Common use of Remedies Clause in Contracts

Remedies. Upon the occurrence of any event of default set forth in Section 8.1, Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon a) If Tenant defaults with respect to the occurrence Guaranteed Obligations, and if Guarantor does not fulfill Tenant's obligations immediately upon its receipt of written notice of such default from Landlord, Landlord may at its election proceed immediately against Guarantor, Tenant, or any combination of Tenant, Guarantor, and/or any other guarantor. It is not necessary for Landlord, in order to enforce payment and performance by Guarantor under this Guaranty, first or contemporaneously to institute suit or exhaust remedies against Tenant or other liable for any of the Guaranteed Obligations or to enforce rights against any collateral securing any of it. Guarantor hereby waives any right to require Landlord to join Tenant in any action brought hereunder or to commence any action against or obtain any judgment against Tenant or to pursue any other remedy or enforce any other right. If any portion of the Guaranteed Obligations terminates and Landlord continues to have any rights that it may enforce against Tenant under the Lease after such termination, then Landlord may at its election enforce such rights against Guarantor. Unless and until all Guaranteed Obligations have been fully satisfied, Guarantor shall not be released from its obligations under this Guaranty irrespective of: (i) the exercise (or failure to exercise) by Landlord of any event of default set forth Landlord's rights or remedies (including, without limitation, compromise or adjustment of the Guaranteed Obligations or any part thereof); or (ii) any release by Landlord in Section 8.1, Landlord shall be entitled favor of Tenant regarding the fulfillment by Tenant of any obligation under the Lease. b) Notwithstanding anything in the foregoing to the following remedies: (a) contrary, Guarantor hereby covenants and agrees to and with Landlord that Guarantor may terminate this be joined in any action by or against Tenant in connection with the Lease. Guarantor also agrees that, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of in any jurisdiction, it will be conclusively bound by the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred judgment in any such reletting and for any difference between the amount of Rent received from action by or against Tenant (wherever brought) as if Guarantor were a party to such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, action even though Guarantor is not joined as a party in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. 18.1 Upon the occurrence of any event of default set forth in Section 8.1by Tenant, Landlord shall be entitled have the option to pursue any and all remedies which Landlord then may have hereunder or at law or in equity, including, without limitation, any one or more of the following remedies:following, in each case, without any notice or demand whatsoever. (a) Terminate this Lease by notice in writing to Tenant in which event Tenant shall immediately surrender the Premises to Landlord, and if Tenant fails to do so, Landlord may, without prejudice to any other remedy which it may have for possession or arrearage in rent, enter upon and take possession of the Premises. To the extent permitted by Texas law, Tenant agrees to pay to Landlord on demand the amount of all loss and damage which Landlord may terminate this Leasesuffer by reason of such termination, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of whether through inability to relet the date of dispossessionPremises on satisfactory terms or otherwise, plus all other reasonable costs and expenses incurred by Landlord including the amounts described in (b)(i) to dispossess Tenant(b)(vi) below. (b) Enter upon and take possession of the Premises, and relet all or any part of the Premises on such reasonable terms as Landlord may terminate this Lease elect (including, without limitation, such concessions and declare 100% free rent as Landlord deems necessary or desirable) and receive the rent therefor, and Tenant agrees (i) to pay to Landlord on demand any deficiency that may arise by reason of all Rent to be paid pursuant to this Lease such reletting for the remainder of the Term to be immediately due and payableLease Term, and thereupon such amount (ii) that Tenant shall be accelerated and Landlord shall not be entitled to recover any rent or other payments received by Landlord in connection with such reletting even if such rent or other payments exceed the net present value thereof employing an assumed discount rate amounts that otherwise would be payable to Landlord under this Lease. Tenant shall be liable immediately to Landlord for all costs Landlord incurs in repossessing and reletting the Premises, including, without limitation, brokers’ commissions, reasonable attorney’s fees incurred in connection with the reletting and in connection with Tenant’s default hereunder, expenses of 2% per annum for purposes of present value computation; (c) repairing, altering and remodeling the Premises required by the reletting, and like costs. Alternatively, Landlord may elect to repossess the Premises and xxx to relet recover the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises.following amounts: (di) After the provision worth at the time of notice and summary proceedings if required by law Landlord may enter award of any unpaid rent which had been earned at the Premises and take any actions required time of Tenant under the terms termination (of possession or of this Lease, as applicable); plus (ii) the worth at the time of award of the amount by which the unpaid rent which would have been earned after such termination until the time of award exceeds the amount of such rental loss which Tenant proves could have been reasonably avoided; plus (iii) the worth at the time of award of the amount by which the unpaid rent for the balance of the Lease Term after the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus (iv) any other amount, including court costs, expenses of repossessing the Premises and Tenant shall reimburse expenses of restoring the Premises to a good condition of repair, necessary to compensate Landlord on demand for any expenses that Landlord may incur in effecting compliance with all the detriment proximately caused by Tenant’s failure to perform Tenant’s obligations under this Lease, and Landlord shall not Lease or which in the ordinary course of things would be liable for any damages resulting likely to Tenant from such action.result therefrom; (ev) If at Landlord’s election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by applicable law; and (vi) all reasonable attorneys’ fees incurred by Landlord relating to the default and termination of this Lease plus interest on all sums due Landlord by Tenant at the Past Due Rate. As used in subparagraphs (i) and (ii) above, the “worth at the time of award” is terminated to be computed by allowing interest at the Past Due Rate. As used in accordance with subparagraph (iii) above, the provisions “worth at the time of this Section, then Landlord agrees make good faith and commercially reasonable efforts award” is to mitigate its damages which efforts shall include efforts to re-let be computed by discounting such amount at the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more discount rate of the remedies upon an event Federal Reserve Bank of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, New York at the ownership, possession, use, sale or distribution time of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof award plus one percent (“Federal Issues”1%).

Remedies. Upon In the occurrence event of any event material default or breach by Tenant, Landlord may at any time thereafter, with or without notice or demand and without limiting Landlord in the exercise of any right or remedy which Landlord may have by reason of such default set forth or breach, avail itself of the following remedies, which are cumulative and not exclusive: A. Landlord may seek to reenter and recover possession of the Premises by any lawful means available to it, in Section 8.1which case this Lease Agreement shall terminate immediately and Tenant shall immediately remove all personal property, including aircraft, from the Premises. Tenant may choose to surrender possession of the Premises to Landlord by giving Landlord notice of its intent to do so. Landlord may choose to accept Tenant’s surrender of the Premises and agree not to evict Tenant on condition of Tenant’s surrender. Upon Landlord’s acceptance of Tenant’s surrender of possession of the Premises, Tenant’s tenancy terminates and Tenant is no longer obligated to pay rent to Landlord for the remainder of the Lease term. However Tenant would still be obligated to pay Landlord any and all outstanding unpaid rental amounts, fees, or late charges. B. Landlord shall be entitled to recover from Tenant all damages incurred by Landlord by reason of Tenant’s default, including, but not limited to, the cost of recovering possession of the Premises, amount of delinquent rent, interest at the maximum amounts allowed by law on the delinquent rent, and reasonable attorneys’ fees. C. Landlord may elect to maintain and continue to recognize Tenant’s right to possession in accordance with Civil Code section 1951.4, in which case this Lease Agreement shall continue in effect whether or not Tenant’s breach or default remains uncured and whether or not Tenant is in actual possession of the Premises. In such event, Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant enforce all of Landlord’s rights and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate remedies under this Lease and declare 100% of all Rent to be paid pursuant to this Lease for Agreement, including the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled right to recover the net present value thereof employing an assumed discount rate rent as it becomes due hereunder for the duration of 2% per annum for purposes of present value computation;the Lease term. (c) D. Landlord may elect to repossess the Premises and pursue any other legal or equitable remedy now or hereafter available to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable Landlord under the terms laws of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit the state of California. Unpaid installments of Basic Rental or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required other unpaid monetary obligations of Tenant under the terms of this Lease, and Tenant Lease Agreement shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant bear interest from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, date due at the maximum rate then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted allowable by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. If any Event of Default shall have occurred and be continuing, Landlord shall have the right at its election, to give Tenant written notice of Landlord’s intention to terminate the Term hereof on a date specified in such notice. Upon the giving of such notice, the term of this Lease shall expire and terminate on such date as fully and completely and with the same effect as if such date were the date hereinbefore fixed for the expiration of the Term, and all rights of Tenant hereunder shall expire and terminate, but Tenant shall remain liable as hereinafter provided. If an Extent of Default shall have occurred and be continuing, Landlord shall upon notice to Tenant have the immediate right, whether or not the Term shall have been terminated pursuant to the preceding paragraph, to re-enter, with due process of law, and repossess the Premises or any part thereof by force, summary proceedings, ejectment or otherwise and the right to remove all persons and property therefrom. Landlord shall be under no liability for or by reason of any such entry, repossession or removal. No such re-entry or taking of possession of the Premises by Landlord shall be construed as an election on Landlord’s part to terminate the Term unless a written notice of such intention be given to Tenant pursuant to the preceding paragraph, or unless the termination of this Lease be decreed by a court of competent jurisdiction. At any time or from time to time after the repossession of the Premises or any part thereof pursuant to the preceding paragraph, whether or not the Term shall have been terminated pursuant to this Section 21.2, Landlord may (but shall be under no obligation to) relet the Premises or any part thereof for the account of Tenant, in the name of Tenant or Landlord or otherwise, without notice to Tenant, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the Term) and on such conditions (which may include concessions or free rent) and for such uses as Landlord, in its absolute discretion, may determine, and Landlord may collect and receive any rents payable by reason of such reletting. Landlord shall not be responsible or liable for any failure to collect any rent due upon any such reletting. No expiration or termination of the Term pursuant to this Section 21.2, by operation of law or otherwise, and no repossession of the Premises or any part thereof pursuant to this Section 21.2 or otherwise, and no reletting of the Premises or any part thereof pursuant to this Section 21.2, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive such expiration, termination, repossession or reletting. In the event Landlord repossesses the Premises or any part thereof by reason of the occurrence of any event an Event of default set forth in Section 8.1Default but does not terminate the Term hereof, Tenant will pay to Landlord shall the Base Rent. Additional Rent and other sums required to be entitled paid by Tenant to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of including the date of dispossessionsuch repossession; and, plus thereafter, until the end of what would have been the Term in the absence of such repossession, and whether or not the Premises or any part thereof shall have been relet. Tenant shall be liable to Landlord for, and shall pay to Landlord, as liquidated and agreed current damages the Base Rent. Additional Rent and other sums which should be payable under this Lease by Tenant in the absence of such expiration, termination or repossession, less the net proceeds, if any, of any reletting effected for the account of Tenant pursuant to this Section 21.2, after deducting from such proceeds all other of Landlord’s reasonable expenses in connection with such reletting (including, without limitation, all repossession costs, customary brokerage commissions, legal expenses, attorneys’ fees, employees’ expenses, alteration costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate of preparation for such reletting). Tenant will pay such current damages on the days on which the Base Rent and Additional Rent would have been payable under this Lease and declare 100% in the absence of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payablesuch expiration, and thereupon such amount shall be accelerated termination or repossession, and Landlord shall be entitled to recover the net same from Tenant on each such day. In the event that Landlord terminates the Term hereof, Tenant will pay to Landlord all Rent and other sums due and payable by Tenant through the date of termination, plus (l) an amount equal to the present value thereof employing an assumed discount rate of 2% per annum the Rent and other sums, provided herein to be paid by Tenant for purposes the remainder of present value computation; the Term, (c) Landlord may elect taking into account the time and expense necessary to repossess obtain a replacement tenant or tenants, if any, including expenses relating to repossession of the Premises and to relet the Premises Premises, preparation for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between reletting itself), (2) the amount unamortized cost of Rent received from such reletting leasehold improvements, additions and the amount due and payable under the terms of this Lease; providedAlterations, howeverif any, that Tenant shall not, in such circumstances, be responsible paid for any cost by Landlord pursuant to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for (3) the cost of performing any expenses that Landlord may incur other covenants to be performed by Tenant. Nothing in effecting compliance with Tenant’s obligations under this LeaseSection 21.2 is intended to, and Landlord shall not be liable for or shall, obviate any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts statutory or common law duty to mitigate damages incumbent on Landlord upon its damages which efforts shall include efforts to re-let the Property. The above exercise of its remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)hereunder.

Remedies. AMAC may, if the Supplies or any part or portion thereof are non-compliant with the Supplier's warranties, do any or all of the following: a) Reject or return those Supplies which, in AMAC's judgment, fail to pass inspection or meet warranty or conform to the requirements of the PO, including with respect to timeliness of delivery. As to returned Supplies (and as to rejected Supplies, but only if AMAC so directs), the Supplier shall promptly, at its expense, and at AMAC's discretion, repair or replace such Supplies, and the Supplier shall also be responsible for AMAC's cost of removal and reinstallation of such Supplies. Upon rejection or failure to promptly repair or replace, AMAC may cancel the occurrence of any event of default set forth PO in Section 8.1, Landlord which case Supplier shall be entitled responsible to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant reimburse AMAC for any and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and damages in relation to such cancelled PO. b) Accept or retain non-compliant Supplies and either equitably reduce the purchase price of those Supplies or repair them at Supplier's expense. AMAC reserves the right to require repayment, or to set off any expenses incurred by Landlord AMAC resulting from rejection, return or repair and any amount paid for such non- compliant Supplies pending a compliant redelivery against any amounts owed to dispossess Tenant. the Supplier (b) Landlord irrespective of whether such amounts owed are in connection with the PO or not). Acceptance of Supplies previously rejected or returned or of used Supplies may terminate this Lease be refused or revoked if delivery is not accompanied by written notice that those Supplies were previously rejected, returned or used, even if delivery is otherwise compliant. Any and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount remedies herein specified shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or addition to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)further remedies provided in law.

Remedies. a. Upon and anytime after the occurrence of an Event of Default, the Pledgee shall have the right to provide written notice of such Event of Default (the “Default Notice”) to the Escrow Agent, with a copy to the Pledgor. As soon as practicable after receipt of the Default Notice, the Escrow Agent shall deliver to Pledgee the Pledged Materials held by the Escrow Agent hereunder. Upon receipt of the Pledged Materials, the Pledgee shall have the right to (i) sell the Pledged Shares and to apply the proceeds of such sales, net of any event selling commissions, to the Obligations owed to the Pledgor by the Company under the Transaction Documents, including, without limitation, outstanding principal, interest, legal fees, and any other amounts owed to the Pledgee, and exercise all other rights and (ii) any and all remedies of default set forth a secured party with respect to such property as may be available under the Uniform Commercial Code as in Section 8.1effect in the State of New Jersey. To the extent that the net proceeds received by the Pledgee are insufficient to satisfy the Obligations in full, Landlord the Pledgee shall be entitled to a deficiency judgment against the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as Pledgor or the Company for such amount. The Pledgee shall have the absolute right to sell or dispose of the date Pledged Shares in any manner it sees fit and shall have no liability to the Pledgor, the Company or any other party for selling or disposing of dispossession, plus such Pledged Shares even if other methods of sales or dispositions would or allegedly would result in greater proceeds than the method actually used. The Escrow Agent shall have the absolute right to disburse the Pledged Shares to the Pledgee in batches not to exceed 9.9% of the outstanding capital of the Company (which limit may be waived by the Pledgee providing not less than 65 days’ prior written notice to the Escrow Agent). The Pledgee shall return any Pledged Shares released to it and remaining after the Pledgee has applied the net proceeds to all other reasonable costs and expenses incurred by Landlord amounts owed to dispossess Tenantthe Pledgee. (b) Landlord may terminate this Lease b. Each right, power and declare 100% of all Rent to be paid pursuant to this Lease for the remainder remedy of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum Pledgee provided for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in this Agreement or any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies other Transaction Document shall be cumulative and concurrent and shall not preclude Landlord from pursuing be in addition to every other such right, power or remedy. The exercise or beginning of the exercise by the Pledgee of any other remedies permitted by law. Landlord’s election not to enforce one or more of the rights, powers or remedies upon an event of default provided for in this Agreement or any other Transaction Document or now or hereafter existing at law or in equity or by statute or otherwise shall not preclude the simultaneous or later exercise by the Pledgee of all such other rights, powers or remedies, and no failure or delay on the part of the Pledgee to exercise any such right, power or remedy shall operate as a waiver thereof. No notice to or demand on the Pledgor in any case shall entitle it to any other or further notice or demand in similar or other circumstances or constitute a waiverwaiver of any of the rights of the Pledgee to any other further action in any circumstances without demand or notice. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute The Pledgee shall have the full power to enforce or to assign or contract might arise in or is rights under this Agreement to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)a third party.

