Common use of Leasehold Mortgagee’s Right to Cure Clause in Contracts

Leasehold Mortgagee’s Right to Cure. (a) Whenever a Leasehold Mortgage exists as to which [AIRLINE] has been provided notice by the holder thereof in accordance with the Lease Agreement, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee shall not operate to cure the Lessee Default. (b) The Leasehold Mortgagee shall have a period of 60 days with respect to any Lessee Default beyond any cure period expressly provided to the Lessee in this Agreement in which to cure or cause to be cured any such Lessee Default. That 60-day period shall be extended if (i) the Lessee Default is non-monetary, (ii) may be cured but cannot reasonably be cured within the 60-day period, (iii) the Leasehold Mortgagee begins to cure such default within the 60-day period (or, if possession is necessary in order to effect such cure, the Leasehold Mortgagee, within that 60-day period, files the appropriate legal action to commence foreclosure on the liens of the Leasehold Mortgage or take other appropriate legal action to commence a transfer of title to the relevant property) and (iv) thereafter proceeds with all due diligence to cure such Lessee Default (including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period of time acceptable to [AIRLINE], acting reasonably. (c) If a Leasehold Mortgagee is acting with all due diligence to cure a Lessee Default in accordance with this Section 10.5, then [AIRLINE] shall not exercise its rights to terminate this Agreement by reason of such Lessee Default. [AIRLINE] may, however, exercise any of its other rights and remedies provided for under this Agreement (at law or in equity) as may be necessary for the continued operation of [AIRLINE]’s Air Transportation Business at the Airport, so long as the exercise of such rights does not interfere with the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken by a Leasehold Mortgagee or its representatives under this Section 10.5 shall be undertaken in accordance with the provisions of this Agreement that would be applicable to the Lessee if it were taking such actions. [AIRLINE] shall accept any such performance by a Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the Leasehold Mortgagee if such payment is made or action is taken by a nominee, agent or assignee of the rights of such Leasehold Mortgagee. Any exercise of the Leasehold Mortgagee’s rights to cure hereunder do not result in the assumption by such Leasehold Mortgagee of the Lessee’s obligations hereunder. (e) Notwithstanding the Leasehold Mortgagee’s right to cure as provided under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e).

Leasehold Mortgagee’s Right to Cure. (a) Whenever a Leasehold Mortgage exists as AAF irrevocably directs that the Department accept, and the Department agrees to which [AIRLINE] has been provided notice by the holder thereof in accordance with the Lease Agreementaccept, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee shall not operate to cure the Lessee Default. (b) The Leasehold Mortgagee shall have a period of 60 days with respect to any Lessee Default beyond any cure period expressly provided to the Lessee in this Agreement in which to cure or cause to be cured any such Lessee Default. That 60-day period shall be extended if (i) the Lessee Default is non-monetary, (ii) may be cured but cannot reasonably be cured within the 60-day period, (iii) the Leasehold Mortgagee begins to cure such default within the 60-day period (or, if possession is necessary in order to effect such cure, the Leasehold Mortgagee, within that 60-day period, files the appropriate legal action to commence foreclosure on the liens of the Leasehold Mortgage or take other appropriate legal action to commence a transfer of title to the relevant property) performance and (iv) thereafter proceeds with all due diligence to cure such Lessee Default (including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period of time acceptable to [AIRLINE], acting reasonably. (c) If a Leasehold Mortgagee is acting with all due diligence to cure a Lessee Default in accordance with this Section 10.5, then [AIRLINE] shall not exercise its rights to terminate this Agreement by reason of such Lessee Default. [AIRLINE] may, however, exercise any of its other rights and remedies provided for under this Agreement (at law or in equity) as may be necessary for the continued operation of [AIRLINE]’s Air Transportation Business at the Airport, so long as the exercise of such rights does not interfere with the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken compliance by a Leasehold Mortgagee of and with any term, covenant, agreement, provision, condition or its representatives limitation on AAF’s part to be kept, observed or performed under this Section 10.5 the Agreement with the same force and effect as though kept, observed or performed by AAF. Notwithstanding anything provided to the contrary in the Agreement, the Agreement shall not be undertaken terminated because of a Termination Event of Default until and unless: (i) notice of any such Termination Event of Default shall have been delivered to Leasehold Mortgagee in accordance with the provisions of this Agreement Agreement; and (ii) the Leasehold Mortgagee has not cured such default within ninety (90) days following receipt of such notice or, (iii) if such default is curable but cannot be cured within such time period, the Leasehold Mortgagee has not notified the Department within such time period that would be applicable it intends to cure such default, has not diligently commenced to cure such default, or does not prosecute such cure to completion within one hundred eighty (180) days. Furthermore, notwithstanding anything to the Lessee contrary contained herein, if Leasehold Mortgagee determines to foreclose or cause its designee to foreclose the Leasehold Mortgage or to acquire or cause its designee to acquire AAF’s interest in the Property or to succeed or cause its designee to succeed to AAF’s possessory rights with respect to the Property or to appoint a receiver before it were taking effectuates the cure of any AAF default, the cure periods set forth above shall be extended by any period during which foreclosure proceedings, or legal proceedings to succeed to AAF’s possessory rights, or proceedings to appoint the receiver are conducted, as the case may be. Any such actionsproceedings shall be commenced promptly after the notice of default is delivered to Leasehold Mortgagee and shall be diligently prosecuted. [AIRLINE] shall accept any such performance by Promptly after Leasehold Mortgagee or a designee of Leasehold Mortgagee acquires the Property pursuant to foreclosure proceedings or otherwise or succeeds to AAF’s possessory rights or promptly after a receiver is appointed, as the case may be, Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect designee shall be deemed properly to have been made or taken by the Leasehold Mortgagee if such payment is made or action is taken by a nominee, agent or assignee of the rights of such Leasehold Mortgagee. Any exercise of the Leasehold Mortgagee’s rights to cure hereunder do not result in the assumption by such Leasehold Mortgagee of the Lessee’s obligations hereundersaid default. (e) Notwithstanding the Leasehold Mortgagee’s right to cure as provided under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e).

