Common use of Remedies on Default Clause in Contracts

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Article: A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease Term. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on paid, not to exceed the basis of time and materials approved costs for all labor, materials, materials and services provided up to the date of Lessor’s termination of the Sublease. Neither notice to pay Sublease Payments, nor to deliver up possession of the Project and the Site given pursuant to law, nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. In the event of termination of this Sublease by District at its option and in any litigation between the manner hereinafter provided on account of default by Lessorparties, District the parties shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labortheir respective costs incurred, materials, and services provided after the date of District’s termination of the Sublease. including attorneys’ fees. C. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of any Whenever an Event of DefaultDefault shall have happened and be subsisting, either or both of the non-defaulting party following remedial steps may exercise remedies set forth below; providedbe taken: (a) The Issuer or the Trustee may have access to, inspect, examine and make copies of the books, records, accounts and financial data of the Company, only, however, that notwithstanding anything herein insofar as they pertain to the contrary, there shall be no right under any circumstances to accelerate Project; or (b) The Issuer or the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of Trustee may pursue all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or remedies now or hereafter existing at law or in equity to recover all amounts, including all Loan Payments and Additional Payments and under Section 4.8 hereof the purchase price of Bonds tendered for purchase, then due and thereafter to become due under this Agreement, or by statute to enforce the performance and observance of any other obligation or otherwiseagreement of the Company under this Agreement. Notwithstanding the foregoing, the Issuer shall not be obligated to take any step which in its opinion will or might cause it to expend time or money or otherwise incur liability unless and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions until a satisfactory indemnity bond has been furnished to the contrary hereinIssuer at no cost or expense to the Issuer. Any amounts collected as Loan Payments or applicable to Loan Payments and any other amounts which would be applicable to payment of Bond Service Charges collected pursuant to action taken under this Section shall be paid into the Bond Fund and applied in accordance with the provisions of the Indenture or, Lessor if the outstanding Bonds have been paid and discharged in accordance with the provisions of the Indenture, shall not under any circumstances have be paid as provided in Section 5.07 of the right Indenture for transfers of remaining amounts in the Bond Fund. The provisions of this Section are subject to accelerate the Sublease Payments further limitation that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be the rescission and annulment by the Trustee of its declaration that all of the Bonds are immediately due and payablepayable also shall constitute a rescission and annulment of any corresponding declaration made pursuant to this Section and a rescission and annulment of the consequences of that declaration and of the Event of Default with respect to which that declaration has been made, provided that no such rescission and annulment shall extend to or affect any subsequent or other default or impair any right consequent thereon.

Remedies on Default. Upon the happening Whenever any event of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein default referred to in Section 12.1 hereof shall have happened and be continuing with respect to the contraryEquipment, there Lessor shall have the right, at its option and without any further demand or notice, to take one or any combination of the following remedial steps: (i) Lessor, with or without terminating this Lease may declare all Rental Payments due or to become due during the Fiscal Year in effect when the default occurs to be no right under any circumstances to accelerate the Sublease immediately due and payable by Lessee, whereupon such Rental Payments or otherwise declare any Sublease Payments not then in default to shall be immediately due and payable. A. In (ii) Lessor, with or without terminating this Lease, may repossess the Equipment by giving Lessee written notice to deliver the Equipment to Lessor, whereupon Lessee shall do so in the manner provided in Section 12.3; or in the event Lessee fails to do so within ten (10) days after receipt of such notice, Lessor may enter upon Lessee's premises where the Equipment is kept and take possession of the Equipment and charge Lessee for costs incurred in repossessing the Equipment, including reasonable attorneys' fees. Lessee hereby expressly waives any damages occasioned by such repossession. If the Equipment or any portion of it has been destroyed or damaged beyond repair, Lessee shall pay the applicable Purchase Option Price of the Equipment, as set forth in Exhibit B (less credit for Net Proceeds), to Lessor. Notwithstanding the fact that Lessor has taken possession of the non-defaulting party does not elect Equipment, Lessee shall continue to terminate this Sublease pursuant to subsection B., below, the parties shall remain be responsible for the performance of all conditions herein. B. In Rental Payments due during the Fiscal Year then in effect. If this Lease has not been terminated, Lessor shall return the Equipment to Lessee at Lessee's expense when the event of termination default is cured. (iii) If Lessor terminates this Lease and takes possession of this Sublease by the Equipment, Lessor shall within thirty (30) days thereafter use its best efforts to sell the Equipment or any portion thereof in a commercially reasonable manner at its option and public or private sale in accordance with applicable State laws. Lessor shall apply the proceeds of such sale to pay the following items in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for following order: (a) all labor, materials, and services provided up to the date of Lessor’s termination costs incurred in securing possession of the SubleaseEquipment; (b) all expenses incurred in completing the sale; (c) the applicable Purchase Option Price of the Equipment; and (d) the balance of any Rental Payments owed by Lessee during the Fiscal Year then in effect. In Any sale proceeds remaining after the event requirements of termination of this Sublease by District at its option Clauses (a), (b), (c) and in the manner hereinafter provided on account of default (d) have been met may be retained by Lessor, District shall . (iv) If the proceeds of sale of the Equipment are not be responsible sufficient to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive balance of any Rental Payments owed by ▇▇▇▇▇▇ during the Fiscal Year then in effect, Lessor may take any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing available at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding require Lessee to perform any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableof its obligations hereunder.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Section: A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease term. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed paid, compensation on the basis of time and materials for all labor, materials, materials and services provided up to the date of Lessor’s 's termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible Neither notice to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination nor to deliver up possession of the Project and the Site given pursuant to law nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. The prevailing party shall be entitled to all reasonable costs incurred, including reasonable attorney’s fees. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon In the happening event of any Event default hereunder (or threatened default in the case of Defaultsubparagraph (2) of this Section), the non-defaulting party rights of Lessor shall be as follows: (1) Lessor may exercise elect, but shall not be obligated, to make any payment required of Lessee herein or comply with any agreement, term or condition required hereby to be performed by Lessee, and Lessor shall have the right to enter the premises for the purpose of correcting or remedying any such default and to remain until the default has been corrected or remedied. However, any expenditure hereunder by Lessor shall not be deemed to waive or release the default of Lessee or the right of Lessor to take any action as may be otherwise permissible hereunder in the case of any default. (2) Lessor shall have the right of injunction to restrain Lessee and the right to invoke any remedy allowed by law or in equity, as if the specific remedies set forth below; providedof indemnity or reimbursement were not provided herein. (3) Lessor shall have the right to cancel and terminate this Lease, howeveras well as all of the right, that notwithstanding anything herein title and interest of Lessee hereunder, by giving to Lessee not less than sixty (60) days' notice of the cancellation and termination. On expiration of the time fixed in the notice, this Lease and the right, title and interest of Lessee hereunder shall terminate in the same manner and with the same force and effect, except as to Lessee's liability for sums accrued prior to the contrarydate of termination, there as if the date fixed in the notice of cancellation and termination were the end of the term herein originally determined. (4) Lessor may if permitted by law, re-enter the premises immediately without notice and remove Lessee's property and Lessee hereby grants to Lessor a security interest in Lessee's fixtures, equipment and inventory as now or hereafter on the premises and products proceeds and replacements thereof. Lessor may store the Lessee's property in a public warehouse or at a place selected by Lessor, at the expense of Lessee. After re-entry Lessor may terminate the Lease as provided above. Without notice, re-entry will not terminate the Lease. (5) Lessor may recover from Lessee all damages proximately resulting from the default at breach, including, but not limited to, the cost of recovering the premises or altering or remodeling the same for re-letting or the cost of exercising any of the remedies provided herein or by law, and may further recover the unpaid rent reserved under this Lease, the total amount of which shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Section: A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease term. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed paid, compensation on the basis of time and materials for all labor, materials, materials and services provided up to the date of Lessor’s 's termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible Neither notice to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination to deliver up possession of the Project and the Site given pursuant to law nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. The prevailing party shall be entitled to all reasonable costs incurred, including reasonable attorneys fees. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of any Whenever an Event of DefaultDefault shall have happened and be subsisting, either or both of the non-defaulting party following remedial steps may exercise remedies set forth below; providedbe taken: (a) The Issuer or the Trustee may have access to, inspect, examine and make copies of the books, records, accounts and financial data of the Company, only, however, that notwithstanding anything herein insofar as they pertain to the contrary, there shall be no right under any circumstances to accelerate Projects; or (b) The Issuer or the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of Trustee may pursue all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or remedies now or hereafter existing at law or in equity to recover all amounts, including all Loan Payments and Additional Payments and under Section 4.8 hereof the purchase price of Bonds tendered for purchase, then due and thereafter to become due under this Agreement, or by statute to enforce the performance and observance of any other obligation or otherwiseagreement of the Company under this Agreement. Notwithstanding the foregoing, the Issuer shall not be obligated to take any step which in its opinion will or might cause it to expend time or money or otherwise incur liability unless and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions until a satisfactory indemnity bond has been furnished to the contrary hereinIssuer at no cost or expense to the Issuer. Any amounts collected as Loan Payments or applicable to Loan Payments and any other amounts which would be applicable to payment of Bond Service Charges collected pursuant to action taken under this Section shall be paid into the Bond Fund and applied in accordance with the provisions of the Indenture or, Lessor if the outstanding Bonds have been paid and discharged in accordance with the provisions of the Indenture, shall not under any circumstances have be paid as provided in Section 5.08 of the right Indenture for transfers of remaining amounts in the Bond Fund. The provisions of this Section are subject to accelerate the Sublease Payments further limitation that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be the rescission and annulment by the Trustee of its declaration that all of the Bonds are immediately due and payablepayable also shall constitute a rescission and annulment of any corresponding declaration made pursuant to this Section and a rescission and annulment of the consequences of that declaration and of the Event of Default with respect to which that declaration has been made, provided that no such rescission and annulment shall extend to or affect any subsequent or other default or impair any right consequent thereon.

Remedies on Default. Upon the happening of any { TC \l2 "Section 7.2 Remedies on Default"} Whenever an Event of DefaultDefault shall have happened and be subsisting, any one or more of the following remedial steps may be taken: (a) If acceleration of the principal amount of the Bonds has been declared pursuant to Section 7.03 of the Indenture, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there Trustee shall be no right under any circumstances to accelerate the Sublease declare all Loan Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In payable together with any other amounts payable by the event that Borrower under this Loan Agreement and the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, Note whereupon the parties same shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments become immediately due and not paid payable; (b) The Trustee may exercise any or all or any combination of the remedies specified in this Loan Agreement; (c) The Issuer or the Trustee may have access to, inspect, examine and undisputed compensation on make copies of the basis books, records, accounts and financial data of time and materials for all labor, materials, and services provided up the Borrower pertaining to the date of Lessor’s termination of Project; or (d) The Issuer or the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or Trustee may pursue all remedies now or hereafter existing at law or in equity or by statute or otherwiseto collect all amounts then due and thereafter to become due under this Loan Agreement, the Regulatory Agreement, and may the Note or to enforce the performance and observance of any other obligation or agreement of the Borrower under those instruments. Notwithstanding the foregoing, the Issuer shall not be enforced concurrently therewith obligated to take any step which in its opinion will or from might cause it to expend time to time; provided, however, that notwithstanding any provisions or money or otherwise incur liability unless and until a satisfactory indemnity bond has been furnished to the contrary hereinIssuer at no cost or expense to the Issuer. Any amounts collected as Loan Payments or applicable to Loan Payments and any other amounts which would be applicable to payment of Bond Debt Service Charges collected pursuant to action taken under this Section shall be paid into the Bond Fund and applied in accordance with the provisions of the Indenture or, Lessor if the Outstanding Bonds have been paid and discharged in accordance with the provisions of the Indenture, shall not under any circumstances have be paid as provided in Section 5.08 of the right Indenture for transfers of remaining amounts in the Bond Fund. The provisions of this Section are subject to accelerate the Sublease Payments further limitation that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be the rescission by the Trustee of its declaration that all of the Bonds are immediately due and payablepayable also shall constitute an annulment of any corresponding declaration made pursuant to paragraph (a) of this Section and a waiver and rescission of the consequences of that declaration and of the Event of Default with respect to which that declaration has been made, provided that no such waiver or rescission shall extend to or affect any subsequent or other default or impair any right consequent thereon.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Article:‌ A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and‌ the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease Term. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on paid, not to exceed the basis of time and materials approved costs for all labor, materials, materials and services provided up to the date of Lessor’s termination of the Sublease. Neither notice to pay Sublease Payments, nor to deliver up possession of the Project and the Site given pursuant to law, nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. In the event of termination of this Sublease by District at its option and in any litigation between the manner hereinafter provided on account of default by Lessorparties, District the parties shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labortheir respective costs incurred, materials, and services provided after the date of District’s termination of the Sublease. including attorneys’ fees.‌ C. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault shall have happened and be continuing, the non-defaulting party may exercise remedies set forth below; providedCounty shall have the rights, howeverat its option and without any further demand or notice to: (a) declare all principal components of the unpaid Installment Payments, that notwithstanding anything herein to together with all accrued and unpaid interest components of the contraryInstallment Payments from the immediately preceding Installment Payment Date on which payment was made, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In , whereupon the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties same shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments immediately become due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing payable; and, (b) take whatever action at law or in equity may appear necessary or by statute desirable to collect the Installment Payments then due or otherwisethereafter to become due during the Term of this Installment Sale Agreement, or enforce performance and observance of any obligation, agreement or covenant of the District under this Installment Sale Agreement. The provisions of the preceding clause (a) are subject to the condition that if, at any time after the principal components of the unpaid Installment Payments shall have been so declared due and payable pursuant to the preceding clause (a), and may be enforced concurrently therewith before any judgment or from time decree for the payment of the moneys due shall have been obtained or entered, the District shall deposit with the County a sum sufficient to time; providedpay all principal components of the Installment Payments coming due prior to such declaration and all matured interest components (if any) of the Installment Payments, howeverwith interest on such overdue principal and interest components calculated at the rate set forth in Section 3.4(c) and the reasonable expenses of the County (including any fees and expenses of its attorneys), that notwithstanding and any provisions and all other defaults known to the contrary herein, Lessor shall not under any circumstances have County (other than in the right to accelerate payment of the Sublease principal and interest components of the Installment Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablepayable solely by reason of such declaration) shall have been made good, then, and in every such case, the County may, by written notice to the District rescind and annul such declaration and its consequences. However, no such rescission and annulment shall extend to or shall affect any subsequent default, or shall impair or exhaust any right or power consequent thereon.

Remedies on Default. Upon the happening of any Whenever an Event of DefaultDefault shall have happened and be subsisting, either or both of the non-defaulting party following remedial steps may exercise remedies set forth below; providedbe taken: (a) The Issuer or the Trustee may have access to, inspect, examine and make copies of the books, records, accounts and financial data of the Company, only, however, that notwithstanding anything herein insofar as they pertain to the contrary, there shall be no right under any circumstances to accelerate Projects; or (b) The Issuer or the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of Trustee may pursue all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or remedies now or hereafter existing at law or in equity to recover all amounts, including all Loan Payments and Additional Payments, then due and thereafter to become due under this Agreement (including Loan Payments due upon tender for purchase or by statute pursuant to acceleration), or otherwiseto enforce the performance and observance of any other obligation or agreement of the Company under this Agreement. Notwithstanding the foregoing, the Issuer shall not be obligated to take any step which in its opinion will or might cause it to expend time or money or otherwise incur liability unless and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions until a satisfactory indemnity bond has been furnished to the contrary hereinIssuer at no cost or expense to the Issuer. Any amounts collected as Loan Payments or applicable to Loan Payments and any other amounts which would be applicable to payment of Bond Service Charges collected pursuant to action taken under this Section shall be paid into the Bond Fund and applied in accordance with the provisions of the Indenture or, Lessor if the outstanding Bonds have been paid and discharged in accordance with the provisions of the Indenture, shall not under any circumstances have be paid as provided in Section 5.08 of the right Indenture for transfers of remaining amounts in the Bond Fund. The provisions of this Section are subject to accelerate the Sublease Payments further limitation that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be the rescission and annulment by the Trustee of its declaration that all of the Bonds are immediately due and payablepayable also shall constitute a rescission and annulment of any corresponding declaration made pursuant to this Section and a rescission and annulment of the consequences of that declaration and of the Event of Default with respect to which that declaration has been made, provided that no such rescission and annulment shall extend to or affect any subsequent or other default or impair any right consequent thereon.