Remedies. Upon the occurrence of any event Event of default set forth in Section 8.1, Landlord shall be entitled to the following remediesDefault by Tenant: (a) Landlord may terminate this Leaseperform for the account of Tenant any such act, dispossess the omission of which constituted an Event of Default by Tenant and immediately recover as damages Additional Rent any expenditures made and the amount of any obligations incurred in connection therewith, plus interest at the Default Rate from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses the obligations are incurred by Landlord until payment therefor to dispossess TenantLandlord, whether before or after entry of judgment and issuance of execution thereon. (b) Landlord may terminate accelerate all Minimum Annual Rent and Additional Rent due for the balance of the Term of this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term same to be immediately due and payable. In determining the amount of any future payments due Landlord relating to Operating Expenses and/or Real Estate Taxes, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover make such determination based upon the net present value thereof employing an assumed discount rate most recent estimates of 2% per annum for purposes of present value computation;Operating Expenses and/or Real Estate Taxes available. (c) Landlord Landlord, at its option, may elect serve notice upon Tenant that this Lease and the then unexpired term thereof shall cease and expire and become absolutely void on the date specified in such notice, to repossess be not less than five (5) days after the Premises date of such notice without any right on the part of the Tenant to save the forfeiture by payment of any sum due or by the performance of any term or condition broken; and, thereupon and at the expiration of the time limit in such notice, this Lease and the Term hereof, as well as the right, title and interest of the Tenant hereunder, shall wholly cease and expire and become void in the same manner and with the same force and effect (except as to relet the Premises for Tenant’s account, holding Tenant liable liability) as if the date fixed in damages such notice were the date herein granted for all expenses incurred in any such reletting and for any difference between expiration of the amount of Rent received from such reletting and the amount due and payable under the terms Term of this Lease; provided. Thereupon, however, that Tenant shall notimmediately quit and surrender to Landlord the Leased Space, in and Landlord may enter into and repossess the Leased Space by summary proceedings, detainer, ejectment or otherwise and remove all occupants thereof and, at Landlord’s option, any property thereon, without being liable to indictment, prosecution or damages therefor. No such circumstancesexpiration or termination of this Lease shall relieve Tenant of its liability and obligations under the Lease, whether or not the Leased Space shall be responsible for any cost to retrofit or alter the Premisesrelet. (d) After Landlord may, at any time after the provision occurrence of notice any Event of Default, re-enter and summary proceedings repossess the Leased Space and any part thereof and attempt in its own name, as agent for Tenant if required by law Landlord may enter this Lease not be terminated, or on its own behalf if this Lease be terminated, to relet all or any part of the Premises Leased Space for and take any actions required of Tenant under upon such terms and to such persons and for such period or periods as Landlord, in its sole discretion, shall determine, including a term beyond the terms termination of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, ; and Landlord shall not be liable for required to accept any damages resulting tenant offered by Tenant or observe any instruction given by Tenant about such reletting. For the purpose of such reletting, Landlord may decorate or make repairs, changes, alterations or additions in or to the Leased Space to the extent deemed by Landlord desirable or convenient; and the cost of such decoration, repairs, changes, alterations or additions shall be charged to and be payable by Tenant as Additional Rent hereunder, as well as any reasonable brokerage and attorneys fees incurred by Landlord; and any sums collected by Landlord from any new tenant obtained shall be credited against the balance of the rent due hereunder as aforesaid. Tenant shall pay to Landlord monthly, on the days when the rent would have been payable under this Lease, the amount due hereunder less the amount obtained by Landlord from such actionnew tenant. (e) If Landlord shall have the right of injunction, in the event of a breach or threatened breach by Tenant of any of the terms and conditions hereof, to restrain the same and the right to invoke any remedy allowed by law or in equity, whether or not other remedies, indemnities or reimbursements are herein provided. The rights and remedies given to Landlord in this Lease is terminated are distinct, separate and cumulative remedies; and no one of them, whether or not exercised by Landlord, shall be deemed to be in exclusion of any of the others. (f) In the event of the occurrence of an Event of Default hereunder, Landlord shall have the right to change the locks on the Leased Space and exclude Tenant therefrom, and to discontinue all or part of the services and facilities provided to Tenant under this Lease or otherwise, which-action shall not be deemed an eviction. Such action may be taken, however, only upon five (5) days prior notice to Tenant, and Tenant hereby releases Landlord from any liability for any damages sustained by Tenant or its property as a result of the same. (g) If Tenant has paid accelerated rent to Landlord and Landlord thereafter re-lets any portion of the Leased Space, any sums collected by Landlord from any new tenant obtained in excess of the cost of decoration, repairs, changes, alterations or additions, and any reasonable brokerage and attorneys fees incurred by Landlord in connection with such re-letting, to the extent the same exceed all other damages incurred by Landlord as a result of Tenant’s default, shall be paid to Tenant if, as and when received by Landlord from the replacement tenant, but in no event shall the amount to be paid to Tenant by Landlord exceed the amount of accelerated rent and other damages paid by Tenant to Landlord. (h) Following an Event of Default, Landlord agrees not to unreasonably withhold, delay or condition (including, for example, the requirement of any back-rent payments by Tenant) its consent to any subtenants or assignees which Tenant may propose for all or any portion of the Leased Space provided that Landlord’s acceptance of any such subtenant or assignee shall not be deemed to cure Tenant’s default nor otherwise relieve Tenant of its obligations hereunder, unless Landlord otherwise agrees in writing. Any rent paid as a result of any such assignment or sublease shall be applied in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof subsection (“Federal Issues”)g) above.

Remedies. Upon the occurrence of an Event of Default, UBS-S LLC shall have the right, in addition to any other remedy available to UBS-S LLC at law or in equity, and in addition to any other action UBS-S LLC may deem appropriate under the circumstances, to liquidate any or all open Contracts held in or for the Account, sell any or all of the securities or other property of Customer held by UBS-S LLC and to apply the proceeds thereof to any amounts owed by Customer to UBS-S LLC, borrow or buy any options, securities, Contracts or other property for the Account and cancel any unfilled orders for the purchase or sale of Contracts for the Account, or take such other or further actions as UBS-S LLC, in its reasonable discretion, deems necessary or appropriate for its protection, all without demand for margin and without notice or advertisement. In the event of default set forth in Section 8.1UBS-S LLC's position would not be jeopardized thereby, Landlord UBS-S LLC will make reasonable efforts under the circumstances to notify Customer prior to taking any such action. Any such liquidation, sale, purchase, borrowing or cancellation shall be entitled made at the discretion of UBS-S LLC acting in good faith in a commercially reasonable manner on a contract market, through a clearing house, on other markets, at public auction or by private transaction. Customer acknowledges and agrees that a prior demand or margin call of any kind from UBS-S LLC or prior notice from UBS-S LLC shall not be considered a waiver of UBS-S LLC's right to take any action without notice or demand. In any transaction described above, UBS-S LLC may sell any Collateral to itself or its affiliates or buy any Collateral from itself or its affiliates. UBS-S LLC may, to the following remedies: (a) Landlord may terminate this Leaseextent permitted by law, dispossess Tenant purchase the whole or any part thereof free from any right of redemption. In all cases, Customer shall remain liable for and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord shall pay to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between UBS-S LLC on demand the amount of Rent received any deficiency in its Account resulting from any such reletting transaction, and Customer shall reimburse, compensate and indemnify UBS-S LLC for any and all costs, losses, penalties, fines, taxes and damages which UBS-S LLC may incur, including reasonable attorneys' fees incurred in connection with the exercise of its remedies and the amount due recovery of any such costs, losses, penalties, fines, taxes and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premisesdamages. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of any event an Event of default set forth in Section 8.1Default, Landlord shall be entitled to -------- have the following remedies, which shall not be exclusive but shall be cumulative and shall be in addition to any other remedies now or hereafter allowed by law: (a) Landlord may terminate this LeaseTenant's right to possession of the Premises at any time by written notice to Tenant. Tenant expressly acknowledges that in the absence of such written notice from Landlord, dispossess Tenant no other act of Landlord, including re-entry into the Premises, efforts to relet the Premises, reletting of the Premises for Tenant's account, storage of Tenant's personal property and recover as damages Trade Fixtures, acceptance of keys to the Premises from Tenant all Rent that is due but unpaid as or exercise of any other rights and remedies under this Section, shall constitute an acceptance of Tenant's surrender of the date Premises or constitute a termination of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% or of all Rent Tenant's right to be paid pursuant possession of the Premises. Upon such termination in writing of Tenant's right to possession of the Premises, as herein provided, this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated terminate and Landlord shall be entitled to recover damages from Tenant as provided in California Civil Code Section 1951.2 and any other applicable existing or future Law providing for recovery of damages for such breach, including the net present value thereof employing an assumed worth at the time of award of the amount by which the rent which would be payable by Tenant hereunder for the remainder of the Term after the date of the award of damages, including Additional Rent as reasonably estimated by Landlord, exceeds the amount of such rental loss as Tenant proves could have been reasonably avoided, discounted at the discount rate published by the Federal Reserve Bank of 2% per annum San Francisco for purposes member banks at the time of present value computation;the award plus one percent (1%). (b) Landlord shall have the remedy described in California Civil Code Section 1951.4 (Landlord may continue this Lease in effect after Tenant's breach and abandonment and recover rent as it becomes due, if Tenant has the right to sublet or assign, subject only to reasonable limitations). (c) Landlord may elect to repossess cure the Premises and to relet Event of Default at Tenant's expense. If Landlord pays any sum or incurs any expense in curing the Premises Event of Default, Tenant shall reimburse Landlord upon demand for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received such payment or expense with interest at the Interest Rate from such reletting and the amount due and payable under date the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit sum is paid or alter the Premisesexpense is incurred until Landlord is reimbursed by Tenant. (d) After the provision of notice and summary proceedings if required by law Landlord may enter remove all Tenant's property from the Premises and take any actions required of Tenant under the terms of this LeasePremises, and Tenant shall reimburse such property may be stored by Landlord in a public warehouse or elsewhere at the sole cost and for the account of Tenant. If Landlord does not elect to store any or all of Tenant's property left in the Premises, Landlord may consider such property to be abandoned by Tenant, and Landlord may thereupon dispose of such property in any manner deemed appropriate by Landlord. Any proceeds realized by Landlord on demand for the disposal of any such property shall be applied first to offset all expenses that of storage and sale, then credited against Tenant's outstanding obligations to Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to balance remaining after satisfaction of all obligations of Tenant from such action. (e) If under this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not delivered to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Tenant.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1, Landlord shall be entitled to the following remedies: (a) If Tenant defaults with respect to the Guaranteed Obligations, and if Guarantor does not fulfill Tenant's obligations immediately upon its receipt of written notice of such default from Landlord, Landlord may terminate at its election proceed immediately against Guarantor, Tenant, or any combination of Tenant, Guarantor, and/or any other guarantor. It is not necessary for Landlord, in order to enforce payment and performance by Guarantor under this LeaseGuaranty, dispossess first or contemporaneously to institute suit or exhaust remedies against Tenant and recover as damages from Tenant all Rent that is due but unpaid as or other liable for any of the date Guaranteed Obligations or to enforce rights against any collateral securing any of dispossessionit. Guarantor hereby waives any right to require Landlord to join Tenant in any action brought hereunder or to commence any action against or obtain any judgment against Tenant or to pursue any other remedy or enforce any other right. If any portion of the Guaranteed Obligations terminates and Landlord continues to have any rights that it may enforce against Tenant under the Lease after such termination, plus then Landlord may at its election enforce such rights against Guarantor. Unless and until all other reasonable costs and expenses incurred Guaranteed Obligations have been fully satisfied, Guarantor shall not be released from its obligations under this Guaranty irrespective of: (i) the exercise (or failure to exercise) by Landlord to dispossess Tenantof any of Landlord's rights or remedies (including, without limitation, compromise or adjustment of the Guaranteed Obligations or any part thereof); or (ii) any release by Landlord in favor of Tenant regarding the fulfillment by Tenant of any obligation under the Lease. (b) Notwithstanding anything in the foregoing to the contrary, Guarantor hereby covenants and agrees to and with Landlord that Guarantor may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for joined in any action by or against Tenant in connection with the remainder of Lease. Guarantor also agrees that, in any jurisdiction, it will be conclusively bound by the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred judgment in any such reletting and for any difference between the amount of Rent received from action by or against Tenant (wherever brought) as if Guarantor were a party to such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, action even though Guarantor is not joined as a party in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of any event of default set forth in Section 8.1, Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as 1. If one or more of the date of dispossessioncircumstances enumerated above occur with respect to any Reinsurer, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for then the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord Company may elect to repossess terminate such Reinsurer's participation on a cut-off basis upon consultation with and approval of the Premises and Original Insured (which approval shall not be unreasonably withheld). The Company shall give written notice to relet such Reinsurer stating the Premises grounds for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting termination and for any difference between when the amount of Rent received from such reletting and the amount due and payable under the terms of this Leasetermination shall be effective; provided, however, that Tenant shall not(i) in the event of a Credit Rating Downgrade, the Company must provide prior written notice to the applicable Reinsurer of its intention to terminate within at least thirty (30) calendar days following the later of (x) the date on which the Company receives notice of such Credit Rating Downgrade from such Reinsurer and (y) the date on which such Credit Rating Downgrade takes effect; and (ii) in the event that the Company intends to cancel a Reinsurer's participation in this Contract pursuant to Article 8 - SPECIAL TERMINATION subparagraph A(8) based upon a breach by such circumstances, be responsible for Reinsurer of any cost representations and warranties provided to retrofit the Company in this Contract or alter the Premises. (d) After the provision a breach by such Reinsurer of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s its material obligations under this LeaseContract, (x) the Company shall notify such Reinsurer in writing, and Landlord (y) such Reinsurer shall have thirty (30) calendar days following the date on which such Reinsurer receives such notice to cure such breach, and if such Reinsurer fails to cure such breach within such thirty (30) day period, then such Reinsurer's participation in this Contract shall terminate effective as of the end of such thirty (30) day period. 2. Should a Reinsurer experience a Credit Rating Downgrade, by any credit rating agency identified in the applicable Trust Supplement, then upon consultation with and approval of the Original Insured (which approval shall not be liable for any damages resulting unreasonably withheld), the Company shall have the option to Tenant from require that such action. (e) If this Lease is terminated Reinsurer deposit additional Eligible Assets into the Trust Account, as set forth in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Propertyapplicable Trust Supplement. The above remedies deposit of such additional Eligible Assets at the request of the Company pursuant to this subparagraph C(2) shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more in lieu of the remedies upon an event of default shall not constitute terminating such Reinsurer's participation on a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or cut-off basis as per subparagraph C(1) above with respect to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)termination triggers set forth in subparagraph A(10) above.

Remedies. Upon the occurrence of Whenever any event of default set forth in Section 8.1shall have occurred and be subsisting, Landlord shall be entitled to the following remediesmay elect either: (a) Landlord may 1. To cancel and terminate this Lease, dispossess Tenant ; or 2. To reenter and recover as damages from Tenant all Rent that is due but unpaid as take possession of the date leased premises, and terminate Tenant's right to possession of dispossessionthe leased premises, plus without terminating this Lease or any of Tenant's obligations for the balance of the term of this Lease. Landlord may at any time elect to terminate this Lease despite a prior election to exercise its remedies under Paragraph 2 above. In the event Landlord exercises its remedies under Paragraph 2 above, it may remove all persons and property from the leased premises and store such property at the cost of and for the account of Tenant, may make alterations and repairs and redecorate the premises to the extent deemed by Landlord necessary or desirable, and may relet the premises, or any part thereof, for the account of Tenant, to any person, firm or corporation, other reasonable than Tenant, for such rent, for such time and upon such terms as Landlord, in Landlord's sole discretion, shall determine; but Landlord shall not be required to accept any tenant offered by Tenant or to observe any instruction given by Tenant concerning such reletting. Any rent and other amounts received by Landlord upon such reletting shall be applied first to the costs and expenses incurred by of Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder in regaining possession of the Term to be immediately due and payableleased premises, storing property removed from the premises, making alterations or repairs or redecorating the leased premises, and thereupon such amount shall be accelerated reletting the premises, including, without limitation, brokerage and Landlord shall be entitled reasonable attorneys fees, then to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises rentals and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required other obligations of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and any surplus shall be paid to Tenant. In the event Landlord elects to terminate this Lease, all base rent and payments for hazard insurance premiums and taxes (excluding special assessments) for the balance of the term or any renewal term of this Lease shall not be liable immediately due and payable to Landlord, without credit for any damages resulting to Tenant from subsequent reletting by Landlord, provided that all such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies payments shall be cumulative discounted from the unaccelerated due dates to present value on the date of termination, using a discount factor of five percent (5%), and such accelerated payments shall not preclude Landlord bear interest from pursuing any other remedies permitted by lawthe date of termination to the date actually paid at the rate of ten percent (10%) per annum. Landlord’s election not For purposes of making this calculation, payments for hazard insurance premiums shall be presumed to enforce one or more remain the same as the last annual hazard insurance premium paid, and to be due and payable on each anniversary of said last hazard insurance premium payments and payments for taxes and installments of special assessments shall be presumed to remain the remedies upon an event same as the last semiannual payment of default shall not constitute a waiver. Howevertaxes and installments of special assessments, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution be due and payable semi-annually on May 15 and October 15 of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)each year.

Remedies. Upon the occurrence of any event of default set forth If Tenant is in Section 8.1default, then, in addition to all other rights and remedies which Landlord may have at law or in equity, Landlord shall be entitled to has the following remediesrights and remedies which are not exclusive but are cumulative: (a) To the extent permitted by law, Landlord can, with or without terminating this Lease, reenter the Premises and remove all property and persons therefrom, and any such property may be removed and stored in a public warehouse or elsewhere at the cost and for the account of Tenant. If Landlord elects to reenter or shall take possession of the Premises pursuant to legal proceedings or pursuant to any notice provided by law, and if Landlord has not elected to terminate this Lease, dispossess Landlord may either recover all rent as it becomes due under this Lease or relet the Premises or any part or parts thereof for such term or terms and upon such provisions as Landlord may deem advisable and will have the right to make repairs to and alterations of the Premises. No reentry or taking possession of the Premises by Landlord is to be construed as an election to terminate this Lease unless a written notice of such intention is given to Tenant and recover by Landlord. Notwithstanding any reletting without termination by Landlord because of Tenant’s default, Landlord may at any time after such reletting elect to terminate this Lease because of such default. If Landlord elects to relet the Premises without terminating this Lease, then rent received by Landlord therefrom will be applied as damages follows: i. First, to any indebtedness from Tenant to Landlord other than rent due from Tenant; ii. Second, to all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses expenses, including, without limitation, for maintenance, repairs or alterations, incurred by Landlord in connection with reletting the Premises; and iii. Third, to dispossess the payment of rent due and unpaid under this Lease and the residual, if any, will be held by Landlord and applied to payment of future rent as the same may become due and payable under this Lease and to any damages and other amounts which Landlord is otherwise entitled to under this Lease. Should that portion of such rent received from such reletting during any month, which is applied to the payment of rent hereunder, be less that the rent payable hereunder during that month by Tenant, then Tenant agrees to pay such deficiency to Landlord immediately upon demand. In no event will Tenant be entitled to any excess rent received by Landlord from such reletting. (b) Landlord may can terminate Tenant’s right to possession of the Premises at any time. No act by Landlord other than giving written notice to Tenant will terminate this Lease. Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on Landlord’s initiative to protect Landlord’s interest under this Lease shall not constitute a termination of Tenant’s right to possession. On termination, Landlord has the right to recover from Tenant: i. The worth, at the time of the award, of the unpaid rent that had been earned at the time of termination of this Lease; ii. The worth, at the time of the award, of the amount by which the unpaid rent that would have been earned after the date of termination of this Lease until the time of award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; iii. The worth, at the time of the award, of the amount by which the unpaid rent for the balance of the term after the time of award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; and iv. Any other amount, and declare 100% court costs, necessary to compensate Landlord for all detriment proximately caused by Tenant’s default. “The worth, at the time of all Rent the award,” as used in (i) and (ii) of this subsection (b), is to be paid pursuant computed by allowing interest at the maximum rate an individual is permitted by law to this Lease for charge. “The worth, at the remainder time of the Term award,” as referred to in (iii) of this subsection (b), is to be immediately due and payable, and thereupon such computed by discounting the amount shall be accelerated and Landlord shall be entitled to recover at the net present value thereof employing an assumed discount rate of 2% per annum for purposes the Federal Reserve Bank of present value computation;San Francisco at the time of the award, plus 1%. (c) Landlord may elect can have a receiver appointed to repossess the Premises collect rent and to relet the Premises for conduct Tenant’s account, holding Tenant liable in damages business. Neither the filing of a petition for all expenses incurred in any such reletting and for any difference between the amount appointment of Rent received from such reletting and a receiver nor the amount due and payable under the terms of appointment itself shall constitute an election by Landlord to terminate this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After Without waiving the provision of notice and summary proceedings if required by law default, Landlord may enter can, at its sole option, pay such sums and/or take such actions as are necessary in Landlord’s reasonable judgment in order to cure the Premises and take any actions required of Tenant under the terms of this Leasedefault, and Tenant shall reimburse all sums expended or incurred by Landlord on demand for any expenses that Landlord may incur in effecting compliance connection therewith, together with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with interest thereon at the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies maximum rate permitted by law. Landlord’s election not , shall be paid by Tenant to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)immediately on demand.

