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 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 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 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 Xxxxxx 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 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 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 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 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 (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 the happening of Whenever any Event of DefaultDefault referred to in Section 13.01 of this Lease shall have happened and be continuing, the nonLender may, 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 Lessees to vacate and surrender possession of the Leased Property within ten Business Days of such notice; and pursue Judgment for Possession and a Writ of Restitution under C.R.S. § 00-defaulting party 00-000 et seq. if possession is not timely surrendered. (b) The Lender may exercise remedies set forth belowproceed to foreclose through the courts on or otherwise sell, trade-in, repossess or liquidate the Lessees’ interests 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 Lessees any deficiency which may exist following the liquidation of the Lessees’ respective interests in the Leased Property in excess of Base Rentals and Additional Rentals for the then-current Fiscal Years 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 Lessees: (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 Lessees continue 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 Lessees hereunder during the remainder, after the Lessees vacate 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 surrender 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 Renewal Term 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 Lease.

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 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 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 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 Xxxxxx'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 (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 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 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 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 (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 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 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 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 XXXXXXXX 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 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 Whenever any Event of DefaultDefault under any Lease exists, Lessor will 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 Xxxxxx, Lessor may exercise remedies set forth below; provided, however, declare all Rental Payments and other amounts payable by Lessee under that notwithstanding anything herein 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 due; (b) With or without terminating that Lease, Lessor may enter the premises where the Equipment that is subject to that Lease is located and payable. A. In retake possession of that Equipment or require Lessee at Lessee’s expense to promptly return any or all of that Equipment to 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 possession 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 a place specified by Lessor, District and sell or lease that Equipment or, for the account of Lessee, sublease the Equipment, holding Lessee liable for the difference between (i) the Rental Payments and other amounts payable by Lessee under that Lease, plus the applicable Purchase Price, and (ii) the net proceeds of any such sale, lease or sublease (after deducting all expenses of Lessor in exercising its remedies under the Lease, including without limitation, all expenses of taking possession, storing, reconditioning and selling or leasing that Equipment and all brokerage, auctioneers’ and reasonable attorneys’ fees); provided that the amount of Lessee’s liability under this subparagraph (b) shall not be responsible exceed the Rental Payments and other amounts otherwise due under the Lease plus the remaining Rental Payments and other amounts payable by Lessee to pay the end of the then current Original Term or Renewal Term; (c) Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materialsmay provide written notice of the occurrence of an Event of Default under that Lease to the escrow agent under the related escrow agreement, and services provided after the date of District’s termination escrow agent shall thereupon promptly remit to Lessor the entire balance of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any escrow fund established thereunder; and (d) Lessor may take whatever other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing action at law or in equity may appear necessary or desirable to enforce its rights as the owner of the Equipment that is subject to that Lease. In addition, Xxxxxx will remain liable for all covenants and indemnities under this Master Agreement and for all reasonable legal fees and other costs and expenses, including court costs, incurred by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions Lessor with respect to the contrary herein, Lessor shall not under enforcement of any circumstances have of the right remedies listed above or any other remedy available 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 payableLessor.

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.

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 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 Xxxxx, 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 Xxxxx’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 Xxxxx. 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 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 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. 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 genera] law: (a) be entitled to the full amount of the current month's and the next ensuing three (3) 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; or (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 the Landlord considers advisable including, without limitation, the payment or granting of inducements all on behalf of the Tenant; and on each such re-letting or subletting the rent received by the Landlord therefrom will be applied first to reimburse the Landlord for any such inducements and for any expenses, capital or otherwise, incurred by the 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 client basis; and third to the payment of Rent; and the residue, if any, will be held by the 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 he paid during that month hereunder, the 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 the Landlord or entry by the Landlord or its agents upon the Leased Premises for the purpose of re-letting or subletting or other act of the Landlord relating thereto including, without limitation, changing or permitting a subtenant 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 the Tenant; and if the 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; or (c) seize and sell such goods, chattels and equipment of the Tenant as are in the Leased Premises and the Landlord may, but shall not be obligated to, apply the proceeds thereof to all Rent to which the Landlord is then entitled under this Lease. Any such sale may be effected by public auction, private sale 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; or (d) terminate this Lease by leaving upon the Leased Premises notice in writing of the termination, and such 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; or (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 11.05 including tenant inducements, leasing commissions, legal fees on a solicitor and client basis and all disbursements and the expense of keeping the Leased Premises in good order, repairing the same and preparing the same 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: (i) 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 Deposit, 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 further force or effect and Rent shall be payable in full hereunder without regard to any circumstances to accelerate the Sublease Payments or otherwise declare such Rent free period; and (ii) 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.cash allowance, 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, materialsinducement payment, 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 value of any other right benefit paid to or remedy herein, but each conferred on the Tenant by or on behalf of the Landlord in connection with the Leased Premises or this Lease shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or recoverable in equity or by statute or otherwise, full as additional Rent and may shall be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions payable 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 payableLandlord on demand.