Remedies on Default. Upon the happening Whenever any event of any Event of Defaultdefault referred to in Section 10.01 hereof shall have occurred and be continuing, the non-defaulting party Corporation may exercise any and all remedies set forth belowavailable pursuant to law or granted pursuant to this Sublease; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Base Rental Payments or otherwise declare any Sublease Base Rental Payments not then in default to be immediately due and payable. A. . Each and every covenant hereof to be kept and performed by the City is expressly made a condition and upon the breach thereof the Corporation may exercise any and all rights of entry and re-entry upon the Leased Property and any improvements thereon, and also, at its option, with or without such entry, may terminate this Sublease; provided that no acts of the parties hereto may terminate the City’s obligation to make the Base Rental Payments except only in the manner herein expressly provided. In the event that of such default and notwithstanding any re-entry by the non-defaulting party Corporation or termination of the Sublease, the City shall, as herein expressly provided, continue to remain liable for the payment of the Base Rental Payments and/or damages for breach of this Sublease and the performance of all conditions herein contained and, in the event such rent and/or damages shall be payable to the Corporation at the time and in the manner as herein provided, to wit: (a) If the Corporation does not elect to terminate this Sublease pursuant to subsection B., belowin the manner hereinafter provided for in subparagraph (b) hereof, the parties City agrees to and shall remain responsible liable for the payment of all Base Rental Payments and the performance of all conditions hereinherein contained and shall reimburse the Corporation for any deficiency arising out of the re-leasing of the Leased Property or, in the event the Corporation is unable to re-lease the Leased Property, then for the full amount of all Base Rental Payments to the end of the Term of this Sublease, but said Base Rental Payments and/or deficiency shall be payable only at the same time and in the same manner as hereinabove provided for the payment of Base Rental Payments hereunder, notwithstanding such entry or re-entry by the Corporation or any suit in unlawful detainer, or otherwise, brought by the Corporation for the purpose of obtaining possession of the Leased Property or exercise of any other remedy by the Corporation. The City hereby irrevocably appoints the Corporation as the agent and attorney-in-fact of the City to obtain possession and re- lease the Leased Property in the event of default by the City in the performance of any covenants herein contained to be performed by the City and to remove all personal property whatsoever situated upon the Leased Property and to place such property in storage or other suitable place in the County of Los Angeles, for the account of and at the expense of the City, and the City hereby exempts and agrees to save harmless the Corporation from any costs, loss or damage whatsoever arising or occasioned by any such possession and re-leasing of the Leased Property and the removal and storage of such property by the Corporation or its duly authorized agents in accordance with the provisions herein contained. The City hereby waives any and all claims for damages caused or which may be caused by the Corporation in re-entering and taking possession of the Leased Property as herein provided and all claims for damages that may result from the destruction of or injury to the Leased Property and all claims for damages to or loss of any property belonging to the City that may be in or upon the Leased Property. The City agrees that the terms of this Sublease constitute full and sufficient notice of the right of the Corporation to re-lease the Leased Property in the event of such re-entry without effecting a surrender of this Sublease, and further agrees that no acts of the Corporation in effecting such re-leasing shall constitute a surrender or termination of this Sublease irrespective of the term for which such re- leasing is made or the terms and conditions of such re-leasing, or otherwise, but that, on the contrary, in the event of such default by the City the right to terminate this Agreement shall vest in the Corporation to be effected in the sole and exclusive manner hereinafter provided for in subparagraph (b) hereof. The City further waives the right to any rental obtained by the Corporation in excess of the Base Rental Payments and hereby conveys and releases such excess to the Corporation as compensation to the Corporation for its service in re-leasing the Leased Property. B. (b) In an event of default hereunder, the Corporation at its option may terminate this Sublease and re-lease all or any portion of the Leased Property. In the event of the termination of this Sublease by Lessor the Corporation at its option and in the manner hereinafter provided on account of default by Districtthe City (and notwithstanding any re-entry upon the Leased Property by the Corporation in any manner whatsoever or the re-leasing of the Leased Property), District shall the City nevertheless agrees to pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on to the basis of Corporation all costs, loss or damages howsoever arising or occurring payable at the same time and materials for all labor, materials, and services in the same manner as is herein provided up to in the date case of Lessor’s termination payment of Base Rental Payments. Any surplus received by the Corporation from such re-leasing shall be the absolute property of the Sublease. In Corporation and the City shall have no right thereto, nor shall the City be entitled to apply any surplus as a credit in the event of a subsequent deficiency in the rentals received by the Corporation from the Leased Property. Neither notice to pay rent or to deliver up possession of the Leased Property given pursuant to law nor any proceeding taken by the Corporation shall of itself operate to terminate this Sublease, and shall be or become effective by operation of law, or otherwise, unless and until the Corporation shall have given written notice to the City of the election on the part of the Corporation to terminate this Sublease. The City covenants and agrees that no surrender of the Leased Property or of the remainder of the Term hereof or any termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right valid in any manner or remedy given hereunder for any purpose whatsoever unless stated or now or hereafter existing at law or in equity or accepted by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableCorporation by such written notice.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Master Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Article: A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease Term. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on paid, not to exceed the basis of time and materials approved costs for all labor, materials, materials and services provided up to the date of Lessor’s termination of the Master Sublease. Neither notice to pay Sublease Payments, nor to deliver up possession of the Project and the Site given pursuant to law, nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Master Sublease. In the event of termination of this Sublease by District at its option and in any litigation between the manner hereinafter provided on account of default by Lessorparties, District the parties shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labortheir respective costs incurred, materials, and services provided after the date of District’s termination of the Sublease. including attorneys’ fees. C. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of any If an Event of DefaultDefault occurs and is continuing, the non-defaulting party may exercise remedies set forth belowSeries 2011 Purchaser or the Series 2018 Purchaser, or both, and only such Purchasers, as the assignees of the Issuer under the Indenture and on behalf of the Issuer, may, but are not required to, take any one or more of the following remedial steps: A. By written notice to the Company, declare all such amounts of Rent payable for the remainder of the Term as are required to provide for the Payment of the Bonds to be immediately due and payable, whereupon the same will be immediately due and payable; B. Take possession of the Leased Property without terminating this Lease and lease or sublease the Leased Property for the account of the Company, crediting against the Rent required to be paid by the Company the amounts received by the Series 2011 Purchaser and the Series 2018 Purchaser for the account of the Issuer from any lease or sublessee; C. Terminate this Lease, hold the Company liable for all Rent due at the effective date of termination and due until the effective date of leasing the Leased Property to another, exclude the Company from possession of the Leased Property and lease or sublease the Leased Property to another; provided, however, that notwithstanding anything herein such termination and exclusion will not impair any remedy granted to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., belowIssuer, the parties shall remain responsible for Series 2011 Purchaser or the performance of all conditions herein.Series 2018 Purchaser under this Lease; B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing D. Take whatever action at law or in equity may appear necessary or by statute or otherwise, and may be enforced concurrently therewith or from time desirable to time; provided, however, that notwithstanding any provisions to collect the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not Rent then in default to be immediately due and payablethereafter to become due or to enforce the performance and observance of any obligation of the Company under this Lease or the Indenture; or E. Exercise any remedies provided for in the Indenture. In the enforcement of the remedies provided in this Section 7.2, the Series 2011 Purchaser and the Series 2018 Purchaser, as the assignees of the Issuer and on behalf of the Issuer, will treat all expenses of enforcement, including, without limitation, legal, accounting and advertising fees, as Additional Payments then due and owing. As the assignees of the Issuer, the Series 2011 Purchaser and the Series 2018 Purchaser have sole responsibility for the exercise of any remedies if an Event of Default occurs and is continuing, provided that the Issuer shall be under no obligation to exercise any remedies in the event such Purchasers fail to do so.

Remedies on Default. Upon the happening If an Event of any Default shall have occurred and be continuing beyond thirty (30) days after Lender or Lessor sends Lessee notice of such Event of Default, to the non-defaulting party extent any such notice is given, the Lender in accordance with Paragraph 15.1, or the Lessor with ▇▇▇▇▇▇'s prior written consent, may exercise remedies set forth below; provided, however, any of the following remedies: (a) Require the Lessee to pay all Lease Payments due immediately and may require the Lessee to prepay all estimated expenses for a two-year period that notwithstanding anything herein would constitute Additional Lease Payments to a financial institution of the contrary, there shall be no right under any circumstances to accelerate choice of the Sublease Payments or otherwise declare any Sublease Payments not then in default Lessor to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible held in escrow for the performance actual payments of all conditions herein.the Additional Lease Payments; and/or B. In (b) Require Lessee to cure such Default, if the event Default may be cured, within thirty (30) days; and/or (c) Declare this Lease to be terminated and, by written notice served on Lessee by certified letter, require Lessee to vacate the premises within ninety (90) days of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. certified letter; and/or (d) In the event case of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible request the Lender to pay take the action set forth above in subparagraph (c) above or to authorize the Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after to take the date of District’s termination of the Subleaseaction set forth above in subparagraph (c) above. No right or remedy herein conferred upon or reserved to the parties Lessor and/or Lender is intended to be exclusive of any other right or and every such remedy herein, but each shall be cumulative of and shall be in addition to every other remedy given hereunder. Lessor and/or Lender reserves their rights to exercise any of the above-described remedies individually or together, as may be appropriate, at their sole discretion, provided that Lessor may not exercise any such remedy without the Lender's prior written approval. No delay or omission to exercise any right or remedy given hereunder power accruing upon any Event of Default shall impair any such right or now power or hereafter existing at law or in equity or by statute or otherwiseshall be construed to be a waiver thereof, but any such right and power may be enforced concurrently therewith or exercised from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to as often as may be immediately due and payabledeemed expedient.

Remedies on Default. Upon the happening of any Whenever an Event of DefaultDefault shall have happened and be subsisting, any one or more of the following remedial steps may be taken: (a) If acceleration of the principal amount of the Bonds has been declared pursuant to Section 10.02 of the Indenture, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there Trustee shall be no right under any circumstances to accelerate the Sublease declare all Loan Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable., whereupon the same shall become immediately due and payable; A. In (b) Subject to any right of the event that Credit Facility Issuer to direct remedial proceedings provided by the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., belowIndenture, the parties shall remain responsible for Trustee may take any action at law or in equity to: (i) collect all amounts then due and thereafter to become due under the Financing Documents; or (ii) enforce the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive observance of any other right obligation, agreement, or remedy herein, but each shall be cumulative covenant of every the Company or any other right obligor under the Financing Documents; or (c) The Trustee may exercise any or remedy given hereunder all or any combination of the remedies specified in the Mortgage; or (d) The Issuer or the Trustee may pursue all remedies now or hereafter thereafter existing at law or in equity to collect all amounts then due and thereafter to become due under this Agreement or by statute the Mortgage or otherwiseto enforce the performance and observance of any other obligation or agreement of the Company under those instruments. Notwithstanding the foregoing, the Issuer shall not be obligated to take any step which in its opinion will be or might cause it to expend time or money or otherwise incur liability unless and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions until a satisfactory indemnity bond has been furnished to the contrary hereinIssuer at no cost or expense to the Issuer. Any amounts collected as Loan Payments or applicable to Loan Payments and any other amounts which would be applicable to payment of Bond Service Charges collected pursuant to action taken under this Section shall be paid into the Bond Fund and applied in accordance with the provisions of the Indenture or, Lessor if the Outstanding Bonds have been paid and discharged in accordance with the provisions of the Indenture, shall not under any circumstances have be paid for transfers of remaining amounts in the right Bond Fund. The provisions of this Section are subject to accelerate the Sublease Payments further limitation that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be the rescission by the Trustee of its declaration that all of the Bonds are immediately due and payablepayable also shall constitute an annulment of any corresponding declaration made pursuant to paragraph (a) of this Section and a waiver and rescission of the consequences of that declaration and of the Event of Default with respect to which that declaration has been made, provided that no such waiver or rescission shall extend to or affect any subsequent or other default or impair any right consequent thereon.

Remedies on Default. Upon Whenever any event of default referred to in Section 13.01 hereof shall have happened and be continuing, Lessor shall have the happening right, at its sole option without further demand or notice, to take one or any combination of any Event the following remedial steps: (a) To terminate one or all Lease Agreements or to keep one or all Lease Agreements in full force and effect, and in either event, to retake possession of Defaultthe Property and Equipment and sell, lease or sublease the nonProperty and Equipment for the account of Lessee upon such terms and conditions as Lessor may deem advisable, in which event the disposition proceeds or the rental received on such re-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein letting shall be applied first to the contraryexpenses of re-letting and collection, there shall be no right under including expenses necessary for repair or restoration of the Property and Equipment or any circumstances portion thereof to accelerate its original condition (taking into account normal wear and tear), and then to the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due payment of Base Rental and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Additional Rental Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materialsdue, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District if a sufficient sum shall not be responsible thus realized to pay all Base Rental and Additional Rental payments then due, then, if any Lease Agreements shall not have been terminated Lessee shall pay to Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after any net deficiency existing on the date of District’s termination of the Sublease. No right when Base Rental or remedy herein conferred upon or reserved to the parties Additional Rental is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing due hereunder; (b) To take whatever action at law or in equity may appear necessary or desirable to enforce its rights and to collect the Rental Payments as they become due during the Lease Term or to enforce performance and observance of any obligation, agreement or covenant of Lessee under any Lease Agreement. (c) By action pursuant to the Code of Civil Procedure, or as otherwise provided by statute law, obtain the issuance of a writ of mandamus enforcing, for the entire balance of the Lease Term, the duty of Lessee to appropriate and take all other administrative steps necessary for the making of Rental Payments. Lessee hereby waives any and all claims for damages caused or otherwise, and which may be enforced concurrently therewith caused by Lessor in taking possession of the Property and Equipment as herein provided and all claims for damages that may result from the destruction of or from time injury to time; providedthe Property and Equipment and all claims for damages to or loss of any property belonging to Lessee, howeveror any other person, that notwithstanding may be on or about the Property and Equipment. In the event that either party brings an action to enforce any of the terms and provisions of any Lease Agreement, the non-prevailing party agrees to pay a reasonable amount as and for attorney's fees incurred by the contrary hereinprevailing party in attempting to enforce any of the remedies available to that party hereunder, Lessor shall whether or not under a lawsuit has been filed and whether or not any circumstances have the right to accelerate the Sublease Payments that fall due lawsuit culminates in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablea judgment.

Remedies on Default. Upon the happening of If any Event of DefaultDefault under this Agreement has occurred and is continuing: (a) At the direction of Lender, Borrower shall deliver all Collateral to Lender or its designee; (b) Lender may, without further notice, exercise all rights, privileges or options pertaining to the Collateral as if Lender were the absolute owner of such Collateral, upon such terms and conditions as Lender may determine, all without liability except to account for property actually received by Lender, and Lender shall have no duty to exercise any of those rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing; and (c) Lender may exercise in respect of the Collateral, in addition to other rights and remedies provided for in this Agreement or otherwise available to it, all of the rights and remedies of a secured party under the UCC and also may, without notice except as specified below, sell the Collateral at public or private sale, at any of the offices of Lender or elsewhere, for cash, on credit or for future delivery, and upon such other terms as may be commercially reasonable. Borrower agrees that, to the extent notice of sale shall be required by applicable law, at least ten (10) days prior notice to Borrower of the time and place of any public sale or the time after which any private sale is to be made shall constitute reasonable notification. Lender shall not be obligated to make any sale of Collateral regardless of notice of sale having been given. Lender may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and such sale may, without further notice, be made at the time and place to which it was so adjourned. In case of any sale by Lender of any of the Collateral, the Collateral so sold may be retained by Lender until the selling price is paid by the purchaser, but Lender shall not incur any liability in case of failure of the purchaser to take up and pay for the Collateral so sold. In case of any such failure, such Collateral so sold may be again similarly sold. After deducting all costs or expenses of every kind (including, without limitation, the reasonable attorneys’ fees and legal expenses incurred by Lender), Lender shall apply the residue of the proceeds of any sale or sales in such manner as Lender may deem advisable. The foregoing rights and remedies (i) shall be cumulative and concurrent, (ii) may be pursued separately, successively or concurrently against Borrower and any other party obligated under the Obligations, or against the Collateral, or any other security for the Obligations, at the sole discretion of Lender, (iii) may be exercised as often as occasion therefor shall arise, it being agreed by Borrower that the exercise or failure to exercise any of same shall not in any event be construed as a waiver or release thereof or of any other right, remedy or recourse, and (iv) are intended to be and shall be non-defaulting party may exercise remedies exclusive. Nothing in this Agreement shall require or be construed to require Lender to accept tender of performance of any of Borrower’s obligations under this Agreement after the expiration of any time period set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible Agreement for the performance of all conditions herein. B. In such obligations and the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive expiration of any other right or remedy hereinapplicable cure periods, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableif any.

Remedies on Default. Upon (a) In the happening event of any Event of DefaultDefault as defined in Section 36 above (provided same is an uncured default in cases where there exists a grace period and cure right), or if Tenant shall be vacated by summary proceedings or otherwise, the nonLandlord, in addition to other remedies herein contained, or as may be permitted by law, may re-defaulting party enter the Leased Premises and the same have and again possess and enjoy; and as agent for the Tenant or otherwise, re-let the Leased Premises and receive the rents therefor and apply the same, first, to the payment of such expenses, reasonable attorneys’ fees and costs as the Landlord may exercise remedies have incurred in re-entering and repossessing the Leased Premises and in making such repairs and alterations as may be necessary; and, second, to the payment for such rent as may be in arrears and also the rent as may accrue subsequent to the re-entry by the Landlord, to the extent of the difference between the rent reserved hereunder and the rent, if any, received by the Landlord during the remainder of the unexpired term hereof, after deducting the aforementioned expenses, fees and costs; the same to be paid as such deficiencies arise and are ascertained each month. (b) Additionally, upon the occurrence of an Event of Default (which shall include Tenant’s failure to cure the default within any applicable grace periods set forth in Section 36 above), Landlord shall have the right but not the obligation, upon giving ten (10) days’ notice in writing to Tenant, to declare this Lease and the term hereof terminated on the date fixed in such notice as if such date were the originally fixed expiration date of the term of this Lease (but Tenant shall retain liability as set forth in subsection (c) below), and Landlord shall then have the right to re-enter the Leased Premises and remove all persons, goods, fixtures, and chattels from the Leased Premises without liability for damages in accordance with all laws. In case of any such default, re-entry, expiration, termination and/or dispossession by summary proceedings or otherwise: (i) the rent shall continue to accrue as if Tenant were in continuing possession of the Leased Premises, and the following shall become due and payable: such expenses as Landlord may incur for legal expenses, attorneys’ fees, brokerage and/or putting the Leased Premises in good order, or for preparing the same for re-letting; (ii) the Landlord may re-let the Leased Premises or any part or parts thereof, either in the name of the Landlord or otherwise, for a term or terms which may, at Landlord’s option, be less than or exceed the period which would otherwise have constituted the balance of the initial term, and may grant concessions or free rent on market terms and conditions; providedand (iii) Tenant shall also pay Landlord, howeveras damages, that notwithstanding anything herein the deficiency between the rent hereby reserved and/or covenanted to be paid and the contraryrent amount, if any, of the rents collected on account of the lease or leases of the Leased Premises for each month of the period which would otherwise have constituted the balance of the initial term. When computing the amounts which shall be due from Tenant, there shall be no right under added to such deficiency the expenses which Landlord may incur in connection with re-letting, such as but not limited to legal expenses, attorneys’ fees, brokerage fees, and costs of keeping the Leased Premises in good order or for preparing the same for re-letting. Any such amounts due from Tenant shall be paid in monthly installments by Tenant on the rent day specified in this Lease, and any circumstances suit brought to accelerate collect the Sublease Payments amount of the deficiency for any month shall not prejudice in any way the rights of Landlord to collect the deficiency for any subsequent month by a similar proceeding. The termination of this Lease by Landlord in connection with default by Tenant hereunder shall not be construed as or otherwise declare any Sublease Payments not then in default constitute a release of Tenant’s liability for all terms, covenants and conditions on Tenant’s part to be immediately due and payablecomplied with for what would have constituted the entire term of this Lease including, as the case may be, the then extension term or any extension term for which an option has been exercised, subject to mitigation as aforesaid. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. (c) In the event of termination a breach or threatened breach by Tenant of any of the covenants or provisions of this Sublease by Lessor at its option Lease, Landlord shall have the right of injunction and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up right to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or invoke any remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing allowed at law or in equity as if reentry, summary proceedings and other remedies were not herein provided for. Mention in this Lease of any particular remedy shall not preclude Landlord from any other remedy in law or in equity. (d) No receipt of rent by statute Landlord from Tenant after the valid termination of this Lease shall reinstate, continue or otherwiseextend the term of this Lease. No receipt of rent after the commencement of suit, or after final judgment for possession of the Leased Premises shall reinstate, continue or extend the term, or affect the suit of said judgment. No receipt of rent by Landlord shall be deemed received other than on account of the total rent due, and may be enforced concurrently therewith applied by Landlord against rents due in such manner as Landlord may determine, without the receipt thereof constituting an accord or satisfaction. (e) Any equipment, fixtures, goods or other property of Tenant, not removed by Tenant upon the termination of this Lease, or upon Tenant’s abandonment of the Leased Premises, or upon Tenant’s eviction from time the Leased Premises, shall be considered as abandoned and Landlord shall have the right, without any notice to time; providedTenant, howeverto sell or otherwise dispose of the same, that notwithstanding any provisions to at the contrary hereinexpense of Tenant, Lessor and shall not under be accountable to Tenant for any circumstances have part of the right to accelerate the Sublease Payments that fall due proceeds of such sale, if any. (f) No remedy or election given by any provision in future Sublease periods this Lease shall be deemed exclusive unless so indicated, but each shall, whenever possible, be cumulative with all other remedies in law or equity unless otherwise declare any Sublease Payments not then in default to be immediately due and payablespecifically provided.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Section: A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease term. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed paid, compensation on the basis of time and materials for all labor, materials, materials and services provided up to the date of Lessor’s 's termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible Neither notice to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination nor to deliver up possession of the Project and the Site given pursuant to law nor any proceeding in unlawful RANCHO ▇▇▇▇▇▇▇▇ HIGH SCHOOL BUILDING “N” MOD SUBLEASE AGREEMENT detainer taken by Lessor shall of itself operate to terminate this Sublease. The prevailing party shall be entitled to all reasonable costs incurred, including reasonable attorney’s fees. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault referred to in Section 13.01 of this Financing Lease shall have happened and be continuing, the nonLender shall notify the Escrow Agent, if appropriate, and, without any further demand or notice, take one or any combination of the following remedial steps: (a) The Lender may terminate the Lease Term and give notice to the Town to vacate and surrender possession of the Leased Property within ten Business Days of such notice. (b) The Lender may proceed to foreclose through the courts on or otherwise sell, trade-defaulting party may exercise remedies set forth belowin, repossess or liquidate the Town’s interest in the Leased Property, or any part thereof in any lawful manner; provided, however, that notwithstanding anything herein to the contrary, there shall be no right Lender may not recover from the Town any deficiency which may exist following the liquidation of the Town’s interest in the Leased Property in excess of Base Rentals and Additional Rentals for the then current Fiscal Year and in excess of amounts payable under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payablesubparagraph (d) of this Section 13.02. A. In (c) The Lender may lease or sublease the event that Leased Property or any portion thereof or sell any interest the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, Lender has in the parties shall remain responsible for the performance of all conditions hereinLeased Property. B. In (d) The Lender may recover from the event Town: (i) the portion of termination of this Sublease Base Rentals and Additional Rentals which would otherwise have been payable hereunder, during any period in which the Town continues to occupy, use or possess the Leased Property; and (ii) Base Rentals and Additional Rentals which would otherwise have been payable by Lessor at its option the Town hereunder during the remainder, after the Town vacates and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination surrenders possession of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by LessorLeased Property, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive Fiscal Year in which such Event of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing Default occurs. (e) The Lender may take whatever action at law or in equity may appear necessary or by statute or otherwise, desirable to enforce its rights in and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not Leased Property under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablethis Financing Lease.