Remedies. Upon 4.1 The Company and Participant agree that the occurrence provisions of any event of default set forth in Section 8.1, Landlord shall be entitled this Exhibit B do not impose an undue hardship on Participant and are not injurious to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant public; that these provisions are necessary to protect the business of the Company and recover as damages from Tenant all Rent its Subsidiaries; that the nature of Participant’s responsibilities with the Company provide and/or will provide Participant with access to Confidential Information that is due valuable to the Company and its Subsidiaries; that the Company would not grant this Award to Participant if Participant did not agree to the provisions of this Exhibit B; that the provisions of this Exhibit B are reasonable in terms of length of time and scope; and that adequate consideration supports the provisions of this Exhibit B. In the event that a court determines that any provision of this Exhibit B is unreasonably broad or extensive, Participant agrees that such court should narrow such provision to the extent necessary to make it reasonable and enforce the provisions as narrowed. The Company reserves all rights to seek any and all remedies and damages permitted under law, including, but unpaid as of the date of dispossessionnot limited to, plus all other reasonable costs injunctive relief, equitable relief and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in compensatory damages for all expenses incurred in any such reletting and for any difference between the amount breach of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with TenantParticipant’s obligations under this LeaseExhibit B. 4.2 Without limiting the generality of the remedies available to the Company pursuant to Section 4.1, if Participant, except with the prior written consent of the Company, materially breaches the restrictive covenants contained in this Exhibit B, Participant shall forfeit any PSU’s that vested during the 12-month period prior to the date of termination of Participant’s employment with the Company, and Landlord any Shares acquired on settlement of such PSU’s (including the proceeds from the sale of any such Shares) shall not be liable subject to clawback or recoupment by the Company. These rights of forfeiture and recoupment are in addition to any other remedies the Company may have against Participant for any damages resulting to Tenant from such action. (e) If Participant’s breach of the restrictive covenants contained in this Lease is terminated in accordance with the provisions of Exhibit B. Participant’s obligations under this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies Exhibit B shall be cumulative and shall (but not preclude Landlord from pursuing operate to extend the length of any such obligations) of any similar obligations Participant has under the Plan, the Agreement or any other remedies permitted by law. Landlord’s election not to enforce one or more of agreement with the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government Company or any agency, arm or authority thereof (“Federal Issues”)Affiliate.

Remedies. Upon During the occurrence period of twelve (12) months from the date of Buyer’s acceptance of Goods or performance of Services hereunder (or during such other warranty period as is specified in Buyer’s Purchase Order or otherwise agreed to in writing), Seller shall, at its sole cost and expense, promptly repair or replace defective or nonconforming Goods by delivering and installing replacements or, in the case of Services, re- perform the Services and pay all costs incurred by Buyer with respect to the defective or non-conforming Goods or Services, including, but not limited to, all costs and expenses of identifying, uncovering, exposing, reassembling, reconstructing, packing, storing, setting aside and shipping such Goods and, in the case of Services, all costs and expenses of identifying the non-conforming or defective Services and of any event accommodations or changes taken by Buyer as a result of default such non-conforming or defective Services (collectively, “Corrective Costs”). If Seller fails to promptly repair or replace any defective or non-complying Goods or re-perform such Services, or if the repair, replacement, or re-performance needs to be made on an emergency basis, Buyer may repair or replace the Goods or re-perform the Services and hold Seller responsible for all reasonable costs thereof, including without limitation Corrective Costs. Any repair or replacement of Goods shall be automatically subject to the same warranties as are set forth in Section 8.1, Landlord this Purchase Order. All claims for moneys due or to become due from Buyer shall be entitled subject to the following remedies: (a) Landlord may terminate deduction by Buyer for any setoff or counterclaim arising out of this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as or any other of the date Buyer’s Purchase Orders with Seller. Each of dispossession, plus all other reasonable costs Buyer’s rights and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate remedies specified in this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies Purchase Order shall be cumulative and shall not preclude Landlord from pursuing additional to any other or further remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise provided in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations equity, including but not limited to, Buyer’s right of revocation of acceptance or enforcement positions by the Federal government rejection. The remedies and rights reserved to Buyer herein shall be cumulative with, and in addition to, all other rights and remedies provided in law or any agency, arm or authority thereof (“Federal Issues”)equity. The remedies and rights reserved to Seller herein shall be Seller’s sole and exclusive rights and remedies available to Seller hereunder.

Remedies. Upon In the occurrence event of any event of default set forth in Section 8.1default, Landlord shall be entitled to the following remedies: re-entry by Landlord, termination and/or eviction by summary proceedings or otherwise (a) Landlord may terminate this Lease, dispossess Tenant Rent and recover as damages from Tenant all Additional Rent that is due but unpaid as of up to the date of dispossessionsuch re-entry and/or eviction or termination shall be due, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent re-rent the Office, in whole or in part, for a term equal to be paid pursuant to this Lease for the remainder or in excess of the Term to be immediately due and payableTermination Date, and thereupon Landlord may be free to grant such amount shall be accelerated and concessions or charge rent in excess of the Rent as the Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; sees fit, and/or (c) Tenant shall be obligated to Landlord may elect for liquated damages (“Liquidated Damages”) for such default, termination and/or eviction in an amount equal to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount rent to be charged up to the Termination Date and any charges incurred by Landlord including, but not limited to reasonable attorneys’ fees, litigation costs and expenses, brokers’ fees, advertising fees, maintenance charges in keeping the Office in good condition and charges incurred in getting the Office in a condition for such re-renting. Landlord’s failure to re-rent the Office shall not affect or release Tenant form said liquidated damages. The Liquidated Damages shall be paid in monthly installment when Rent is due and payable under prorated over the terms remaining term of this Lease; provided, however, that Tenant shall not. Landlord may, in getting the Office in condition for such circumstancesre-renting, be responsible for any cost to retrofit or alter make such alterations, repairs and/or decorations in the Premises. (d) After the provision of notice Office as in Landlord’s sole judgment are necessary and summary proceedings if required such undertakings by law Landlord may enter the Premises and take any actions required of shall not release Tenant from liability under the terms terms, conditions and provisions of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and . Landlord shall not in no way be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts for failing to re-let the PropertyOffice or to collect rent from the new tenant. The above rights afforded Landlord under this Paragraph are not exclusive and Landlord may avail itself of any and all remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by available to it under law. Landlord’s election not to enforce one Tenant expressly waives any right of redemption Tenant may now have or more of will have should Tenant be evicted from the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute Office or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)dispossessed therefrom.

Remedies. Upon Lessor, to the occurrence extent permitted by law, may take any one or more of any the remedial steps set forth below, when there exists an event of default set forth in Section 8.1, Landlord shall be entitled to the following remediesby Lessee: (a) Landlord may terminate this LeaseLessor may, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of at its option, declare the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% present value of all Rent to be paid pursuant to this Lease installments of rent as determined at the time of default for the remainder of the Term Lease term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover less the net present value thereof employing an assumed discount rate of 2% per annum the reasonably foreseeable rental income from the Leased Property for purposes the remainder of present value computation;the term. (b) Lessor may re-enter and take possession of the Leased Property without terminating this Lease, and re-lease the Leased Property in its entirety for the account of Lessee, holding Lessee liable for the difference in rent and other amounts actually paid by the new tenant, and the rents and other amounts payable by Lessee hereunder. (c) Landlord Lessor may elect terminate the Lease, exclude Lessee from possession of the Leased Property, and use its best efforts to repossess lease the Premises and same to relet another for the Premises for Tenant’s accountaccount of Lessee, holding Tenant Lessee liable in damages for all expenses incurred in any such reletting rent and for any difference between the amount of Rent received from such reletting and the amount due and other amounts payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premisesby Lessee hereunder. (d) After Lessor may take whatever action at law or in equity it may deem necessary or desirable to collect the provision rent and other amounts then due and thereafter to become due, or to enforce performance of notice and summary proceedings if required by law Landlord may enter any obligation, agreement, or covenant of the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance connection with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action, may recover all damages to Lessor for Lessee's violation or breach of the Lease. (e) If this Lease No remedy reserved to Lessor hereunder is terminated in accordance with the provisions of this Sectionintended to be exclusive, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies each and every remedy shall be cumulative and cumulative. No delay or omission to exercise any right or power accruing to Lessor upon any default by Lessee shall not preclude Landlord from pursuing impair any other remedies permitted such right or shall be construed to be a waiver thereof. (f) Lessee shall pay Lessor as additional damages in the event of breach the reasonable fees of any attorneys employed by law. Landlord’s election not to enforce one Lessor for the collection of rent or more the enforcement or performance of the remedies upon Lease, and all other expenses incurred by Lessor in connection therewith, including but not limited to litigation expenses, court costs, and court reporter's fees. If an event of default by Lessor shall not constitute a waiver. Howeveroccur hereunder, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects in addition to any Landlord’s lien that otherwise other remedies granted or permitted by law, statute or contract might arise in or Lessee may cure such default and may deduct the cost of such cure, plus interest thereon at the Prime Rate, from the rents payable hereunder, provided, however, Lessee has first provided written notice of such alleged default and Lessor has not commenced to cure such alleged default within thirty (30) days following such notice. Provided, if any marijuana product and/or related productssuch default cannot be completely cured within such thirty (30) day period, chemicals or substances thatdespite Lessor's diligent, best faith effort, commenced immediately, then Lessor shall have a reasonable time to complete the ownership, possession, use, sale or distribution cure of which, but such default for the Legal Compliance Clarification, would or might be deemed contrary a period not to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof exceed ninety (“Federal Issues”)90) days.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1Default under Sections 19.2A, Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable19.2B, and thereupon such amount 19.2C, Starwood shall be accelerated and Landlord shall be entitled have the right to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in pursue any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the following remedies upon an (without limitation to Starwood’s right to terminate this Agreement under Sections 19.2A and 19.2B): (i) institute any and all proceedings permitted by Applicable Law or in equity with respect to such event of default shall not constitute Default, including, without limitation, actions for injunctive and/or declaratory relief (including specific performance) and/or damages. Vistana acknowledges and agrees that, in the event that Starwood terminates this Agreement pursuant to a waivertermination right expressly identified in Section 19.2A or 19.2B, Starwood will, in addition to the right to terminate, have the right to seek and obtain damages with respect to the termination of the Agreement. HoweverVistana agrees that Starwood has devoted substantial resources to developing and building the Licensed Business (including the Existing Properties, notwithstanding anything else hereinLicensed Marks and the System) and that the Licensed Business, Landlord hereby expressly disclaimsincluding the significant reputation and goodwill associated therewith, relinquishes has been developed by Starwood over a period of years prior to the Effective Date. Vistana further acknowledges and rejects agrees that, in the event Starwood terminates this Agreement as a result of a Default hereunder by Vistana, it would be commercially impossible for Starwood to take measures to recreate the Licensed Business or develop an equivalent business, and, therefore, it would be unreasonable to expect or require Starwood to mitigate its damages resulting from such Default and termination; (ii) suspend Vistana’s right to use or access the Reservation System, except for booking of Owner usage rights, in accordance with Section 9.3 of this Agreement, at any Landlordor all Licensed Vacation Ownership Properties or the entire Licensed Business until the Default is cured; (iii) suspend Vistana’s lien that otherwise by law, statute or contract might arise right to access and use of information included in or the Brand Loyalty Programs and/or the Guest Data for sales and marketing efforts with respect to any marijuana product and/or related productsor all Licensed Vacation Ownership Properties or the entire Licensed Business until the Default is cured; (iv) suspend or limit Vistana’s rights to develop any New Property, chemicals as determined by Starwood in its sole discretion, until the Default is cured; (v) suspend or substances that, prohibit any New Property from opening or operating under the ownership, possession, use, sale Licensed Marks as part of the Licensed Business until the Default is cured; and (vi) refuse to provide any operational support or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary Centralized Services to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Licensed Vacation Ownership Property that this Agreement otherwise requires.

Remedies. Upon In the occurrence event that this Lease is terminated under any of the provisions contained in Section 8.1 or shall be otherwise terminated for breach of any event obligation of default set forth in Section 8.1Tenant, Landlord Tenant covenants to pay forthwith to Landlord, as compensation, the excess of the total rent reserved for the residue of the term over the rental value of the Premises for said residue of the term. In calculating the rent reserved there shall be entitled included, in addition to the following remedies: (a) Landlord may terminate this LeaseFixed Rent and Additional Rent, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as the value of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent considerations agreed to be paid or performed by Tenant for said residue. Tenant further covenants as additional and cumulative obligations after any such termination, to pay punctually to Landlord all the sums and to perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by Tenant pursuant to the next preceding sentence Tenant shall be credited with any amount paid to Landlord as compensation as in this Lease Section 8.2, provided and also with the net proceeds of any rent obtained by Landlord by reletting the Premises, after deducting all Landlord’s expense in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the remainder Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof, for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term to be immediately due term and payable, may grant such concessions and thereupon such amount shall be accelerated and free rent as Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations, repairs and decorations in the Premises for as Landlord in its sole judgment considers advisable or necessary to relet the same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant’s accountliability as aforesaid. In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 8.2, holding Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 8.1 or is otherwise terminated for breach of any obligation of Tenant liable and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and Additional Rent accrued in damages for all expenses incurred in any the twelve (12) months ended next prior to such reletting and for any difference between termination plus the amount of Rent received from such reletting rent of any kind accrued and unpaid at the time of termination and less the amount due and payable of any recovery by Landlord under the terms foregoing provisions of this Lease; providedSection 8.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, that Tenant shall not, limit or prejudice the right of Landlord to prove for and obtain in such circumstances, be responsible proceedings for any cost to retrofit bankruptcy or alter insolvency by reason of the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms termination of this Lease, and Tenant shall reimburse Landlord on demand for an amount equal to the maximum allowed by any expenses that Landlord may incur statute or rule of law in effecting compliance with Tenant’s obligations under this Leaseeffect at the time when, and Landlord shall governing the proceedings in which, the damages are to be proved, whether or not the amount be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with greater than, equal to, or less than the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more amount of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute loss or contract might arise in or damages referred to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)above.

Remedies. Upon a) If Tenant defaults with respect to the occurrence Guaranteed Obligations, and if Guarantor does not fulfill Tenant's obligations within thirty (30) days following its receipt of written notice of such default from Landlord, Landlord may at its election proceed immediately against Guarantor, Tenant, or any combination of Tenant, Guarantor, and/or any other guarantor. It is not necessary for Landlord, in order to enforce payment and performance by Guarantor under this Guaranty, first or contemporaneously to institute suit or exhaust remedies against Tenant or other liable for any of the Guaranteed Obligations or to enforce rights against any collateral securing any of it. Guarantor hereby waives any right to require Landlord to join Tenant in any action brought hereunder or to commence any action against or obtain any judgment against Tenant or to pursue any other remedy or enforce any other right. If any portion of the Guaranteed Obligations terminates and Landlord continues to have any rights that it may enforce against Tenant under the Lease after such termination, then Landlord may at its election enforce such rights against Guarantor. Unless and until all Guaranteed Obligations have been fully satisfied, Guarantor shall not be released from its obligations under this Guaranty irrespective of: (i) the exercise (or failure to exercise) by Landlord of any event of default set forth Landlord's rights or remedies (including, without limitation, compromise or adjustment of the Guaranteed Obligations or any part thereof); or (ii) any release by Landlord in Section 8.1, Landlord shall be entitled favor of Tenant regarding the fulfillment by Tenant of any obligation under the Lease. b) Notwithstanding anything in the foregoing to the following remedies: (a) contrary, Guarantor hereby covenants and agrees to and with Landlord that Guarantor may terminate this be joined in any action by or against Tenant in connection with the Lease. Guarantor also agrees that, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of in any jurisdiction, it will be conclusively bound by the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred judgment in any such reletting and for any difference between the amount of Rent received from action by or against Tenant (wherever brought) as if Guarantor were a party to such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, action even though Guarantor is not joined as a party in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence The net Proceeds of any event sale of default the Collateral will be applied against the Indebtedness. Borrower, without duplication, will forthwith pay to Lender any deficiency upon demand. Borrower hereby waives demand of performance, advertisement and presence of property at sale and Lender is hereby authorized to sell hereunder any evidence of debt it may hold as security for any Indebtedness of Borrower to Lender in value of up to the amount of the unpaid aggregate amount drawn on the Line of Credit. Borrower hereby waives all demands and presentments of any kind or nature. Borrower hereby waives the right to require Lender to pursue any remedy for the benefit of Borrower other than as set forth in Section 8.1, Landlord shall be entitled to the following remedies: (a) Landlord this Agreement and agrees that Lender may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease proceed against Borrower for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting Indebtedness owed by Borrower to Lender without taking any action against any account debtor or any other party and without selling or otherwise proceeding against or applying any Collateral it may hold, including, but not limited to, Accounts and Inventory in value of up to the amount due of the unpaid aggregate amount drawn on the Line of Credit. Borrower authorizes Lender, at Lender's option, to apply toward the payment of the Indebtedness all balances of any deposit account in the name of Borrower held by Lender. Lender will have the right to enforce any or all rights and payable under the terms of this Lease; provided, however, that Tenant shall not, in remedies hereunder cumulatively and successively or concurrently and any such circumstances, be responsible for any cost to retrofit action will not stop or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord prevent Lender from pursuing any other remedies permitted further right or remedy which it may have hereunder or by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon In the occurrence event that this Lease is terminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any event obligation of default set forth in Section 8.1Tenant, Landlord Tenant covenants to pay forthwith to Landlord, as compensation, the excess of the total rent reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved there shall be entitled included, in addition to the following remedies: (a) Landlord may terminate this LeaseFixed Rent and Additional Rent, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as the value of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent considerations agreed to be paid or performed by Tenant during said residue. Tenant further covenants (as additional and cumulative obligations) after any such termination to pay punctually to Landlord all the sums and to perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by Tenant pursuant to the next preceding sentence Tenant shall be credited with any amount paid to Landlord as compensation as in this Lease Section 7.2 provided and also with the net proceeds of any rent obtained by Landlord by reletting the Premises, after deducting all of the Landlord's reasonable expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the remainder Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof, for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term to be immediately due and payable, may grant such concessions and thereupon such amount shall be accelerated and free rent as Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and in its reasonable judgment considers advisable or necessary to relet the same and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its reasonable judgment considers advisable or necessary to relet the same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.2, Landlord may by notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 7.1 or is otherwise terminated for Tenant’s accountbreach of any obligation of Tenant and before such full recovery, holding elect to recover, and Tenant liable shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and Additional Rent accrued in damages for all expenses incurred in any the 12 months ended next prior to such reletting and for any difference between termination, plus the amount of Rent received from such reletting rent of any kind accrued and unpaid at the time of termination and less the amount due and payable of any recovery by Landlord under the terms foregoing provisions of this Lease; providedSection 7.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, that Tenant shall not, limit or prejudice the right of Landlord to prove for and obtain in such circumstances, be responsible proceedings for any cost to retrofit bankruptcy or alter insolvency by reason of the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms termination of this Lease, and Tenant shall reimburse Landlord on demand for an amount equal to the maximum allowed by any expenses that Landlord may incur statute or rule of law in effecting compliance with Tenant’s obligations under this Leaseeffect at the time when, and Landlord shall governing the proceedings in which, the damages are to be proved, whether or not the amount be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with greater than, equal to, or less than the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more amount of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute loss or contract might arise in or damages referred to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)above.