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 Whenever any Event of DefaultDefault exists, Lessor shall have the non-defaulting party may right, at its sole option without any further demand or notice except as provided herein, to take one or any combination of the following remedial steps provided that the exercise of any such remedies set forth below; provided, however, that notwithstanding anything herein respecting any such Event of Default shall not relieve Lessee of any other liabilities hereunder or with respect to the contraryEquipment: (a) By written notice to Lessee, there shall be no right under any circumstances Lessor may declare all Rental Payments payable by Lessee and other amounts payable by Lessee hereunder to accelerate the Sublease Payments end of the then current Original Term or otherwise declare any Sublease Payments not then in default Renewal Term to be immediately due and payable.; A. In (b) With or without terminating the event that Lease Term, Lessor may enter the non-defaulting party does not elect premises where the Equipment is located and retake possession of such Equipment or require Lessee at Lessee’s expense to terminate this Sublease pursuant promptly return any or all of such Equipment to subsection B.the possession of Lessor at such place within the United States as Lessor shall specify, belowand sell or lease such Equipment or, the parties shall remain responsible for the performance account of Lessee, sublease such Equipment, continuing to hold Lessee liable, but solely from legally available funds, for the difference between (i) the Rental Payments payable by Lessee and other amounts hereunder that are payable by Lessee to the end of the then current Original Term or Renewal Term, as the case may be, and (ii) the net proceeds of any such sale, leasing or subleasing (after deducting all conditions herein. B. In expenses of Lessor in exercising its remedies hereunder , 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 event provisions of termination Section 3.03 of this Sublease by Agreement; (c) Lessor at its option may terminate the Escrow Agreement and apply any proceeds 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 Escrow Account 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 Rental Payments scheduled to be responsible to pay paid hereunder; and/or (d) 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 may appear necessary or by statute desirable to enforce its rights under this Agreement or otherwise, and may be enforced concurrently therewith the Escrow Agreement or from time to time; provided, however, that notwithstanding as a secured party in any provisions to or all of the contrary herein, Lessor shall not under any circumstances have Equipment or 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 payableEscrow Account.