Remedies on Default. (a) Upon the happening occurrence and during the continuance of any Event of DefaultDefault hereunder, the non-defaulting party may exercise remedies set forth below; providedLessor shall have the right, howeverat its sole option and without any further demand or notice, that notwithstanding anything herein to take any one or any combination of the following remedial actions: (i) proceed by appropriate court action to enforce performance by the Lessee of any of the covenants of this Lease or to recover for the breach thereof, including the payment of all Base Rentals then or thereafter due from the Lessee, in which event the Lessee shall pay or repay to the contraryLessor all costs of such action or court action including without limitation, there shall be no right under any circumstances reasonable attorneys’ fees; and (ii) take whatever action at law or in equity may appear necessary or desirable to accelerate collect the Sublease Payments or otherwise declare any Sublease Payments not Base Rentals then in default to be immediately due and payablethereafter to become due hereunder. In addition, to the extent permitted by law, the Lessee will remain liable for all covenants under this Lease and for reasonable legal fees and other costs and expenses, including court costs, incurred by the Lessor with respect to the enforcement of any of the remedies listed above or any other remedy available to the Lessor. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. (b) No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy hereinherein or at law or in equity or otherwise provided or permitted, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding . (c) No waiver of or delay or omission in the exercise of any provisions right or remedy herein provided or otherwise available to the contrary herein, Lessor shall impair, affect or be construed as a waiver of its rights thereafter to exercise the same. Any single or partial exercise by the Lessor of any right hereunder shall not under preclude any circumstances have other or further exercise of any right hereunder. (d) Upon the right to accelerate occurrence and during the Sublease Payments that fall due continuance of an Event of Default, all moneys then held in future Sublease periods any fund or otherwise declare any Sublease Payments not then in default to account hereunder shall be immediately due and payableheld by the Escrow Agent for the benefit of the owners of the Certificates.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease any such default by Lessor Tenant and at any time thereafter, Landlord may at its option and without limiting Landlord in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive exercise of any other right or remedy hereinit may have on account of such default, and without any further demand or notice: a. Pay such sums of money as may be required to cure (in whole or in part) such default, such as but each not limited to, the cost of purchasing insurance, making repairs, performing maintenance, or otherwise performing on behalf of Tenant any obligation of Tenant hereunder, and the sums paid by Landlord shall be cumulative immediately due and payable by Tenant to Landlord and shall be additional rent due under this Lease. b. Declare this Lease at an end, re-enter the Property with or without process of every other right or remedy given hereunder or now or hereafter existing at law or law, eject all parties in equity or by statute or otherwisepossession, and may be enforced concurrently therewith or repossess and enjoy the Property together with all additions, alterations and improvements thereto. c. Re-enter the Property with our without process of law, eject all parties in possession thereof and without terminating this Lease, at any time and from time to time; provided, howeverrelet the Property or any part or parts thereof, that notwithstanding any provisions for the account of Tenant or otherwise, receive and collect the rents therefor, applying the same first to the contrary hereinpayment of such expenses as Landlord may have paid, Lessor assumed or incurred in recovering possession of the Property, including costs, expenses and attorneys’ fees, and for placing the same in good order and condition or preparing or altering the same for reletting and all other expenses, commissions and charges paid, assumed or incurred by Landlord in reletting the Property, and then to the fulfillment of the covenants of Tenant. Any such reletting as provided for herein may be for the remainder of the Term or for a longer or shorter period, and Landlord may execute any lease made pursuant to this Lease in its own name. Tenant shall not under any circumstances have the right pay to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default Landlord all such sums required to be immediately paid by Tenant up to the time of reentry by Landlord, and thereafter Tenant shall, if required by Landlord, pay to Landlord until the end of the Term the equivalent of the amount of all rent and other charges required to be paid by Tenant under the terms of this Lease, less the avails of such reletting during the Term, if any, after payment of the expenses of Landlord as aforesaid, and the same shall be due and payablepayable on the same days that rent is due hereunder. The foregoing rights and remedies of Landlord shall be cumulative to each other and to all other rights and remedies now or hereafter given to Landlord by law or by the terms of this Lease.

Remedies on Default. Upon In the happening event of a default, Seller may take any Event one or more of Default, the non-defaulting party following courses of action: (1) Seller may exercise remedies set forth below; provided, however, that notwithstanding anything herein to declare the contrary, there shall be no right under any circumstances to accelerate entire balance of the Sublease Payments or otherwise declare any Sublease Payments not then in default to be purchase price and interest immediately due and payable. A. In (2) Seller may foreclose this Contract by suit in equity. (3) Seller may specifically enforce the event terms of this Contract by suit in equity. (4) With respect to any part of the Property that constitutes personal property in which Seller has a security interest, Seller may exercise the non-defaulting rights and remedies of a secured party does not as provided by the Uniform Commercial Code. (5) If Buyer fails to make any payment within five (5) days after it is due, Seller may elect to terminate impose a late charge not to exceed Fifty Dollars ($50), in addition to and not in lieu of any and all other rights and remedies available to Seller. Seller’s demand or acceptance of such a late charge will not cure or waive Buyer’s default. (6) After complying with the notice requirements and affording Buyer the right to cure the default contained in ORS 93.905 to 93.945, as the same may be amended or superseded from time to time, as long as the same is applicable, Seller may declare this Sublease pursuant Contract forfeited and retain the amount of the payments previously made under this Contract. On recordation of the affidavit required by Oregon law, this Contract will be extinguished and canceled, and Buyer will have no further right, title, or interest in and to subsection B.the Property or to any return or compensation for payments previously made under this Contract, belowas though this Contract and such payments had never been made. In that event, Buyer agrees to surrender the Property to Seller. If Buyer fails to do so, Seller may elect to treat Buyer as a tenant holding over unlawfully after the expiration of a lease, and Buyer may be ousted and removed as such, without affecting Seller’s right to pursue other rights and remedies contained in this Contract or permitted by law. (7) Seller will be entitled to the appointment of a receiver as a matter of right whether or not the apparent value of the Property exceeds the amount of the balance due under this Contract, and any receiver appointed may serve without bond. Employment by Seller will not disqualify a person from serving as a receiver. On taking possession of all or any part of the Property, the parties shall remain responsible receiver may: (a) Use, operate, manage, control, and conduct business on the Property and make expenditures for all maintenance and improvements; (b) Collect all rents, revenues, income, issues, and profits (the “Income”) from the Property and apply those sums to the expenses of use, operation, and management; (c) At Seller’s option, complete any construction in progress on the Property and, in that connection, pay all bills, borrow funds, employ contractors, and make any changes in plans and specifications as Seller deems appropriate. If the revenues produced by the Property are insufficient to pay expenses, the receiver may borrow, from Seller or otherwise, such sums as the receiver deems necessary for the performance of all conditions herein. B. In the event of termination of purposes stated in this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materialsparagraph, and services provided up to repayment of those sums will be secured by this Contract. Amounts borrowed from or advanced by Seller will bear interest at the same rate as the balance of the Purchase Price under this Contract from the date of Lessor’s termination of expenditure until repaid and must be paid by Buyer on demand. (8) Buyer hereby assigns to Seller all the SubleaseIncome from the Property, whether now or hereafter due. Before default, Buyer may operate and manage the Property and collect the Income from the Property. In the event of termination default and at any time thereafter, Seller may revoke Buyer’s right to collect the Income from the Property and may, either itself or through a receiver, collect the same. To facilitate collection, Seller may notify any tenant or other user to make payments of this Sublease rents or use fees directly to Seller. If the Income is collected by District at its option Seller, then Buyer irrevocably designates Seller as Buyer’s attorney-in-fact with full power of substitution and coupled with an interest to endorse instruments received in payment thereof in the manner hereinafter provided on account name of default Buyer and to negotiate the same and collect the proceeds. Payments by Lessortenants or other users to Seller in response to Seller’s demand will satisfy the obligation for which the payments are made, District shall whether or not be responsible to pay Lessor future Sublease Payments or compensate Lessor any proper grounds for time and materials for labor, materials, and services provided after the date of District’s termination of demand existed. Seller will apply the Sublease. No right or remedy herein conferred upon or reserved Income first to the parties is exclusive Seller’s expenses of any other right renting or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, collection and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions the balance (if any) to the contrary herein, Lessor shall not payment of sums due from Buyer to Seller under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablethis Contract.

Remedies on Default. Upon the happening of A. Whenever any Event of DefaultDefault exists, Lessor shall have the non-defaulting party right, at its sole option without any further demand or notice, to take one or any combination of the following remedial steps: (a) by written notice to Lessee, Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein declare all Rental Payments payable by Lessee pursuant to such Lease and other amounts payable by Lessee under such Lease to the contrary, there shall be no right under any circumstances to accelerate end of the Sublease Payments then current Original Term or otherwise declare any Sublease Payments not then in default Renewal Term to be immediately due and payable. A. In ; with or without terminating the event that Lease Term under such Lease, Lessor may enter the non-defaulting party does not elect premises where the Equipment listed in such Lease is located and retake possession of such Equipment or require Lessee at Lessee’s expense to terminate this Sublease promptly return any or all of such Equipment to the possession of Lessor at such place within the United States as Lessor shall specify, and sell or lease such Equipment or, for the account of Lessee, sublease such Equipment, continuing to hold Lessee liable for the difference between the Rental Payments payable by Lessee pursuant to subsection B.such Lease and other amounts related to such Lease of the Equipment listed therein that are payable by Lessee to the end of the then current Original Term or Renewal Term, below, as the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materialscase may be, and services provided up (ii) the net proceeds of any such sale, leasing or subleasing (after deducting all expenses of Lessor in exercising its remedies under such Lease, including without limitation all expenses of taking possession, storing, reconditioning and selling or leasing such Equipment and all brokerage, auctioneer’s and attorney’s fees), subject, however, to the date provisions of Lessor’s termination Section 7 hereof. The exercise of the Sublease. In the event any such remedies in respect of termination any such Event of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District Default shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive relieve Lessee of any other right liabilities under any other Lease or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing the Equipment listed therein; and (c) Lessor may take whatever action at law or in equity may appear necessary or by statute desirable to enforce its rights under such Lease or otherwiseas a secured party in any or all of the Equipment. Any net proceeds from the exercise of any remedy under a Lease (after deducting all costs and expenses referenced in the Section) shall be applied as follows: (i) if such remedy is exercised solely with respect to a single Lease, Equipment listed in such Lease or rights thereunder, then to amounts due pursuant to such Lease and other amounts related to such Lease or such Equipment; or if such remedy is exercised with respect to more than one Lease, Equipment listed in more than one Lease or rights under more than one Lease, then to amounts due pursuant to such Leases pro-rata. B. Relating to the software license portion of the Equipment (if applicable): In addition to all other terms and provisions provided herein, if any Lease is (i) terminated as described in Section 7 herein; or is in default pursuant to Section 24 herein, Lessee hereby agrees to immediately cease using and return the Licensed Software to Vendor if so required or to Lessor in accordance with Section 14. ▇▇▇▇▇▇ further agrees to destroy any and all remaining copies of the Licensed Software in the possession or under the control of Lessee, to cease all further use of the Licensed Software, and to discontinue use of any related services provided by Vendor. Lessee acknowledges that ▇▇▇▇ may be enforced concurrently therewith or from time request Vendor to time; provided, however, that notwithstanding any provisions immediately terminate all licenses granted to Lessee related to the contrary hereinLicensed Software and to withhold support, Lessor consulting and all other related services. ▇▇▇▇▇▇ agrees and acknowledges that it will indemnify and hold harmless Vendor, ▇▇▇▇ and its assigns for said termination. This indemnification provision shall not under survive the termination of this Agreement and any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableLease.

Remedies on Default. Upon If Payment of the happening of Bonds shall not have been made, whenever any Event of DefaultDefault referred to in Section 9.1 hereof shall have happened and shall not have been waived: (a) The Issuer, or the Trustee on behalf of the Issuer, may by written notice to the Borrower, the non-defaulting party may exercise remedies set forth below; providedCredit Facility Issuer, however, that notwithstanding anything herein and the Remarketing Agent declare all installments of principal repayable pursuant to the contrary, there shall be no right under any circumstances to accelerate Note for the Sublease Payments or otherwise declare any Sublease Payments not then in default remainder of the term thereof to be immediately due and payable. A. In , whereupon the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B.same, below, the parties shall remain responsible together with accrued interest thereon as provided for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by DistrictNote, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments become immediately due and not paid and undisputed compensation on the basis of time and materials for all laborpayable without presentment, materialsdemand, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments protest or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy hereinnotice whatsoever, but each shall be cumulative all of every other right or remedy given hereunder or now or hereafter existing at law or in equity or which are hereby expressly waived by statute or otherwise, and may be enforced concurrently therewith or from time to timethe Borrower; provided, however, that notwithstanding all such amounts shall automatically be and become immediately due and payable without notice upon the occurrence of any provisions event described in Section 9.1(f) or 9.1(g) hereof, which notice the Borrower hereby expressly waives. Notwithstanding anything to the contrary hereinherein contained, Lessor upon the occurrence of an Event of Default caused by the failure of the Borrower to perform its obligations under Section 7.21 (k), the Trustee shall not under any circumstances have declare all installments of principal repayable pursuant to the right to accelerate Note for the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default remainder of the term thereof to be immediately due and payable, unless the Issuer so directs the Trustee in writing. If such written direction is received by the Trustee, the Trustee shall by written notice to the Issuer, the Borrower, the Remarketing Agent and the Credit Facility Issuer declare all installments of principal repayable pursuant to the Note for the remainder of the term thereof, together with all other moneys payable thereunder, to be immediately due and payable without presentment, demand, protest, or any other notice whatsoever, all of which are hereby expressly waived by the Borrower. (b) The Issuer may take whatever other action at law or in equity may appear necessary or desirable to collect the amounts payable pursuant to the Note then due and thereafter to become due, or to enforce the performance and observance of any obligation, agreement or covenant of the Borrower under this Loan Agreement or under any of the other Bond Documents. In the enforcement of the remedies provided in this Section 9.2, the Issuer may treat all reasonable expenses of enforcement, including, without limitation, legal, accounting and advertising fees and expenses, as additional amounts payable by the Borrower then due and owing and the Borrower agrees to pay such additional amounts upon demand, the amount of such legal fees to be without regard to any statutory presumption.