Leasehold Mortgagee’s Right to Cure. (a) Whenever a Leasehold Mortgage exists as to which [AIRLINE] has been provided notice by the holder thereof in accordance with the Lease Agreement, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee shall not operate to cure the Lessee Default. (b) The Leasehold Mortgagee shall have a period of 60 180 days with respect to any Lessee Default beyond any cure period expressly provided to the Lessee in this Agreement herein, in which to cure or cause to be cured any such Lessee Default. That 60; provided, however, that such 180-day period shall be extended if (i) the Lessee Default is non-monetarynonmonetary, (iiis not a Lessee Default described in Section 16.1(a)(v) or Section 16.1(a)(vi) and may be cured but cannot reasonably be cured within the 60-day periodsuch period of 180 days, (iii) and the Leasehold Mortgagee begins to cure such default within the 60such 180-day period (or, or if possession is necessary in order to effect such cure, the Leasehold Mortgagee, within that 60such 180-day period, files the appropriate legal action to commence foreclosure on the liens of the Leasehold Mortgage or take other appropriate legal action to commence a transfer of title to the relevant propertyMortgage) and (iv) thereafter proceeds with all due diligence to cure such Lessee Default (including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period of time acceptable to [AIRLINE]the Authority, acting reasonably. (c) ; provided, further, that if any Leasehold Mortgagee is prohibited from curing any Lessee Default by any process, stay or injunction issued by any Governmental Authority or pursuant to any bankruptcy or insolvency proceeding involving the Lessee, then the time periods specified in this Section 18.3 for curing such Lessee Default shall be extended for the period of such prohibition. If a Leasehold Mortgagee is acting with all due diligence to cure a Lessee Default in accordance with this Section 10.5, 18.3 then [AIRLINE] the Authority shall not exercise its rights right to terminate this Agreement by reason of such Lessee Default. [AIRLINE] may; provided, however, that the Authority may exercise any of its other rights and remedies provided for under this Agreement (hereunder at law or in equity) as may be necessary for the continued operation of [AIRLINE]’s Air Transportation Business at the Airport, equity so long as the exercise of such rights does not interfere with the Leasehold Mortgagee’s rights hereunder. . In furtherance of the foregoing, the Authority shall permit the Leasehold Mortgagee and its Representatives the same access to the LMM Airport Facility as is permitted to the Lessee hereunder and permit the Leasehold Mortgagee or its representatives to take all actions and exercise all rights of the Lessee under this Agreement (d) Any all at the Lessee’s sole cost and expense); provided that any actions taken by a Leasehold Mortgagee or its representatives under Representatives pursuant to this Section 10.5 18.3 shall be undertaken in accordance with the provisions of this Agreement that would be applicable to the Lessee if were it were taking such actions. [AIRLINE] The Authority shall accept any such performance by a Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the Leasehold Mortgagee if such payment is made or action is taken by a nominee, agent or assignee of the rights of such Leasehold Mortgagee. Any exercise of the Leasehold Mortgagee’s rights to cure hereunder do shall not result in the assumption by such Leasehold Mortgagee of the Lessee’s obligations hereunder. (e) Notwithstanding the Leasehold Mortgagee’s right to cure as provided under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e).

Leasehold Mortgagee’s Right to Cure. (a) Whenever Concurrent with any notice from Landlord to Tenant of a Leasehold Mortgage exists as failure, breach or default by Tenant in the performance or observance of any of the terms, conditions or agreements in this Lease, Landlord shall give written notice thereof to which [AIRLINE] has been provided notice by the holder thereof in accordance with the Lease Agreement, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such notice to such each Leasehold Mortgagee. Any failure by [AIRLINE] to provide , and each such notice to the Leasehold Mortgagee shall not operate to cure the Lessee Default. (b) The Leasehold Mortgagee shall have the right (but not the obligation) to cure such default. Landlord shall not take any action with respect to such failure, breach or default for a period of 60 thirty (30) days after receipt of such written notice by each Leasehold Mortgagee with respect to any Lessee Default beyond such default capable of being cured by the payment of money and for a period of forty (45) days after receipt of such written notice by each such Leasehold Mortgagee with respect to any cure other default (provided that in the case of any default which cannot be cured by the payment of money and cannot with diligence be cured within such forty five (45) day period expressly provided because of the nature of such default or because any such Leasehold Mortgagee requires time to obtain possession of the Lessee Premises in this Agreement in which order to cure or cause the default, if each such Leasehold Mortgagee shall proceed promptly to obtain possession of the Premises, where possession is required, and to cure the same and thereafter shall prosecute the curing of such default with diligence and continuity, then the time within which such default may be cured any such Lessee Default. That 60-day period shall be extended if (i) the Lessee Default is non-monetary, (ii) may be cured but cannot reasonably be cured within the 60-day period, (iii) the Leasehold Mortgagee begins to cure for such default within the 60-day period (or, if possession is necessary in order to effect such cure, the Leasehold Mortgagee, within that 60-day period, files the appropriate legal action to commence foreclosure on the liens of the Leasehold Mortgage or take other appropriate legal action to commence a transfer of title to the relevant property) and (iv) thereafter proceeds with all due diligence to cure such Lessee Default (including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period of time acceptable to [AIRLINE], acting reasonably. (c) If a Leasehold Mortgagee is acting with all due diligence to cure a Lessee Default in accordance with this Section 10.5, then [AIRLINE] shall not exercise its rights to terminate this Agreement by reason of such Lessee Default. [AIRLINE] may, however, exercise any of its other rights and remedies provided for under this Agreement (at law or in equity) as may be necessary for to complete the continued operation curing of [AIRLINE]’s Air Transportation Business at the Airport, so long as same with diligence and continuity). Upon the exercise written request of such rights does not interfere with the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken by a any Leasehold Mortgagee or its representatives under this Section 10.5 shall be undertaken in accordance with the provisions of this Agreement that would be applicable to the Lessee if it were taking such actions. [AIRLINE] shall accept any such performance by a Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the Leasehold Mortgagee if such payment is made or action is taken by a nominee, agent or assignee of the rights of such prospective Leasehold Mortgagee. Any exercise of the Leasehold Mortgagee’s rights to cure hereunder do not result in the assumption by such Leasehold Mortgagee of the Lessee’s obligations hereunder. (e) Notwithstanding the Leasehold Mortgagee’s right to cure as provided under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e).,

Leasehold Mortgagee’s Right to Cure. (a) Whenever If Landlord shall ever be entitled to exercise a right hereunder to terminate this Lease after the giving of notice or the passage of time, as applicable, Landlord, subject to having received notification of any Leasehold Mortgage exists as to which [AIRLINE] has been provided notice by the holder thereof in accordance with Leasehold Mortgagee thereunder pursuant to Section 8.2 above, shall deliver additional written notice to such Leasehold Mortgagee of Landlord's intention to so terminate this Lease and describing the Lease Agreementexisting Events of Defaults, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy and such Leasehold Mortgagee shall have thirty (30) days from its receipt of such notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee shall not operate to cure the Lessee Default. (b) The Leasehold Mortgagee shall have a period Events of 60 days with respect to any Lessee Default beyond any cure period expressly provided to described in such written notice. Notwithstanding the Lessee foregoing, in this Agreement in which to cure or cause to be cured any such Lessee Default. That 60-day period shall be extended if the event (i) the Lessee such Events of Default is non-monetary, (ii) may be cured but canare not reasonably be cured capable of cure within the 60such 30-day period, this Lease may not be terminated if any Leasehold Mortgagee shall deliver to Landlord, within such 30-day period, written notice of such Leasehold Mortgagee's intention to cure the specified Events of Default and shall commence and diligently pursue the cure of the specified Events of Default and such Events of Default by reason of such due diligence are cured within one hundred eighty (iii180) days of the date of such notice, or (ii) any