Remedies on Default. Upon the happening of 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.payable ; (b) with or without terminating the Lease Term under such Lease, Lessor may enter the premises where the Equipment listed in such Lease is located and retake possession of such Equipment or require Lessee at Lessee’s expense to 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 A. In (i) the event that the non-defaulting party does not elect to terminate this Sublease 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 may be enforced concurrently therewith other amounts related to such Lease or from time such Equipment; or (ii) if such a remedy is exercised with respect to time; providedmore than one Lease, howeverEquipment listed in more than one Lease or rights under more than one Lease, that notwithstanding any provisions then to the contrary herein, Lessor shall not under any circumstances have the right amounts due pursuant 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 Leases pro-rata.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault exists under a Lease, Lessor shall have the non-defaulting party may exercise remedies set forth below; providedright, 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 sole option and in the manner hereinafter provided on account of default by Districtwithout any further demand or notice, 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 take one or any combination 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 Lessorfollowing remedial steps: (a) By written notice to Lessee, 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 without terminating such Lease take whatever action at law or in equity may appear necessary or desirable to collect each Rental Payment payable by statute Lessee under such Lease and other amounts payable by Lessee thereunder as they become due and payable; (b) With or otherwisewithout terminating the Lease Term under such Lease, Lessor may enter the premises where the Equipment listed in such Lease is located and retake possession of such Equipment or require Lessee at Lessee’s expense to 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 may be enforced concurrently therewith sell or lease such Equipment or, for the account of Lessee, sublease such Equipment, continuing to hold Lessee liable, but solely from time legally available funds, for the difference between (i) the Rental Payments payable by Lessee pursuant to timesuch Lease and other amounts related to such Lease or the Equipment listed therein that are payable by Lessee to the end of the then current Lease Term, and (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 provisions of Section 3.03; provided, howeverthat in no event shall Lessee be liable in any fiscal year for any amount in excess of the Rental Payments shown for such year in the Payment Schedule for such Lease. The exercise of any such remedies respecting any such Event of Default shall not relieve Lessee of any other liabilities hereunder, that notwithstanding any provisions other Lease or with respect to the contrary hereinEquipment listed therein; (c) Lessor may terminate the Escrow Agreement relating to such Lease and apply any proceeds in the Escrow Account thereunder to the Rental Payments due under such Lease; (d) Lessor may take whatever action at law or in equity may appear necessary or desirable to enforce its rights under this Agreement, Lessor shall not such Lease or the Escrow Agreement relating thereto or as a secured party in any or all of the Equipment subject to such Lease or with respect to the related Escrow Account; and (e) By action pursuant to the California Code of Civil Procedure, or as otherwise provided by law, obtain the issuance of a writ of mandamus enforcing, for each fiscal year seriatim during the entire balance of the remaining Lease Term under any circumstances have such Lease, subject to Section 3.03, the right duty of Lessee to accelerate appropriate and take all other administrative steps necessary for the Sublease payment of Rental Payments that fall and other amounts due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableunder such Lease.

Remedies on Default. Upon the happening of Whenever any Event of DefaultDefault exists, Lessor will 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 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 then current Original Term or otherwise declare any Sublease Payments not then in default Renewal Term to be immediately due due; (b) With or without terminating this Agreement, Lessor may enter the premises where the Equipment is located and payable. A. In retake possession of the event that Equipment or require Lessee at Lessee’s expense to promptly return any or all of the non-defaulting party does not elect Equipment to terminate this Sublease pursuant to subsection B., below, the parties shall remain responsible for the performance possession 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 a place specified by Lessor, District and sell or lease the Equipment or, for the account of Lessee, sublease the Equipment, holding Lessee liable for the difference between (i) the Rental Payments and other amounts payable by Lessee hereunder plus the applicable Purchase Price, and (ii) the net proceeds of any such sale, lease or sublease (after deducting all expenses of Lessor in exercising its remedies under this Agreement, including without limitation, all expenses of taking possession, storing, reconditioning and selling or leasing the Equipment and all brokerage, auctioneers’ and attorneys’ fees) provided that the amount of Lessee’s liability under this subparagraph (b) shall not be responsible exceed the Rental Payments and other amounts otherwise due hereunder plus the remaining Rental Payments and other amounts payable by Lessee to pay the end of the then current Original Term or Renewal Term; (c) Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materialsmay provide written notice of the occurrence of an Event of Default to the escrow agent under any related escrow agreement, and services provided after the date of District’s termination escrow agent shall thereupon promptly remit to Lessor the entire balance of the Sublease. No right or remedy herein conferred upon or reserved to the parties is exclusive of any escrow fund established thereunder; and (d) Lessor may take whatever other right or remedy herein, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing action at law or in equity may appear necessary or desirable to enforce its rights as the owner of the Equipment. In addition, Lessee will remain liable for all covenants and indemnities under this Agreement and for all reasonable legal fees and other reasonable costs and expenses, including court costs, incurred by statute or otherwise, and may be enforced concurrently therewith or from time to time; provided, however, that notwithstanding any provisions Lessor with respect to the contrary herein, Lessor shall not under enforcement of any circumstances have of the right remedies listed above or any other remedy available 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 payableLessor.