Remedies on Default. Upon The Trustee, acting at the happening direction of the Municipal Bond Insurer, shall have the right to re-enter and re-let the Property and to terminate this Lease Agreement. The Municipal Bond Insurer shall have the right to control all remedies for default under both this Lease Agreement and the Trust Agreement. Whenever any Event of DefaultDefault referred to in Section 9.1 hereof shall have happened and be continuing, it shall be lawful for the non-defaulting party may Corporation to exercise any and all remedies set forth belowavailable pursuant to law or granted pursuant to this Lease Agreement; provided, however, that notwithstanding anything herein or in the Trust Agreement to the contrary, there shall be no right under any circumstances to accelerate the Sublease Lease Payments or otherwise declare any Sublease Lease Payments not then in default to be immediately due and payable. A. . Each and every covenant hereof to be kept and performed by the Town is expressly made a condition and upon the breach thereof, the Corporation may exercise any and all rights of entry and re-entry upon the Property, and also, at its option, with or without such entry, may terminate this Lease Agreement; provided, that no such termination shall be effected either by operation of law or acts of the parties hereto, except only in the manner herein expressly provided. In the event that of such default and notwithstanding any re-entry by the non-defaulting party Corporation, the Town shall, as herein expressly provided, continue to remain liable for the payment of the Lease Payments and/or damages for breach of this Lease Agreement and the performance of all conditions herein contained and, in any event, such rent and/or damages shall be payable to the Corporation at the time and in the manner as herein provided, to wit: (a) In the event the Corporation or the Trustee does not elect to terminate this Sublease pursuant to subsection B.Lease Agreement in the manner hereinafter provided for in subparagraph (b) hereof, belowas directed by the Municipal Bond Insurer, the parties Town agrees to and shall remain responsible liable for the payment of all Lease Payments and Additional Payments and the performance of all conditions hereinherein contained and shall reimburse the Corporation for any deficiency arising out of the re-leasing of the Property, or, in the event the Corporation is unable to re-lease the Property, then for the full amount of all Lease Payments and Additional Payments to the end of the Term of the Lease Agreement, but said Lease Payments and Additional Payments and/or deficiency shall be payable only at the same time and in the same manner as hereinabove provided for the payment of Lease Payments and Additional Payments hereunder, notwithstanding such entry or re-entry by the Corporation or any suit in unlawful detainer, or otherwise, brought by the Corporation for the purpose of effecting such re-entry or obtaining possession of the Property or the exercise of any other remedy by the Corporation. The Town hereby irrevocably appoints the Corporation as the agent and attorney-in-fact of the Town to enter upon and re-lease the Property in the event of default by the Town in the performance of any covenants herein contained to be performed by the Town and to remove all personal property whatsoever situated upon the Property, to place such property in storage or other suitable place within Mono County, for the account of and at the expense of the Town, and the Town hereby exempts and agrees to save harmless the Corporation from any costs, loss or damage whatsoever arising or occasioned by any such entry upon and re-leasing of the Property and the removal and storage of such property by the Corporation or its duly authorized agents in accordance with the provisions herein contained. The Town hereby waives any and all claims for damages caused or which may be caused by the Corporation in re-entering and taking possession of the Property as herein provided and all claims for damages that may result from the destruction of or injury to the Property and all claims for damages to or loss of any property belonging to the Town that may be in or upon the Property. The Town agrees that the terms of this Lease Agreement constitute full and sufficient notice of the right of the Corporation to re-lease the Property in the event of such re-entry without effecting a surrender of this Lease Agreement, and further agrees that no acts of the Corporation in effecting such re-leasing shall constitute a surrender or termination of this Lease Agreement irrespective of the term for which such re- leasing is made or the terms and conditions of such re-leasing, or otherwise, but that, on the contrary, in the event of such default by the Town the right to terminate this Lease Agreement shall vest in the Corporation to be effected in the sole and exclusive manner hereinafter provided for in paragraph (b) hereof. B. (b) In an Event of Default hereunder, the Corporation at the direction of the Municipal Bond Insurer may terminate this Lease Agreement and re-lease all or any portion of the Property. In the event of the termination of this Sublease Lease Agreement by Lessor the Corporation at its option and in the manner hereinafter provided on account of default by Districtthe Town (and notwithstanding any re-entry upon the Property by the Corporation in any manner whatsoever or the re-leasing of the Property), District the Town nevertheless agrees to pay to the Corporation all costs, loss or damages howsoever arising or occurring payable at the same time and in the same manner as is herein provided in the case of payment of Lease Payments. Any surplus received by the Corporation from such re-leasing shall pay Lessor undisputed Sublease be credited towards the Lease Payments then owing for past Sublease Payments next coming due and not paid and undisputed compensation on payable. Neither notice to pay rent or to deliver up possession of the basis premises given pursuant to law nor any proceeding in unlawful detainer taken by the Corporation shall of time and materials for all labor, materialsitself operate to terminate this Lease Agreement, and services provided up to the date of Lessor’s termination of the Sublease. In the event of no termination of this Sublease by District at its option and in the manner hereinafter provided Lease Agreement on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each Town shall be cumulative or become effective by operation of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute law, or otherwise, unless and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions until the Corporation shall have given written notice to the contrary herein, Lessor Town of the election on the part of the Corporation to terminate this Lease Agreement. The Town covenants and agrees that no surrender of the Property and/or of the remainder of the Term of the Lease Agreement or any termination of this Lease Agreement shall not under be valid in any circumstances have manner or for any purpose whatsoever unless stated or accepted by the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableCorporation by such written notice.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault referred to in Section 9.1 shall have happened and be continuing, it shall be lawful for the non-defaulting party may Agency to exercise any and all remedies set forth belowavailable pursuant to law or granted pursuant to this Lease Agreement; providedpro- vided, however, that notwithstanding anything herein to the contrarycontrary herein or in the Indenture, there shall be no right under any circumstances to accelerate the Sublease Lease Payments or otherwise declare any Sublease Lease Payments not then in default to be immediately due and payable. A. payable or to ter- minate this Lease Agreement or to cause the fee interest or the leasehold interest of the City in the Property to be sold, assigned or otherwise alienated. Each and every covenant hereof to be kept and performed by the City is expressly made a condition and, upon the breach thereof, the Agency may exercise any and all rights of entry and re-entry upon the Property. The City hereby irrevocably consents to the Agency’s repossession of the Property if such an Event of Default shall occur and consents to the Agency’s re-letting of the Property for the account of the City. In the event that of such default and notwithstanding any re-entry by the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., belowAgency, the parties shall City shall, as herein expressly provided, continue to remain responsible liable for the payment of the Lease Payments and/or damages for breach of this Lease Agreement and the performance of all conditions herein. B. In herein contained and, in any event, such rent and/or damages shall be payable to the event of termination of this Sublease by Lessor Agency at its option the time and in the manner hereinafter as herein provided, to wit: (a) The City agrees to and shall remain liable for the payment of all Lease Payments and the performance of all conditions herein contained and shall reimburse the Agency for any deficiency arising out of the re-leasing of the Property, or, in the event the Agency is una- ble to re-lease the Property, then for the full amount of all Lease Payments to the end of the Term of the Lease Agreement, but said Lease Payments and/or deficiency shall be payable only at the same time and in the same manner as hereinabove provided on account for the payment of Lease Payments hereunder, notwithstanding such entry or re-entry by the Agency or any suit in unlawful detainer, or otherwise, brought by the Agency for the purpose of effecting such re-entry or obtaining possession of the Property or the exercise of any other remedy by the Agency. (b) The City hereby irrevocably appoints the Agency as the agent and attorney-in-fact of the City to enter upon and re-lease the Property in the event of default by Districtthe City in the performance of any covenants herein contained to be performed by the City and to remove all personal property whatsoever situated upon the Property to place such property in storage or other suitable place in Los Angeles County, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due the account of and not paid and undisputed compensation on at the basis expense of time and materials for all labor, materialsthe City, and services the City hereby exempts and agrees to save harmless the Agency from any costs, loss or damage whatsoever arising or occasioned by any such entry upon and re-leasing of the Prop- erty and the removal and storage of such property by the Agency or its duly authorized agents in accordance with the provisions herein contained. (c) The City hereby waives any and all claims for damages caused or which may be caused by the Agency in re-entering and taking possession of the Property as herein provided up and all claims for damages that may result from the destruction of or injury to the date Property and all claims for damages to or loss of Lessor’s termination any property belonging to the City that may be in or upon the Property. (d) The City agrees that the terms of this Lease Agreement constitute full and sufficient notice of the Sublease. In right of the Agency to re-lease the Property in the event of such re-entry without effecting a surrender of this Lease Agreement, and further agrees that no acts of the Agency in effecting such re-leasing shall constitute a surrender or termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination Lease Agreement irrespective of the Sublease. No right term for which such re-leasing is made or remedy herein conferred upon or reserved to the parties is exclusive terms and conditions of any other right or remedy hereinsuch re-leasing, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault referred to in Section 9.1 shall have happened and be continuing, the non-defaulting party Contractor may exercise any and all remedies set forth belowavailable pursuant to law or granted pursuant to this Facilities Lease; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Lease Payments or otherwise declare any Sublease Lease Payments not then in default to be immediately due and payable. A. . The Contractor may also exercise any and all rights of entry and re- entry upon the Project and the Site, and also, at its option, with or without such entry, may terminate this Facilities Lease; provided, that no such termination shall be effected either by operation of law or acts of the Parties hereto, except in the manner herein expressly provided. In the event that of such default and notwithstanding any re-entry by the non-defaulting party Contractor, the District shall, as herein expressly provided, continue to remain liable for the payment of the Lease Payments and/or damages for breach of this Facilities Lease and the performance of all conditions herein contained and, in any event such rent and/or damages shall be payable to the Contractor at the time and in the manner as follows: (a) In the event the Contractor does not elect to terminate this Sublease pursuant to subsection B., belowFacilities Lease in the manner provided for in subparagraph (b) hereof, the parties District agrees to and shall remain responsible liable for the payment of all Lease Payments and the performance of all conditions hereinherein contained and shall reimburse the Contractor for any deficiency arising out of the re-letting of the Project and the Site, or, in the event the Contractor is unable to re-let the Project and the Site, then for the full amount of all Lease Payments to the end of the Term of this Facilities Lease, but said Lease Payments and/or deficiency shall be payable only at the same time and in the same manner as provided for the payment of Lease Payments hereunder, notwithstanding such entry or reentry by the Contractor or any suit in unlawful detainer, or otherwise, brought by the Contractor for the purpose of effecting such re-entry or obtaining possession of the Project and the Site or the exercise of any other remedy by the Contractor. The District hereby waives any and all claims for damages caused or which may be caused by the Contractor in reentering and taking possession of the Project and the Site as herein provided and all claims for damages that may result from the destruction of or injury to the Project and the Site and all claims for damages to or loss of any property belonging to the District that may be in or upon the Project and the Site. The District agrees that the terms of this Facilities Lease constitute full and sufficient notice of the right of the Contractor to re rent the Project and the Site in the event of such re-entry without effecting a surrender of this Facilities Lease, and further agrees that no acts of the Contractor in effecting such re-renting or re-leasing shall constitute a surrender or termination of this Facilities Lease irrespective of the term for which such re-leasing or re-renting is made or the terms and conditions of such re-leasing or re-renting, or otherwise, but that, on the contrary, in the event of such default by the District the right to terminate this Facilities Lease shall vest in the Contractor to be effected in the sole and exclusive manner hereinafter provided for in subparagraph (b). B. (b) In an event of default by the District hereunder, the Contractor at its option may terminate this Facilities Lease and re-rent or re-lease all or any portion of the Project and the Site. In the event of the termination of this Sublease Facilities Lease by Lessor the Contractor at its option and in the manner hereinafter provided on account of default by Districtthe District (and notwithstanding any re-entry upon the Project and the Site by the Contractor in any manner whatsoever or the re-renting or re-leasing of the Project and the Site), the District shall nevertheless agrees to pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on to the basis of Contractor all costs, losses or damages howsoever arising or occurring, payable at the same time and materials for all labor, materialsin the same manner as is herein provided in the case of payment of Lease Payments. The net proceeds relating to the re- renting of the Site and the Project shall be used in the manner set forth in Section 9.6. Neither notice to pay rent or to deliver up possession of the premises given pursuant to law nor any proceeding in unlawful detainer taken by the Contractor shall of itself operate to terminate this Facilities Lease, and services provided up to the date of Lessor’s termination of the Sublease. In the event of no termination of this Sublease by District at its option and in the manner hereinafter provided Facilities Lease on account of default by Lessor, the District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for laborbecome effective by operation of law, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, unless and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions until the Contractor gives written notice to the contrary herein, Lessor District of the election on the part of the Contractor to terminate this Facilities Lease. The District agrees that no surrender of the Site for the remainder of the Term hereof or any termination of this Facilities Lease shall not under be valid in any circumstances have manner or for any purpose whatsoever unless stated or accepted by the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableContractor by such written notice.

Remedies on Default. Upon Whenever an Event of Default described in Section 10.01(e) hereof shall have occurred, the happening Prepayment Amount automatically shall be due and payable, whereupon the Prepayment Amount automatically shall become and be forthwith due and payable without presentment, notice of dishonor, protest or further notice of any kind, all of which are hereby expressly waived by Borrowers. Whenever any Event of DefaultDefault shall have occurred, Lender and/or Collateral Agent shall have the non-defaulting party may exercise remedies set forth below; providedright, howeverat its sole option without any further demand or notice, that notwithstanding anything herein to take any one or any combination of the contraryfollowing remedial steps which are accorded to Lender by applicable law: (a) by notice to any Borrower, there shall be no right under any circumstances to accelerate declare the Sublease Payments or otherwise declare any Sublease Payments not then in default Prepayment Amount to be immediately forthwith due and payable., whereupon the Prepayment Amount shall become and be forthwith due and payable, without presentment, notice of dishonor, protest or further notice of any kind, all of which are hereby expressly waived by Borrowers; A. In (b) proceed by appropriate court action to enforce specific performance by Borrowers of the event that the non-defaulting party does not elect applicable covenants of this Agreement or to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible recover for the performance breach thereof, including the payment of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District amounts due from Borrowers. Borrowers shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due or repay to Lender and not paid Collateral Agent all costs of such action or court action, including, without limitation, reasonable attorneys’ fees; (c) exercise all rights and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of remedies under any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing Borrower Document; and (d) take whatever action at law or in equity that may appear necessary or desirable to enforce its rights with respect to the Collateral. Borrowers shall pay or repay to Lender all costs of such action or court action, including, without limitation, reasonable attorneys’ fees. All proceeds from any disposition of the Collateral shall be applied in the following manner: FIRST, to pay all proper and reasonable costs and expenses associated with the recovery, repair, storage and sale of the Collateral, including reasonable attorneys’ fees and expenses; SECOND, to pay (i) Lender the amount of all unpaid Loan Payments or other obligations (whether direct or indirect owed by statute or otherwiseBorrowers to Lender), if any, which are then due and owing, together with interest and late charges thereon, (ii) Lender the then applicable Prepayment Amount (taking into account the payment of past-due Loan Payments as aforesaid), plus a pro rata allocation of interest, at the rate utilized to calculate the Loan Payments, from the next preceding due date of a Loan Payment until the date of payment by the buyer, and may be enforced concurrently therewith (iii) any other amounts due hereunder, including indemnity payments, taxes, charges, reimbursement of any advances and other amounts payable to Lender or from time to timeCollateral Agent hereunder; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.and