Remedies. Upon If Tenant defaults with respect to the occurrence Guaranteed Obligations, and if Guarantor does not fulfill Tenant's obligations within a reasonable time period (not to exceed five (5) days with respect to any monetary obligation and thirty (30) days with respect to any non-monetary obligation) upon its receipt of written notice of such default from Landlord, Landlord may at its election proceed immediately against Guarantor, Tenant, or any combination of Tenant, Guarantor, and/or any other guarantor. It is not necessary for Landlord, in order to enforce payment and performance by Guarantor under this Guaranty, first or contemporaneously to institute suit or exhaust remedies against Tenant or other liable for any of the Guaranteed Obligations or to enforce rights against any collateral securing any of it. Guarantor hereby waives any right to require Landlord to join Tenant in any action brought hereunder or to commence any action against or obtain any judgment against Tenant or to pursue any other remedy or enforce any other right. If any portion of the Guaranteed Obligations terminates and Landlord continues to have any rights that it may enforce against Tenant under the Lease after such termination, then Landlord may at its election enforce such rights against Guarantor. Unless and until all Guaranteed Obligations have been fully satisfied, Guarantor shall not be released from its obligations under this Guaranty irrespective of: (i) the exercise (or failure to exercise) by Landlord of any event of default set forth Landlord's rights or remedies (including, without limitation, compromise or adjustment of the Guaranteed Obligations or any part thereof); or (ii) any release by Landlord in Section 8.1, Landlord shall be entitled favor of Tenant regarding the fulfillment by Tenant of any obligation under the Lease. Notwithstanding anything in the foregoing to the following remedies: (a) contrary, Guarantor hereby covenants and agrees to and with Landlord that Guarantor may terminate this be joined in any action by or against Tenant in connection with the Lease. Guarantor also agrees that, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of in any jurisdiction, it will be conclusively bound by the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred judgment in any such reletting and for any difference between the amount of Rent received from action by or against Tenant (wherever brought) as if Guarantor were a party to such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, action even though Guarantor is not joined as a party in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon In the occurrence event of any event such material default or breach by Lessee, Lessor may at any time thereafter, with or without notice or demand and without limiting Lessor in the exercise of any other right or remedy which Lessor may have by reason of such default set forth in Section 8.1, Landlord shall be entitled to the following remediesor breach: (a) Landlord may Terminate Lessee’s right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Lessee shall immediately surrender possession of the Premises to Lessor. In such event, Lessor shall be entitled to recover from Lessee all damages incurred by Lessor by reason of Lessee’s default including, but not limited to, the cost of recovering possession of the Premises; expenses of reletting, including necessary renovation and alteration of the Premises, reasonable attorneys’ fees, and any real estate commission actually paid; the “worth at the time of award” established by the court having jurisdiction thereof of the amount by which the unpaid rent and other charges due for the balance of the Term after the time of Lessee’s default exceeds the amount of such rental loss for the same period that Lessee proves by clear and convincing evidence could have been reasonably avoided; and that portion of the leasing commission paid by Lessor applicable to the unexpired term of this Lease. Unpaid installments of rent or other sums shall bear interest from the date due at the rate of 15% per annum. For purposes of this Section 15.2(a), dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as “worth at the time of award” of the date amount referred to above shall be computed by discounting each amount by a rate equal to the prime rate (or its equivalent) of dispossessionBank One at the time of the award, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenantbut in no event more than a rate of ten percent (10%) per annum. (b) Landlord may terminate Re-enter the Premises, without terminating this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payableLease, and thereupon such amount shall be accelerated and Landlord remove any property from the Premises in which case Lessor shall be entitled to enforce all of Lessor’s rights and remedies under this Lease, including the right to recover the net present value rent and all other amounts due hereunder as they become due. No re-entry or taking possession of the Premises by Lessor pursuant to this Section 15.2 or other action on Lessor’s part shall be construed as an election to terminate the Lease unless a written notice of such intention is given to Lessee or unless the termination thereof employing an assumed discount rate is decreed by a court of 2% per annum for purposes competent jurisdiction. Lessor’s election not to terminate this Lease pursuant to this Section 15.2(b) or pursuant to any other provision of present value computation;this Lease shall not preclude Lessor from subsequently electing to terminate this Lease or pursuing any of its other remedies. (c) Landlord may elect Maintain Lessee’s right to repossess possession, in which case this Lease shall continue in effect, whether or not Lessee shall have abandoned the Premises Premises. In such event Lessor shall be entitled to enforce all of Lessor’s rights and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable remedies under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost including the right to retrofit or alter recover the Premisesrent and all other amounts due hereunder as they become due hereunder. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take Pursue any actions required of Tenant other or additional remedy now or hereafter available to Lessor under the terms laws or judicial decisions of the State of Arizona. The expiration or termination of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with TenantLease and/or the termination of Lessee’s obligations under this Lease, and Landlord right to possession shall not be liable for relieve Lessee from liability under any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the indemnity provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts Lease as to mitigate its damages which efforts shall include efforts to re-let matters occurring or accruing during the PropertyTerm hereof or by reason of Lessee’s occupancy of the Premises. The above remedies set forth herein shall be deemed cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)exclusive.

Remedies. Upon the occurrence of any event Default, Landlord may, immediately or at any time thereafter, elect to terminate this Lease by notice of default set forth in Section 8.1termination, by entry, or by any other means available under Law and may recover possession of the Premises as provided herein. Upon termination by notice, by entry, or by any other means available under Law, Landlord shall be entitled to immediately, in the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as case of the date of dispossession, plus all other reasonable costs and expenses incurred termination by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payablenotice or entry, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated otherwise in accordance with the provisions of Law to recover possession of the Premises from Tenant and those claiming through or under the Tenant. Such termination of this Section, then Landlord agrees make good faith Lease and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let repossession of the Property. The above remedies Premises shall be cumulative without prejudice to any remedies which Landlord might otherwise have for arrears of rent or for a prior breach of the provisions of this Lease. Landlord may, without notice, store Tenant’s personal property (and those of any person claiming under Tenant) at the expense and risk of Tenant or, if Landlord so elects, Landlord may sell such personal property at public auction or auctions or at private sale or sales after thirty (30) days’ notice to Tenant and apply the net proceeds to the earliest of installments of rent or other charges owing Landlord. Tenant agrees that a notice by Landlord alleging any default shall, at Landlord’s option (the exercise of such option shall be indicated by the inclusion of the words “notice to quit” in such notice), constitute a statutory notice to quit. If Landlord exercises its option to designate a notice of default hereunder as a statutory notice to quit, any grace periods provided for herein shall run concurrently with any statutory notice periods. Tenant further agrees that it shall not preclude Landlord from pursuing interpose any other remedies permitted by law. Landlord’s election not counterclaim or set-off in any summary proceeding or in any action based in whole or in part on non-payment of Rent, unless Tenant would have no right to enforce one or more commence an independent proceeding to seek to recover on account of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)such claim.

Remedies. Upon the occurrence of any event an Event of default set forth in Section 8.1Default, Landlord shall be entitled to may, at any time thereafter exercise the following remedies, which shall be in addition to any other rights or remedies now or hereafter available to Landlord at law or in equity: (a) Maintain this Lease in full force and effect and recover Rent as it becomes due, without terminating Tenant’s right to possession irrespective of whether Tenant shall have abandoned the Premises. In the event Landlord elects not to terminate the Lease, Landlord shall have the right to attempt to relet the Premises at such rent and upon such conditions and for such a term, and to do all acts necessary to maintain or preserve the Premises as Landlord deems reasonable and necessary without being deemed to have elected to terminate the Lease, including removal of all persons and property from the Premises; such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Tenant. In the event any such reletting occurs, rents received by Landlord from such subletting shall be applied (i) first, to the payment of the costs of maintaining, preserving, altering and preparing the Premises for subletting and other costs of subletting, including but not limited to brokers’ commissions, attorneys’ fees and expenses of removal of Tenant’s personal property, trade fixtures, alterations and leasehold improvements; (ii) second, to the payment of Rent then due and payable; (iii) third, to the payment of future Rent as the same may become due and payable hereunder; and (iv) fourth, the balance, if any, shall be paid to Tenant upon (but not before) expiration of the term of this Lease. If the rents received by Landlord from such subletting, after application as provided above, are insufficient in any month to pay the Rent due and payable hereunder for such month, Tenant shall pay such deficiency to Landlord monthly upon demand. Notwithstanding any such subletting for Tenant’s account without termination, Landlord may at any time thereafter, by written notice to Tenant, elect to terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as Lease by virtue of the date a previous Event of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess TenantDefault. (b) Landlord may terminate this Lease and declare 100% of all Rent Terminate Tenant’s right to be paid pursuant to this Lease for the remainder possession of the Term Premises at any time by written notice to be Tenant, in which case Tenant shall immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate surrender possession of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to Landlord. Tenant expressly acknowledges that in the absence of such written notice from Landlord, no other act of Landlord, including, but not limited to, its re-entry into the Premises, its efforts to relet the Premises, its reletting of the Premises for Tenant’s account, holding its storage of Tenant’s personal property and trade fixtures, its acceptance of keys to the Premises from Tenant liable or its exercise of any other rights and remedies under this Paragraph 18.2, shall constitute an acceptance of Tenant’s surrender of the Premises or constitute a termination of this Lease or of Tenant’s right to possession of the Premises. If Landlord terminates Tenant’s right to possession in writing, Landlord shall be entitled to recover from Tenant all damages as provided in California Civil Code Section 1951.2 or any other applicable existing or future law, ordinance or regulation providing for recovery of damages for all expenses incurred such breach, including but not limited to the following: (1) The reasonable cost of recovering the Premises; plus (2) The reasonable cost of removing Tenant’s alterations, trade fixtures and Above-Standard Improvements; plus (3) All unpaid Rent due or earned hereunder prior to the date of termination, less the proceeds of any reletting or any rental received from subtenants prior to the date of termination applied as provided in any subparagraph (a) above, together with interest at the Default Rate, on such reletting sums from the date such Rent is due and for any difference between payable until the date of the award of damages; plus (4) The amount by which the Rent which would be payable by Tenant hereunder, including Operating Cost Payments as reasonably estimated by Landlord, from the date of termination until the date of the award of damages exceeds the amount of such rental loss Tenant proves could have been reasonably avoided, together with interest at the Default Rate on such sums from the date such Rent received from such reletting and the amount is due and payable under until the terms date of the award of damages; plus (5) The amount by which the Rent which would be payable by Tenant hereunder, including Operating Cost Payments, as reasonably estimated by Landlord, for the remainder of the then term, after the date of the award of damages exceeds the amount of such rental loss as Tenant proves could have been reasonably avoided, discounted at the discount rate published by the Federal Reserve Bank of San Francisco for member banks at the time of the award plus one percent (1%); plus (6) Such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by applicable law. (c) During the continuance of an Event of Default, Landlord may enter the Premises without terminating this Lease; providedLease and remove all Tenant’s personal property, howeverand trade fixtures from the Premises. If Landlord removes such property from the Premises and stores it at Tenant’s risk and expense, and if Tenant fails to pay the cost of such removal and storage after written demand therefor and/or to pay any Rent then due, after the property has been stored for a period of thirty (30) days or more Landlord may sell such property at public or private sale, in the manner and at such times and places as Landlord in its sole discretion deems commercially reasonable following reasonable notice to Tenant of the time and place of such sale. The proceeds of any such sale shall be applied first to the payment of the expenses for removal and storage of the property, preparation for and conducting such sale, and attorneys’ fees and other legal expenses incurred by Landlord in connection therewith, and the balance shall be applied as provided in subparagraph (a) above. Tenant hereby waives all claims for damages that may be caused by Landlord’s reentering and taking possession of the Premises or removing and storing Tenant’s personal property pursuant to this Paragraph, and Tenant shall nothold Landlord harmless from and against any loss, in cost or damage resulting from any such circumstances, act. No reentry by Landlord shall constitute or be responsible for any cost to retrofit or alter the Premisesconstrued as a forcible entry by Landlord. (d) After the provision of notice and summary proceedings if required by law Landlord may enter cure the Premises and take Event of Default at Tenant’s expense. If Landlord pays any actions required sum or incurs any expense in curing the Event of Tenant under the terms of this LeaseDefault, and Tenant shall reimburse Landlord on upon demand for any expenses that the amount of such payment or expense with interest at the Default Rate from the date the sum is paid or the expense is incurred until Landlord may incur in effecting compliance with is reimbursed by Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of any event of default set forth in Section 8.1a Default, Landlord shall be entitled to have the following remedies, in addition to all other rights and remedies provided by law or otherwise provided in this Lease, to which Landlord may resort cumulatively or in the alternative: (ai) Landlord may continue this Lease in full force and effect, and this Lease shall continue in full force and effect as long as Landlord does not terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled have the right to recover collect Rent when due. During the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s accountperiod Tenant is in Default, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take relet it, or any actions part of it, to third parties for Tenant’s account, provided that any Rent in excess of the Monthly Rent due hereunder shall be payable to Landlord. Tenant shall be liable immediately to Landlord for all costs Landlord incurs in reletting the Premises or any part thereof, including, without limitation, broker’s commissions, expenses of cleaning and redecorating the Premises required of Tenant under by the terms reletting and like costs. Reletting may be for a period shorter or longer than the remaining Term of this Lease. Except as set forth in Paragraph 29.C., and no act by Landlord other than giving written notice to Tenant shall reimburse Landlord on demand for any expenses that terminate this Lease. (ii) Landlord may incur in effecting compliance with by written notice terminate Tenant’s right to possession of the Premises at any time and relet the Premises or any part thereof. Acts of maintenance, efforts to relet the Premises or the appointment of a receiver on Landlord’s initiative to protect Landlord’s interest under this Lease shall not constitute a termination of Tenant’s right to possession. On termination, Landlord has the right to remove all Tenant’s Personal Property and store same at Tenant’s cost and to recover from Tenant: (a) the worth at the time of award of the unpaid Rent which had been earned at the time of termination including interest at the Interest Rate; (b) the worth at the time of award of the amount by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided, including interest at the Interest Rate; (c) the worth at the time of award of the amount by which unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss for the same period that Tenant proves could be reasonably avoided, discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%); (d) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Lease, including without limitation the following: (i) all expenses for repairing or restoring the Premises, (ii) all brokers’ fees, advertising costs and Landlord shall not be liable for any damages resulting to Tenant from such action.other expenses of repairing or restoring the Premises, (iii) all expenses in retaking possession of the Premises, and (iv) reasonable attorneys’ fees, expert witness fees and court costs; and (e) If as used in subparagraphs (a) through (c) above, the term “time of award” shall mean the date of entry of a judgment or award against Tenant in an action or proceeding arising out of Tenant’s breach of this Lease. Tenant waives redemption or relief from forfeiture under California Code of Civil Procedure Sections 1174 and 1179, or under any other present or future law, in the event Tenant is evicted or Landlord takes possession of the Premises by reason of any Default of Tenant hereunder. (iii) Landlord may, with or without terminating this Lease, re-enter the Premises and remove all persons and property from the Premises; such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Tenant. No re-entry or taking possession of the Premises by Landlord pursuant to this Paragraph shall be construed as an election to terminate this Lease unless a written notice of such intention is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts given to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Tenant.

Remedies. Upon the occurrence of an Event of Default: 1. LANDLORD may re-enter the Demised Premises by summary proceedings or otherwise and re-let the Demised Premises, or any part thereof, as TENANT’S agent, in the name of LANDLORD or otherwise for a term shorter or longer than the balance of the term of this Lease, and may grant concessions of free rent, make improvements to the Demised Premises, and may grant any other concessions in connection therewith as are necessary to re-let the Demised Premises. In computing the net amount of rents collected through such re-letting, LANDLORD may deduct all reasonable expenses incurred in obtaining repossession or re-letting the Demised Premises, including rent concessions, attorney’s fees, brokerage fees, the cost of restoring or improving the Demised Premises, and the cost of all alterations and decorations deemed necessary by LANDLORD to effect re-letting. In no event of default set forth in Section 8.1, Landlord shall TENANT be entitled to a credit or repayment for re-rental income which exceeds the following remedies:sums payable by TENANT hereunder. 2. LANDLORD may give TENANT fifteen (a15) Landlord may terminate days notice of termination of this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as . Upon the expiration of the date of dispossessionfifteen (15) day notice period, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% any rights of renewal or extension thereof shall come to an end and shall terminate as if that were the date originally fixed for the expiration of the term of this LEASE, but TENANT shall remain liable as hereinafter provided. 3. LANDLORD may accelerate and claim and demand, as liquidated and agreed upon damages, immediate payment of a sum equal to the amount by which the Base Rent and all Rent to be paid pursuant to this Lease forms of additional rent (as reasonably estimated by LANDLORD), due for the remainder of the Term term of this Lease and any extensions thereof which may have been exercised by TENANT, exceeds the then fair and reasonable rental value of the Demised Premises for the same period, both discounted to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover present worth at the net present value thereof employing an assumed discount rate of 2% twelve (12%) percent per annum annum. If, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Demised Premises or any part thereof shall have been re-let by LANDLORD for purposes the period which otherwise would have constituted the unexpired portion of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s accountterm or any part thereof, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from rent reserved upon such reletting re-letting shall be deemed, prima facie, to be the fair and reasonable rental value for the amount due and payable under part or the terms whole of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Demised Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to so re-let during the Propertyterm of the re-letting. 4. The above remedies shall be cumulative and shall not preclude Landlord from pursuing LANDLORD may pursue any other remedies permitted by law. Landlord’s election not remedy available to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal it at law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)in equity.