Leasehold Mortgagee is not in actual possession of the Premises on the date of the additional notice given the Leasehold Mortgagee begins to cure such default within the 60-day period (orunder this Section 8.3, if and possession is necessary in order to effect cure any Event of Default, then the time within which such cure, the Leasehold Mortgagee, within that 60Mortgagee may commence to cure such Event of Default shall be extended for a reasonable time not to exceed ninety (90) days until such Leasehold Mortgagee can obtain actual possession. No purported termination of this Lease shall be effective until such written notice shall have been given to Leasehold Mortgagee and such 30-day period, files or additional time period as provided above, shall have expired without the appropriate legal action to commence foreclosure on described Events of Default having been cured. Leasehold Mortgagee may, at its option any time before the liens rights of Tenant under this Lease shall have been terminated, pay any of the Leasehold Mortgage Rent due hereunder, procure any insurance required hereunder, make any repairs and improvements required hereunder, or take do any other appropriate legal action to commence a transfer act or thing or make any other payment required of title to Tenant by the relevant property) and (iv) thereafter proceeds with all due diligence to cure such Lessee Default (including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period terms of time acceptable to [AIRLINE], acting reasonably. (c) If a Leasehold Mortgagee is acting with all due diligence to cure a Lessee Default in accordance with this Section 10.5, then [AIRLINE] shall not exercise its rights to terminate this Agreement by reason of such Lessee Default. [AIRLINE] may, however, exercise any of its other rights and remedies provided for under this Agreement (at law Lease or in equity) as which may be necessary for the continued operation of [AIRLINE]’s Air Transportation Business at the Airport, so long as the exercise of such rights does not interfere and appropriate to comply with the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken covenants and conditions of this Lease to prevent the termination of this Lease. All payments so made and all things so done and performed by a any such Leasehold Mortgagee or its representatives under this Section 10.5 shall be undertaken in accordance with the provisions of this Agreement that would be applicable as effective to the Lessee if it were taking such actions. [AIRLINE] shall accept any such performance by prevent a Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the Leasehold Mortgagee if such payment is made or action is taken by a nominee, agent or assignee forfeiture of the rights of such Leasehold Mortgagee. Any exercise of the Leasehold Mortgagee’s rights to cure Tenant hereunder do not result in the assumption as if performed by such Leasehold Mortgagee of the Lessee’s obligations hereunderTenant. (e) Notwithstanding the Leasehold Mortgagee’s right to cure as provided under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e).

Leasehold Mortgagee’s Right to Cure. (a) Whenever If Landlord shall ever be entitled to exercise a Leasehold Mortgage exists remedy hereunder as a result of any failure on the part of Tenant to which [AIRLINE] has been provided notice by the holder thereof in accordance comply with the terms of this Lease, including Tenant’s material breach of any covenant of this Lease Agreementby Tenant but save and except for any failures, [AIRLINE] shalloccurrences or defaults described in Section 9.3 of this Lease, simultaneous with providing the Lessee any required notice under this Agreementwhich failures, provide a copy of such notice to such occurrences and defaults, and corresponding Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to Mortgagee protections, if any, are addressed in Section 8.3(b) below, and which are excluded from the Leasehold Mortgagee protections set forth in this Section 8.3(a), after the giving of notice or the passage of time, as applicable, Landlord, subject to notification by Leasehold Mortgagee pursuant to Section 8.2 above, shall not operate deliver additional written notice to Leasehold Mortgagee of Landlord’s intention to so terminate this Lease or exercise any other remedy and describing the existing defaults, and Leasehold Mortgagee thereafter shall have thirty (30) days to cure the Lessee Default. defaults described in such written notice. Notwithstanding the foregoing, or anything else in this Lease to the contrary (bbut save and except for any failures, occurrences or defaults described in Section 9.3 of this Lease, which failures, occurrences and defaults, and corresponding Leasehold Mortgagee protections, if any, are addressed in Section 8.3(b) The below, and which are excluded from the Leasehold Mortgagee protections set forth in this Section 8.3(a)), (i) in the event such default is not capable of cure within such 30-day period, this Lease may not be terminated, or other remedy exercised, if Leasehold Mortgagee shall have a period deliver to Landlord, within such 30-day period, written notice of 60 days with respect to any Lessee Default beyond any cure period expressly provided to the Lessee in this Agreement in which Leasehold Mortgagee’s intention to cure or cause to be the specified defaults and shall commence and diligently pursue the cure of the specified defaults and such defaults by reason of such due diligence are cured any within ninety (90) days of the date of such Lessee Default. That 60-day period shall be extended if (i) the Lessee Default is non-monetarynotice, (ii) may be cured but canin the event any Leasehold Mortgagee is not reasonably be cured within in actual possession of the 60-day period, (iii) Rangers Complex on the date of the additional notice given the Leasehold Mortgagee begins to cure such default within the 60-day period (orunder this Section 8.3(a), if and possession is necessary in order to effect cure any default, then the time within which such cureLeasehold Mortgagee may commence to cure such default shall be extended for a reasonable time not to exceed ninety (90) days until such Leasehold Mortgagee can obtain actual possession, and (iii) any obligation of a Leasehold Mortgagee to cure defaults of the Tenant pursuant to this Section 8.3(a) of this Lease or otherwise under this Lease in order to receive the mortgagee protections and the other rights of a Leasehold Mortgagee under this Article VIII shall be limited to curing such defaults which are capable of cure by the Leasehold Mortgagee. No purported termination of this Lease, within that 60or other exercise of remedy, shall be effective until such written notice shall have been given to Leasehold Mortgagee and such 30-day period, files or additional time period as provided above, shall have expired without the appropriate legal action to commence foreclosure on described defaults having been cured. Leasehold Mortgagee may, at its option any time before the liens rights of Tenant under this Lease shall have been terminated, pay any of the Leasehold Mortgage or take other appropriate legal action to commence a transfer of title Rentals due hereunder, procure any insurance required hereunder, pay any installments due with respect to the relevant property) obligations, make any repairs and (iv) thereafter proceeds with all due diligence to cure such Lessee Default (including improvements required hereunder, or do any other act or thing or make any other payment required of Tenant by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period terms of time acceptable to [AIRLINE], acting reasonably. (c) If a Leasehold Mortgagee is acting with all due diligence to cure a Lessee Default in accordance with this Section 10.5, then [AIRLINE] shall not exercise its rights to terminate this Agreement by reason of such Lessee Default. [AIRLINE] may, however, exercise any of its other rights and remedies provided for under this Agreement (at law Lease or in equity) as which may be necessary for the continued operation of [AIRLINE]’s Air Transportation Business at the Airport, so long as the exercise of such rights does not interfere and appropriate to comply with the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken covenants and conditions of this Lease to prevent the termination of this Lease. All payments so made and all things so done and performed by a any such Leasehold Mortgagee or its representatives under this Section 10.5 shall be undertaken in accordance with the provisions of this Agreement that would be applicable as effective to the Lessee if it were taking such actions. [AIRLINE] shall accept any such performance by prevent a Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the Leasehold Mortgagee if such payment is made or action is taken by a nominee, agent or assignee forfeiture of the rights of such Tenant hereunder as if performed by Xxxxxx. Notwithstanding anything herein to the contrary, Landlord shall not be required to provide the foregoing notice to Leasehold Mortgagee. Any exercise Mortgagee prior to exercising the right of the Leasehold Mortgagee’s rights self-help to cure hereunder do not result in any default by Tenant of its failure to keep and maintain the assumption by such Leasehold Mortgagee of the Lessee’s obligations hereunder. (e) Notwithstanding the Leasehold Mortgagee’s right to cure as provided insurance amounts and coverages required under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e)Lease.