Remedies on Default. Upon (a) In the happening event of any Event of DefaultDefault as defined in Section 36 above (provided same is an uncured default in cases where there exists a grace period and cure right), or if Tenant shall be vacated by summary proceedings or otherwise, the nonLandlord, in addition to other remedies herein contained, or as may be permitted by law, may re-defaulting party enter the Leased Premises and the same have and again possess and enjoy; and as agent for the Tenant or otherwise, re-let the Leased Premises and receive the rents therefor and apply the same, first, to the payment of such expenses, reasonable attorneys’ fees and costs as the Landlord may exercise remedies have incurred in re-entering and repossessing the Leased Premises and in making such repairs and alterations as may be necessary; and, second, to the payment for such rent as may be in arrears and also the rent as may accrue subsequent to the re-entry by the Landlord, to the extent of the difference between the rent reserved hereunder and the rent, if any, received by the Landlord during the remainder of the unexpired term hereof, after deducting the aforementioned expenses, fees and costs; the same to be paid as such deficiencies arise and are ascertained each month. (b) Additionally, upon the occurrence of an Event of Default (which shall include Tenant’s failure to cure the default within any applicable grace periods set forth in Section 36 above), Landlord shall have the right but not the obligation, upon giving ten (10) days’ notice in writing to Tenant, to declare this Lease and the term hereof terminated on the date fixed in such notice as if such date were the originally fixed expiration date of the term of this Lease (but Tenant shall retain liability as set forth in subsection (c) below), and Landlord shall then have the right to re-enter the Leased Premises and remove all persons, goods, fixtures, and chattels from the Leased Premises without liability for damages in accordance with all laws. In case of any such default, re-entry, expiration, termination and/or dispossession by summary proceedings or otherwise: (i) the rent shall continue to accrue as if Tenant were in continuing possession of the Leased Premises, and the following shall become due and payable: such expenses as Landlord may incur for legal expenses, attorneys’ fees, brokerage and/or putting the Leased Premises in good order, or for preparing the same for re-letting; (ii) the Landlord may re-let the Leased Premises or any part or parts thereof, either in the name of the Landlord or otherwise, for a term or terms which may, at Landlord’s option, be less than or exceed the period which would otherwise have constituted the balance of the initial term, and may grant concessions or free rent on market terms and conditions; providedand (iii) Tenant shall also pay Landlord, howeveras damages, that notwithstanding anything herein the deficiency between the rent hereby reserved and/or covenanted to be paid and the contraryrent amount, if any, of the rents collected on account of the lease or leases of the Leased Premises for each month of the period which would otherwise have constituted the balance of the initial term. When computing the amounts which shall be due from Tenant, there shall be no right under added to such deficiency the expenses which Landlord may incur in connection with re- letting, such as but not limited to legal expenses, attorneys’ fees, brokerage fees, and costs of keeping the Leased Premises in good order or for preparing the same for re-letting. Any such amounts due from Tenant shall be paid in monthly installments by Tenant on the rent day specified in this Lease, and any circumstances suit brought to accelerate collect the Sublease Payments amount of the deficiency for any month shall not prejudice in any way the rights of Landlord to collect the deficiency for any subsequent month by a similar proceeding. The termination of this Lease by Landlord in connection with default by Tenant hereunder shall not be construed as or otherwise declare any Sublease Payments not then in default constitute a release of Tenant’s liability for all terms, covenants and conditions on Tenant’s part to be immediately due and payablecomplied with for what would have constituted the entire term of this Lease including, as the case may be, the then extension term or any extension term for which an option has been exercised, subject to mitigation as aforesaid. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. (c) In the event of termination a breach or threatened breach by Tenant of any of the covenants or provisions of this Sublease by Lessor at its option Lease, Landlord shall have the right of injunction and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up right to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or invoke any remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing allowed at law or in equity as if reentry, summary proceedings and other remedies were not herein provided for. Mention in this Lease of any particular remedy shall not preclude Landlord from any other remedy in law or in equity. (d) No receipt of rent by statute Landlord from Tenant after the valid termination of this Lease shall reinstate, continue or otherwiseextend the term of this Lease. No receipt of rent after the commencement of suit, or after final judgment for possession of the Leased Premises shall reinstate, continue or extend the term, or affect the suit of said judgment. No receipt of rent by Landlord shall be deemed received other than on account of the total rent due, and may be enforced concurrently therewith applied by Landlord against rents due in such manner as Landlord may determine, without the receipt thereof constituting an accord or satisfaction. (e) Any equipment, fixtures, goods or other property of Tenant, not removed by Tenant upon the termination of this Lease, or upon Tenant’s abandonment of the Leased Premises, or upon Tenant’s eviction from time the Leased Premises, shall be considered as abandoned and Landlord shall have the right, without any notice to time; providedTenant, howeverto sell or otherwise dispose of the same, that notwithstanding any provisions to at the contrary hereinexpense of Tenant, Lessor and shall not under be accountable to Tenant for any circumstances have part of the right to accelerate the Sublease Payments that fall due proceeds of such sale, if any. (f) No remedy or election given by any provision in future Sublease periods this Lease shall be deemed exclusive unless so indicated, but each shall, whenever possible, be cumulative with all other remedies in law or equity unless otherwise declare any Sublease Payments not then in default to be immediately due and payablespecifically provided.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The Superintendent shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Article:‌ A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties Superintendent agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions herein.herein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease Term.‌ B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by Districtthe Superintendent, District the Superintendent shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on paid, not to exceed the basis of time and materials approved costs for all labor, materials, materials and services provided up to the date of Lessor’s termination of the Sublease. Neither notice to pay Sublease Payments, nor to deliver up possession of the Project and the Site given pursuant to law, nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. In the event of termination of this Sublease by District at its option and in any litigation between the manner hereinafter provided on account of default by Lessorparties, District the parties shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labortheir respective costs incurred, materials, and services provided after the date of District’s termination of the Sublease. including attorneys’ fees.‌ C. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease any such default or breach by Lessor Tenant, Landlord may at its option any time thereafter with or without notice or demand and without limiting Landlord in the manner hereinafter provided on account exercise of a right or remedy which Landlord may have by reason of such default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up or breach: (1) Terminate Tenant's right to the date of Lessor’s termination possession of the SubleasePremises by any lawful means, in which case this Lease shall terminate and Tenant shall immediately surrender possession of the Premises to Landlord. In such event, Landlord shall be entitled to recover the costs set forth below; (2) Maintain Tenant's right to possession, in which case this Lease shall continue in full force and effect whether or not Tenant shall have abandoned the Premises. In such event, Landlord shall be entitled to enforce all of Landlord's rights and remedies under this Lease including the right to recover the rent and any other charges and additional rent as may become due hereunder; (3) In the event of termination any default, reentry or repossession by summary proceedings or otherwise, all rent and additional rent shall become due hereunder and shall be paid up to the time of this Sublease by District at its option such reentry or repossession, together with any such expenses as Landlord may reasonably incur for attorneys' fees, advertising expenses, brokerage fees and for putting the Premises in good order or repairing the manner hereinafter same for reletting, together with interest thereon as provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after herein accruing from the date of District’s termination any such expenditure by Landlord. Landlord agrees to make best efforts to relet the premises at the same or higher minimum rent. Landlord's failure or inability to relet the Premises or any part thereof shall not reduce or restrict in any way Landlord's right to recover from Tenant all rent and other charges as provided hereunder and, despite such failure or inability to so relet the Premises or any part thereof, Tenant shall pay to Landlord upon demand therefore any and all costs, including without limitation, expenses of reletting including necessary renovation and alteration of the Sublease. No right or remedy Premises, reasonable attorneys' fees, the amount by which the unpaid rent and other charges, additional rent, and adjustments called for herein conferred upon or reserved for the balance of the term exceed the amount of any such loss for the unexpired term of the Lease and the portion of any leasing commissions paid by Landlord applicable to the parties is exclusive unexpired term of the Lease. Unpaid installments of rent or other sums due by Tenant to Landlord under this Lease shall bear interest from the date due until paid in full at the rate of three percent (3%) per annum over the publicly announced prime rate being charged from time to time from the date due until paid in full by Seattle-First National Bank or such other bank as Landlord may designate; (4) Pursue any other remedy now or hereafter available to Landlord under the laws or judicial decisions of the state in which the Premises are located; and (5) In the event of a retaking of possession of the Premises by Landlord, Tenant shall remove all personal property located thereon and upon failure to do so upon demand of Landlord, Landlord may remove and store the same in any place selected by Landlord, including but not limited to a public warehouse, at the expense and risk of Tenant. If Tenant shall fail to pay the cost of storing any such property after it has been stored for a period of 30 days or more, Landlord may sell any or all of such property at a public or private sale and shall apply the proceeds of such sale first to the cost of such sale, secondly to the payment of the charges for storage, if any, and thirdly to the payment of any other right sums of money which may be due from Tenant to Landlord under the terms of this Lease, and the balance, if any, to Tenant. Tenant hereby waives all claims for damages that may be caused by Landlord's lawfully reentering and taking possession of the Premises or remedy herein, but each lawfully removing and storing the property of Tenant as herein provided and will save Landlord harmless from loss or damages occasioned by Landlord thereby and no such lawful reentry shall be cumulative of every other right considered or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default construed to be immediately due and payablea forceable entry.

Remedies on Default. Upon the happening of (a) Whenever any Event of Default on this Lease occurs or is anticipated to occur, the non-defaulting party shall notify the defaulting party of said Event of Default prior to expiration of the time to cure such Event of Default and without impairing the defaulting party’s opportunity to cure the Event of Default. The non-defaulting party shall act in good faith and take all reasonable measures to assist the defaulting party in effectuating a cure of the default. (b) Whenever any Event of Default shall have happened and be continuing as to the Lease, the non-defaulting party may exercise remedies set forth below; providedtake one or any combination of the following remedial steps: (i) terminate the Lease and give notice to Lessee to vacate the Leased Property on or before June 30 of the year in which the Event of Default occurs; (ii) after declaring this Lease terminated, however, that notwithstanding anything herein to reenter the contrary, there shall be no right under Leased Property and occupy the whole or any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due part thereof for and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of Lessee and collect any unpaid Base Rentals and other charges, which have become payable, or which may thereafter become payable; (iii) sell, assign or lease its interest in all or any portion of the Leased Property. Notwithstanding Lessee’s default by Districtnothing shall preclude Lessee from purchasing the Leased Property; (iv) cure the default at the defaulting party’s expense, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments and withhold, reduce or offset any amount against any payments of Base Rent or any other charges due and payable under this Lease; (v) enforce any provision of this Lease by equitable remedy, including, but not paid limited to, enforcement of the restrictions and undisputed compensation on the basis assignment, encumbrance, conveyance, transfer or succession under this Lease by specific performance, writ of time mandamus or other injunctive enforce its rights in and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of Leased Property under this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableLease.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault has occurred and is continuing, the non-defaulting party may exercise remedies set forth below; providedLessor may, howeverwithout any further demand or notice, that notwithstanding anything herein take one or any combination of the following remedial steps: (a) Terminate the Lease Term and give notice to the contraryLessee to vacate or surrender the Project within 60 days from the date of such notice; (b) take legal title to, there shall be no right and sell or re-lease the Project or any portion thereof; (c) declare an amount equal to all Base Rentals and Additional Rentals under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default this Lease to be immediately due and payable., whereupon that amount shall become immediately due and payable; or A. In (d) take whatever action at law or in equity may appear necessary or desirable to enforce its rights in and to the event that the non-defaulting party does not elect to terminate Project under this Sublease pursuant to subsection B.Lease (including, belowwithout limitation, the parties shall remain responsible right to possession of the Project and the right to sell or re-lease or otherwise dispose of the Project in accordance with applicable law and to appoint a receiver to operate the Project) and to recover damages for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. breach thereof No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or intended to be exclusive, and every such remedy herein, but each shall will be cumulative of and will be in addition to every other right or remedy given hereunder or and every remedy now or hereafter existing at law or in equity equity. No delay or by statute omission to exercise any right or otherwise, power accruing upon any default will impair any such right or power and any such right and power may be enforced concurrently therewith or exercised from time to time; providedtime and as often as may be deemed expedient. Ifany agreement contained herein should be breached by either party and thereafter waived by the other party, however, that notwithstanding any provisions such waiver will be limited to the contrary hereinparticular breach so waived and will not be deemed to waive any other breach hereunder. The Lessee will remain liable for all covenants and obligations under this Lease, and for all legal fees and other costs and expenses, including court costs awarded by a court ofcompetent jurisdiction, incurred by the Lessor shall not with respect to the enforcement ofany ofthe remedies under any circumstances have the right to accelerate the Sublease Payments this Lease, when a court ofcompetent jurisdiction has finally adjudicated that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablean Event ofDefault has occurred.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Section: A. In ▇. ▇▇ the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease term. B. In ▇. ▇▇ the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed paid, compensation on the basis of time and materials for all labor, materials, materials and services provided up to the date of Lessor’s 's termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible Neither notice to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination nor to deliver up possession of the Project and the Site given pursuant to law nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. The prevailing party shall be entitled to all reasonable costs incurred, including reasonable attorney’s fees. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Article: A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease Term. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on paid, not to exceed the basis of time and materials approved costs for all labor, materials, materials and services provided up to the date of Lessor’s termination of the Sublease. Neither notice to pay Sublease Payments or to deliver up possession of the Project and the Site given pursuant to law nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. In the event of termination of this Sublease by District at its option and in any such litigation between the manner hereinafter provided on account of default by Lessorparties, District the parties shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labortheir respective costs incurred, materials, and services provided after the date of District’s termination of the Sublease. including attorneys’ fees. C. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening occurrence of any Event event of Defaultdefault the Trustee may, subject to Section 9.7, or at the non-defaulting party may request of the Owners of not less than a majority in aggregate principal amount of the Notes then Outstanding shall, without any further demand or notice, exercise remedies set forth below; provided, however, that notwithstanding anything herein to any one or more of the contrary, there shall be no right under any circumstances to accelerate following remedies: (a) declare the Sublease entire amount of the principal component and accrued and unpaid interest component of the Installment Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.; A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of (b) exercise all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing remedies available at law or in equity or by statute or otherwiseunder the Deed of Trust, including foreclosure and sale of the Mortgaged Property, and may be enforced concurrently therewith apply the proceeds of any such sale or from time other disposition, after deducting all costs and expenses, including court costs and reasonable attorneys’ fees, incurred with the recovery, repair, storage and sale or other disposition costs as provided in the Deed of Trust, toward the principal component and accrued and unpaid interest of the balance of Installment Payments in the manner provided in the Master Trust Agreement; and (c) proceed by appropriate court action to time; providedenforce performance by the County of the applicable covenants of this Master Agreement or to recover for the breach thereof. NOTWITHSTANDING ANY OTHER PROVISIONS HEREIN, howeverIT IS THE INTENT OF THE PARTIES HERETO TO COMPLY WITH SECTION 160A-20 OF THE GENERAL STATUTES OF NORTH CAROLINA. NO DEFICIENCY JUDGMENT MAY BE RENDERED AGAINST THE COUNTY IN FAVOR OF THE TRUSTEE OR ANY OTHER PERSON IN VIOLATION OF SAID SECTION 160A-20 INCLUDING, that notwithstanding any provisions to the contrary hereinWITHOUT LIMITATION, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableANY DEFICIENCY JUDGMENT FOR AMOUNTS THAT MAY BE OWED HEREUNDER WHEN THE SALE OR DISPOSITION OF ALL OR ANY PORTION OF THE MORTGAGED PROPERTY IS INSUFFICIENT TO PRODUCE SUFFICIENT FUNDS TO PAY IN FULL ALL REMAINING OBLIGATIONS HEREUNDER.

Remedies on Default. Upon A. If a default by Lessee occurs, to the happening extent permitted by Law, Lessor may avail itself of any Event or all of Defaultthe following remedies: 1. Immediately re-enter and remove all personal, equipment, fixtures, furniture and personal property from the leased premises, storing the removed property in a public warehouse or elsewhere at Lessee's expense without liability. The Lessee's right to possession is conditioned upon Lessee's performance of its obligations under the Lease. If Lessor takes possession following default by Lessee, the nontaking of possession by itself shall not be deemed an election by Lessor to terminate the Lease or to avail itself of any other remedy than available to Lessor on account of Lessee default. 2. Re-defaulting party may exercise remedies set forth below; providedlet the leased premises or any part of them, howeverfor the account of Lessee or any portion or all of the remainder of the terms to any Lessee at the rent and on the conditions that the Lessor deems advisable. Lessor shall credit the rent received on the balance due from Lessee, that notwithstanding anything herein first to any expenses incurred because of the repossession and re-renting, including brokers' commissions, next to interest, and the balance to the contraryprincipal amount of the rent. Lessor may repair or restore the leased premises if required for re-letting, there the cost of same to be charged to Lessee. Repossession shall be no right not terminate this Lease unless Lessor gives notice of termination to Lessee. 3. Collect each installment of rent or other sum due under any circumstances to accelerate the Sublease Payments this Lease as it becomes due or otherwise declare enforces any Sublease Payments of its provisions that are not being complied with by Lessee. 4. Await the end of the term of this Lease and then collect all rent or other sums due under its. 5. Terminate this Lease by notice to Lessee in which event Lessee shall immediately surrender possession of the leased premises and pay Lessor all loss or damages incurred because of Lessee's default including all rent and other charges due to the time of termination, all of which shall become due forthwith. B. Upon default by Lessee, Lessor shall have the right to terminate Tenant Lease and receive all sums due under the Lease as of the termination date plus liquidated damages for loss of rent equal to the annual rent then applicable under subparagraph 3 of this Lease, all of which sums shall be immediately due and payable. A. In . If termination under this paragraph occurs during the event that last year of the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., belowLease or any extension, the parties shall remain responsible liquidated damages amount will be the net rent and taxes under paragraph 3 for the performance balance of all conditions herein. B. In the lease term. Landlord and Tenant have agreed to the stated amount of liquidated damages, because they recognize that in the event of termination default the Landlord's loss of this Sublease by Lessor at its option and in rent damages will be difficult or impossible to ascertain because the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not damages would be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.dependent upon

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault exists, Lessor shall have the non-defaulting party right to take one or any combination of the following remedial steps: (a) With or without terminating this Agreement, Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein declare all Rental Payments and other amounts payable by Lessee hereunder to the contrary, there shall be no right under any circumstances to accelerate end of the Sublease Payments or otherwise declare any Sublease Payments not then in default current Budget Year to be immediately due and payable. A. In (b) With or without terminating this Agreement, Lessor may require Lease to promptly redeliver any or all of the event Equipment to Lessor. For such portions of the Equipment freight prepaid on board a carrier as Lessor shall specify to the location specified by Lessor. For equipment which cannot be easily packaged and shipped, Lessee shall deliver the Equipment at Lessee’s cost to such place within the State as Lessor shall specify. If Lessee fails to redeliver the Equipment, Lessor may enter the premises where the Equipment is located and retake possession of the Equipment and charge Lessee for cost incurred. Notwithstanding that Lessor has taken possession of the non-defaulting party does not elect Equipment, Lessee shall still be obligated to terminate this Sublease pursuant pay the remaining Rental Payments due up until the end of the then current Original Term or Renewal Term. Lessee will be liable for any damage to subsection B.the Equipment caused by Lessee or its employees or agents. (c) Lessor will have the right to resell or release the Equipment. If Lessor releases the Equipment for an amount less than the amount they received from Lessee, below, then Lessor can continue to hold the parties shall remain responsible Lessee liable for the performance difference in payments up until the end of all conditions hereinthe then current Original Term or Renewal Term. If Lessor sells the Equipment for an amount less than the then applicable Purchase Option Price, then Lessor can hold Lessee liable for as much of the deficiency as can be paid from the aggregate of the remaining payments in the then current Original Term or Renewal Term. B. In the event of termination of this Sublease by (d) Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing may take whatever action at law or in equity that may appear necessary or by statute or otherwise, and may be enforced concurrently therewith or from time desirable to time; provided, however, that notwithstanding any provisions to enforce its rights as the contrary herein, Lessor shall not under any circumstances have owner of the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableEquipment.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination any such default or breach by Sublessee, Sublessor may at any time thereafter, with or without notice or demand and without limiting Sublessor in the exercise of any right or remedy which Sublessor may have by reason of such default or breach: (a) Terminate Sublessee's right to possession of the Premises by any lawful means, in which case this Sublease shall terminate and Sublessee shall immediately surrender possession of Premises to Sublessor. In such event Sublessor shall be entitled to recover from Sublessee all damages incurred by Lessor at its option Sublessor by reason of Sublessee's default including, but not limited to, the cost of recovering possession of the Premises; expenses of reletting, including necessary renovation and in alteration of the manner hereinafter provided on account of default by DistrictPremises, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materialsreasonable attorney's fees, and services provided up to any real estate commission actually paid; and the worth at the time of award by the court having jurisdiction thereof of the amount by which the unpaid rent for the balance of the term after the time of such award exceeds the amount of such rental loss for the same period that Sublessee proves could be reasonably avoided. Unpaid installments of rent or other sums shall bear interest from the date due at the rate of Lessor’s termination of the Subleaseeighteen (18%) percent per annum. In the event Sublessee shall have abandoned the Premises, Sublessor shall have the option of (i) retaking possession of the Premises and recovering from Sublessee the amount specified in this Article 13.2(a) or (ii) proceeding under Article 13.2(b). (b) Maintain Sublessee's right to possession in which case this Sublease shall continue in effect whether or not Sublessee shall have abandoned the Premises. In such event, Sublessor shall be entitled to enforce all of Sublessor's rights and remedies under this Sublease, including the right to recover the rent as it becomes due hereunder. (c) Pursue any other remedy now or hereafter available to Sublessor under the laws of judicial decisions of the state wherein the Premises are located. (d) In the event this Sublease terminates by reason of Sublessor's re-entry under the terms and covenants contained in this Sublease or by the ejectment of Sublessee by summary proceedings or otherwise, or after the abandonment of the premises by Sublessee, or for any other reason, it is hereby agreed Sublessee shall remain liable and shall pay in monthly installments the rent which accrues subsequent to any such transaction. Sublessee expressly agrees to pay as damages for the breach of the covenants herein contained, the difference between the rent due hereunder and the rent collected and received, if any, by Sublessor during the remainder of the unexpired term, as the amounts of such difference or deficiency shall from time to time be ascertained and written notice thereof given to Sublessee at its last known address. Unless otherwise specifically acknowledged by Sublessor, in writing, no exercise of right hereunder by Sublessor shall be deemed an acceptance of surrender of the Premises or a termination of Sublessee's liability for payment of money due hereunder. (e) Upon default and after expiration of all applicable grace periods, Sublessee hereby irrevocably appoints Sublessor as agent and attorney-in-fact of Sublessee, to enter upon the Premises in event of default by Sublessee in the payment of any rent herein reserved, or in the performance of any term, covenant or condition herein contained to be kept or performed by Sublessee, and to remove any and all furniture and personal property whatsoever situated upon the Premises. Any and all property which may be removed from the Premises by the Sublessor pursuant to the authority of this Sublease or law, to which Sublessee is or may be entitled, may be handled, removed or stored by District Sublessor at its option the risk, cost and expense of Sublessee, and Sublessor shall in the manner hereinafter provided on account of default by Lessor, District shall not no event be responsible for the value, preservation or safekeeping thereof. Sublessee shall pay to Sublessor, upon demand, all expenses incurred in such removal and all storage charges against such property so long as the same shall be in Sublessor's possession or under Sublessor's control. Sublessor may place such property in storage for the account of, and at the expense of Sublessee, and if Sublessee fails to pay Lessor future Sublease Payments the cost of storing such property after it has been stored for a period of ninety (90) days or compensate Lessor more, Sublessor may sell any or all of such property in such manner and at such times and places as Sublessor in its sole discretion may deem proper, without notice to or demand upon Sublessee for time all payment of any part of such charges or the removal of any such property and materials for laborshall apply the proceeds of such sale first to the cost of expenses of such sale, materialsincluding reasonable attorney's fees; second, and services provided after to the date of District’s termination payment of the Sublease. No right or remedy herein conferred upon or reserved costs and charges of storing property; third, to the parties is exclusive payment of any other right sums of money which may then or remedy hereinthereafter be due to Sublessor from Sublessee under any of the terms hereof; and fourth, but each shall be cumulative the balance, if any, to Sublessee. The removal and storage of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwiseSublessee's property, and may be enforced concurrently therewith or from time to time; as above provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableconstitute a waiver of Sublessor's lien thereon.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault shall have happened and be continuing, the non-defaulting party State, with the consent of the Trustee, may exercise remedies set forth below; provided, however, that notwithstanding anything herein take one or any combination of the following remedial steps: terminate the Sublease Term and give notice to the contrary, there shall be no right under Sublessee to immediately vacate the Leased Property in the manner provided in Section 3.02(b) hereof; sell or lease its interest in all or any circumstances to accelerate portion of the Sublease Payments or otherwise declare Leased Property; recover any Sublease Payments of the following from the Sublessee that is not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease recovered pursuant to subsection B.(b) of this Section: the portion of Rent payable pursuant to Section 3.02(b)(ii) hereof; all amounts due under the Sublessee’s Matching Moneys Bond in accordance with the terms of the Sublessee’s Matching Moneys Bond; and the portion of any Base Rent or Matching Moneys Installment Payments payable by the Sublessee for the then current Fiscal Year that has been specifically appropriated by the Sublessee’s Governing Body, belowregardless of when the Sublessee vacates the Leased Property; and the portion of the Additional Rent for the then current Fiscal Year that has been specifically appropriated by the Sublessee’s Governing Body, but only to the extent such Additional Rent is payable prior to the date, or is attributable to the use of the Leased Property prior to the date, the parties shall remain responsible for Sublessee vacates the performance of all conditions herein. B. In the event of termination Leased Property; enforce any provision of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by Districtequitable remedy, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and including, but not paid and undisputed compensation on the basis of time and materials for all laborlimited to, materials, and services provided up to the date of Lessor’s termination enforcement of the Sublease. In the event restrictions on assignment, encumbrance, conveyance, transfer or succession under Article XIII hereof by specific performance, writ of termination of this Sublease by District at its option mandamus or other injunctive relief; and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing take whatever action at law or in equity may appear necessary or by statute or otherwisedesirable to enforce its rights in and to the Leased Property under this Sublease, and may be enforced concurrently therewith or from time to time; providedsubject, however, that notwithstanding any provisions to the contrary herein, Lessor shall not limitations on the obligations of the Sublessee under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due Sections 6.05 and payable12.03 hereof.

