty (20) days after the date when due. the same shall have been filed or recorded; or (bv) The failure by Lessee fails to observe or perform according to the provisions of Article 17 or 18 within the time periods specified in such Articles, or (vi) fails to perform or observe any of the other covenants, conditions or provisions of this Lease agreements contained herein on Tenant’s part to be observed kept or performed by Lessee, other than described in Section15.1(b) above, where and such failure shall continue for a period of thirty (30) days after written notice thereof is given by or on behalf of Landlord; or (vii) if the interest of Tenant under this Lease shall be offered for sale or sold under execution or other legal process; or (viii) if Tenant makes any transfer, assignment, conveyance, sale, pledge, disposition of all or a substantial portion of Tenant’s property, then any such event or conduct shall constitute a “default” hereunder. All notices required to be given under this paragraph shall be in lieu of, and not in addition to any notice requirements imposed by law, statute, ordinance, governmental regulation or requirement of the United States, the State in which the Building is located or any local government authority or agency or any political subdivision thereof, now or hereafter in effect. If Tenant or any guarantor hereunder files a voluntary petition pursuant to the United States Bankruptcy Reform Act of 1978, as the same may be from Lessor time to Lessee. time amended (i) The making by Lessee of any general assignment the “Bankruptcy Code”), or general arrangement for take the benefit of creditors; (ii) the filing by any insolvency act or against Lessee of a be dissolved, or if an involuntary petition to have Lessee adjudged a bankrupt or a petition proceeding for reorganization dissolution or arrangement under any law relating to bankruptcy (unless, in the case of a petition liquidation is filed against Lessee, Tenant pursuant to the same Bankruptcy Code and said petition is not dismissed within sixty thirty (6030) days); (iii) days after such filing, or if a proceeding for the appointment of a trustee or a receiver to take possession is commenced for Tenant’s business or all or a portion of substantially all its assets and the appointment of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession such receiver is not restored to Lessee vacated within thirty (30) days; or (iv) the attachment, executiondays after such appointment, or other judicial seizure if it shall make an assignment for the benefit of substantially its creditors, then Landlord shall have all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) days. (d) The chronic delinquency by Lessee rights provided for in the payment event of monthly rentalnonpayment of the Rent Tenant hereby stipulates to the lifting of the automatic stay in effect and relief from such stay in the event Tenant files a petition under the Bankruptcy Code, or any other periodic payment required to be paid by Lessee for the purpose of Landlord pursuing its rights and remedies against Tenant and/or a guarantor under this Lease. “Chronic delinquency” If any alleged default on the part of Landlord hereunder occurs, Tenant shall mean failure give written notice to Landlord in the manner herein set forth and shall afford Landlord a reasonable opportunity to cure any such default. In addition, Tenant shall send notice of such default by Lessee certified or registered mail, postage prepaid, to pay monthly rentalthe holder of any Mortgage whose address Tenant has been provided in writing, and shall afford such Mortgage holder a reasonable opportunity to cure any alleged default on Landlord’s behalf. In no event will Landlord be responsible for any lost profits or interruption of business as a result of any other periodic payment required alleged default by Landlord hereunder. All defaults by Tenant of any covenant or condition of this Lease shall be deemed by the parties hereto to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Termmaterial. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease

Defaults. The occurrence of 4.1 If any one or more of the following events (each such event being an "Event of Default") shall constitute happen, that is to say: 4.1.1 The Company shall fail to make any payment in respect of principal of or interest on the Note (other than interest not so paid as a material default result of the applicability of restrictions contained in the Subordination Agreement) as the same shall become due whether at maturity acceleration or otherwise, and breach of this Lease by Lesseesuch failure shall continue uncured and unremedied for 15 business days after the Noteholder has provided notice thereof to the Company; or 4.1.2 The Company shall: (a) The failure by Lessee to make any payment commence a voluntary case concerning itself under Title 11 of rent the United States Code entitled `Bankruptcy" as now or hereafter in effect, or any other payment required to be made by Lessee hereunder within ten successor thereto (10) days of the date when due."Bankruptcy Code"); (b) The failure by Lessee to observe or perform any have commenced against it an involuntary case under said Bankruptcy Code and the petition is dismissed within 60 days of the covenantscommencement of the case; or (c) have appointed for it a custodian (as defined in the Bankruptcy Code) to take charge of all or substantially all of its property; or (d) have filed against it any proceeding under any reorganization, conditions arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or provisions liquidation or similar law of this Lease to be observed any jurisdiction whether now or performed by Lesseehereafter in effect, other than described in Section15.1(b) above, where which such failure shall continue proceeding remains undismissed for a period of thirty (30) 60 days after written notice thereof from Lessor to Lessee.or shall suffer the appointment of any receiver or custodian or the like for it or all or substantially all of its property which continues undischarged or unstayed for a period of 60 days; or (ie) The making by Lessee of any make a general assignment or general arrangement for the benefit of its creditors; then and in each and every such case, subject to the provisions of the Subordination Agreement, the Noteholder may proceed to protect and enforce its rights by suit in equity, action at law and/or other appropriate proceeding, and may by notice to the Company declare (iieach, an "Acceleration") all or any part of the filing by unpaid principal amount of the Note then outstanding to be forthwith due and payable, and thereupon such unpaid principal amount or against Lessee part thereof, together with interest accrued thereon and all other sums, if any, payable under the Note, shall become so due and payable without presentation, presentment, protest or further demand or notice of a petition any kind, all of which are hereby expressly waived, and such holder or holders may proceed to have Lessee adjudged a bankrupt enforce payment of such amount or a petition for reorganization part thereof in such manner as it or arrangement under any law relating to bankruptcy (unlessthey may elect; provided, however, notwithstanding the foregoing, in the case of a petition filed against Lesseean Event of Default under Section 4.1.2, Acceleration shall be deemed automatic without notice to the same is dismissed within sixty (60) days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution, or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within thirty (30) daysCompany. (d) The chronic delinquency by Lessee in the payment of monthly rental, or any other periodic payment required to be paid by Lessee under this Lease. “Chronic delinquency” shall mean failure by Lessee to pay monthly rental, or any other periodic payment required to be paid by Lessee under this Lease, within ten (10) days as described in Section 15.1(b) above, for any three (3) months (consecutive or nonconsecutive) during any twelve (12) month period. In the event of the chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that monthly rental be paid by Lessee quarter-annually, in advance, for the remainder of the Term. (e) Any guarantor of the Lease revokes or otherwise terminates, or purports to revoke or otherwise terminate (by operation of law or otherwise) any guaranty of all or any portion of Lessee’s obligations under this Lease