Leasehold Mortgagee’s Right to Cure. (a) Whenever If Landlord shall ever be entitled to exercise a remedy hereunder, after the giving of notice or the passage of time, as applicable, Landlord, subject to notification by Leasehold Mortgage exists as Mortgagee pursuant to which [AIRLINE] has been provided notice by the holder thereof in accordance with the Lease AgreementSection 8.2 above, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such shall deliver additional written notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee of Landlord’s intention to so terminate this Lease or exercise any other remedy and describing the existing defaults, and Leasehold Mortgagee thereafter shall not operate have thirty (30) days to cure the Lessee Default. (b) The Leasehold Mortgagee shall have a period of 60 days with respect to any Lessee Default beyond any cure period expressly provided defaults described in such written notice. Notwithstanding the foregoing, but subject to the Lessee provisions of Section 9.2 hereof, in this Agreement in which to cure or cause to be cured any such Lessee Default. That 60-day period shall be extended if the event (i) the Lessee Default such default is non-monetary, (ii) may be cured but cannot reasonably be cured capable of cure within the 60such 30-day period, this Lease may not be terminated, or other remedy exercised, if Leasehold Mortgagee shall deliver to Landlord, within such 30-day period, written notice of Leasehold Mortgagee’s intention to cure the specified defaults and shall commence and diligently pursue the cure of the specified defaults and such defaults by reason of such due diligence are cured within ninety (iii90) days of the date of such notice, or (ii) any Leasehold Mortgagee is not in actual possession of the Rangers Complex on the date of the additional notice given the Leasehold Mortgagee begins to cure such default within the 60-day period (orunder this Section 8.3, if and possession is necessary in order to effect cure any default, then the time within which such cureLeasehold Mortgagee may commence to cure such default shall be extended for a reasonable time not to exceed ninety (90) days until such Leasehold Mortgagee can obtain actual possession. No purported termination of this Lease, the or other exercise of remedy, shall be effective until such written notice shall have been given to Leasehold Mortgagee, within that 60Mortgagee and such 30-day period, files or additional time period as provided above, shall have expired without the appropriate legal action to commence foreclosure on described defaults having been cured. Leasehold Mortgagee may, at its option any time before the liens rights of Tenant under this Lease shall have been terminated, pay any of the Leasehold Mortgage or take other appropriate legal action to commence a transfer of title Rentals due hereunder, procure any insurance required hereunder, pay any installments due with respect to the relevant property) obligations, make any repairs and (iv) thereafter proceeds with all due diligence to cure such Lessee Default (including improvements required hereunder, or do any other act or thing or make any other payment required of Tenant by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period terms of time acceptable to [AIRLINE], acting reasonably. (c) If a Leasehold Mortgagee is acting with all due diligence to cure a Lessee Default in accordance with this Section 10.5, then [AIRLINE] shall not exercise its rights to terminate this Agreement by reason of such Lessee Default. [AIRLINE] may, however, exercise any of its other rights and remedies provided for under this Agreement (at law Lease or in equity) as which may be necessary for the continued operation of [AIRLINE]’s Air Transportation Business at the Airport, so long as the exercise of such rights does not interfere and appropriate to comply with the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken covenants and conditions of this Lease to prevent the termination of this Lease. All payments so made and all things so done and performed by a any such Leasehold Mortgagee or its representatives under this Section 10.5 shall be undertaken in accordance with the provisions of this Agreement that would be applicable as effective to the Lessee if it were taking such actions. [AIRLINE] shall accept any such performance by prevent a Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the Leasehold Mortgagee if such payment is made or action is taken by a nominee, agent or assignee forfeiture of the rights of such Leasehold Mortgagee. Any exercise of the Leasehold Mortgagee’s rights to cure Tenant hereunder do not result in the assumption as if performed by such Leasehold Mortgagee of the Lessee’s obligations hereunderXxxxxx. (e) Notwithstanding the Leasehold Mortgagee’s right to cure as provided under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e).

Leasehold Mortgagee’s Right to Cure. (a) Whenever a If Lessee, or Lessee’s successors or assigns, shall mortgage this Lease in compliance with the provisions of this Section, then, so long as any such Leasehold Mortgage exists as shall remain unsatisfied of record, the following provisions shall apply: 28.13.1. In the case of any notice of default given by Lessor to which [AIRLINE] has been provided notice by the holder thereof Lessee and Leasehold Mortgagee in accordance with the Lease AgreementSection 28.12 above, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee shall not operate have the same concurrent cure periods as are given Lessee under this Lease for remedying a default or causing it to cure the Lessee Default. (b) The Leasehold Mortgagee shall have a be remedied, plus, in each case, an additional period of 60 thirty (30) days with respect after the later to any Lessee Default beyond any cure period expressly provided to the Lessee in this Agreement in which to cure or cause to be cured any such Lessee Default. That 60-day period shall be extended if occur of (i) the Lessee Default is non-monetaryexpiration of such cure period, or (ii) may be cured but the date that Lessor has served a notice of default upon Leasehold Mortgagee, and Lessor shall accept such performance by or at the instance of the Leasehold Mortgagee as if the same had been made by Lessee; provided, however, if such default cannot reasonably be cured or remedied by the Leasehold Mortgagee within the 60-such additional thirty (30) day period, such cure period shall be extended (and no Event of Default shall be deemed to have occurred under this Lease) so long as the Leasehold Mortgagee commences the cure or remedy within such period, and prosecutes the completion thereof with diligence and dispatch, subject to Force Majeure and delays caused by foreclosure, bankruptcy or insolvency proceedings. 28.13.2. Anything herein contained to the contrary notwithstanding, upon the occurrence of an Event of Default, other than an Event of Default due to a default in the payment of money or other default reasonably susceptible of being cured prior to Leasehold Mortgagee obtaining possession, Lessor shall take no action to effect a termination of this Lease if, within thirty (30) days after notice of such Event of Default is given to each Leasehold Mortgagee, a Leasehold Mortgagee shall have (a) obtained possession of the Premises (including possession by a receiver), or (b) notified Lessor of its intention to institute foreclosure proceedings or otherwise acquire Lessee’s interest under the Lease, and thereafter promptly commences and prosecutes such proceedings with diligence and dispatch (subject to Force Majeure and delays caused by bankruptcy or insolvency proceedings). Upon such a foreclosure or other acquisition of Lessee’s interest under the Lease, Lessor shall recognize such Leasehold Mortgagee, or any other foreclosure or trustee sale purchaser or recipient of any deed in lieu as Lessee hereunder (provided that such acquirer is not an Excluded Contractor) for a period of sixty (60) days following such foreclosure or other acquisition of Lessee’s interest under the Lease to obtain approval by the Director of the National Park Service as required under 36 C.F.R. Section 18.10(d) and Section 27 above for approval of a successor lessee and upon such approval, such successor lessee shall take Lessee’s interest in the Premises subject to all of the terms, agreements, covenants, conditions and provisions in this Lease and shall accept and agree in writing to be bound by all the terms and conditions of this Lease and assume Lessee’s obligations hereunder. A Leasehold Mortgagee anticipating acquisition of Lessee’s interest under the Lease may request prior approval by the Director of a proposed Transferee (including a Transfer to such Leasehold Mortgagee). A Leasehold Mortgagee, upon acquiring Lessee’s interest under this Lease, shall be required promptly to cure all other defaults then reasonably susceptible of being cured by such Leasehold Mortgagee. The foregoing provisions of this Section 28.13.2 are subject to the following: (i) no Leasehold Mortgagee shall be obligated to continue possession or to continue foreclosure proceedings, provided that it complies with the last sentence of this Section 28.13.2; (ii) nothing herein contained shall preclude Lessor, subject to the provisions of this Section, from exercising any rights or remedies under this Lease (other than a termination of this Lease to the extent otherwise permitted hereunder) with respect to any other Event of Default by Lessee during the pendency of such foreclosure proceedings; and (iii) such Leasehold Mortgagee shall agree with Lessor in writing to comply during the period Lessor forebears from terminating this Lease with such of the terms, conditions and covenants of this Lease as are reasonably susceptible of being complied with by such Leasehold Mortgagee. Notwithstanding anything to the contrary, including an agreement by Leasehold Mortgagee given under clause (iii) of the preceding sentence, Leasehold Mortgagee shall have the right at any time to notify Lessor that it has relinquished possession of the Premises or that it will not institute foreclosure proceedings or, if such foreclosure proceedings have commenced, that it has discontinued them, and, in such event, the Leasehold Mortgagee begins shall have no further liability under such agreement from and after the date it delivers such notice to cure Lessor, and, thereupon, Lessor shall be entitled to seek the termination of this Lease as otherwise herein provided. Upon any such termination, the provisions of this Section 28.13.2 shall apply. 