Remedies on Default. In the event of any such default or breach by Tenant, Landlord may at any time thereafter, in its sole discretion, with or without notice or demand and without limiting Landlord in the exercise of a right or remedy which Landlord may have by reason of such default or breach: (a) Terminate Tenant's right to possession, in which case this Lease shall continue in effect whether or not Tenant shall have abandoned the Premises. In such event Landlord shall be entitled to recover from Tenant all damages incurred by Landlord by reason of Tenant's default including, but not limited to the cost of recovering possession of the Premises; expenses of re-letting, including necessary renovation and alteration of the Premises; reasonable attorney's fees; the worth at the time of award by the court having jurisdiction thereof of the amount by which the unpaid Rent, Additional Rent and other charges called for herein for the balance of the term after the time of such award exceeds the amount of such loss for the same period that Tenant proves could be reasonably avoided; and that portion of any leasing commission paid by Landlord and applicable to the unexpired term of this Lease. Unpaid installments of Rent or other sums shall bear interest from the date due at the maximum legal rate; (b) Maintain Tenant's right to possession, in which case this Lease shall continue in effect whether or not Tenant shall have abandoned the Premises. In such event Landlord shall be entitled to enforce all of Landlord's rights and remedies under this Lease including the right to recover the Base Rent, Additional Rent and other charges as may become due hereunder; (c) Accelerate the Rent for the entire balance of the Term or any part thereof, and any costs and sheriff’s, marshall’s, constable’s or other official’s commissions, whether chargeable to Landlord or Tenant, as if by the terms of this Lease said balance of the Rent and such other charges and expenses were payable in advance on the date of such acceleration. For purposes of accelerating the Rent for the balance of the Term, Landlord shall be entitled to calculate the Rent for the then remaining Term by assuming a five percent (5%) increase in CAM Expenses, Taxes and Landlord’s Insurance Expenses for each Accounting Period or portion thereof remaining in the Term. Nothing herein shall relieve Tenant of liability for actual Rent in excess of such calculations for any period by Landlord pursuant to this Section. If such calculations exceed the amount of actual Rent for such period, Landlord shall either refund such excess to Tenant or apply such excess to other sums which may become due to Landlord under this Lease; (d) Pursue any other remedy now or hereafter available to Landlord under the laws or judicial decisions of the State of Florida. (e) Tenant hereby irrevocably waives any right to service of notice of eviction or default as may be required by this lease and/or Florida law (without limitation, a three-day notice under §83.20(2), Fla. Stat.). (f) Upon the happening of any Event of Default, Tenant shall pay to Landlord all costs incurred by Landlord (including court costs and reasonable attorney’s fees and expenses at all tribunal levels) in (1) obtaining possession of the non-defaulting party may exercise remedies set forth below; providedPremises, however(2) removing, that notwithstanding anything herein storing and/or disposing of Tenant’s or any other occupant’s property, (3) repairing and restoring the Premises, (4) if Tenant is dispossessed of the Premises and this Lease is not terminated, reletting all or any part of the Premises (including brokerage commissions, cost of tenant finish work, and other costs incidental to such reletting, including, without limitation, commercially reasonable costs, consistent with the contraryclass of the Building and consistent with comparable buildings in the location generally near the Building of altering, there shall be no right under any circumstances to accelerate the Sublease Payments remodeling, or otherwise declare any Sublease Payments not putting the Premises into condition acceptable to a new tenant based on the condition of the Premises as surrendered by Tenant to Landlord, and taking into account then in default to be immediately due existing leasehold improvements (and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and condition thereof) in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.Premises);

Remedies on Default. Upon (a) If an event of default referred to in Section 7.1(a) hereof occurs and is continuing, then the happening of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein Bondholder (i) by written notice to the contraryCity, there shall may declare the payments to be no right made under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default Section 4.2 hereof to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up (ii) may take whatever action at law or in equity may appear necessary or desirable to collect said amounts payable by the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the SubleaseCity under Section 4.2 hereof. No right or remedy herein conferred upon or reserved to the parties Bondholder in this subsection (a) is intended to be exclusive of any other right available remedy or remedy hereinremedies, but each and every such remedy shall be cumulative of and shall be in addition to every other right or remedy given hereunder under this Contract or now or hereafter existing at law or in equity or by statute statute, subject to the provisions of the Bond Resolution. (b) If an event of default referred to in Section 7.1(b) hereof occurs and is continuing, then the Paying Agent or otherwisethe Bondholder, by written notice to the City, may take whatever action at law or in equity may appear necessary or desirable to enforce the performance and observance of the obligation, agreement or covenant of the City then in default under this Contract, whether for specific performance of any covenant or agreement contained herein or therein or in aid of the execution of any power herein granted. No remedy conferred upon or reserved to the Bondholder in this subsection (b) is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Contract and now or hereafter existing at law or in equity or by statute, subject to the provisions of the Bond Resolution. No delay or omission to exercise any right or power accruing upon any event of default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right or power may be enforced concurrently therewith or exercised from time to time; providedtime and as often as may be deemed expedient. In order to entitle the Bondholder to exercise any respective remedy reserved to them in this Article VII, however, that notwithstanding any provisions to the contrary herein, Lessor it shall not be necessary to give any notice, other than any notice required herein. Any amounts collected pursuant to action taken under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.subsection (a) of this Section

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Section: A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease term. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed paid, compensation on the basis of time and materials for all labor, materials, materials and services provided up to the date of Lessor’s 's termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible Neither notice to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination nor to deliver up possession of the Project and the Site given pursuant to law nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon (a) If an event of default referred to in Section 7.1(a) hereof occurs and is continuing, then the happening of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein Bondowner (i) by written notice to the contraryCity, there shall may declare the payments to be no right made under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default Section 4.2 hereof to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up (ii) may take whatever action at law or in equity may appear necessary or desirable to collect said amounts payable by the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the SubleaseCity under Section 4.2 hereof. No right or remedy herein conferred upon or reserved to the parties Bondowner in this subsection (a) is intended to be exclusive of any other right available remedy or remedy hereinremedies, but each and every such remedy shall be cumulative of and shall be in addition to every other right or remedy given hereunder under this Lease or now or hereafter existing at law or in equity or by statute statute, subject to the provisions of the Bond Resolution. (b) If an event of default referred to in Section 7.1(b) hereof occurs and is continuing, then the Paying Agent or otherwisethe Bondowner, by written notice to the City, may take whatever action at law or in equity may appear necessary or desirable to enforce the performance and observance of the obligation, agreement or covenant of the City then in default under this Lease, whether for specific performance of any covenant or agreement contained herein or therein or in aid of the execution of any power herein granted. No remedy conferred upon or reserved to the Bondowner in this subsection (b) is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Lease and now or hereafter existing at law or in equity or by statute, subject to the provisions of the Bond Resolution. No delay or omission to exercise any right or power accruing upon any event of default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right or power may be enforced concurrently therewith or exercised from time to time; providedtime and as often as may be deemed expedient. In order to entitle the Bondowner to exercise any respective remedy reserved to them in this Article VII, however, that notwithstanding any provisions to the contrary herein, Lessor it shall not be necessary to give any notice, other than any notice required herein. Any amounts collected pursuant to action taken under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.subsection (a) of this Section

Remedies on Default. Upon The Sublessor shall have the happening right, at its option, or upon the direction of the Purchaser without any Event further demand or notice, (1) to terminate this Sublease, or, with the consent of Defaultthe Sublessee which consent shall not be unreasonably withheld to keep this Sublease in full force and effect, and in either event, to reenter the Leased Premises and eject all parties in possession therefrom, and relet the Leased Premises as the agent and for the account of the Sublessee upon such terms and conditions as the Sublessor may deem advisable, in which event the rents received on such re-letting shall be applied first to the expenses of reletting and collection, including expenses necessary for repair or restoration of the Leased Premises to its original condition (taking into account normal wear and tear), reasonable attorneys’ fees and any real estate commissions actually paid, and second to the payment of Base Rental in accordance with this Sublease, and if a sufficient sum shall not be thus realized to pay such sums and other charges, then, if this Sublease shall not have been terminated, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein Sublessee shall pay to the contrarySublessor any net deficiency existing on the date when Base Rental or Additional Rental is due hereunder; or (2) in lieu of the above, there shall be no right under any circumstances to accelerate so long as the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party Sublessor does not elect terminate the Sublessee's right to terminate possession, this Sublease shall continue in effect and the Sublessor shall have the right to enforce all of its rights and remedies under this Sublease, including the right to recover Base Rental payments as they become due under this Sublease pursuant to subsection B., below, Section 1951.4 of the parties shall remain responsible for California Civil Code. The foregoing remedies of the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and Sublessor are in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due addition to and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each of the Sublessor. Any re-entry pursuant to this Section 12 shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or allowed by statute or otherwisethe Sublessee without hindrance, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor Sublessor shall not under be liable in damages for any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods such re-entry or otherwise declare any Sublease Payments not then in default to be immediately due and payableguilty of trespass.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault shall have occurred and be continuing, Lender, as assignee of Issuer, shall have the non-defaulting party may exercise remedies set forth below; providedright, howeverat its sole option without any further demand or notice, that notwithstanding anything herein to take any one or any combination of the following remedial steps to the contraryextent that the same are available to secured parties under Article 9 of the UCC in effect in the State from time to time and which are otherwise accorded to Lender, there shall be no right as assignee of Issuer, by applicable law: (a) by notice to Issuer and Borrower, declare the entire unpaid principal amount of the Loan then outstanding, all interest accrued and unpaid thereon and all amounts payable under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default this Agreement to be immediately forthwith due and payable., whereupon the Loan, all such accrued interest and all such amounts shall become and be forthwith due and payable, without presentment, notice of dishonor, protest or further notice of any kind, all of which are hereby expressly waived by Borrower; A. In (b) proceed by appropriate court action to enforce specific performance by Issuer or Borrower of the event that applicable covenants of this Agreement or to recover for the non-defaulting party does not elect breach thereof, including the payment of all amounts due from Borrower. Borrower shall pay or repay to terminate this Sublease Lender or Issuer all costs of such action or court action, including, without limitation, reasonable attorneys' fees; (c) with or without notice to Borrower or Issuer submit one or more drafts under the Letter of Credit, any Substitute Letter of Credit or any letter of credit provided pursuant to subsection B., below, the parties shall remain responsible Section 7.07 hereof for the performance of all conditions herein.any amounts due hereunder; and B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing (d) take whatever action at law or in equity may appear necessary or by statute desirable to enforce its rights under this Agreement. Borrower shall pay or otherwiserepay to Lender or Issuer all costs of such action or court action, and may be enforced concurrently therewith or from time including, without limitation, reasonable attorneys' fees. Notwithstanding any other remedy exercised hereunder, Borrower shall remain obligated to time; provided, however, that notwithstanding pay to Lender any provisions to unpaid portion of the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablePrepayment Amount.

Remedies on Default. Upon (a) If a default by Tenant occurs, Landlord may: (1) Immediately re-enter and remove all persons and property from the happening Premises and place said property in a public warehouse or elsewhere at Tenant's expense without liability; (2) Relet the Premises or any part of it, for the account of Tenant for the remainder of the terms to any Event tenant at rent and conditions that Landlord deems advisable. Landlord shall credit the rent received on the balance due from Tenant first to any expenses incurred because of Defaultthe repossession, next to interest and the balance to principal. Landlord may repair or restore the premises if required for reletting. Repossession shall not terminate this Lease unless Landlord given written notice of termination to Tenant; (3) Collect each installment of rent or other sum due under this Lease as it becomes due or otherwise enforce any of its provisions that are not being complied with by Tenant; (4) Await the end of the term of this Lease and then collect all rent or other sums due under it; (5) Terminate this Lease by written notice to Tenant in which event Tenant shall immediately surrender possession of the Premises and pay Landlord all loss or damages incurred because of Tenant's default including all rent due or to become due, all of which shall become due forthwith. (b) Notice or demand is not a prerequisite to any remedy unless another part of this Lease provides for notice or demand in which event that provision shall prevail. (c) In addition to any other loss or damages that Landlord sustains because of Tenant's default, Tenant shall pay all reasonable expenses of repair, alteration, renovation or addition to the Premises required as a result of his tenancy or required to relet the Premises, transfer and storage charges for Tenant's personal property removed from the Premises, and brokers' commissions incurred by Landlord in reletting the Premises. (d) Tenant grants Landlord a lien on Tenant's property located within the Premises to secure all sums due or to become due under this Lease in addition to any statutory lien or right Landlord _______ Page 13 Tenant _________ to distrain. Tenant shall not remove his property from the Premises until all money due Landlord is paid. If Tenant's property is removed, the non-defaulting party lien continues for a period of six (6) months during which Landlord may exercise seize Tenant's property wherever found and sell it or so much of it as will satisfy all money due Landlord without process. This lien may be enforced by distress regardless of the nature of the money due. (e) All remedies set forth below; providedof Landlord are cumulative to each other and to any other remedies given by law. All rights of Landlord on Tenant's default apply to a renewal or extension of this Lease. By making a payment for Tenant or from any security deposit, howeverLandlord does not waive Tenant's default or any right Landlord has because of this default. (f) Notwithstanding any termination and/or expiration of Tenant's interest under this Lease, that notwithstanding anything herein Tenant's liability, including but not limited to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance payment of all conditions herein. B. In the event rents and other payments required of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by DistrictTenant, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up whether accruing prior to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination and/or expiration of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy hereinthis Lease, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwisesurvive and continue, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the affect Landlord's right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablecollect said sums.

Remedies on Default. Upon Lessee’s monetary default after fifteen (15) days written notice of such default, or Lessee’s continued default under any other provision of this Lease after thirty (30) days written notice of such default (or such longer period as shall be reasonably necessary to cure such default given the happening nature thereof), Lessor may, to the extent allowed by applicable Law, immediately terminate and re-enter and possess the Premises without waiving any other remedy or remedies available to it under the laws of any Event the Commonwealth of Default, the non-defaulting party Massachusetts. Lessor may exercise any and all remedies set forth below; providedavailable pursuant to applicable Law. To the extent provided by applicable Law, howeverLessee shall be liable to Lessor for all damages and costs, that notwithstanding including reasonable attorney’s fees, caused by Lessee’s default. Notwithstanding anything herein to the contrarycontrary contained in this Paragraph 21, there Lessor shall be no right under any circumstances have the obligation to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due mitigate its damages hereunder, and payable. A. In the event that the non-defaulting party does not elect to without limitation, if Lessor shall terminate this Sublease pursuant Lease by reason of Lessee’s default hereunder, in no event shall Lessor be entitled to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided damages on account of Lessee’s remaining rental obligation hereunder which exceed the fair market rental value of the Premises for the balance of the Term. In addition, and without waiving the preceding paragraph, if any default by DistrictLessee shall continue beyond the expiration of the applicable notice and cure period set forth above, District Lessor may, at Lessor’s sole option, make any payment, or take any action, which Lessee is obligated to undertake under the terms of this Lease, provided that Lessor shall pay provide Lessee with not less than ten (10) business days’ prior written notice that Lessor undisputed Sublease Payments then owing for past Sublease Payments due and will make such payment or perform such obligation on Lessee’s behalf if the same is not paid and undisputed compensation on or performed by Lessee prior to the basis expiration of time and materials for all laborsuch ten (10) business day notice period. This paragraph shall include, materialsbut not be limited to, the right of the Lessor to pay insurance premiums, and services provided up reasonable charges for repair and maintenance of the Premises upon the failure of the Lessee to do so within the period allowed pursuant to the date foregoing. Lessor shall be entitled to recover from Lessee, any and all reasonable costs and expenses, including, but not limited to, reasonable attorney’s fees, which Lessor incurs as a result of Lessor’s termination making any such payment or taking any such action, plus interest, at the rate of the Sublease. In the event of termination of five percent (5%) per annum on any amounts expended by Lessor under this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after paragraph from the date of District’s termination of that the Sublease. No right or remedy herein conferred upon or reserved Lessor forwards to the parties is exclusive Lessee proof of any other right such payment. By making any such payment, or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding taking any provisions to the contrary hereinsuch action, Lessor shall not be deemed to have waived Lessee’s default. Lessor shall provide to Lessee a copy of any and all notices from third parties of any act or omission by the Lessee which constitutes a default under any circumstances have provision of this Lease or of any act or omission of the right to accelerate Lessee which, if left uncured, will constitute a breach of any such condition upon the Sublease Payments that fall due in future Sublease periods passage of time or otherwise declare any Sublease Payments not then in default to be immediately due and payableotherwise.