Remedies on Default. Upon the happening of 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.; (b) with or without terminating the Lease Term under such Lease, Lessor may enter the premises where the Equipment listed in such Lease is located and retake possession of such Equipment or require Lessee at Lessee's expense to 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 A. In (i) the event that the non-defaulting party does not elect to terminate this Sublease 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 may be enforced concurrently therewith other amounts related to such Lease or from time such Equipment; or (ii) if such remedy is exercised with respect to time; providedmore than one Lease, howeverEquipment listed in more than one Lease or rights under more than one Lease, that notwithstanding any provisions then to the contrary herein, Lessor shall not under any circumstances have the right amounts due pursuant 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 Leases pro-rata.

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 the happening of Whenever any Event of DefaultDefault referred to herein shall have occurred, the nonLandlord may take any one or more of the following remedial steps: (1) Landlord may re-defaulting party may exercise remedies set forth below; providedenter and take possession of the Leased Premises without terminating this Sublease Agreement, howeverand sublease the Leased Premises for the account of the Tenant, that notwithstanding anything herein to holding the contrary, there shall be no right under any circumstances to accelerate Tenant liable for the Sublease Payments or otherwise declare any Sublease Payments not then difference in default to be immediately due the rent and payableother amounts payable by such Subtenant in such subleasing and the rents and other amounts payable by the Tenant hereunder. 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. (2) In the event of termination of payment default hereunder, Landlord may terminate this Sublease by Lessor at its option Agreement and in demand and collect from Tenant as damages the manner hereinafter provided discounted present value (determined based on then commercially reasonable rates) of the entire unpaid balance of Rent for balance of the Initial Term or any exercised Option Terms that remains as of the effective date of termination. (3) Landlord may terminate this Sublease Agreement and exclude the Tenant from possession of the Leased Premises and may lease the Leased Premises to another for the account of default by Districtthe Tenant, District shall pay Lessor undisputed Sublease Payments then owing for past Sublease Payments due and not paid and undisputed compensation on holding the basis of time and materials Tenant liable for all labor, materials, rent and services provided other payments due up to the effective date of Lessor’s termination such leasing and for the excess, if any, of the Sublease. In Rent and other amounts payable by the event of termination of Tenant under this Sublease Agreement had the Initial Term or any exercised Option Term not have been terminated over the rents and other amounts which are payable by District at its option such new Tenant under such new lease. (4) The remedies herein specified are to be exercised by the Landlord in pursuance of the availability of these remedies as provided for under the laws of the State of Tennessee; and in pursuance of these laws the manner hereinafter provided on account Landlord may take whatever action at law and equity is available in the enforcement of default by Lessor, District shall not be responsible to pay Lessor future Sublease Payments or compensate Lessor for time and materials for labor, materialsthese remedies, and services provided after the date otherwise as may appear necessary or desirable to collect rents due, or to become due, or to enforce specific performance and observation of District’s termination any obligation, agreement or covenant 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 Tenant under any circumstances have the right to accelerate the this Sublease Payments that fall due in future Sublease periods or otherwise declare any Sublease Payments not then in default to be immediately due and payableAgreement.

Remedies on Default. 20.1 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.19. All of Xxxxxx'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, Xxxxxx 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 Xxxxxx. Lessor and Xxxxxx 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 contrarypayment of any sum then due to Lessee or from any claim for damages previously accrued or then accruing against Lessor. If the Site is abandoned by Lessee in connection with a default, there termination 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 automatic and payablewithout notice. A. 20.2 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 Lessee and those claiming by and through or under Lessee, 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, without waiting until the due date of all conditions herein. B. In any future rent or until the event of termination date fixed for expiration of this Sublease by Lessor at its option Agreement, 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 addition 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 any other damages recoverable by Lessor, District shall not be responsible the reasonable costs of reentry and reletting including, without limitation, the cost of any clean-up, refurbishing, removal of Xxxxxx’s property and fixtures, and/or any other expense occasioned by Xxxxxx’s failure to pay Lessor future Sublease Payments or compensate Lessor for time quit the Property upon termination and materials for laborto leave the Property in the required condition, materialsincluding, without limitation, any remodeling costs, attorney fees, court costs, broker commissions, 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 payableadvertising costs.