28.13.2.1. If the default of Lessee is with respect to construction of the Initial Lessee Improvements, nothing contained in this Section 28.13 or in any other Section or provision of this Lease shall be deemed to require, permit or authorize Leasehold Mortgagee, either before or after foreclosure or action in lieu thereof, to undertake or continue the construction or completion of the Initial Lessee Improvements beyond the extent necessary to conserve or protect the Initial Lessee Improvements or construction already made, without first (in its sole discretion) having expressly assumed Lessee’s obligation to Lessor by written agreement reasonably satisfactory to Lessor, to complete, in the manner provided in this Lease, the Initial Lessee Improvements on the Premises or the part thereof to which the lien or title of such Leasehold Mortgagee relates, and submitted evidence satisfactory to Lessor that it has the qualifications and financial responsibility necessary to perform such obligation. 28.13.2.2. Upon assuming Lessee’s obligations to complete the Initial Lessee Improvements in accordance with Section 28.13.2.1 above, the Leasehold Mortgagee shall be required only to exercise due diligence in completion of the construction of the Initial Lessee Improvements but shall not be required to complete construction of the Initial Lessee Improvements within the 60-day period dates set forth in Section 15 of this Lease. 28.13.2.3. Any transferee of a Leasehold Mortgagee or any purchaser at a foreclosure sale other than a Leasehold Mortgagee shall be obligated to complete the Initial Lessee Improvements and exercise due diligence in the completion of the construction thereof, but shall not be required to complete construction of the Initial Lessee Improvements within the dates set forth in Section 15 of this Lease. 28.13.2.4. Any assuming Leasehold Mortgagee or transferee properly completing such Initial Lessee Improvements shall be entitled, upon written request made to Lessor, to a Certificate of Occupancy from Lessor with respect to such Initial Lessee Improvements to the same extent and in the same manner as Lessee would have been entitled had Lessee not defaulted. 28.13.3. In the event of the termination of this Lease prior to the expiration of the Term, except (ori) by eminent domain, or (ii) as the result of damage or destruction as provided in Section 24 of this Lease, Lessor shall serve upon the Leasehold Mortgagee written notice that this Lease has been terminated, together with a statement of any and all sums which would at that time be due under this Lease but for such termination, and of all other defaults, if possession is necessary any, under this Lease then known to Lessor. The Leasehold Mortgagee shall thereupon have the option to obtain a new Lease in order to effect such cure, accordance with and upon the following terms and conditions: 28.13.3.1. Upon the written request of the Leasehold Mortgagee, within thirty (30) days after service of such notice that 60-day this Lease has been terminated, Lessor shall enter into a new lease of the Premises with the most senior Leasehold Mortgagee giving notice within such period, files ; and 28.13.3.2. Such new Lease shall be entered into at the appropriate legal action to commence foreclosure on the liens reasonable cost of the Leasehold Mortgage or take other appropriate legal action to commence a transfer Mortgagee thereunder, shall be effective as of title to the relevant property) date of termination of this Lease, and (iv) thereafter proceeds with shall be for the remainder of the Term and at the rent and upon all due diligence to cure such Lessee Default (the agreements, terms, covenants and conditions hereof, including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to any applicable rights of renewal. Such new Lease shall require the extent practicable) and thereafter to effect such a cure) within a reasonable period of time acceptable to [AIRLINE], acting reasonably. (c) If a Leasehold Mortgagee to perform any unfulfilled obligation of Lessee under this Lease which is acting reasonably susceptible of being performed by such Leasehold Mortgagee other than obligations of Lessee with all due diligence respect to cure a construction of the Initial Lessee Default Improvements, which obligations shall be performed by Leasehold Mortgagee in accordance with this Section 10.5, then [AIRLINE] shall not exercise its rights to terminate this Agreement by reason 28.13.3. Upon the execution of such Lessee Default. [AIRLINE] maynew Lease, however, exercise the Leasehold Mortgagee shall pay any and all sums which would at the time of its other rights and remedies provided for the execution thereof be due under this Agreement (at law Lease but for such termination, and shall pay all expenses, including reasonable counsel fees, court costs and disbursements incurred by Lessor in connection with such defaults and termination, the recovery of possession of the Premises, and the preparation, execution and delivery of such new Lease. 28.13.4. Effective upon the commencement of the term of any new Lease executed pursuant to this Section 28.13.4, all subleases then in effect shall be assigned and transferred without recourse by Lessor to Leasehold Mortgagee and all monies on deposit with Lessor which Lessee would have been entitled to use but for the termination or in equity) as expiration of this Lease may be necessary used by Leasehold Mortgagee for the continued operation purposes of [AIRLINE]’s Air Transportation Business at the Airport, so long as the exercise of such rights does not interfere with the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken by a Leasehold Mortgagee or its representatives under this Section 10.5 shall be undertaken and in accordance with the provisions of such new lease. Between the date of termination of this Agreement that Lease and commencement of the term of the new lease, Lessor shall not (a) enter into any new subleases, management agreements or agreements for the maintenance of the Premises or the supplies therefor which would be applicable to the Lessee if it were taking such actions. [AIRLINE] shall accept any such performance by a Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the binding upon Leasehold Mortgagee if such payment is made Leasehold Mortgagee enters into a new lease, (b) cancel or action is taken by a nominee, agent or assignee materially modify any of the rights existing subleases, management agreements or agreements for the maintenance of such the Premises or the supplies therefor, or (c) accept any cancellation, termination or surrender thereof without the written consent of Leasehold Mortgagee, which consent shall not be unreasonably withheld or delayed. 28.13.5. Any exercise Anything herein contained to the contrary notwithstanding, the provisions of this Section 28.13 shall inure only to the benefit of the holders of the Leasehold Mortgagee’s rights to cure hereunder do not result in the assumption by such Leasehold Mortgagee of the Lessee’s obligations Mortgages which are permitted hereunder. (e) Notwithstanding the 28.13.6. No agreement between Lessor and Lessee amending, terminating or surrendering this Lease, or election by Lessee not to continue this Lease as provided for herein, shall be valid or effective without Leasehold Mortgagee’s right written consent. 28.13.7. No union of the interests of Lessor and Lessee herein shall result in a merger of this Lease in the fee interest, so long as any Leasehold Mortgage shall be unsatisfied. 28.13.8. Anything herein contained to cure the contrary notwithstanding, no Leasehold Mortgagee, or its designee or nominee, shall become liable under the provisions of this Lease unless and until such time as provided under this Section 10.5it becomes, if a Lessee Default materially impairs airline operations at and then only for so long as it remains, the Airport, [AIRLINE] may proceed to cure owner of the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e)leasehold estate created hereby.