Remedies on Default. Upon the happening of any Whenever an Event of DefaultDefault shall have happened and be subsisting, any one (1) or more of the non-defaulting party following remedial steps may exercise remedies set forth below; providedbe taken: (a) The SUBLESSOR may, howeverwith the consent of the DIRECTOR, that notwithstanding anything herein to and shall at the contraryrequest of the DIRECTOR, there shall be no right under declare all installments of Rent, together with any circumstances to accelerate the Sublease Additional Payments or otherwise declare any Sublease Payments not then in default and other amounts payable hereunder to be immediately due and payable., whereupon the same shall become immediately due and payable; A. In (b) The SUBLESSOR may re-enter and take possession of the event that PROJECT SITE and the non-defaulting party does not elect to PROJECT FACILITIES without terminating this SUBLEASE and SUBLEASE the PROJECT SITE and the PROJECT FACILITIES for the Account of the SUBLESSEE holding the SUBLESSEE liable for the difference between the Rent and other amounts payable by such Subleasee in such Subleasing and the Rent, Additional Payments and other amounts payable by the SUBLESSEE hereunder; (c) The SUBLESSOR may terminate this Sublease pursuant SUBLEASE, exclude the SUBLESSEE from possession of the PROJECT SITE and the PROJECT FACILITIES and lease the PROJECT SITE and the PROJECT FACILITIES to subsection B.another, below, but holding the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials SUBLESSEE liable for all laborRent, materials, Additional Payments and services provided other amounts payable hereunder up to the effective date of Lessor’s termination such Subleasing; (d) The SUBLESSOR and the DIRECTOR may have access to, inspect, examine and make copies of the Sublease. In the event of termination of this Sublease by District at its option Books and in the manner hereinafter provided on account of default by LessorRecord, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materialsAccounts, and services provided after the date of District’s termination Financial Data of the Sublease. No right or remedy herein conferred upon or reserved SUBLESSEE pertaining to the parties is exclusive of any other right PROJECT; (e) The SUBLESSOR or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or the DIRECTOR may pursue all remedies now or hereafter existing at law or in equity to collect all the amounts then due and thereafter to become due under this SUBLEASE, or by statute to enforce the performance and observance of any other obligation or otherwiseagreement of the SUBLESSEE, under this SUBLEASE. Any amounts collected as or applicable to Rent and may any other amounts which would be enforced concurrently therewith applicable to payment of principal of or from time interest on the NOTE collected pursuant to time; provided, however, that notwithstanding any provisions action taken under this Section shall be paid to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableDIRECTOR.

Remedies on Default. Upon the happening of an Event of Default the Landlord may, at its option, and in addition to and without prejudice to all rights and remedies of the Landlord available to it either by any other provision of this Lease or by statute or the general law: (a) be entitled to the full amount of the current month's and the next ensuing three months instalments of Rent which shall immediately become due and payable and the Landlord may immediately distrain for the same, together with any arrears then unpaid; (b) without notice or any form of legal process, forthwith re-let or sublet the Leased Premises or any part or parts thereof for whatever term or terms and at whatever rent and upon whatever other terms, covenants and conditions Landlord considers advisable including, without limitation, the payment or granting of inducements all on behalf of Tenant; and on each such re-letting or subletting the rent received by Landlord therefrom will be applied first to reimburse Landlord for any such inducements and for any expenses, capital or otherwise, incurred by Landlord in making the Leased Premises ready for re-letting or subletting; and secondly to the payment of any costs and expenses of re-letting or subletting including brokerage fees and legal fees on a solicitor and his own client basis; and third to the payment of Rent; and the residue if any will be held by Landlord and applied to payment of Rent as it becomes due and payable. If rent received from re-letting or subletting during any month is less than Rent to be paid during that month hereunder, Tenant will pay the deficiency which will be calculated and paid monthly on or before the first day of every month; and no re-letting or subletting of the Leased Premises by Landlord or entry by Landlord or its agents upon the Leased Premises for the purpose of re-letting or subletting or other act of Landlord relating thereto including, without limitation, changing or permitting a sub-tenant to change locks, will be construed as an election on its part to terminate this Lease unless a written notice of termination is given to Tenant; and if Landlord elects to re-let or sublet the Leased Premises without terminating, it may afterwards elect to terminate this Lease at any time by reason of any Event of Default then existing; (c) seize and sell such goods, chattels and equipment of the Tenant as are in the Leased Premises and may apply the proceeds thereof to all Rent to which the Landlord is then entitled under this Lease. Any such sale may be affected by public auction or otherwise, and either in bulk or by individual item, or partly by one means and partly by another, all as the Landlord in its sole discretion may decide; (d) terminate this Lease by leaving upon the Leased Premises notice in writing of the termination, and termination shall be without prejudice to the Landlord's right to damages; it being agreed that the Tenant shall pay to the Landlord on demand as damages the loss of income of the Landlord to be derived from this Lease and the Leased Premises for the unexpired portion of the Term had it not been terminated; (e) re-enter into and upon the Leased Premises or any part thereof in the name of the whole and repossess and enjoy the same as of Landlord's former estate, anything herein contained to the contrary notwithstanding; and the Tenant shall pay to the Landlord forthwith upon demand all expenses of the Landlord in re-entering, terminating, re-letting, collecting sums due or payable by the Tenant or realizing upon assets seized or otherwise exercising its rights and remedies under this Section including tenant inducements, leasing commissions, legal fees (on a solicitor and his own client basis) and all disbursements and the expense of keeping the Leased Premises in good order, repairing the same and preparing them for re-letting. In addition, and without limiting the generality of the foregoing provisions of this Section 11.05, upon the happening of an Event of Default, and whether or not this Lease is terminated in accordance with such provisions, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein Landlord shall have no further liability to pay to the contraryTenant or any third party any amount on account or in respect of a refund of any security deposits, there prepaid rent or prepaid taxes or any tenant inducement, leasehold improvement allowance, lease takeover or lease subsidy or any other concession or inducement otherwise provided to the Tenant under or with respect to this Lease, and any Rent-free period otherwise provided to the Tenant hereunder shall be null and void and of no right under any circumstances to accelerate the Sublease Payments further force or otherwise declare any Sublease Payments not then in default to be immediately due effect and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each Rent shall be cumulative of every other right or remedy given payable in full hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time without regard to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablesuch Rent-free period.

Remedies on Default. Upon the happening occurrence of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. . The District shall continue to remain liable for the payment of Fair Rental Value Payments through the date of termination of this Sublease and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Article: In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions obligations herein. B. . In the event of termination of this Sublease by Lessor at its option and in the manner permitted hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Fair Rental Value Payments then owing for due and owing, including any past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all laborpaid, materials, and services provided up to through the date of Lessor’s termination termination. Neither notice to pay Sublease Payments, nor to deliver up possession of the Project and the Site given pursuant to law, nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. In the event of termination of this Sublease by District at its option and in any litigation between the manner hereinafter provided on account of default by Lessorparties, District the parties shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labortheir respective costs incurred, materials, and services provided after the date of District’s termination of the Subleaseincluding attorneys’ fees. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination any default by ▇▇▇▇▇, Seller is entitled to any one or more of the following remedies: (a) Seller may take possession of the Equipment and terminate the Agreement and ▇▇▇▇▇’s rights hereunder. (b) Seller may proceed by court action to enforce performance of the terms of this Sublease Agreement and to recover damages for the breach hereof. (c) Seller may withhold delivery of the Equipment, take possession of any equipment previously delivered, and/or stop delivery of the Equipment by Lessor at its option any bailee. (d) Seller may surrender any insurance policies covering the Equipment and receive the unearned premiums. (e) Without terminating this Agreement, Seller may take possession of the Equipment and sell, relet or otherwise dispose of the Equipment as a secured party under the applicable provisions of the New York Business and Commerce Code, applying proceeds as provided in the manner hereinafter provided on account same, deduct all expenses, costs, reasonable attorneys fees, and other charges insured by Seller. If the funds actually received by Seller are insufficient to pay all amounts due under this Agreement, Seller may thereafter pursue a deficiency against the Buyer. In no event shall Seller be required to sell or relet the Equipment, nor required to rebate of pay back any gain or profit as a result of leasing the Equipment. Seller is not required to give Buyer any notice of default by Districtbefore exercising any of the above remedies. In taking possession, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due Seller may enter upon any premises where the Equipment may be located and not paid and undisputed compensation remove the Equipment or store it on the basis of time and materials premises without charge. Any claim for all labordamages caused by taking possession, materials, and services storage or removal is hereby waived by ▇▇▇▇▇. The remedies provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District herein shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy hereinexclusive, but each shall be cumulative of every and in addition to all other right or remedy given hereunder or now or hereafter remedies existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableequity.

Remedies on Default. Upon the happening of (a) Whenever any Event of Default on this Lease occurs or is anticipated to occur, the non-defaulting party shall notify the defaulting party of said Event of Default b prior to expiration of the time to cure such Event of Default and without e impairing the defaulting party’s opportunity to cure the Event of Default. The non-defaulting party shall act in good faith and take all reasonable measures to r assist the defaulting party in effectuating a cure of the default. (b) Whenever any Event of Default shall have happened and be continuing as e to the Lease, the non-defaulting party may exercise remedies set forth below; providedtake one o:r any combination of the following, howeverremedial steps: a. terminate the Lease and give notice to Lessee to vacate the Leased Property on or before June 30 of the year in which the Event of Defaultoccurs; b. after declaring this Lease terminated, that notwithstanding anything herein to reenter the contrary, there shall be no right under Leased Property and occupy the whole or any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due part thereof for and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of Lessee and collect any unpaid Base Rentals and other charges, which have become payable, or which may thereafter become payable; c. sell, assign or lease its interest in all or any portion of the Leased Property. Notwithstanding Lessee’s default by Districtnothing shall preclude Lessee from purchasing the Leased Property; d. cure the default at the defaulting party's expense, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments and withhold, reduce or offset any amount against any payments of Base Rent or any other charges due and payable under this Lease; e. enforce any provision of this Lease by equitable remedy, including, but not paid and undisputed compensation on the basis of time and materials for all laborlimited to, materials, and services provided up to the date of Lessor’s termination enforcement of the Sublease. In the event restrictions on assignment, encumbrance, conveyance, transfer or succession under this Lease by specific performance, writ of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments mandamus or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing injunctive relief; and f. take whatever action at law or in equity may appear necessary or by statute or otherwise, desirable to enforce its rights in and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableLeased Property underthis Lease.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the SubleaseSection 3.1. In the event of termination of this Sublease by District at its option and a default in the manner payment of principal of or premium, if any, on any Bond of a series of Bonds when and as the same shall become due, whether at the stated maturity thereof, by acceleration, call for redemption or otherwise, or in the event of a default in the payment of any interest on any Bond of a series of Bonds when and as the same shall become due, the Trustee may, and if requested so to do by the owners of not less than 25% in aggregate principal amount of the Bonds of such series then outstanding and upon provision being made for its fees and expenses and indemnification as hereinafter provided provided, shall be obligated to proceed hereunder, and the Trustee, in its sole discretion, shall have the right to proceed first and directly against any one or more of the Guarantors under this Guaranty to the extent of their respective obligations hereunder without proceeding against or exhausting any other remedies which it may have and without resorting to any other security held by Issuer or the Trustee. Before taking any action hereunder, the Trustee may require a satisfactory indemnity bond be furnished for the reimbursement of all expenses it may incur and to protect it against all liability except that which is adjudicated to have resulted from its negligence or willful default, by reason of any action so taken. Section 3.2. Each Guarantor hereby expressly waives notice from the Trustee or the owners from time to time of any of the Bonds of their acceptance and reliance on account of default by Lessor, District shall not be responsible this Guaranty. The Guarantors agree to pay Lessor future Sublease Payments all costs, expenses and fees, including all reasonable attorneys' fees, which may be incurred by the Trustee in enforcing or compensate Lessor for time and materials for laborattempting to enforce this Guaranty following any default hereunder, materials, and services provided after whether the date of District’s termination of the Subleasesame be enforced by suit or otherwise. Section 3.3. No right or remedy herein conferred upon or reserved to the parties Trustee is intended to be exclusive of any other right available remedy or remedy hereinremedies, but each and every such remedy shall be cumulative of and shall be in addition to every other right or remedy given hereunder under this Guaranty or now or hereafter existing at law or in equity equity. No delay or by statute omission to exercise any right or otherwisepower accruing upon any default, omission or failure of performance hereunder shall impair any such right or power or shall be construed to be a waiver thereof, but any such right and power may be enforced concurrently therewith or exercised from time to time; providedtime and as often as may be deemed expedient. In order to entitle the Trustee to exercise any remedy reserved to it in this Guaranty, howeverit shall not be necessary to give any notice, that notwithstanding other than such notice as may by herein expressly required. In the event any provisions provision contained in this Guaranty should be breached by a Guarantor and thereafter duly waived by the Trustee, such waiver shall be limited to the contrary herein, Lessor particular breach so waived and shall not under be deemed to waive any circumstances have other breach hereunder. No waiver, amendment, release or modification of this Guaranty shall be established by conduct, custom or course of dealing, but solely by an instrument in writing duly executed by the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableTrustee.

Remedies on Default. 19.1 Upon the happening of any an Event of Default, the Agreement may be terminated at the option of the Lessor or Lessee by notice in writing to Lessee or Lessor. The notice may be given at any time after any grace period for default given under Section B.18. All of ▇▇▇▇▇▇'s rights in relation to the Site and in all improvements on the Site will terminate as of the date of termination and/or expiration. Promptly after such notice, unless agreed upon by the Parties in writing, ▇▇▇▇▇▇ will surrender and vacate the Site and all improvements in broom clean and in good condition. Lessor may reenter and take possession of the Property and of all improvements and eject some or all parties in possession except any sub-lessee qualifying under any non-defaulting party may exercise disturbance agreement by Lessor and any Program tenant who is occupying a portion of the Property. Lessor and ▇▇▇▇▇▇ will have all rights and remedies set forth below; providedavailable to Lessor and Lessee under this Agreement, howeverat law, that notwithstanding anything herein and in equity. Termination under this Section will not relieve Lessee from the payment of any sum then due to Lessor or from any claim for damages previously accrued or then accruing against Lessee. Termination under this Section will not relieve Lessor from the contrary, there shall be no right under payment of any circumstances sum then due to accelerate the Sublease Payments Lessee or otherwise declare from any Sublease Payments not claim for damages previously accrued or then in default to be immediately due and payableaccruing against Lessor. A. 19.2 In the event that the non-defaulting party does not elect to terminate Lessor terminates this Sublease pursuant to subsection B., belowLease, the parties shall remain responsible Lessor, or those having the Lessor's estate in the Property, lawfully at its option, may enter into and upon said demised Property and every part thereof, and repossess the same of Lessor's former estate, and expel said ▇▇▇▇▇▇ and those claiming by and through or under Lessee other than Program tenants, and remove Lessee's effects at Lessee's expense, forcibly if necessary, and store the same, without being deemed guilty of trespass and without prejudice to any remedy which otherwise might be used for arrears of rent or preceding breach of covenant. If Lessor terminates the performance Agreement, Lessor will be entitled to recover immediately, the reasonable costs of all conditions hereinreentry and reletting including, without limitation, the cost of any clean-up, refurbishing, removal of ▇▇▇▇▇▇’s property and fixtures, and/or any other expense occasioned by ▇▇▇▇▇▇’s failure to quit the Property upon termination and to leave the Property in the required condition, including, without limitation, any remodeling costs, attorney fees, court costs, broker commissions, and advertising costs. B. In the event of termination of this Sublease by Lessor at its option and 19.3 The foregoing remedies shall be in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materialsaddition to, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for laborexclude, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time available to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableapplicable law.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault has occurred and is continuing, the non-defaulting party may exercise remedies set forth below; providedLessor may, howeverwithout any further demand or notice, that notwithstanding anything herein take one or any combination of the following remedial steps:‌ (a) Terminate the Lease Term and give notice to the contraryLessee to vacate or surrender the Project within 60 days from the date of such notice; (b) take legal title to, there shall be no right and sell or re-lease the Project or any portion thereof; (c) declare an amount equal to all Base Rentals and Additional Rentals under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default this Lease to be immediately due and payable., whereupon that amount shall become immediately due and payable; or A. In (d) take whatever action at law or in equity may appear necessary or desirable to enforce its rights in and to the event that the non-defaulting party does not elect to terminate Project under this Sublease pursuant to subsection B.Lease (including, belowwithout limitation, the parties shall remain responsible right to possession of the Project and the right to sell or re-lease or otherwise dispose of the Project in accordance with applicable law and to appoint a receiver to operate the Project) and to recover damages for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Subleasebreach thereof. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or intended to be exclusive, and every such remedy herein, but each shall will be cumulative of and will be in addition to every other right or remedy given hereunder or and every remedy now or hereafter existing at law or in equity equity. No delay or by statute omission to exercise any right or otherwise, power accruing upon any default will impair any such right or power and any such right and power may be enforced concurrently therewith or exercised from time to time; providedtime and as often as may be deemed expedient. If any agreement contained herein should be breached by either party and thereafter waived by the other party, however, that notwithstanding any provisions such waiver will be limited to the contrary hereinparticular breach so waived and will not be deemed to waive any other breach hereunder. The Lessee will remain liable for all covenants and obligations under this Lease, and for all legal fees and other costs and expenses, including court costs awarded by a court of competent jurisdiction, incurred by the Lessor shall not with respect to the enforcement of any of the remedies under any circumstances have the right to accelerate the Sublease Payments this Lease, when a court of competent jurisdiction has finally adjudicated that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablean Event of Default has occurred.