Remedies. Upon In the occurrence event of any event of default set forth hereunder by Tenant, then without prejudice to any other rights which it has pursuant to this Lease or at law or in Section 8.1equity, Landlord shall be entitled to have the following rights and remedies, some or all of which may be exercised by Landlord: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (bA) Landlord may terminate this Lease by notice to Tenant and declare 100% retake possession of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s Landlord's account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (dB) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises as agent of Tenant to take possession of any property of Tenant on the Premises, to store such property at the expense and risk of Tenant or sell or otherwise dispose of such property in Such manner as Landlord may see fit without notice to Tenant, which shall be credited towards any Rent owed Landlord pursuant hereunder. (C) Landlord may re-take possession of the Premises for the account of Tenant and recover from Tenant all of Landlord's damages incurred by, due to, or arising out of Tenant's default and Landlord's retaking of possession. If this remedy is elected by Landlord, Landlord's damages shall be the value of the Premises for the remaining Term of this Lease after Tenant's default. For the purposes of computing the "value" of the unexpired Lease Term, each Lease Year of the unexpired Term shall be deemed to increase five percent (5%) per year. The amount so calculated shall be added to it all sums owing to Landlord which have accrued prior to Tenant's default, plus all of Landlord's costs, direct and consequential, of re-taking possession, preparing the Premises for re-rental, and re-renting the Premises. If the Premises are not re-rented at the time Landlord brings its action for damages under this provision, or if the term of the re-rental is for a period less than the remaining Term of this Lease and therefore additional re-rentals may be required to fill the remaining Term, then in either case Landlord shall make a reasonable estimate of such costs and such estimate shall be binding on the parties. The costs referred to above shall include, but not be limited to, legal fees, cleaning, painting, re-fixturing, partitioning, repairs, advertising, lease commissions and an administrative fee to Landlord equal to fifteen percent (15%) of all the costs referred to in this Subsection 12.02(C). (D) Landlord may remedy or attempt to remedy any actions required default of Tenant under this Lease for the terms account of this Lease, Tenant and Tenant shall reimburse Landlord on demand to enter upon the Premises for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and such purposes. Landlord shall not be liable to Tenant for any damages resulting loss or damage caused by acts of Landlord in remedying or attempting to remedy such default and Tenant from shall pay to Landlord all expenses incurred by Landlord in connection with remedying or attempting to remedy such actiondefault. (eE) If this Lease is terminated in accordance Landlord may recover from Tenant all damages and expenses incurred by Landlord as a result of any breach by Tenant. (F) Landlord may accelerate all Rent for the entire Term. (G) At the conclusion of the tenancy described herein for any reason whatsoever, tenant shall cause its telephone lines to be removed from the landlord's switchboard and trunk system. In the event tenant fails to arrange for removal of said telephone lines, it hereby appoints landlord as its agent and authorized representative for the purpose of coordinating with the provisions of this Section, then Landlord agrees make good faith Xxxx South and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but carrier for the Legal Compliance Clarification, would or might be deemed contrary removal of said lines and directs the carrier to Federal law or Federal regulations or enforcement positions by accept the Federal government or any agency, arm or authority thereof (“Federal Issues”)authorization set forth herein.

Remedies. Upon In the occurrence event of any event material default of default set forth this Lease by Tenant, Landlord may at any time thereafter, with or without notice or demand and without limiting Landlord in Section 8.1the exercise of any right or remedy which Landlord may have by reason of such default: (a) Terminate this Lease and Tenant’s right to possession of the Premises by any lawful means, in which case Tenant shall immediately surrender possession of the Premises to Landlord. In such event, Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses damages incurred by Landlord by reason of Tenant’s default including, but not limited to, the cost of recovering possession of the Premises; expenses of reletting, including necessary renovation and alteration of the Premises, reasonable attorneys’ fees, and any real estate commission actually paid; the worth at the time of award by the court having jurisdiction thereof of the amount by which the unpaid rent for the balance of the Term after the time of such award exceeds the amount of such rental loss for the same period that Tenant proves could be reasonably avoided; and that portion of the leasing commission paid by Landlord pursuant to dispossess TenantSection 14 applicable to the unexpired Term of this Lease. As used herein, the term “rent” shall be deemed to be and to mean all sums of every nature required to be paid by Tenant pursuant to the terms of this Lease. (b) Landlord may terminate Without terminating this Lease Lease, re-enter and declare 100% take possession of all Rent to be paid pursuant to this Lease the Premises or any part thereof, and expel Tenant and those claiming through or under Tenant, and remove the effects of both or either, and relet the Premises, or any part thereof, in Landlord’s or Tenant’s name, but for the remainder account of Tenant. In such event, Tenant shall in no manner be relieved from liability for payment of rent covering the balance of the Term to be immediately due and payableof this Lease, and thereupon Landlord’s retaking shall not be considered an acceptance of the Premises nor a manifestation of an intent to terminate this Lease. (c) Landlord shall have the remedy described in California Civil Code Section 1951.4. Accordingly, Landlord may maintain Tenant’s right to possession in which case this Lease shall continue in effect whether or not Tenant shall have vacated or abandoned the Premises. In such amount shall be accelerated and event Landlord shall be entitled to enforce all of Landlord’s rights and remedies under this Lease, including the right to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount rent as it becomes due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premiseshereunder. (d) After Pursue any other remedy now or hereafter available to Landlord under the provision laws or judicial decisions of notice and summary proceedings if required by law Landlord may enter the state in which the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such actionare located. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon During the occurrence continuance of any event of default set forth a Default by Tenant as described in Section 8.110.1, Landlord may, at any time thereafter, upon statutory notice to Tenant: 1. Terminate Tenant’s right to possession of the Premises. No act by Landlord other than giving notice of termination to Tenant pursuant to this Section 10.2.1. or the other termination rights granted by Landlord hereunder shall be entitled terminate this Lease. Acts of maintenance, efforts to relet the following remediesPremises, or the appointment of a receiver on Landlord’s initiative to protect Landlord’s interest under this Lease shall not constitute a termination of Tenant’s right to possession. On termination, Landlord has the right to recover from Tenant: (a) Landlord may terminate The worth, at the time of the award, of the unpaid rent that had been earned at the time of termination of this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant.; (b) Landlord may terminate The worth, at the time of the award, of the amount by which the unpaid rent that would have been earned after the date of termination of this Lease and declare 100% until the time of all Rent to be paid pursuant to this Lease for award exceeds the remainder amount of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate loss of 2% per annum for purposes of present value computationrent that Tenant proves could have been reasonably avoided; (c) The worth, at the time of the award, of the amount by which the unpaid rent for the balance of the term after the time of award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; and (d) Any other amount necessary to compensate Landlord for all detriment proximately caused by Tenant’s Default. “The worth, at the time of the award,” as used in subsections a, b and c, above, is to be computed by utilizing a discount rate of ten percent (10%) per annum and calculating the present value of the applicable rent to be paid over the applicable period. 2. Utilize the remedy described in California Civil Code section 1951.4 (which says landlord may continue the lease in effect after a tenant’s breach and abandonment and recover rent as it becomes due, if tenant has the right to sublet or assign subject to reasonable limitations). If an abandonment of the Premises by Tenant occurs or if Landlord elects to reenter as provided above or shall take possession of the Premises pursuant to legal proceeding or pursuant to any notice provided by law, then if Landlord does not elect to terminate this Lease as provided above, Landlord may elect from time to repossess the Premises and to time, without terminating this Lease, either recover all rent as it becomes due or relet the Premises or any part thereof for the Term on terms and conditions as Landlord in its commercially reasonable discretion may deem advisable. If Landlord elects to so relet, then rentals received by Landlord from that reletting shall be applied: first, to the payment of any indebtedness other than rent due under this Lease from Tenant to Landlord; second, to the payment of any reasonable cost of such reletting; third, to the payment of the reasonable cost of any alterations and repairs to the Premises that are Tenant’s accountobligation under this Lease; fourth, holding Tenant liable in damages for all expenses incurred in any to the payment of rent due and unpaid under this Lease; and the residue, if any, shall be held by Landlord and applied to payment of future rent as the same may become due and payable under this Lease. Should that portion of such reletting and for any difference between the amount of Rent rentals received from such reletting and during any month, which is applied to the amount due and payable under the terms payment of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations rent under this Lease, be less than the rent payable during that month by Tenant under this Lease, then Tenant shall pay such deficiency to Landlord immediately upon demand therefor by Landlord. Such deficiency shall be calculated and paid monthly. 3. Landlord may, during the continuance of a Default by Tenant, cure the Default at Tenant’s cost provided Tenant is given notice and time to cure the Default and Landlord provides an additional notice that Landlord intends to cure Tenant’s Default under this Section 10.2(3). If Landlord cures Tenant’s Default after such notice by paying any sum or doing any act that was Tenant’s obligation under this Lease, the amount paid by Landlord (or the reasonable cost incurred by Landlord in performing the act) shall not be liable for any damages resulting due immediately from Tenant to Tenant Landlord at the time the sum is paid, and if paid at a later date shall bear interest at the rate of ten percent (10%) per annum from such action. (e) If this Lease the date the sum is terminated in accordance with the provisions of this Section, then paid by Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Propertyuntil Landlord is reimbursed by Tenant. The above remedies sum, together with interest on it, shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Additional Rent.

Remedies. Upon the occurrence of any event an Event of default set forth in Section 8.1Default, Landlord shall be entitled at the option of the Lender, all amounts payable by the Borrowers to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable Lender under the terms of this Lease; providedNote shall immediately become due and payable by the Borrowers to the Lender without notice to the Borrowers or any other person, howeverand the Lender shall have all of the rights, that Tenant shall notpowers, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant remedies available under the terms of this LeaseNote, any of the other Financing Documents and all applicable laws. The Borrowers and all endorsers, guarantors, and Tenant other parties who may now or in the future be primarily or secondarily liable for the payment of the indebtedness evidenced by this Note hereby severally waive presentment, protest and demand, notice of protest, notice of demand and of dishonor and non-payment of this Note and expressly agree that this Note or any payment hereunder may be extended from time to time without in any way affecting the liability of the Borrowers, guarantors and endorsers. Until such time as the Lender is not committed to extend further credit to the Borrowers and all Obligations of the Borrowers to the Lender have been indefeasibly paid in full in cash, and subject to and not in limitation of the provisions set forth in the next following paragraph below, none of the Borrowers shall reimburse Landlord on demand have any right of subrogation (whether contractual, arising under the Bankruptcy Code or otherwise), reimbursement or contribution from any of the Borrowers or any guarantor, nor any right of recourse to its security for any expenses that Landlord may incur in effecting compliance with Tenant’s of the debts and obligations of any of the Borrowers which are the subject of this Note. Except as otherwise expressly permitted by the Financing Agreement, any and all present and future debts and obligations of any of the Borrowers to either of the Borrowers are hereby subordinated to the full payment and performance of all present and future debts and obligations to the Lender under this LeaseNote and the Financing Agreement and the Financing Documents, provided, however, notwithstanding anything set forth in this Note to the contrary, prior to the occurrence of a payment Default, the Borrowers shall be permitted to make payments on account of any of such present and Landlord shall not be liable for any damages resulting future debts and obligations from time to Tenant from such action. (e) If this Lease is terminated time in accordance with the provisions terms thereof. Each of the Borrowers further agree that, if any payment made by either of the Borrowers or any other person is applied to this SectionNote and is at any time annulled, then Landlord agrees make good faith set aside, rescinded, invalidated, declared to be fraudulent or preferential or otherwise required to be refunded or repaid, or the proceeds of any property hereafter securing this Note is required to be returned by the Lender to either of the Borrowers, its estate, trustee, receiver or any other party, including, without limitation, such Borrower, under any bankruptcy law, state or federal law, common law or equitable cause, then, to the extent of such payment or repayment, such Borrower's liability hereunder (and commercially reasonable efforts to mitigate its damages which efforts any lien, security interest or other collateral securing such liability) shall include efforts to re-let be and remain in full force and effect, as fully as if such payment had never been made, or, if prior thereto any such lien, security interest or other collateral hereafter securing such Borrower's liability hereunder shall have been released or terminated by virtue of such cancellation or surrender, this Note (and such lien, security interest or other collateral) shall be reinstated in full force and effect, and such prior cancellation or surrender shall not diminish, release, discharge, impair or otherwise affect the Propertyobligations of such Borrower in respect of the amount of such payment (or any lien, security interest or other collateral securing such obligation). The above remedies JOINT AND SEVERAL obligations of each of the Borrowers under this Note shall be cumulative absolute, irrevocable and unconditional and shall not preclude Landlord from pursuing any remain in full force and effect until the outstanding principal of and interest on this Note and all other remedies permitted by law. Landlord’s election not to enforce one Obligations or more of amounts due hereunder and under the remedies upon an event of default Financing Agreement and the Financing Documents shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes have been indefeasibly paid in full in cash in accordance with the terms thereof and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)this Note shall have been canceled.

Remedies. Upon the occurrence of (a) Subject to applicable Utah Laws, on any event of default set forth Tenant Default under this Lease, Landlord may at any time, without waiving or limiting any other right or remedy available to Landlord: (i) perform in Section 8.1Tenant’s stead any obligation that Tenant has failed to perform, and Landlord shall be entitled to reimbursed within ten (10) business days after demand for any reasonable cost incurred by Landlord, with interest thereon at the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages Default Rate from Tenant all Rent that is due but unpaid as of the date of dispossessionsuch expenditure until paid in full, plus with interest; (ii) terminate Tenant’s rights under this Lease by notice; (iii) reenter and take possession of the Premises by any lawful means (with or without terminating this Lease); or (iv) pursue any other remedy allowed by Law. (b) Tenant shall pay to Landlord the reasonable cost of recovering possession of the Premises, all reasonable costs of reletting (including reasonable renovation, remodeling and alteration of the Premises in a manner that is typical and customary for Comparable Buildings), the reasonable amount of any commissions paid by Landlord in connection with such reletting, and all other reasonable costs and expenses incurred damages proximately caused by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease the Tenant Default, including attorneys’ fees and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payablecosts actually incurred, and thereupon such amount shall be accelerated repay to Landlord all free rent and Landlord shall be entitled any other similar concession given to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that for purposes of Tenant’s liability under the foregoing portion of this sentence, such costs of reletting and commissions (only) shall be amortized over the initial term of the new lease, with interest thereon at the Interest Rate, and Tenant shall notbe liable only for that portion so amortized falling within the remaining portion of the Term. (c) Notwithstanding any termination or reentry, in such circumstancesthe liability of Tenant for Rent payable under this Lease shall not be extinguished for the balance of the Term, be responsible and Tenant agrees to compensate Landlord on demand for any cost to retrofit or alter deficiency (which deficiency shall be reduced by all amounts actually received by Landlord from reletting the Premises). In the event of a Tenant Default, Landlord shall use its best efforts to mitigate its damages in accordance with Utah law. (d) After the provision No reentry or taking possession of notice and summary proceedings if required by law Landlord may enter the Premises and take or other action by Landlord or Landlord’s employees, agents or contractors on or following the occurrence of any actions required of Tenant under the terms of this Lease, and Tenant Default shall reimburse be construed as an election by Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If terminate this Lease is terminated in accordance with the provisions or as an acceptance of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more surrender of the remedies upon an event Premises, unless Landlord provides Tenant notice of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute such termination or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)acceptance.