Leasehold Mortgagee’s Right to Cure. (a) Whenever a Leasehold Mortgage exists as to which [AIRLINE] has been provided notice by If the holder thereof in accordance with the Lease Agreement, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee PFD shall not operate to cure the Lessee Default. (b) The Leasehold Mortgagee shall ever have a period of 60 days with respect to any Lessee Default beyond any cure period expressly provided to the Lessee in this Agreement in which to cure or cause to be cured any such Lessee Default. That 60-day period shall be extended if (i) the Lessee Default is non-monetary, (ii) may be cured but cannot reasonably be cured within the 60-day period, (iii) the Leasehold Mortgagee begins to cure such default within the 60-day period (or, if possession is necessary in order to effect such cure, the Leasehold Mortgagee, within that 60-day period, files the appropriate legal action to commence foreclosure on the liens of the Leasehold Mortgage or take other appropriate legal action to commence a transfer of title to the relevant property) and (iv) thereafter proceeds with all due diligence to cure such Lessee Default (including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period of time acceptable to [AIRLINE], acting reasonably. (c) If a Leasehold Mortgagee is acting with all due diligence to cure a Lessee Default in accordance with this Section 10.5, then [AIRLINE] shall not exercise its rights right to terminate this Agreement by reason of a Club Default after the giving of notice and/or the passage of time, as applicable, prior to exercising such Lessee Default. [AIRLINE] may, however, exercise right of termination the PFD shall deliver additional written notice (the “Additional Notice”) (a) as required under the Estoppel; or (b) to any Leasehold Mortgagee who has duly requested notice of its other rights and remedies provided for under the PFD’s intention to terminate this Agreement (at law or in equity) as may be necessary for and describing the continued operation of [AIRLINE]’s Air Transportation Business at the Airportexisting defaults, so long as the exercise of such rights does not interfere with the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken by a Leasehold Mortgagee or its representatives under this Section 10.5 shall be undertaken in accordance with the provisions of this Agreement that would be applicable to the Lessee if it were taking such actions. [AIRLINE] shall accept any such performance by a Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by and the Leasehold Mortgagee thereafter shall have sixty (60) days to cure the defaults described in the Additional Notice. Notwithstanding the foregoing, in the event (a) the default(s) specified in the Additional Notice are not capable of cure within such sixty- (60) day period, this Agreement may not be terminated if the Leasehold Mortgagee delivers to the PFD, within such payment is made or action is taken by a nomineesixty- (60) day period, agent or assignee of the rights of such Leasehold Mortgagee. Any exercise written notice of the Leasehold Mortgagee’s rights undertaking to cure hereunder do the specified default(s) (including, but not result in the assumption by such Leasehold Mortgagee of the Lessee’s obligations hereunder. (e) Notwithstanding limited to, the Leasehold Mortgagee’s right agreement to pay any of the Rent or other amounts due hereunder, procure the insurance required hereunder, pay any tax or other impositions, make any repairs and improvements required hereunder, or do any other act or thing or make any other payment required of the Club by the terms of this Agreement or which may be necessary and appropriate to comply with the covenants and conditions of this Agreement to prevent the termination of this Agreement) and the Leasehold Mortgagee thereafter commences and diligently pursues cure as provided under this Section 10.5of the specified default(s), if a Lessee Default materially impairs airline operations at or (b) the Airport, [AIRLINE] may proceed Leasehold Mortgagee is not in actual control of the Leased Premises on the date of the Additional Notice and control is reasonably necessary in order to cure the Lessee Default pursuant default(s) specified in the Additional Notice, then the time within which the Leasehold Mortgagee may commence to Section 10.4(e)cure such default(s) shall be extended for a reasonable time until the Leasehold Mortgagee, or a court-approved receiver, can obtain actual control of the Leased Premises, or (c) the default specified in the Additional Notice arises from a bankruptcy filing, insolvency or other similar or related condition of the Club or such other default which event the is not capable of cure by the Leasehold Mortgagee, the Leasehold Mortgagee shall include not be required to cure. No purported termination of this Agreement will be effective until the PFD delivers the Additional Notice and the sixty- (60) day period, or additional time period required in this Agreement, expires without the described default(s) having been cured. The Leasehold Mortgagee may, at its option any time before the rights of the Club under this Agreement shall have been terminated, pay any of the Rent or other amounts due hereunder, procure any insurance required hereunder, pay any tax or other impositions, make any repairs and improvements required hereunder, or do any other act or thing or make any other payment required of the Club by the terms of this Agreement or which may be necessary and appropriate to comply with the covenants and conditions of this Agreement to prevent the termination of this Agreement. All payments so made and all things so done and performed by any such Leasehold Mortgagee shall be as effective to [AIRLINE] contemplated prevent a forfeiture of the rights of the Club hereunder as if performed by Section 10.4(e)the Club.