Remedies on Default. Upon the happening of any Event of Default, the non-defaulting party Lessor may exercise remedies set forth below; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable.. The District shall continue to remain liable for the payment of Sublease Payments and damages for breach of this Sublease and the performance of all conditions herein such Sublease Payments and damages shall be payable to Lessor at the time and in the manner set forth in subsections (A) and (B) of this Section: A. In the event that the non-defaulting party Lessor does not elect to terminate this Sublease pursuant to subsection B., (B) below, the parties District agrees to and shall remain responsible liable for the payment of Sublease Payments and the performance of all conditions hereinherein and shall reimburse Lessor for the full amount of the Sublease Payments to the end of the Sublease term. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by the District, the District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed paid, compensation on the basis of time and materials for all labor, materials, materials and services provided up to the date of Lessor’s 's termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible Neither notice to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination nor to deliver up possession of the Project and the Site given pursuant to law nor any proceeding in unlawful detainer taken by Lessor shall of itself operate to terminate this Sublease. The prevailing party shall be entitled to all reasonable costs incurred, including reasonable attorney’s fees. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from DEL NORTE HIGH SCHOOL NEW SCIENCE CLASSROOM, FIELDS, RESTROOM BUILDING PROJECT SUBLEASE time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.

Remedies on Default. Upon If an event of default referred to in Section 7.1(a) hereof occurs and is continuing, then the happening of any Event of Default, the non-defaulting party may exercise remedies set forth below; provided, however, that notwithstanding anything herein Bondholder (i) by written notice to the contraryCity, there shall may declare the payments to be no right made under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default Section 4.2 hereof to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up (ii) may take whatever action at law or in equity may appear necessary or desirable to collect said amounts payable by the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the SubleaseCity under Section 4.2 hereof. No right or remedy herein conferred upon or reserved to the parties Bondholder in this subsection (a) is intended to be exclusive of any other right available remedy or remedy hereinremedies, but each and every such remedy shall be cumulative of and shall be in addition to every other right or remedy given hereunder under this Contract or now or hereafter existing at law or in equity or by statute statute, subject to the provisions of the Bond Resolution. If an event of default referred to in Section 7.1(b) hereof occurs and is continuing, then the Paying Agent or otherwisethe Bondholder, by written notice to the City, may take whatever action at law or in equity may appear necessary or desirable to enforce the performance and observance of the obligation, agreement or covenant of the City then in default under this Contract, whether for specific performance of any covenant or agreement contained herein or therein or in aid of the execution of any power herein granted. No remedy conferred upon or reserved to the Bondholder in this subsection (b) is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Contract and now or hereafter existing at law or in equity or by statute, subject to the provisions of the Bond Resolution. No delay or omission to exercise any right or power accruing upon any event of default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right or power may be enforced concurrently therewith or exercised from time to time; providedtime and as often as may be deemed expedient. In order to entitle the Bondholder to exercise any respective remedy reserved to them in this Article VII, however, that notwithstanding any provisions to the contrary herein, Lessor it shall not be necessary to give any notice, other than any notice required herein. Any amounts collected pursuant to action taken under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payable.subsection (a) of this Section

Remedies on Default. Upon the happening occurrence of any Event of Default, Lessor, besides other rights and remedies it may have, shall have the non-defaulting party right of reentry and may exercise remedies set forth below; providedremove all persons and property from the Leased Premises pursuant to legal proceedings or pursuant to any notice provided by law, howeverand may store any such property removed in a public warehouse or elsewhere, that notwithstanding anything herein at the cost of, and for the account of Lessee. Lessor shall not be liable for any damages caused by any dispossession or removal of persons or property from the Leased Premises pursuant to this paragraph 30. Further Lessor may either terminate this Lease or may, from time to time, without terminating this Lease, relet the Leased Premises or any part thereof for such term or terms (which may be a term extending beyond the term of this Lease) and at such rental or rentals and upon such other terms and conditions as Lessor in its sole discretion may deem advisable with the right to make alterations and repairs to the contraryLeased Premises. Upon such reletting, there Lessee shall pay to Lessor, as soon as ascertained, the cost and expenses incurred by Lessor in such reletting and in making such alterations and repairs to the extent necessary to return the Leased Premises to good leasable condition. Rentals received by Lessor from such reletting shall be no right under applied: first, to the payment of any circumstances indebtedness, other than rent, due hereunder from Lessee to accelerate Lessor; second, to the Sublease Payments payment of the cost of any alterations or otherwise declare repairs to the Leased Premises necessary to return the Leased Premises to good condition (normal wear and tear excepted) for uses permitted by this Lease; third, to the cost of storing any Sublease Payments not then of Lessee's property left on the Leased Premises at the time of reletting; fourth, to the payment of rent due and unpaid hereunder. The residue, if any, shall be held by Lessor and applied in default payment of future rent or damages in the event of termination as the same may become due and payable hereunder and the balance, if any, at the end of the term of this Lease shall be paid to Lessee. Should such rentals received from time to time from such reletting during any month be less than that agreed to be immediately due paid during that month by Lessee hereunder, the Lessee shall pay such deficiency to Lessor. Such deficiency shall be calculated and payable. A. In paid monthly. No such reentry or taking possession of the event that Leased Premises by Lessor shall be construed as an election on its part to terminate this Lease unless a written notice of such intention be given to Lessee or unless the non-defaulting party does not termination thereof be decreed by a court of competent jurisdiction. Notwithstanding any such reletting without termination, Lessor may at any time thereafter elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible Lease for the performance of all conditions herein. B. In the event of such previous breach. No such termination of this Sublease by Lessor at Lease shall relieve Lessee of its option liabilities and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materialsobligations under this Lease, and services provided up to the date of Lessor’s termination of the Subleasesuch liabilities and obligations shall survive any such termination. In the event of any such termination, whether or not the Leased Premises or any part thereof shall have been relet, Lessor may recover from Lessee all damages Lessor may incur by reason of such termination, specifically including the cost of recovering the Leased Premises and (1) all amounts that would have fallen due as rents between the time of termination of this Sublease Lease and the time of the judgment, or other award, plus the costs of all reletting and transfers, plus interest on the balance at the rate of 18% per year; (2) the worth at the time of the judgment or other award, of the amount by District at its option which the unpaid rents for the balance of the term exceed the amount of such rental loss that Lessee proves could be reasonably avoided; and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible (3) any other amount necessary to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after all detriment proximately caused by Lessee's failure to perform its obligations under this Lease or which in the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved ordinary course would be likely to the parties is exclusive of any other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableresult therefrom.

Remedies on Default. Upon In addition to the happening remedies provided by Chapter 83, Florida Statutes, Landlord shall have the following remedies: (a) Landlord may re-enter the Premises immediately and terminate the Lease. Landlord may remove all persons and property from the Premises. Such property may be removed and stored in a public warehouse or elsewhere at the cost of, and for the account of Tenant. (b) Landlord may re- let the Premises or any Event part of Defaultthe Premises for any term without terminating the Lease, at such rent and on such terms as he may choose, for the Tenants account. Landlord may make such alterations or repairs of the Premises as may be necessary or required. The duties and liabilities of the parties upon such re-letting are as follows: (i) In addition to Tenant's liability to Landlord for breach of the Lease, Tenant shall be liable for all expenses of the re-letting, including, without limitation, broker's commissions, expenses of alterations and repairs and all other expenses of the Landlord. Tenant shall pay to Landlord such expenses on the dates the rent are due provided herein, minus the rent received by Landlord from re-letting. (ii) Landlord, at its option, shall have the right to apply the rent received from re- letting the Premises as follows: First, to reduce Tenant's indebtedness to Landlord under the Lease, not including indebtedness for rent; Second, to recover expenses of re-letting and alternations and repairs made; Third, to recover the rent due under the Lease; and Fourth, to payment of future rent under the Lease as it becomes due. (iii) Notwithstanding any such re-letting without termination, Landlord may at any time thereafter elect to terminate this Lease for such previous breach. Landlord may recover from Tenant all damages proximately resulting from the breach, including the cost of recovering the Premises, the non-defaulting party may exercise remedies set forth below; providedunpaid rent that had been earned at time of breach, however, and accelerate payment of rent that notwithstanding anything herein to would have been earned from date of such breach until the contrary, there time this Lease would have expired but for such termination. All such amounts shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect payable from Tenant. Any and all rights, remedies and options given in this Lease to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any other right or remedy herein, but each Landlord shall be cumulative and in addition to and without waiver of every other or in derogation of any right or remedy given hereunder or to it under any law now or hereafter existing at law or in equity or by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions to the contrary herein, Lessor shall not under any circumstances have the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableeffect.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault shall have occurred and be continuing, Lessor may, upon written notice to Lessee, at its option, declare this Lease to be in default, and at any time thereafter, so long as all outstanding Events of Default shall not have been remedied, Lessor may take any one or more of the following actions as Lessor in its sole discretion shall elect, to the extent permitted by and subject to compliance with any mandatory requirements of Applicable Law: (a) Lessor shall have the right to demand in writing that Lessee pay to Lessor immediately, as and for final liquidated damages and not as a penalty, but exclusive of the indemnities payable under Section 14 of this Lease and other amounts payable by Lessee under the Operative Documents, and in lieu of all damages (including Rent (other than Supplemental Rent)) beyond the date of such demand (the "Demand Date"), and Lessee shall immediately pay the Termination Value for the Property determined as of the Basic Rent Payment Date immediately preceding the Demand Date (it being agreed that the Termination Value shall be adjusted by subtracting therefrom any Basic Rent previously paid by Lessee which is attributable to any period occurring on or after the Demand Date and adding thereto any Basic Rent which has not been paid by Lessee but which has accrued for any portion of the Lease Term occurring prior to the Demand Date); provided that if an Event of Default described in Section 15.3 shall occur with respect to Lessee or Guarantor, the non-defaulting party may exercise remedies set forth below; providedTermination Value determined in accordance with this Section 16.1(a) shall automatically, howeverand without any action on the part of Lessor, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be become immediately due and payable.. Lessee waives, to the maximum extent permitted by law, any right to contest the Termination Value as the liquidated sum due upon acceleration of this Lease in accordance with this Section 16.1. Concurrently with the payment by Lessee of the Termination Value to Lessor pursuant to this Section 16.1(a) and the payment of all Supplemental Rent due and owing under the Operative Documents to the Persons entitled thereto: A. In (i) all Rent for the event Facility shall cease to accrue; (ii) this Lease shall terminate and Lessee shall cease to have any liability to Lessor with respect to the Property, except for Supplemental Rent and other obligations surviving pursuant to the express terms of this Lease and any other Operative Document; provided that it shall be a condition of such termination that Lessee shall pay all amounts due which it is obligated to pay under this Lease and the non-defaulting party does other Operative Documents; (iii) Lessor shall transfer on an "as is" and "where is" basis (by an appropriate instrument of transfer in form and substance reasonably satisfactory to Lessee (provided that such instrument of transfer shall not elect contain representations or warranties, express or implied, other than a warranty as to the absence of Liens attributable to Lessor or the Investors) and prepared and recorded at Lessee's expense) the Property to Lessee (or its designee); and (iv) Lessor, at Lessee's cost and expense, shall execute and deliver and/or cause to be executed and delivered, all appropriate releases and other documents or instruments (and in such form) as Lessee may reasonably request to effect the foregoing and otherwise to release the Property from the terms of this Lease, all of which shall be prepared, filed and, if appropriate, recorded at the cost and expense of Lessee; (b) Lessor may (i) terminate this Lease as of the date specified in writing to Lessee and (ii) declare the entire balance of Basic Rent to be due and payable together with accrued unpaid Basic Rent and any other Supplemental Rent payable under this Lease and the other Operative Documents, provided that no reletting or taking possession of the Property by Lessor will be construed as a termination of this Lease by Lessor unless Lessor has delivered written notice of its intent to terminate this Sublease pursuant Lease; (c) Lessee shall, upon Lessor's written demand, surrender to subsection B., below, Lessor possession of the parties shall remain responsible for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and Property in the manner hereinafter provided on and condition required under this Lease and Lessee shall quit the same. Lessor may act to repossess the Property by such means as are available at law or in equity. Lessor shall have no liability by reason of any such repossession performed in accordance with Applicable Law; (d) Lessor may, upon twenty (20) days' prior written notice to Lessee of its intention to sell the Property (indicating the date, time and place of any such proposed sale) and subject to Applicable Law, sell in good faith and in a commercially reasonable manner all or any part of the Property at public or private sale, as Lessor may determine; (e) Lessor may relet all, or any portion, of the Property, for the account of default Lessee, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the Lease Term) and on such conditions and for such purposes as Lessor may determine. Lessor may collect, receive and retain the rents resulting from such reletting and the amount of such rents shall be applied to the Lease Balance. If the amount of such rents during any period is less than the Basic Rent, as the case may be, to be paid during that period by DistrictLessee hereunder, District Lessee shall pay any deficiency, as calculated by Lessor, to Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis next Basic Rent Payment Date; (f) If the Event of time and materials for all laborDefault is the result of Lessee's failure to perform any of its obligations under this Lease or any other Operative Document, materialsthen, Lessor may, but shall not be obligated to, perform such obligation, and services the fees and expenses incurred by Lessor in connection with such performance together with interest thereon shall be payable by Lessee upon demand. Interest on fees and expenses so incurred by Lessor shall accrue as provided up in Section 4.1(b) from the date such expense is incurred until paid in full; (g) Lessor, to the extent permitted by Applicable Law, as a matter of right, shall have the right to apply to any court having jurisdiction to appoint a receiver or receivers of the Property, and Lessee hereby irrevocably consents to any such appointment. Any such receiver(s) shall have all of the usual powers and duties of receivers in like or similar cases and all of the powers and duties of Lessor in case of entry, and shall continue as such and exercise such powers until the date of Lessor’s termination confirmation of the Subleasesale of such property unless such receivership is sooner terminated; and (h) Lessor may exercise any other right or remedy that may be available to it under Applicable Law, or proceed by appropriate court action (legal or equitable) to enforce the terms hereof and/or to recover damages for the breach hereof; and (i) Lessor shall be entitled to enforce payment of the indebtedness and performance of the obligations secured hereby and to exercise all rights and powers under this instrument or under any of the other Operative Documents or any laws now or hereafter in force, notwithstanding some or all of the obligations secured hereby may now or hereafter be otherwise secured, whether by mortgage, security agreement, pledge, lien, assignment or otherwise. In Neither the event of termination acceptance of this Sublease by District at instrument nor its option and enforcement, shall prejudice or in the any manner hereinafter provided on account of default affect Lessor's right to realize upon or enforce any other security now or hereafter held by Lessor, District it being agreed that Lessor shall not be responsible entitled to pay enforce this instrument and any other security now or hereafter held by Lessor future Sublease Payments or compensate in such order and manner as Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Subleasemay determine in its absolute discretion. No right or remedy herein conferred upon or reserved to the parties Lessor is intended to be exclusive of or any other right remedy herein or remedy hereinby law provided or permitted, but each shall be cumulative of and shall be in addition to every other right or remedy given hereunder or now or hereafter existing at law or in equity or by statute statute. Every power or otherwiseremedy given by any of the Operative Documents to Lessor or to which it may otherwise be entitled, and may be enforced exercised, concurrently therewith or independently, from time to time; providedtime and as often as may be deemed expedient by Lessor. In no event shall Lessor, howeverin the exercises of the remedies provided in this instrument or the other Operative Documents (including the appointment of a receiver and the entry of such receiver onto all or any part of the Property), that notwithstanding any provisions to the contrary hereinbe deemed a mortgagee in possession, and Lessor shall not under in any circumstances have way be made liable for any act, either of commission or omission, in connection with the right to accelerate the Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableexcise of such remedies.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault has occurred and is continuing, the non-defaulting party may exercise remedies Lessor may, without any further demand or notice, take one or any combination of the following remedial steps: (a) By appropriate court action, enforce the pledge set forth belowin Section 2 of the Ordinance and Section 11 of this Lease so that during the remaining Lease Term there is levied on all the taxable property in the Lessee, in addition to all other taxes, without limitation as to the rate or amount, a direct tax annually in an amount sufficient to pay the Lease Rental Payments when and as due;; (b) take legal title to, and sell or re-lease the Project or any portion thereof; (c) take whatever action at law or in equity may appear necessary or desirable to enforce its rights in and to the Project under this Lease (including, without limitation, the right to possession of the Project and the right to sell or re-lease or otherwise dispose of the Project in accordance with applicable law); providedand/or take whatever action at law or in equity may appear necessary or desirable to enforce performance by the Lessee of the applicable covenants and agreements of the Lessee under this Lease (subject, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances limitations thereon contained in this Lease) and to accelerate the Sublease Payments or otherwise declare any Sublease Payments not then in default to be immediately due and payable. A. In the event that the non-defaulting party does not elect to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible recover damages for the performance of all conditions herein. B. In the event of termination of this Sublease by Lessor at its option and in the manner hereinafter provided on account of default by District, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on the basis of time and materials for all labor, materials, and services provided up to the date of Lessor’s termination of the Sublease. In the event of termination of this Sublease by District at its option and in the manner hereinafter provided on account of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materials, and services provided after the date of District’s termination of the Subleasebreach thereof. No right or remedy herein conferred upon or reserved to the parties Lessor is exclusive of any other right or intended to be exclusive, and every such remedy herein, but each shall will be cumulative of and will be in addition to every other right or remedy given hereunder or and every remedy now or hereafter existing at law or in equity equity. No delay or by statute omission to exercise any right or otherwise, power accruing upon any default will impair any such right or power and any such right and power may be enforced concurrently therewith or exercised from time to time; providedtime and as often as may be deemed expedient. If any agreement contained herein should be breached by either party and thereafter waived by the other party, however, that notwithstanding any provisions such waiver will be limited to the contrary hereinparticular breach so waived and will not be deemed to waive any other breach hereunder. The Lessee will remain liable for all covenants and obligations under this Lease, and for all legal fees and other costs and expenses, including court costs awarded by a court of competent jurisdiction, incurred by the Lessor shall not with respect to the enforcement of any of the remedies under any circumstances have the right to accelerate the Sublease Payments this Lease, when a court of competent jurisdiction has finally adjudicated that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payablean Event of Default has occurred.