Remedies. Upon Without any notice or demand except as elsewhere provided in this Lease (Tenant hereby waiving notice to quit) if a Default occurs and is also not cured by Tenant or any leasehold Mortgagee within the occurrence of any event of default set forth in Section 8.1applicable cure period, if any, Landlord shall be entitled has the option to pursue any one or more of the following remedies:, together with any other remedies available to Landlord under this Lease or at law or in equity. (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as Change the locks of the date Premises without Txxxxx’s consent, Landlord will post a notice on the door of dispossessionthe Premises informing Tenant where a new key may be obtained. However, plus all other reasonable costs Landlord is under no obligation to furnish Tenant with a new key for the Premises unless and expenses incurred by Landlord to dispossess Tenantuntil Tenant has cured the Default. (b) Upon written notice to Tenant, terminate Txxxxx’s right to possession of the Premises, in which event Txxxxx will immediately surrender the Premises to Landlord, and if Tenant fails to do so, Landlord may, without prejudice to any other remedy for possession or arrearages in Rent, enter upon and take possession and expel or remove Txxxxx and any other person who may terminate this Lease be occupying any portion of the Premises, by force if necessary, without being liable for prosecution or any claim of damages therefor. Tenant shall pay to Landlord on demand all of Landlord’s damages due to such termination of possession, and declare 100% of all Rent Tenant shall immediately become liable to be paid pursuant to this Lease Landlord for the remainder amount by which the Rent and all other charges that would be payable by Tenant during the unexpired balance of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation;Term. (c) Landlord may elect Upon written notice to repossess Tenant, enter upon and take possession of the Premises and expel or remove Txxxxx and any other person who may be occupying any portion of the Premises, by force if necessary, without being liable for prosecution or any claim for damages therefor. Landlord is under no obligation to, but may relet the Premises and receive the rent therefor under terms and conditions acceptable to Landlord in its sole discretion and judgment. Tenant shall pay to Landlord within ten (10) days after written notice by Lxxxxxxx, as liquidated damages, sums equivalent to the monthly Rent reserved hereunder less the avails of reletting, if any. Tenant shall also pay within ten (10) days after written notice, any additional amounts expended or incurred by Landlord including but not limited to amounts expended in renovating, repairing and altering the Premises for a new tenant including leasing commissions and inducements reasonably necessary to relet the Premises Premises. Notwithstanding any reletting hereunder, Landlord has the right, at its option, to terminate this Lease. (d) Enter upon the Premises, by force if necessary, without being liable for Tenant’s accountprosecution or any claim for damages therefor, holding and do whatever Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable is obligated to do under the terms of this Lease; provided, however, that and Tenant shall notreimburse Landlord, in such circumstanceson demand, be responsible as Additional Rent, for any cost expenses Landlord incurs. Neither Landlord nor Landlord’s agents will be liable for any damages to retrofit Tenant or alter Tenant’s agents due to such action, whether caused by the Premisesnegligence of Landlord or Landlord’s agents or otherwise, but excluding gross negligence. (de) After Cure the provision Default at the expense of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this LeaseTenant, and Tenant shall reimburse Landlord on demand for any expenses that amount expended by Landlord may incur in effecting compliance connection with Tenant’s obligations under this Leasethe cure, and Landlord shall not be liable for any damages resulting to Tenant from such actionplus an administrative fee of fifteen (15%) percent, with all amounts accruing interest at the Default Rate (hereafter defined). (ef) If Landlord may terminate this Lease by giving Tenant written notice thereof, in which event Tenant shall pay to Landlord upon demand the sum of: (A) all Rent accrued hereunder the date of termination; (B) all amounts due under Section 11.2(d) or any other provision of this Lease; and (C) an amount equal to (x) the total Rent that Tenant would have been required to pay for the remainder of the Term of this Lease had this Lease not been terminated discounted to present value at a per annum rate equal to four percent (4%) minus (y) the then present fair rental value of the Premises for such period, similarly discounted. Landlord may remove and store in any warehouse, at Tenant’s cost, or, in Landlord’s sole discretion, Landlord may deem abandoned by Tenant and dispose of accordingly any property belonging to Tenant, or otherwise found upon the Premises at the time of re-entry, termination of this Lease or Termination of Tenant’s right to possession of the Premises. Pursuit of any of the foregoing remedies is terminated in accordance with not a forfeiture or waiver of any Rent due to Landlord hereunder or of any damages accruing to Landlord by reason of the violation of any of the provisions of this Section, then herein contained. Tenant shall pay all Rent and Additional Rent to Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to rewithout any set-let the Propertyoff or counterclaim. The above foregoing rights and remedies shall be are cumulative and shall not preclude Landlord from pursuing in addition to any other remedies permitted by law. Landlord’s election not rights granted to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute and the exercise of any of them is not an election excluding the exercise by Landlord at any time of a different or contract might arise in inconsistent remedy. The failure of Landlord at any time to exercise any right or remedy is not a waiver of its right to exercise such right to exercise such right or remedy at any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)other further time.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1In addition to all remedies provided by law, Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Leaseif Tenant defaults, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and or Tenant’s right of possession of the Premises (without terminating this Lease) by notice to Tenant. If Landlord terminates this Lease or Tenant’s right of possession, Tenant shall remain liable for all Rent owed for the full Lease Term. In addition, Landlord may declare 100% the entire balance of all forms of Rent to be paid pursuant to due under this Lease for the remainder of the Lease Term to be immediately forthwith due and payablepayable and may collect the then present value of the Rents (calculated using a discount rate equal to the discount rate of the branch of the Federal Reserve Bank closest to the Premises in effect as of the date of the default). In the event that Landlord re-lets the Premises to another tenant during any portion of the remaining Lease Term, Landlord shall account to Tenant, at the date of the expiration of the Lease Term, for the net amounts (after deduction of any or all of the following: marketing/advertising costs, legal expenses, brokerage commissions, “free rent”, moving costs, or other incentives granted, and thereupon such amount the cost of alterations or improvements to the Premises required by any replacement tenant, together with any tenant improvement allowances granted to any replacement tenant) actually collected by Landlord as a result of a re-letting; provided, however, under no circumstances shall be accelerated and Landlord have any duty to re-let the Premises or attempt to re-let the Premises. Further, under no circumstances shall Tenant be entitled to recover any recovery by Landlord for the net present value thereof employing an assumed discount rate re-letting of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet which is in excess of the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the full amount of Rent received from such reletting and the amount due and payable for which Tenant is otherwise obligated to pay Landlord under the terms of this Lease; provided, however, that Tenant . Landlord shall not, in such circumstances, be responsible for any cost entitled to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant any/all remedies provided under common Law and/or specifically provided under the terms of this Lease, and Tenant shall reimburse Landlord on demand for which remedies may be exercised at any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Leasetime or times by Landlord, as it so chooses, and Landlord shall not be liable for any damages resulting such remedies are cumulative to Tenant from such actionone another. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of a default, Lessor may, in its sole discretion, do any event or all of default set forth in Section 8.1, Landlord shall be entitled to the following remedies: following: (a) Landlord may terminate this Leaseprovide written notice to Lessee of default, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease as liquidated damages for loss of a bargain and not as a penalty, declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (ci) Landlord any and all amounts which may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount be then due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost by Lessee to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations Lessor under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. plus (eii) If this Lease is terminated in accordance with all Rent payments remaining through the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more end of the remedies upon an event Lease Term, discounted at the higher of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise 3% or the lowest rate allowed by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances thatplus the Fair Market Value of the Equipment (collectively, the ownership“Net Book Value”). Lessor has the right to require Lessee to make the Equipment available to Lessor for repossession during reasonable business hours or Lessor may repossess the Equipment, possessionso long as Lessor does not breach the peace in doing so, useor Lessor may use legal process in compliance with applicable law pursuant to court order to have the Equipment repossessed. Lessee will not make any claims against Lessor or the Equipment for trespass, damage or any other reason. If Lessor takes possession of the Equipment Lessor may (a) sell or lease the Equipment at public or private sale or distribution of whichlease, but for and/or (b) exercise such other rights as may be allowed by applicable law. Although Lessee agrees that Lessor has no obligation to sell the Legal Compliance ClarificationEquipment, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions if Lessor does sell the Equipment, Lessor will reduce the Net Book Value by the Federal government or amounts Lessor receives. Lessee will immediately pay Lessor the remaining Net Book Value. Lessee agrees (a) that Lessor only needs to give Lessee ten days’ advance notice of any agencysale and no notice of advertising, arm or authority thereof (“Federal Issues”)b) to pay all of the costs Lessor incurs to enforce Lessor’s rights against Lessee, including attorney’s fees, and (c) that Lessor will retain all of Lessor’s rights against Lessee even if Lessor does not choose to enforce them at the time of Lessee’s default.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1, Landlord shall be entitled to the following remedies: (a) If Tenant defaults with respect to the Guaranteed Obligations, and if Guarantor does not fulfill Tenant’s obligations immediately upon its receipt of written notice of such default from Landlord, Landlord may terminate at its election proceed immediately against Guarantor, Tenant, or any combination of Tenant, Guarantor, and/or any other guarantor. It is not necessary for Landlord, in order to enforce payment and performance by Guarantor under this LeaseGuaranty, dispossess first or contemporaneously to institute suit or exhaust remedies against Tenant and recover as damages from Tenant all Rent that is due but unpaid as or other liable for any of the date Guaranteed Obligations or to enforce rights against any collateral securing any of dispossessionit. Guarantor hereby waives any right to require Landlord to join Tenant in any action brought hereunder or to commence any action against or obtain any judgment against Tenant or to pursue any other remedy or enforce any other right. If any portion of the Guaranteed Obligations terminates and Landlord continues to have any rights that it may enforce against Tenant under the Lease after such termination, plus then Landlord may at its election enforce such rights against Guarantor. Unless and until all other reasonable costs and expenses incurred Guaranteed Obligations have been fully satisfied, Guarantor shall not be released from its obligations under this Guaranty irrespective of: (i) the exercise (or failure to exercise) by Landlord to dispossess Tenantof any of Landlord’s rights or remedies (including, without limitation, compromise or adjustment of the Guaranteed Obligations or any part thereof); or (ii) any release by Landlord in favor of Tenant regarding the fulfillment by Tenant of any obligation under the Lease. (b) Notwithstanding anything in the foregoing to the contrary, Guarantor hereby covenants and agrees to and with Landlord that Guarantor may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for joined in any action by or against Tenant in connection with the remainder of Lease. Guarantor also agrees that, in any jurisdiction, it will be conclusively bound by the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred judgment in any such reletting and for any difference between the amount of Rent received from action by or against Tenant (wherever brought) as if Guarantor were a party to such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, action even though Guarantor is not joined as a party in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence happening of any event Event of default Default hereunder, the rights and duties of the parties shall be as set forth in Section 8.1, Landlord shall be entitled to the following remedies:this Paragraph 24. (a) Landlord may terminate this LeaseUpon Lessor's demand, dispossess Tenant the Equipment shall be promptly delivered to Lessor, at that place or those places designated by Lessor. If Lessee does not so deliver the Equipment, Lessee shall make the Equipment available for retaking and recover as damages from Tenant all Rent that is due but unpaid as authorizes Lessor, its employees and agents to enter the premises of the date Lessee and any other premises (insofar as Lessee can permit) for the purpose of dispossessionretaking. In the event of retaking, plus Lessee expressly waives all other reasonable costs rights to possession and expenses incurred all claims for injuries suffered through or loss caused by Landlord to dispossess Tenantretaking. Any repossession accomplished under this Paragraph 24(a) shall not release Lessee from liability for damages of Lessor sustained by reason of Lessee's default hereunder. (b) Landlord Lessor may terminate this Lease and declare 100% revoke Lessee's privilege of all Rent paying rent in installments and, upon Lessor's demand, the Lessee shall promptly pay to be paid pursuant to this Lease for Lessor the remainder portion of the Term to be immediately rent then remaining unpaid plus all other sums due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation;unpaid. (c) Landlord Lessor may elect sell or release the Equipment or any part thereof, at public auction or by private sale or lease at such time or times and upon such terms as Lessor may determine, free and clear of any rights of Lessee and, if notice thereof is required by law, any notice in writing of such sale or lease by Lessor to repossess Lessee not less than ten (10) days prior to the Premises and date thereof shall constitute reasonable notice thereof to relet Lessee. All proceeds of the Premises for Tenant’s accountsale or releasing, holding Tenant liable in damages for or both (less (i) all expenses incurred in any such reletting retaking the Equipment, making necessary repairs to the Equipment and enforcing this Lease, (ii) all damages that Lessor shall have sustained by reason of Lessee's default, and (iii) reasonable attorney's fees) shall be credited against Lessee's liability hereunder as and when received by Lessor. Sums in excess of Lessee's liability shall belong to Lessee. The Lessee shall be liable for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premisesdeficiency. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms The provisions of this LeaseParagraph 24 shall not prejudice Lessor's right to recover or prove damages for unpaid rent accrued prior to default, or bar an action for a deficiency as herein provided, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance the bringing of an action with Tenant’s obligations under this Lease, and Landlord an entry of judgment against Lessee shall not be liable for bar the Lessor's right to repossess any damages resulting to Tenant from such actionor all Items of Equipment. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above Lessor's remedies shall be cumulative available to Lessor's successors and assigns, shall not preclude Landlord from pursuing any be in addition to all other remedies permitted by lawprovided bylaw, and may be exercised concurrently or consecutively. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiverLESSEE WAIVES ANY AND ALL RIGHTS TO NOTICE AND TO JUDICIAL HEARING WITH RESPECT TO THE REPOSSESSION OF THE EQUIPMENT BY LESSOR IN THE EVENT OF A DEFAULT HEREUNDER BY LESSEE. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)LESSEE HEREBY WAIVES ANY RIGHT TO DEMAND A JURY TRIAL WITH RESPECT TO ANY ACTION OR PROCEEDING INSTITUTED BY THE LESSOR OR THE LESSEE IN CONNECTION WITH THIS LEASE.

Remedies. Upon the occurrence of any In each and every such event of default set forth in Section 8.112.1 above, from the date of such default and at all times thereafter, at the option of Landlord, Tenant's right of possession shall thereupon cease and terminate. Landlord shall be entitled to all rights and remedies now or later allowed at law or in equity, all of which shall be cumulative to the following remedies: (a) extent that the exercise of any one or more rights or remedies shall not be deemed to constitute a waiver of the Landlord's right to exercise any one or more other rights and remedies herein provided or provided at law or in equity. Landlord may shall be entitled to obtain possession of the Demised Premises whether or not Landlord elects to terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as to re-enter the same without demand of rent or demand of possession of the date Demised Premises and may forthwith proceed to recover possession of dispossessionthe Demised Premises by any lawful means or process of law whether or not Landlord elects to terminate this Lease, plus any notice to quit being hereby expressly waived by Tenant. In the event of such re-entry by process of law or otherwise, Tenant nevertheless agrees to remain liable for all Base Annual Rent, Additional Rent and other sums due under this Lease, and shall pay the same as and when it accrues and is payable hereunder. Landlord may (but shall not be obligated to) declare the entire balance (or any portion thereof) of Base Annual Rent, Additional Rent and all other reasonable costs and expenses incurred sums payable by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease Tenant hereunder for the remainder of the Lease Term to be immediately due and payablepayable in full, and thereupon such amount which shall be accelerated and Landlord shall be entitled recoverable pursuant to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect Section 12.4 below. Tenant further agrees to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be remain liable for any and all damage, deficiency, and loss of Base Annual Rent, Additional Rent and other sums herein specified, and all other damages resulting to Tenant from which Landlord may sustain by such action. (e) re-entry, including reasonable attorneys' fees and costs. If this Lease is terminated in accordance with under the provisions of this Sectionhereof, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies a seven (7) days summons or other applicable summary process shall be cumulative served, and a compromise or settlement thereof shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default be made, such action shall not constitute a waiver. Howeverwaiver of any breach of any covenant, notwithstanding anything else hereinterm, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute condition or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)agreement herein contained.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1by Tenant under this Lease, Landlord shall be entitled have the option to pursue any one or more of the following remedies, in addition to the remedies otherwise provided herein or otherwise available at law or in equity, without any notice or demand whatsoever: (a) Landlord may cancel and terminate this Lease, dispossess Tenant Lease and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant.; (b) Landlord may terminate without terminating or canceling this Lease declare all amounts and declare 100% of all Rent to be paid pursuant to rents due under this Lease for the remainder of the Lease Term (or any applicable extension or renewal thereof) to be immediately due and payable, and thereupon such amount all rents and other charges due hereunder to the end of the Lease Term or any renewal term, if applicable, shall be accelerated and Landlord shall be entitled (after discounting the same to recover the net their present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation;value). (c) Landlord may elect to enter and repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter upon the Premises and take any actions required of do whatever Tenant is obligated to do under the terms of this Lease, Lease (and Tenant shall reimburse Landlord on demand for any expenses that which Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to the Tenant from such action. (e) If this Lease is terminated in accordance with ), whether caused by the provisions negligence of this SectionLandlord or otherwise. All of the foregoing rights, then remedies, powers and elections of Landlord agrees make good faith reserved herein are cumulative, and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let pursuit of any of the Property. The above foregoing remedies shall be cumulative and shall not preclude other remedies available under this Lease or provided by law, nor shall pursuit of any remedy herein provided constitute a forfeiture or waiver of any rent due to Landlord from pursuing hereunder or of any damages accruing to Landlord by reason of the violation of any of the terms, provisions and covenants herein contained. No waiver by Landlord of any violation or breach of any of the terms, provisions and covenants herein contained shall be deemed or construed to constitute a waiver of any other remedies permitted violation or breach of any of the terms, provisions and covenants herein contained. Forbearance by law. Landlord’s election not Landlord to enforce one or more of the remedies herein provided upon an event of default default, or delay by Landlord in enforcing one or more of such remedies upon an event of default, shall not be deemed or construed to constitute a waiverwaiver of such default. HoweverAll monies expended by Landlord for which Tenant is liable under this Lease, notwithstanding anything else herein, and all amounts and charges due to Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might under this Lease shall be deemed contrary to Federal law constitute rents and all rents shall be paid by Tenant to Landlord without any setoff or Federal regulations or enforcement positions by counterclaim whatsoever and all past due rents shall bear interest at the Federal government or maximum legal rate per annum and shall be included in any agency, arm or authority thereof (“Federal Issues”)lien for rent.

Remedies. Upon the occurrence of any event an Event of default set forth in Section 8.1Default under this Lease by Tenant, Landlord shall be entitled may, without prejudice to any other rights and remedies available to a landlord at law, in equity or by statute, Landlord may exercise one or more of the following remedies, all of which shall be construed and held to be cumulative and non-exclusive: (a) Terminate this Lease and re-enter and take possession of the Leased Premises, in which event, Landlord is authorized to make such repairs, redecorating, refurbishments or improvements to the Leased Premises as may be necessary in the reasonable opinion of Landlord acting in good faith for the purposes of reletting the Leased Premises and the costs and expenses incurred in respect of such repairs, redecorating and refurbishments and the expenses of such reletting (including brokerage commissions) shall be paid by Tenant to Landlord within ten (10) days after receipt of Landlord's statement; or (b) Without terminating this Lease, re-enter and take possession of the Leased Premises; or (c)Without such re-entry, recover possession of the Leased Premises in the manner prescribed by any statute relating to summary process, and any demand for Annual Basic Rent, re-entry for condition broken, and any and all notices to quit, or other formalities of any nature to which Tenant may be entitled, are hereby specifically waived to the extent permitted by law; or (d) Without terminating this Lease, Landlord may relet the Leased Premises as Landlord may see fit without thereby avoiding or terminating this Lease, and for the purposes of such reletting, Landlord is authorized to make such repairs, redecorating, refurbishments or improvements to the Leased Premises as may be necessary Ill the reasonable opinion of Landlord acting in good faith for the purpose of such reletting, and if a sufficient sum is not realized from such reletting (after payment of all costs and expenses of such repairs, redecorating and refurbishments and expenses of such reletting (including brokerage commissions) and the collection of rent accruing therefrom) each month to equal the Annual Basic Rent and Additional Rent payable under this Lease, then Tenant shall pay such deficiency each month within ten (10) days after receipt of Landlord's statement; or (e) Landlord may declare immediately due and payable all the remaining installments of Annual Basic Rent and Additional Rent, and such amount, less the fair rental value of the Leased Premises for the remainder of the Lease Term shall be paid by Tenant within ten (10) days after receipt of Landlord's statement. Landlord shall not by re-entry or any other act, be deemed to have terminated this Lease, or the liability of Tenant for the total Annual Basic Rent and Additional Rent reserved under this Lease or for any installment of Annual Basic Rent and Additional Rent then due or subsequently accruing, or for damages. unless Landlord notifies Tenant in writing that Landlord has so elected to terminate this Lease. After the occurrence of an Event of Default, dispossess Tenant the acceptance of Annual Basic Rent or Additional Rent, or the failure to re-enter by Landlord shall not be deemed to be a waiver of Landlord's right to subsequently terminate this Lease and recover as damages from Tenant all Rent that is due but unpaid as exercise any other rights and remedies available to it, and Landlord may re-enter and take possession of the date Leased Premises as if no Annual Basic Rent or Additional Rent had been accepted after the occurrence of dispossessionan Event of Default. Upon an Event of Default, plus Tenant shall also pay to Landlord all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease Landlord, including court costs and declare 100% of all Rent to be paid pursuant to this Lease for the remainder attorneys' fees, in retaking or otherwise obtaining possession of the Term to be immediately due Leased Premises, removing and payablestoring all equipment, fixtures and thereupon such amount shall be accelerated and Landlord shall be entitled to recover personal property on the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Leased Premises and to relet the Premises for Tenant’s accountotherwise enforcing any of Landlord's rights, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount remedies or recourses arising as a result of Rent received from such reletting and the amount due and payable under the terms an Event of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).Default

Remedies. AMAC may, if the Supplies or any part or portion thereof are non-compliant with the Supplier's warranties, do any or all of the following: − Reject or return those Supplies which, in AMAC's judgment, fail to pass inspection or meet warranty or conform to the requirements of the PO, including with respect to timeliness of delivery. As to returned Supplies (and as to rejected Supplies, but only if AMAC so directs), the Supplier shall promptly, at its expense, and at AMAC's discretion, repair or replace such Supplies, and the Supplier shall also be responsible for AMAC's cost of removal and reinstallation of such Supplies. Upon rejection or failure to promptly repair or replace, AMAC may cancel the occurrence of any event of default set forth PO in Section 8.1, Landlord which case Supplier shall be entitled responsible to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant reimburse AMAC for any and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and damages in relation to such cancelled PO. − Accept or retain non-compliant Supplies and either equitably reduce the purchase price of those Supplies or repair them at Supplier's expense. AMAC reserves the right to require repayment, or to set off any expenses incurred by Landlord AMAC resulting from rejection, return or repair and any amount paid for such non- compliant Supplies pending a compliant redelivery against any amounts owed to dispossess Tenant. the Supplier (b) Landlord irrespective of whether such amounts owed are in connection with the PO or not). Acceptance of Supplies previously rejected or returned or of used Supplies may terminate this Lease be refused or revoked if delivery is not accompanied by written notice that those Supplies were previously rejected, returned or used, even if delivery is otherwise compliant. Any and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount remedies herein specified shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or addition to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)further remedies provided in law.