Leasehold Mortgagee’s Right to Cure. (a) Whenever a Leasehold Mortgage exists as to which [AIRLINE] has been provided notice by the holder thereof in accordance with the Lease Agreement, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee shall not operate to cure the Lessee Default. (b) The Leasehold Mortgagee shall have a period of 60 days with respect to any Lessee Concessionaire Default beyond any cure period expressly provided to the Lessee in this Agreement Concessionaire herein, in which to cure or cause to be cured any such Lessee Concessionaire Default. That 60-day ; provided, however, that such 60‑day period shall be extended if (i) the Lessee Concessionaire Default is non-monetary, (ii) may be cured but cannot reasonably be cured within the 60-day periodsuch period of 60 days, (iii) and the Leasehold Mortgagee begins to cure such default within the such 60-day period (or, or if possession is necessary in order to effect such cure, the Leasehold Mortgagee, within that 60-day period, Mortgagee files the appropriate legal action to commence foreclosure on foreclose the liens of the Leasehold Mortgage (or take takes other appropriate legal action to commence effect a transfer of title to the relevant propertyproperty subject to such liens) and (ivtake possession of the System within such period) and thereafter proceeds with all due diligence to cure such Lessee Concessionaire Default (including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period of time acceptable to [AIRLINE]the City, acting reasonably. (c) If ; provided further that if a Leasehold Mortgagee’s right to cure a Concessionaire Default has not expired, and the Leasehold Mortgagee is acting with all due diligence to cure a Lessee such Concessionaire Default in accordance with this Section 10.5, 18.3 then [AIRLINE] the City shall not exercise its rights right to terminate this Agreement by reason of such Lessee Concessionaire Default. [AIRLINE] mayIn furtherance of the foregoing, however, exercise any of its other rights and remedies provided for under this Agreement (at law or in equity) as may be necessary for the continued operation of [AIRLINE]’s Air Transportation Business at the Airport, so long as the exercise of such rights does not interfere with City shall permit the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken by a Leasehold Mortgagee or and its representatives under this Section 10.5 shall be undertaken in accordance with Representatives the provisions of this Agreement that would be applicable same access to the Lessee if it were taking such actionsSystem as is permitted to the Concessionaire hereunder. [AIRLINE] The City shall accept any such performance by a Leasehold Mortgagee or its nominee as though the same had been done or performed by the LesseeConcessionaire. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the Leasehold Mortgagee if such payment is made or action is taken by a nominee, agent or assignee of the rights of such Leasehold Mortgagee. Any This Section 18.3 shall not limit the rights granted to the City under Section 16.1(b)(ix) to exercise of the Leasehold Mortgagee’s rights to cure hereunder do not result in the assumption by such Leasehold Mortgagee of the Lessee’s obligations hereunderremedies upon a Health and Safety Default. (e) Notwithstanding the Leasehold Mortgagee’s right to cure as provided under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e).

Leasehold Mortgagee’s Right to Cure. (a) Whenever a Leasehold Mortgage exists as to which [AIRLINE] has been provided notice by the holder thereof in accordance with the Lease Agreement, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee shall not operate to cure the Lessee Default. (b) The Leasehold Mortgagee shall have a period of 60 days 90 Days with respect to any Lessee Concessionaire Default beyond any cure period expressly provided to the Lessee in this Agreement Concessionaire herein, in which to cure or cause to be cured any such Lessee Concessionaire Default. That 60; provided, however, that such 90-day Day period shall be extended if (i) the Lessee Concessionaire Default is non-monetary, (ii) may be cured but cannot reasonably be cured within the 60-day periodsuch period of 90 Days, (iii) and the Leasehold Mortgagee begins to cure such default within the 60such 90-day Day period (or, or if possession is necessary in order to effect such cure, the Leasehold Mortgagee, within that 60-day period, Mortgagee files the appropriate legal action to commence foreclosure on the liens of the Leasehold Mortgage (or take takes other appropriate legal action to commence effect a transfer of title to the relevant propertyproperty subject to such liens) and (ivtake possession of the Utility System within such period) and thereafter proceeds with all due diligence to cure such Lessee Concessionaire Default (including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period of time acceptable to [AIRLINE]the University, acting reasonably. (c) If ; provided further that if a Leasehold Mortgagee’s right to cure a Concessionaire Default has not expired, and the Leasehold Mortgagee is acting with all due diligence to cure a Lessee such Concessionaire Default in accordance with this Section 10.519.3, then [AIRLINE] the University shall not exercise its rights right to terminate this Agreement by reason of such Lessee Concessionaire Default. [AIRLINE] mayIn furtherance of the foregoing, however, exercise any of its other rights and remedies provided for under this Agreement (at law or in equity) as may be necessary for the continued operation of [AIRLINE]’s Air Transportation Business at the Airport, so long as the exercise of such rights does not interfere with University shall permit the Leasehold Mortgagee’s rights hereunder. (d) Any actions taken by a Leasehold Mortgagee or and its representatives under this Section 10.5 shall be undertaken in accordance with Representatives the provisions of this Agreement that would be applicable same access to the Lessee if it were taking such actionsUtility System as is permitted to the Concessionaire hereunder. [AIRLINE] The University shall accept any such performance by a Leasehold Mortgagee or its nominee as though the same had been done or performed by the LesseeConcessionaire. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the Leasehold Mortgagee if such payment is made or action is taken by a nominee, agent or assignee of the rights of such Leasehold Mortgagee. Any exercise of the Leasehold Mortgagee’s rights to cure hereunder do shall not result in the assumption by such Leasehold Mortgagee of the LesseeConcessionaire’s obligations hereunder. (e) Notwithstanding the Leasehold Mortgagee’s right to cure as provided under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the Leasehold Mortgagee shall include the payments to [AIRLINE] contemplated by Section 10.4(e).