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 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. Upon the happening occurrence of an event of default and at any time thereafter, Landlord, subject to all applicable laws, may take any or all of the following actions: (a) In the case of abandonment, Landlord may at its option re-enter, take possession of the Premises and remove all persons and property therefrom (such property as may be removed may be stored in a public warehouse or elsewhere at the cost of, and for the account of Tenant). Landlord shall not be deemed guilty of trespass or liable for the loss or damage occasioned thereby. (b) Should Landlord elect to re-enter the Premises, or should it take possession pursuant to legal proceedings or pursuant to any notice provided for by law, Landlord may, without terminating this Lease make such alterations and repairs as may be necessary in order to relet the Premises, and relet the Premises or any part thereof upon such terms and conditions as Landlord in its sole discretion may deem advisable. The rentals resulting from such reletting shall be applied first, to the payment of any Event costs and expenses of Defaultreletting, the non-defaulting party may exercise remedies set forth belowincluding brokerage fees and attorneys’ fees, and of costs of such alterations and repairs; providedsecond, however, that notwithstanding anything herein to the contrarypayment of Minimum Rent and Additional Rent, there together with interest thereon at twelve percent (12%) per annum, due and unpaid hereunder; and the residual, if any, shall be no right under held by Landlord and applied in payment of future rent or damage as the same may become due and payable hereunder. If rentals received from such reletting during any circumstances month are less than that to accelerate be paid during that month by Tenant hereunder, Tenant shall forthwith pay any such deficiency to Landlord. No such re-entry or taking possession of said premises by Landlord shall be construed as an election on its part to terminate this Lease unless a written notice of such intention be given to Tenant or unless the Sublease Payments termination thereof be decreed by a court of competent jurisdiction. If Tenant shall, after default, voluntarily give up possession to Landlord, deliver to Landlord the keys to the Premises, or otherwise declare both, such actions shall be deemed to be in compliance with Landlord’s rights and the acceptance thereof by Landlord shall not constitute a surrender of the Premises or a termination of this Lease. (c) Landlord may at any Sublease Payments not time after default elect to terminate this Lease. Upon such termination, Landlord may recover from Tenant all damages it may incur by reason of such breach, including the cost of recovering the Premises, reletting commissions and expenses, costs of repair to the Premises, reasonable attorneys’ fees, and including the worth at the time of such termination of the excess, if any, of the amount of Minimum Rent and Additional Rent reserved in this Lease for the remainder of the Lease Term over the then in default to reasonable rental value of the Premises for the remainder of the Lease Term, all of which amounts shall be immediately due and payablepayable from Tenant to Landlord. In determining the amount which would be payable pursuant to this subparagraph, the annual rent for each year remaining in the Lease Term shall be equal to the average of the total annual Minimum Rent and Additional Rent paid by Tenant from the Lease Commencement Date to the time of default, or during the preceding three (3) full calendar years, whichever period is shorter. A. In the event that the non-defaulting party does not elect (d) Nothing contained in this Lease will limit or prejudice Landlord’s right to terminate this Sublease pursuant to subsection B.prove and obtain as liquidated damages in any bankruptcy, belowinsolvency, 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 Districtreceivership, 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 laborreorganization, materialsor dissolution proceeding, and services provided up an amount equal to the date of Lessor’s termination of maximum allowable by any Laws governing such proceeding in effect at 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 when such damages are to be immediately due and payableproved, whether or not such amount be greater, equal or less than the amounts recoverable, either as damages or Rent, under this Lease.

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 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 (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 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. Xxxxxx 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 Xxxx 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. Xxxxxx agrees and acknowledges that it will indemnify and hold harmless Vendor, Xxxx 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 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 of 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 ; (b) 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 (i) 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 may be enforced concurrently therewith other amounts related to such Lease or from time such Equipment; or (ii) if such remedy is exercised with respect to time; providedmore than one Lease, howeverEquipment listed in more than one Lease or rights under more than one Lease, that notwithstanding any provisions then to the contrary herein, Lessor shall not under any circumstances have the right amounts due pursuant 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 Leases pro-rata.

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.