Remedies. Upon In the occurrence of any event of a material default set forth in Section 8.1by Tenant, Landlord shall be entitled County may at any time thereafter, with or without notice or demand and without limiting any other right or remedy which County may have under the law by reason of such default or breach, elect to exercise any one of the following remedies: (aA) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as Declare the entire rent for the balance of the date Term or any part thereof due and payable forthwith, and bring an action for the recovery thereof. (B) Terminate Tenant’s right to possession of dispossessionthe Premises by any lawful means and re-enter and re-take possession of the Premises for the account of Tenant, in which case the rent and other sums hereunder shall be accelerated and due in full, and Tenant shall be liable for the difference between the rent which is stipulated to be paid hereunder plus other sums as described herein and what County is able to recover from its good faith efforts to relet the Premises, which deficiency shall be paid by Tenant. Upon such reletting, all rentals received by County shall be applied, first to the payment of any indebtedness, other than rent due hereunder from Tenant; second, to the payment of any reasonable costs and expenses of such reletting, which shall include all damages incurred by Landlord County due to dispossess Tenant’s default including, but not limited to, the reasonable cost of recovering possession of the Premises including reasonable attorneys’ fees, and reasonable real estate commissions paid by County relating to the unexpired term of this Lease; third, to the payment of rent due and unpaid hereunder; and the remainder, if any, shall be paid to Tenant. (bC) Landlord may terminate Treat this Lease as terminated and declare 100% re-enter and re-take possession of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s accountthe account of County, thereby terminating any further liability under this Lease on the part of Tenant and County. Notwithstanding the foregoing, County shall have a cause of action to recover any rent remaining unpaid when County retakes possession of the Premises for the account of County. (D) Stand by and do nothing, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premisesrental as it comes due. (dE) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take Pursue any actions required of Tenant other remedy now or hereinafter available to County under the terms laws of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur the State of Florida. Notwithstanding anything in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with to the provisions of this Sectioncontrary, then Landlord agrees make good faith and commercially reasonable efforts County shall have the right to mitigate bring an action for its damages upon the occurrence of a default by Tenant and County reserves all rights which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more laws of the remedies State of Florida confer upon an event of default shall not constitute a waiverlandlord against a tenant in default. However, notwithstanding anything else herein, Landlord Tenant hereby expressly disclaims, relinquishes and rejects waives any Landlord’s lien that otherwise by additional notice Tenant may be entitled to pursuant to Florida law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. A. Upon the occurrence of any Event of Default, Landlord shall have the following rights and remedies, in addition to those allowed by law or equity, any one or more of which may be exercised without further notice to or demand upon Tenant and which may be pursued successively or cumulatively as Landlord may elect: (1) Landlord may re-enter the Premises and cure any default of Tenant, in which event Tenant shall, upon demand, reimburse Landlord as Additional Rent for any cost and expenses which Landlord may incur to cure such default; and Landlord shall not be liable to Tenant for any loss or damage which Tenant may sustain by reason of default set forth Landlord’s action, regardless of whether caused by Landlord’s negligence or otherwise. (2) Landlord may terminate this Lease by giving to Tenant notice of Landlord’s election to do so, in which event the Term shall end, and all right, title and interest of Tenant hereunder shall expire, on the date stated in such notice; (3) Landlord may terminate the right of Tenant to possession of the Premises without terminating this Lease by giving notice to Tenant that Tenant’s right to possession shall end on the date stated in such notice, whereupon the right of Tenant to possession of the Premises or any part thereof shall cease on the date stated in such notice; and (4) Landlord may enforce the provisions of this Lease and may enforce and protect the rights of Landlord hereunder by a suit or suits in equity or at law for the specific performance of any covenant or agreement contained herein, or for the enforcement of any other appropriate legal or equitable remedy, including recovery of all moneys due or to become due from Tenant under any of the provisions of this Lease. Landlord shall not be required to serve Tenant with any notices or demands as a prerequisite to its exercise of any of its rights or remedies under this Lease, other than those notices and demands specifically required under this Lease. TENANT EXPRESSLY WAIVES THE SERVICE OF ANY STATUTORY DEMAND OR NOTICE WHICH IS A PREREQUISITE TO LANDLORD’S COMMENCEMENT OF EVICTION PROCEEDINGS AGAINST TENANT. TENANT WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY LAWSUIT BROUGHT BY LANDLORD TO RECOVER POSSESSION OF THE PREMISES FOLLOWING LANDLORD’S TERMINATION OF THIS LEASE PURSUANT TO SECTION 23A(2) OR THE RIGHT OF TENANT TO POSSESSION OF THE PREMISES PURSUANT TO SECTION 23A(3) AND ON ANY CLAIM FOR DELINQUENT RENT WHICH LANDLORD MAY JOIN IN ITS LAWSUIT TO RECOVER POSSESSION. B. If Landlord exercises either of the remedies provided in Sections 23.A.(2) or 23.A.(3), Tenant shall surrender possession and vacate the Premises and immediately deliver possession thereof to Landlord, and Landlord may re-enter and take complete and peaceful possession of the Premises, with process of law, full and complete license to do so being hereby granted to Landlord, and Landlord may remove all occupants and property therefrom, using such force as may be necessary to the extent allowed by law, without being deemed guilty in any manner of trespass, eviction or forcible entry and detainer and without relinquishing Landlord’s right to Rent or any other right given to Landlord hereunder or by operation of law. C. If Landlord terminates the right of Tenant to possession of the Premises without terminating this Lease, Landlord shall have the right to immediate recovery of all amounts then due hereunder. Such termination of possession shall not release Tenant, in whole or in part, from Tenant’s obligation to pay Rent hereunder for the full Term, and Landlord shall have the right, from time to time, to recover from Tenant, and Tenant shall remain liable for, all Base Rent, Additional Rent and any other sums accruing as they become due under this Lease during the period from the date of such notice of termination of possession to the stated end of the Term. In any such case, Landlord may relet the Premises or any part thereof for the account of Tenant for such rent, for such time (which may be for a term extending beyond the Term) and upon such terms as Landlord shall determine and may collect the rents from such reletting. Landlord shall not be required to accept any tenant offered by Tenant or to observe any instructions given by Tenant relative to such reletting. Also, in any such case, Landlord may make repairs, alterations and additions in or to the Premises and redecorate the same to the extent deemed by Landlord necessary or desirable and in connection therewith change the locks to the Premises, and Tenant upon demand shall pay the cost of all of the foregoing together with Landlord’s expenses of reletting. The rents from any such reletting shall be applied first to the payment of the expenses of reentry, redecoration, repair and alterations and the expenses of reletting and second to the payment of Rent herein provided to be paid by Tenant. Any excess or residue shall operate only as an offsetting credit against the amount of Rent due and owing as the same thereafter becomes due and payable hereunder, and the use of such offsetting credit to reduce the amount of Rent due Landlord, if any, shall not be deemed to give Tenant any right, title or interest in or to such excess or residue and any such excess or residue shall belong to Landlord solely, and in no event shall Tenant be entitled to a credit on its indebtedness to Landlord in excess of the aggregate sum (including Base Rent and Additional Rent) which would have been paid by Tenant for the period for which the credit to Tenant is being determined, had no Event of Default occurred. No such reentry or repossession, repairs, alterations and additions, or reletting shall be construed as an eviction or ouster of Tenant or as an election on Landlord’s part to terminate this Lease, unless a written notice of such intention is given to Tenant, or shall operate to release Tenant in whole or in part from any of Tenant’s obligations hereunder, and Landlord, at any time and from time to time, may sxx and recover judgment for any deficiencies remaining after the application of the proceeds of any such reletting. D. If this Lease is terminated by Landlord pursuant to Section 8.123 .A.(2), Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that accrued and unpaid for the period up to and including such termination date, as well as all other additional sums payable by Tenant, or for which Tenant is due but unpaid as liable or for which Tenant has agreed to indemnify Landlord under any of the date provisions of dispossessionthis Lease, plus which may be then owing and unpaid, and all other reasonable costs and expenses expenses, including without limitation court costs and attorneys’ fees incurred by Landlord in the enforcement of its rights and remedies hereunder, and, in addition, Landlord shall be entitled to dispossess Tenant. recover as damages for loss of the bargain and not as a penalty (bi) the unamortized portion of any concessions offered by Landlord may terminate to Tenant in connection with this Lease Lease, including without limitation Landlord’s contribution to the cost of tenant improvements and declare 100% of all Rent to be paid alterations, if any, installed by either Landlord or Tenant pursuant to this Lease or any work letter in connection with this Lease, (ii) the aggregate sum which at the time of such termination represents the excess, if any, of the present value of the aggregate rents which would have been payable after the termination date had this Lease not been terminated, including, without limitation, Base Rent at the annual rate or respective annual rates for the remainder of the Term provided for in this Lease and the amount projected by Landlord to represent Additional Rent for the remainder of the Term over the then present value of the then aggregate fair rent value of the Premises for the balance of the Term, such present worth to be immediately due and payablecomputed in each case on the basis of a ten percent (10%) per annum discount from the respective dates upon which such Rents would have been payable hereunder had this Lease not been terminated, and thereupon such amount (iii) any damages in addition thereto, including without limitation reasonable attorneys’ fees and court costs, which Landlord sustains as a result of the breach of any of the covenants of this Lease other than for the payment of Rent. E. Landlord shall use commercially reasonable efforts to mitigate any damages resulting from an Event of Default by Tenant under this Lease. Landlord’s obligation to mitigate damages after an Event of Default by Tenant under this Lease shall be accelerated and satisfied in full if Landlord undertakes to lease the Premises to another tenant (a “Substitute Tenant”) in accordance with the following criteria: (1) Landlord shall be entitled have no obligations to recover the net present value thereof employing an assumed discount rate of 2% per annum solicit or entertain negotiations with any other prospective tenants for purposes of present value computation; (c) Landlord may elect to repossess the Premises until Landlord obtains full and complete possession of the Premises including, without limitation, the final and unappealable legal right to relet the Premises free of any claim of Tenant; (2) Landlord shall not be obligated to lease or show the Premises, on a priority basis, offer the Premises to a prospective tenant when other premises in the Building suitable for that prospective tenant’s use are available; (3) Landlord shall not be obligated to lease the Premises to a Substitute Tenant for a Rent less than the current fair market Rent then prevailing for similar uses in comparable buildings in the same market area as the Building, nor shall Landlord be obligated to enter into a new lease under other terms and conditions that are unacceptable to Landlord under Landlord’s then current leasing policies for comparable space in the Building; (4) Landlord shall not be obligated to enter into a lease with a Substitute Tenant whose use would: (i) violate any restriction, covenant, or requirement contained in the lease of another tenant of the Building; (ii) adversely affect the reputation of the Building; or (iii) be incompatible with the operation of the Building as an office building; (5) Landlord shall not be obligated to enter into a lease with any proposed Substitute Tenant which does not have, in Landlord’s reasonable opinion, sufficient financial resources to operate the Premises in a first class manner; and (6) Landlord shall not be required to expend any amount of money to alter, remodel, or otherwise make the Premises suitable for use by a proposed Substitute Tenant unless: (i) Tenant pays any such sum to Landlord in advance of Landlord’s execution of a lease with such tenant (which payment shall not be in lieu of any damages or other sums to which Landlord may be entitled as a result of Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations default under this Lease); or (ii) Landlord, in Landlord’s reasonable discretion, determines that any such expenditure is financially justified in connection with entering into any such substitute lease. F. All property of Tenant removed from the Premises by Landlord pursuant to any provision of this Lease or applicable law may be handled, removed or stored by Landlord at the cost and expense of Tenant, and Landlord shall not be liable responsible in any event for any damages resulting the value, preservation or safekeeping thereof. Tenant shall pay Landlord for all expenses incurred by Landlord with respect to such removal and storage so long as the same is in Landlord’s possession or under Landlord’s control. All such property not removed from the Premises or retaken from storage by Tenant from such actionwithin thirty (30) days after the end of the Term or the termination of Tenant’s right to possession of the Premises, however terminated, at Landlord’s option, shall be conclusively deemed to have been conveyed by Tenant to Landlord as by bxxx of sale without further payment or credit by Landlord to Tenant. (e) If G. Tenant hereby grants to Landlord a first lien upon the interest of Tenant under this Lease is terminated to secure the payment of moneys due under this Lease, which lien may be enforced in accordance with the provisions of this Sectionequity, then and Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative entitled as a matter of right to have a receiver appointed to take possession of the Premises and relet the same under order of court. H. If Tenant is adjudged bankrupt, or a trustee in bankruptcy is appointed for Tenant, Landlord and Tenant, to the extent permitted by law, agree to request that the trustee in bankruptcy determine within sixty (60) days thereafter whether to assume or to reject this Lease. I. The receipt by Landlord of less than the full rent due shall not preclude be construed to be other than a payment on account of rent then due, nor shall any statement on Tenant’s check or any letter accompanying Tenant’s check be deemed an accord and satisfaction, and Landlord from pursuing may accept such payment without prejudice to Landlord’s right to recover the balance of the rent due or to pursue any other remedies permitted provided in this lease. The acceptance by lawLandlord of rent hereunder shall not be construed to be a waiver of any breach by Tenant of any term, covenant or condition of this Lease. No act or omission by Landlord or its employees or agents during the term of this Lease shall be deemed an acceptance of a surrender of the Premises, and no agreement to accept such a surrender shall be valid unless in writing and signed by Landlord’s election not . J. In the event of any litigation between Tenant and Landlord to enforce one any provision of this Lease or more any right of either party hereto, the remedies upon an event of default unsuccessful party to such litigation shall not constitute pay to the successful party all costs and expenses, including reasonable attorney’s fees, incurred therein. Furthermore, if Landlord, without fault, is made a waiverparty to any litigation instituted by or against Tenant, Tenant shall indemnify Landlord against, and protect, defend, and save it harmless from, all costs and expenses, including reasonable attorney’s fees, incurred by it in connection therewith. HoweverIf Tenant, notwithstanding anything else hereinwithout fault, is made party to any litigation instituted by or against Landlord, Landlord hereby expressly disclaimsshall indemnify Tenant against, relinquishes and rejects any Landlordprotect, defend, and save it harmless from, all costs and expenses, including reasonable attorney’s lien that otherwise fees, incurred by law, statute or contract might arise it in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)connection therewith.

Remedies. Upon In the occurrence event of any event of such uncured default set forth in Section 8.1or breach by Tenant, Landlord may at any time thereafter, with or without notice or demand and without limiting Landlord on the exercise of any right or remedy which Landlord may have by reason of such default or breach, enter and/or taking of possession of the Premises without a court order. Landlord may proceed by forcible detainer or by other judicial remedy to obtain possession of the Premises. 17.2.1 Landlord shall not have the immediate right of re-entry (with or without notice) and may not remove all persons and property (subject to applicable law) from the Premises without first obtaining a court order allowing Landlord to take possession of the Premises. If Landlord obtains a court order for possession or if Tenant shall abandon the Premises for more than thirty (30) days, all property left on the Premises will be entitled considered abandoned and may be sold, removed, or stored in a public warehouse or elsewhere at the cost of and for the account of Tenant. 17.2.2 Should Landlord elect to re-enter as herein provided, or should Landlord take possession pursuant to legal proceedings or pursuant to any notice provided for by law, Landlord may either terminate this Lease or may from time to time, without terminating this Lease, re-let said premises or any part thereof for such term or terms (which may be for a term extending beyond the term of this Lease) and at such rental or rentals and upon such other terms and conditions as Landlord in Landlord's sole discretion may deem advisable with the right to make reasonable alterations and repairs to the following remedies:Premises. 17.2.3 Upon each such re-letting (a) Tenant shall be immediately liable to pay to Landlord, in addition to any indebtedness other than rent due hereunder, for the reasonable cost and expenses of such re-letting and of such alterations and repairs incurred by Landlord may terminate and the amount, if any, by which the rent reserved in this Lease for the period of such re-letting (up to but not beyond the term of this Lease) exceeds the amount agreed to be paid as rent for the Premises for such period on such re-letting, dispossess Tenant and recover as damages or (b) at the option of Landlord, rents received by such Landlord from such re-letting shall be applied, first to the payment of any indebtedness other than rent due hereunder from Tenant all Rent that is due but unpaid as to Landlord, second to the payment of the date of dispossession, plus all other any reasonable costs and expenses incurred of such re-letting and of such alterations and repairs, and third to the payment of rent due and unpaid hereunder, and the residue, if any, shall be held by Landlord and applied in payment of future rent as the same may become due and payable hereunder. If Tenant has been credited with any rent to dispossess Tenant. be received by such re-letting under option (a), and such rent shall not be promptly paid to Landlord by the new tenant, or if such rentals received from such re-letting under option (b) during any month shall be less than that to be paid during that month by Tenant hereunder, Tenant shall pay any such deficiency to Landlord. Such deficiency shall be calculated and paid monthly. 17.2.4 No such re-entry or taking possession of the Premises by Landlord may shall be construed as an election on Landlord's part to terminate this Lease and declare 100% unless a written notice of all Rent such intention be given to be paid pursuant Tenant. Notwithstanding any such re-letting without termination, Landlord may at any time thereafter elect to terminate this Lease for the remainder of the Term to be immediately due and payablesuch previous breach, and thereupon unless such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for previous breach has already been cured by Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon Section 19.1 If this lease is terminated pursuant to Article 18 or Landlord reenters or obtains possession of the occurrence Premises by summary proceedings or any other legal action or by force or otherwise (which Landlord may do without further notice and without liability or obligation to Tenant or any occupant of the Premises), all of the provisions of this Section shall apply (in addition to any event other applicable provisions of default set forth in Section 8.1, Landlord shall be entitled to the following remedies:this lease). (a) Landlord may terminate this LeaseTenant, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs occupants, shall vacate and expenses incurred by surrender to Landlord to dispossess Tenantthe Premises in accordance with this lease. (b) Landlord, at Landlord’s option, may (i) relet the Premises, or any portion of the Premises, from time to time, in the name of Landlord, Tenant or otherwise, as determined by Landlord, to any person and on any terms, but Landlord may terminate shall have no obligation to relet the Premises, or any portion of the Premises, or to collect any rent (and the failure to relet the Premises, or any portion of the Premises, or to collect any rent shall not impose any liability or obligation on Landlord or relieve Tenant of any obligation or liability under this Lease lease), and declare 100% (ii) make any changes to the Premises as Landlord, in Landlord’s judgment, considers advisable or necessary in connection with a reletting, without imposing any liability or obligation on Landlord or relieving Tenant of any obligation or liability under this lease. (c) Tenant shall pay Landlord all Rent payable to be paid pursuant the date on which this lease is terminated or Landlord re-enters or obtains possession of the Premises. (d) Tenant shall also pay to this Lease Landlord, as damages, any deficiency between (i) the aggregate Rent for the remainder period which otherwise would have constituted the unexpired portion of the Term (conclusively presuming the monthly Additional Rent for each year thereof to be 1/12th of Additional Rent that was payable for the year immediately due preceding the termination, re-entry or obtaining of possession) and payable(ii) the rents, and thereupon such amount if any, applicable to that period collected under any reletting of all or any portion of the Premises. Tenant shall be accelerated pay any deficiency in monthly installments on the days specified in this lease for payment of installments of the Fixed Rent, and Landlord shall be entitled to recover from Tenant each monthly deficiency as the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect same arises. No suit to repossess collect the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and deficiency for any difference between month shall prejudice Landlord’s right to collect the amount deficiency for any subsequent month. Tenant shall not be entitled to any rents payable (whether or not collected) under any reletting, whether or not those rents exceed the Rent. If Landlord relets the Premises, or any portion of Rent received from such the Premises, together with other space in the Building, the rents collected under the reletting and the amount due and payable under expenses of the terms reletting shall be equitably apportioned for the purposes of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such actionArticle. (e) If Landlord may recover from Tenant, and Tenant shall pay Landlord, on request, in lieu of any further deficiency pursuant to the preceding paragraph of this Lease is terminated Section (as liquidated damages for such deficiency) the amount by which (i) the unpaid Rent for the period which otherwise would have constituted the unexpired portion of the Term (conclusively presuming the Additional Rent for each year thereof to be the same as was payable for the year immediately preceding the termination, re-entry or obtaining of possession) exceeds (ii) the then fair market rental value of the Premises, including the Additional Rent for the same period, both discounted to present value at an annual rate of interest equal to five (5%) percent. If, before presentation of proof of liquidated damages, Landlord relets the Premises or any portion of the Premises for any period pursuant to a bona fide lease with an unrelated third party, the net rents (after deducting reletting costs) payable in accordance connection with the provisions reletting shall be considered to be the fair market rental value for the Premises or the portion of the Premises relet during the term of the reletting. (f) Tenant shall also pay Landlord, as additional damages, any expenses incurred by Landlord in connection with the termination, reentry or obtaining of possession, and the reletting of the Premises, including all repossession costs, brokerage commissions, reasonable attorneys’ fees and disbursements, alteration costs and other expenses of preparing the Premises for reletting. (g) Nothing contained in this Section, then lease shall be considered to limit or preclude the recovery by Landlord agrees make good faith and commercially reasonable efforts from Tenant of the maximum amount allowed to mitigate its be obtained as damages which efforts shall include efforts or otherwise by any Laws. Section 19.2 Tenant hereby waives (a) the service of any notice of intention to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one enter or more obtain possession of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in Premises or to institute any marijuana product and/or related productslegal action in connection therewith, chemicals except as provided in this lease and (b) on its own behalf and on behalf of all persons claiming under Tenant, including all creditors, any rights Tenant and all such persons might otherwise have under any Laws to redeem the Premises, to re-enter or substances thatrepossess the Premises, the ownershipor to restore this lease, possession, use, sale after (i) Tenant is dispossessed pursuant to any Laws or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).Authority,