Leasehold Mortgagee’s Right to Cure. (a) Whenever a If Xxxxxx, or Xxxxxx’s successors or assigns, shall mortgage this Lease in compliance with the provisions of this Section, then, so long as any such Leasehold Mortgage exists as shall remain unsatisfied of record, the following provisions shall apply: a. In the case of any notice of default given by Landlord to which [AIRLINE] has been provided notice by the holder thereof Tenant and Leasehold Mortgagee in accordance with the Lease AgreementSection 28.10 above, [AIRLINE] shall, simultaneous with providing the Lessee any required notice under this Agreement, provide a copy of such notice to such Leasehold Mortgagee. Any failure by [AIRLINE] to provide such notice to the Leasehold Mortgagee shall not operate have the same concurrent cure periods as are given Tenant under this Lease for remedying a default or causing it to cure the Lessee Default. (b) The Leasehold Mortgagee shall have a be remedied, plus, in each case, an additional period of 60 thirty (30) days with respect after the later to any Lessee Default beyond any cure period expressly provided to the Lessee in this Agreement in which to cure or cause to be cured any such Lessee Default. That 60-day period shall be extended if occur of (i) the Lessee Default is non-monetaryexpiration of such cure period, or (ii) may be cured but the date that Landlord has served a notice of default upon Leasehold Mortgagee, and Landlord shall accept such performance by or at the instance of the Leasehold Mortgagee as if the same had been made by Tenant; provided, however, if such default cannot reasonably be cured or remedied by the Leasehold Mortgagee within the 60-such additional thirty (30) day period, such cure period shall be extended (iii) the Leasehold Mortgagee begins and no Event of Default shall be deemed to cure such default within the 60-day period (or, if possession is necessary in order to effect such cure, the Leasehold Mortgagee, within that 60-day period, files the appropriate legal action to commence foreclosure on the liens of the Leasehold Mortgage or take other appropriate legal action to commence a transfer of title to the relevant property) and (iv) thereafter proceeds with all due diligence to cure such Lessee Default (including by proceeding with all due diligence to effect such foreclosure and during such foreclosure action (to the extent practicable) and thereafter to effect such a cure) within a reasonable period of time acceptable to [AIRLINE], acting reasonably. (c) If a Leasehold Mortgagee is acting with all due diligence to cure a Lessee Default in accordance with this Section 10.5, then [AIRLINE] shall not exercise its rights to terminate this Agreement by reason of such Lessee Default. [AIRLINE] may, however, exercise any of its other rights and remedies provided for have occurred under this Agreement (at law or in equityLease) as may be necessary for the continued operation of [AIRLINE]’s Air Transportation Business at the Airport, so long as the exercise Leasehold Mortgagee commences the cure or remedy within such period, and prosecutes the completion thereof with diligence and dispatch, subject to Force Majeure and delays caused by foreclosure, bankruptcy or insolvency proceedings. b. Anything herein contained to the contrary notwithstanding, upon the occurrence of an Event of Default, other than an Event of Default due to a default in the payment of money or other default reasonably susceptible of being cured prior to Leasehold Mortgagee obtaining possession, Landlord shall take no action to effect a termination of this Lease if, within thirty (30) days after notice of such rights does not interfere with the Event of Default is given to each Leasehold Mortgagee’s rights hereunder. (d) Any actions taken by , a Leasehold Mortgagee shall have (A) (i) obtained possession of the Premises (including possession by a receiver), or (ii) notified Landlord of its representatives intention to institute foreclosure proceedings or otherwise acquire Tenant’s interest under the Lease, and (B) thereafter promptly commences and prosecutes such proceedings with diligence and dispatch (subject to Force Majeure and delays caused by bankruptcy or insolvency proceedings). Upon such a foreclosure or other acquisition of Tenant’s interest under the Lease, Landlord shall recognize such Leasehold Mortgagee, or, subject to approval by the Director of the NPS as required by Article 27 above, any other foreclosure or trustee sale purchaser or recipient of any deed in lieu as Tenant hereunder, which successor tenant shall take Tenant’s interest in the Premises subject to all of the terms, agreements, covenants, conditions and provisions in this Lease and shall accept and agree in writing to be bound by all the terms and conditions of this Lease and assume Xxxxxx’s obligations hereunder. A Leasehold Mortgagee, upon acquiring Tenant’s interest under this Section 10.5 Lease, shall be undertaken required to promptly cure all other defaults. c. Nothing herein contained shall preclude Landlord, subject to the provisions of this Section, from exercising any rights or remedies under this Lease (other than a termination of this Lease to the extent otherwise permitted hereunder) with respect to any other Event of Default by Xxxxxx during the pendency of such foreclosure proceedings. d. In the event of the termination of this Lease prior to the expiration of the Term, except as the result of damage or destruction as provided in Article 24 of this Lease, Landlord shall serve upon the Leasehold Mortgagee written notice that this Lease has been terminated, together with a statement of any and all sums which would at that time be due under this Lease but for such termination, and of all other defaults, if any, under this Lease then known to Landlord. As permitted by Applicable Laws and Requirements, the Lease may be reinstated for a Leasehold Mortgagee in accordance with and upon the following terms and conditions: i. The Leasehold Mortgagee shall submit its request for reinstatement of the Lease to Landlord no later than ninety (90) days after the date of Landlord’s notice pursuant to Section 28.11(d) above; ii. Such reinstated Lease shall be effective as of the date of termination of this Lease and shall be for the remainder of the Term and at the Rent and upon all the agreements, terms, covenants and conditions of this Lease; and iii. Such reinstated Lease shall require the Leasehold Mortgagee to perform any unfulfilled obligation of Tenant under this Lease. Upon the execution of such reinstated Lease, the Leasehold Mortgagee shall pay any and all sums which would at the time of the execution thereof be due under this Lease but for such termination, and shall pay all expenses, including reasonable attorneys’ fees, court costs and other costs incurred by Landlord in connection with such termination, the recovery of possession of the Premises, and the preparation, execution and delivery of such reinstated Lease. e. To the extent permitted by Applicable Laws and Requirements, effective upon the reinstatement of the Lease pursuant to this Section 28.11, all Subleases or other occupancy agreements then in effect shall be assigned and transferred by Landlord to Leasehold Mortgagee and all monies on deposit with Landlord which Tenant would have been entitled to use but for the termination or expiration of this Lease may be used by Leasehold Mortgagee for the purposes of and in accordance with the provisions of the reinstated lease. Between the date of termination of this Agreement that Lease and commencement of the reinstated lease, Landlord shall not (i) enter into any new Subleases or other occupancy agreements, management agreements or agreements for the maintenance of the Premises or the supplies therefor which would be applicable to the Lessee if it were taking such actions. [AIRLINE] shall accept any such performance by a Leasehold Mortgagee or its nominee as though the same had been done or performed by the Lessee. Any payment to be made or action to be taken by a Leasehold Mortgagee hereunder as a prerequisite to keeping this Agreement in effect shall be deemed properly to have been made or taken by the binding upon Leasehold Mortgagee if such payment is made Leasehold Mortgagee enters into the reinstated Lease, (ii) cancel or action is taken by a nominee, agent or assignee materially modify any of the rights existing Subleases or other occupancy agreements, management agreements or agreements for the maintenance of such the Premises or the supplies therefor, or (iii) accept any cancellation, termination or surrender thereof without the written consent of Leasehold Mortgagee. Any exercise , which consent shall not be unreasonably withheld or delayed. f. Anything herein contained to the contrary notwithstanding, the provisions of this Section 28.11 shall inure only to the benefit of the holders of the Leasehold Mortgagee’s rights to cure hereunder do not result in the assumption by such Leasehold Mortgagee of the Lessee’s obligations Mortgages which are permitted hereunder. (e) Notwithstanding the g. No agreement between Landlord and Tenant amending, terminating or surrendering this Lease, or election by Tenant not to continue this Lease as provided for herein, shall be valid or effective without Leasehold Mortgagee’s right to cure written consent. h. No union of the interests of Landlord and Tenant herein shall result in a merger of this Lease in the fee interest, so long as provided under this Section 10.5, if a Lessee Default materially impairs airline operations at the Airport, [AIRLINE] may proceed to cure the Lessee Default pursuant to Section 10.4(e), in which event the cure by the any Leasehold Mortgagee Mortgage shall include the payments to [AIRLINE] contemplated by Section 10.4(e)be unsatisfied.