Remedies. Upon (A) During the occurrence continuance of a default, the Defaulting Party shall not have a right to its Entitlement which shall vest in and be the property of the non-defaulting Parties. Operator (or the notifying Party if Operator is a Defaulting Party) shall be authorized to sell such Entitlement in an arm’s-length sale on terms that are commercially reasonable under the circumstances and, after deducting all costs, charges and expenses incurred in connection with such sale, pay the net proceeds to the non-defaulting Parties in proportion to the amounts they are owed by the Defaulting Party hereunder (and apply such net proceeds toward the Profit Reserve Account, if applicable) until all such amounts are recovered and from the Profit Reserve Account or other account of the defaulting Party as the case may be. Any surplus remaining shall be reinstated to the Defaulting Party, and/or any deficiency shall remain a debt due from the Defaulting Party to the non-defaulting Parties. When making sales under this Article 7.3(A), the non-defaulting Parties shall have no obligation to share any existing market or obtain a price equal to the price at which their own production of goods is sold. (B) If Operator disposes of any event of default set forth Project Property or any other credit or adjustment is made to the Project Account while a Party is in Section 8.1, Landlord default. Operator (or the notifying Party if Operator is a Defaulting Party) shall be entitled to apply the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as Defaulting Party’s Participating Interest share of the date proceeds of dispossessionsuch disposal, plus credit or adjustment against all other reasonable costs amounts owing by the Defaulting Party to the non-defaulting Parties hereunder (and expenses incurred by Landlord toward the Profit Reserve Account, if applicable). Any surplus remaining shall be Reinstated to dispossess Tenantthe Defaulting Party, and any deficiency shall remain a debt due from the Defaulting Party to the non-defaulting Parties. (bC) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord The non-defaulting Parties shall be entitled to recover apply proceeds received from the net present value thereof employing Profit Reserve Account in an assumed discount rate amount equal to the Defaulting Party’s Participating Interest share of 2% per annum (i) the estimated cost to surrender any Lease Areas and other property in which the Defaulting Party participated, (ii) the estimated cost of severance benefits for purposes local employees upon cessation of present value computation; operations and (ciii) Landlord may elect to repossess any other identifiable costs that the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses non-defaulting Parties anticipate will be incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance connection with the provisions cessation of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)operations.

Remedies. Upon the occurrence of any event default and at any time thereafter the Lessor would declare all future rentals due and to become due hereunder for the full term of default set forth in Section 8.1the lease immediately due and payable and on such declaration being made by Lessor, Landlord Lessee shall be entitled forthwith provide to the following remediesLessor the present value of the said sums due discounted at the rate of 12% per annum and upon Lessee failing to make the said payment within 30 days thereof Lessor may in its discretion do any one of the following: (a) Landlord may terminate this LeaseTake action for recovery as liquidated damages for loss of bargain and not as penalty, dispossess Tenant and recover as damages from Tenant of any amount equal to all Rent that is due but unpaid as lease rental payment which in the absence of a default would have been payable by Lessee hereunder for the full term thereof plus interest thereon at the rate of 2% p.m. for the period until receipt of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant.said amount; (b) Landlord may Upon notice to Lessee terminate this Lease Agreement and declare 100% all Schedules executed pursuant hereto and forfeit the amounts paid by Lessee by way of rentals and demand the Lessee to return all equipment to Lessor at Lessor's own risk and expenses in the same condition as delivered, ordinary wear and tear and damage by fire not caused by the negligence of Lessor excepted, at such location as the Lessor may designate and upon failure of Lessee to do so within 14 days from the date of demand, enter upon premises where such Equipment is located and take immediate possession of and remove the same, all without liability to Lessor or its Agent for such entry or for damage to property or otherwise. Lessor may detach and dismantle the Equipment from any part of the freehold or process machinery to which it may be affixed without the written permission of Lessee; (c) Sell all the Equipments at public or private sale or lease to others with 7 days' Notice on account and at the risk of Lessee and appropriate the net sale proceeds or realisation of rental towards the present value of all Rent to be paid pursuant to this Lease for the remainder of the Term future rentals declared to be immediately due and payable, payable at the rate of 12% per annum as aforesaid and thereupon such amount shall be accelerated and Landlord shall be entitled to recover from the net present value thereof employing an assumed discount Lessee the shortfall or deficit together with interest thereon at the rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess p.m. but the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred Lessor shall not in any such reletting and action or for duty to account to Lessee for such action or for any difference between surplus realised by the amount Lessor by sale or lease. The remedy referred to hereinabove is intended to be in addition to any other remedy available to Lessor at law provided however that on the Lessee making payment to the Lessor at any time before action under Clauses (a) or (b) above taken by Lessor of Rent received from such reletting the present value of all future lease rentals as provided herein before, the Lessee shall retain all the equipment leased hereunder for its own use and the amount due Lessor further undertakes to transfer all its title and payable under interest on the terms said Equipment to the Lessee on receipt of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost payment as referred to retrofit or alter the Premiseshereinabove. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of If Tenant defaults under this Lease, then without any event of default set forth in Section 8.1notice or demand to Tenant whatsoever, Landlord shall be entitled have the right (but not any duty) to exercise, on a cumulative basis, any or all of the following remedies: (a) 19.1 Landlord may terminate continue this LeaseLease in full force and effect, dispossess Tenant and recover as damages from Tenant proceed to collect all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenantwhen due. (b) 19.2 Landlord may terminate this Lease by written notice to Tenant. The termination shall be effective as of the date specified by Landlord in its notice of termination and Tenant waives any and all rights it may have to receive notice to vacate the Premises, the notice to vacate under LSA-C.C.P. art. 4701. Landlord may thereafter lease the Premises for such price and on such terms as may be immediately obtainable and hold Tenant liable not only for the Rent due and other obligations incurred to the date of termination but also for the excess, if any, of the net amount that would have been realized by Landlord under this Lease after the termination over the net amount realized from the new tenant or tenants after deduction of all costs incurred by Landlord in reletting the Premises and in collecting the rent in connection therewith. 19.3 Landlord may accelerate and declare 100% of immediately due and payable all Rent to be paid pursuant to this Lease for the remainder entire unexpired term of this Lease. 19.4 Landlord may declare immediately due and payable the Rent for any part of the Term unexpired term of this Leased (including any additional renewal periods for which Tenant shall have become obligated) and thereafter one or more times Landlord may declare immediately due and payable such Rent for any additional part or parts of the unexpired term of this Lease. Landlord may proceed to effect collection of any such accelerated Rent together with any other Rent and other obligations that may be or become due by the Tenant hereunder. 19.5 Landlord may cure any default at Tenant’s cost. If Landlord at any time, by reason of Tenant’s default, pays any sum to cure any default, the sum so paid by Landlord shall be immediately due and payablefrom Tenant to Landlord on demand, and thereupon such amount shall bear interest at the Default Rate from the date paid by Landlord until Landlord shall have been reimbursed by Tenant. Said sum, together with interest thereon, shall be accelerated Additional Rent. 19.6 Landlord may apply all or part of the Security Deposit, as provided in Section 3.4. 19.7 Landlord may exercise any or all other rights or remedies available at law or equity, including, without limitation, the right to obtain restraining orders, injunctions and decrees of specific performance. 19.8 Landlord may obtain an injunction by any court of competent jurisdiction restraining any threatened breach or any continuing breach of any of Tenant’s covenants hereunder. Any right granted in this Section 19 to Landlord in the event of a default by Tenant hereunder shall apply to any extension or renewal of this Lease. No act or thing done by Landlord or Landlord’s employees or agents during the Lease Term shall be entitled to recover deemed an acceptance of a surrender of the net present value thereof employing an assumed discount rate Premises. No waiver by Landlord of 2% per annum any default of Tenant hereunder shall be implied from any inaction by Landlord on account of such default if such default persists or is repeated, and no express waiver shall affect any default other than the default specified in the express waiver and then only for purposes of present value computation; (c) Landlord may elect to repossess the Premises time and to relet the Premises for extent therein stated. The receipt by Landlord of Rent with knowledge of the breach of any covenant of Tenant contained in this Lease shall not be deemed a waiver of such breach. If on the Commencement Date or thereafter during the Lease Term, Tenant shall be in default in the payment of rent to Landlord pursuant to the terms of any other lease(s) with Landlord or with Landlord’s predecessor in interest, Landlord may, at Landlord’s option and without notice to Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between add the amount of such arrearages to any monthly installment of Base Rent received from such reletting or Additional Rent payable hereunder and the amount due and same shall be payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the PremisesLandlord as Additional Rent. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations 19.9 In all cases under this LeaseXxxxxxxxx 00, and Landlord Xxxxxxxx shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with have the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts obligation to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of whichdamages, but for only to the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions extent required by the Federal government or any agency, arm or authority thereof (“Federal Issues”)state law.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1above and the expiration of any applicable cure and grace period, Landlord shall be entitled have the rights and remedies hereinafter set forth to the following remediesextent permitted by law, which shall be distinct, separate and cumulative with and in addition to any other right or remedy allowed under law or any other provision of this Lease: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b1) Landlord may terminate this Lease and declare 100% Xxxxxx’s right of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due possession, reenter and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises by detainer suit, summary proceedings or other lawful means, and to relet recover from Tenant: (i) any unpaid Rent as of the termination date; (ii) the amount by which: (a) any unpaid Rent which would have accrued after the termination date during the balance of the term exceeds (b) the reasonable rental value of the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost a lease substantially similar to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, taking into account among other things the condition of the Premises, market conditions and Tenant shall reimburse the period of time the Premises may reasonably remain vacant before Landlord on demand for any expenses is able to re-lease the same to a suitable replacement tenant, and Costs of Reletting (as defined in Paragraph (g) below) that Landlord may incur in effecting compliance with order to enter such replacement lease, (iii) any other amounts necessary to compensate Landlord for all damages proximately caused by Tenant’s failure to perform its obligations under this Lease. For purposes of computing the amount of rent herein that would have accrued after the termination date, Tenant’s obligations for Real Estate Taxes and Operating Costs shall be projected based upon the average rate of increase in such items from the Commencement Date through the termination date (or if such period shall be less than three years, then based on Landlord’s reasonable estimates). The amounts computed in accordance with the foregoing subclauses (a) and (b) shall both be discounted in accordance with accepted financial practice at the rate of four (4%) percent per annum to the then present value. (2) Landlord may terminate Tenant’s right of possession, reenter and repossess the Premises by detainer suit, summary proceedings or other lawful means, without terminating this Lease, and recover from Tenant: (i) any unpaid Rent as of the date possession is terminated, (ii) any unpaid rent which thereafter accrues during the term from the date possession is terminated through the time of judgment (or which may have accrued from the time of any earlier judgment obtained by Landlord), less any consideration received from replacement tenants as further described and applied pursuant to Paragraph (g) below, and (iii) any other amounts necessary to compensate Landlord for all damages proximately caused by Xxxxxx’s failure to perform its obligations under this Lease, and including all Costs of Reletting. Tenant shall pay any such amounts to Landlord shall not be liable for as the same accrue or after the same have accrued from time to time upon demand. At any damages resulting time after terminating Xxxxxx’s right to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else possession as provided herein, Landlord hereby expressly disclaimsmay terminate this Lease as provided in clause (1) above by notice to Tenant, relinquishes and rejects any Landlord’s lien that otherwise by Landlord may pursue such other remedies as may be available to Landlord under this Lease or applicable law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon In the occurrence event that this Lease is terminated under any of the provisions contained in Section 8.1 or shall be otherwise terminated for breach of any event obligation of default set forth Tenant, Tenant covenants to pay punctually to Landlord all the sums and to perform all the obligations which Tenant covenants in Section 8.1, Landlord this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by Tenant pursuant to the next preceding sentence Tenant shall be entitled credited with any amount paid to Landlord as compensation as in this Section 8.2 provided and also with the following remedies: net proceeds of any rent obtained by Landlord by reletting the Premises, after deducting all Landlord’s expense in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting, it being agreed by Tenant that Landlord may (ai) relet the Premises or any part or parts thereof, for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the term and may grant such concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet the same and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant’s liability as aforesaid. In lieu of full recovery by Landlord of the sums payable under the foregoing provisions of this Section 8.2 (except for the amount of any rent of any kind accrued and unpaid at the time of termination) Landlord may terminate this Leaseby written notice to Tenant, dispossess elect to recover, and Tenant and recover shall thereupon pay forthwith to Landlord, as damages from Tenant all Rent that compensation, the discounted present value (calculated using a discount factor equal to the then “Prime Rate” as is due but unpaid as used by the Bank of America or its successor) of the date excess of dispossessionthe total rent reserved for the residue of the term over the rental value of the Premises for said residue of the term. In calculating the rent reserved there shall be included, plus in addition to the Fixed Rent and Additional Rent, the value of all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent considerations agreed to be paid pursuant to or performed by Tenant for said residue. Nothing contained in this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; providedshall, however, that Tenant shall not, limit or prejudice the right of Landlord to prove for and obtain in such circumstances, be responsible proceedings for any cost to retrofit bankruptcy or alter insolvency by reason of the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms termination of this Lease, and Tenant shall reimburse Landlord on demand for an amount equal to the maximum allowed by any expenses that Landlord may incur statute or rule of law in effecting compliance with Tenant’s obligations under this Leaseeffect at the time when, and Landlord shall governing the proceedings in which, the damages are to be proved, whether or not the amount be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with greater than, equal to, or less than the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more amount of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute loss or contract might arise in or damages referred to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)above.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1a default, Landlord shall be entitled to have the following remedies: (a) Landlord may terminate , in addition to all other rights and remedies provided by law or otherwise provided in this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) which Landlord may terminate resort cumulatively or in the alternative: 25.2.1 Landlord may continue this Lease in full force and declare 100% of all Rent to be paid pursuant to effect, and this Lease for the remainder of the Term to be immediately due shall continue in full force and payable, and thereupon such amount shall be accelerated and effect as long as Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under does not terminate this Lease, and Landlord shall have the right to collect Rent when due. 25.2.2 Landlord may terminate Tenant's right to possession of the Premises at any time by written notice in accordance with applicable laws, and upon such termination relet the Premises or any part thereof. No act by Landlord other than the giving of express written notice thereof to Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on Landlord's initiative to protect Landlord's interest under this Lease shall not constitute termination of Tenant's right to possession. On termination, Landlord has the right to remove all Tenant's Personal Property and store same at Tenant's cost and to recover from Tenant as damages: (a) The worth at the time of award of unpaid Rent and other sums due and payable which had been earned at the time of termination; plus (b) The worth at the time of award of the amount by which the unpaid Rent and other sums due and payable which would have been payable after termination until the time of award exceeds the amount of such Rent loss that Tenant proves could have been reasonably avoided; plus (c) The worth at the time of award of the amount by which the unpaid Rent and other sums due and payable for the balance of the Term after the time of award exceeds the amount of such Rent loss that Tenant proves could be liable reasonably avoided; plus (d) Any other amount necessary which is to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform Tenant's obligations under this Lease, or which, in the ordinary course of things, would be likely to result therefrom, including, without limitation, any costs of expenses incurred by Landlord: (i) in retaking possession of the Premises; (ii) in maintaining, repairing, preserving, restoring, replacing, cleaning, or rehabilitating the Premises or any portion thereof, including such acts for reletting to a new tenant or tenants; (iii) for leasing commissions; or (iv) for any damages resulting other costs necessary or appropriate to Tenant from such action.relet the Premises; plus (e) If At Landlord's election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by the laws of the State of California. The "worth at the time of award" of the amounts referred to in Paragraphs 25.2.2(a) and 25.2.2(b) is computed by allowing interest at the Interest Rate on the unpaid rent and other sums due and payable from the termination date through the date of award. The "worth at the time of award" of the amount referred to in Paragraph 25.2.2(c) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%). 25.2.3 Landlord may, upon termination of this Lease is terminated in accordance with the provisions of this Sectionapplicable laws, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let enter the Property. The above remedies shall Premises and remove all persons and property from the Premises; such property may be cumulative removed and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one stored in a public warehouse or more elsewhere at the cost of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)account of Tenant.

Remedies. Upon In the occurrence of any event Tenant commits an act of default as set forth in Section 8.1subparagraph 15(a) beyond any applicable cure period, Landlord shall be entitled to may exercise one or more of the following described remedies:, in addition to all other rights and remedies available at law or in equity, whether or not stated in this Lease. (a) Landlord may continue this Lease in full force and effect and shall have the right to collect Rent when due. During the period Tenant is in default, Landlord may re-enter the Premises in accordance with applicable law and relet them, or any part of them, to third parties for Tenant’s account. Tenant shall be liable immediately to Landlord for any brokers’ commissions, expenses of repairing and/or the cost of tenant improvements to the Premises required by the reletting (except to the extent such costs are amortized over the term of a new lease for the Premises), attorneys’ fees and costs and like costs. Reletting can be for a period shorter or longer than the remaining Lease Term. In the event of a default by Tenant, Landlord shall use commercially reasonable efforts to mitigate its damages in accordance with applicable law. On the dates such Rent is due, Tenant shall pay to Landlord a sum equal to the Rent due under this Lease, less the rent Landlord receives from any reletting. No act by Landlord allowed by this Paragraph shall terminate the Lease unless Landlord notifies Tenant in writing that Landlord elects to terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease at any time. Upon termination, Landlord shall have the right to collect an amount equal to: reasonable attorneys’ fees and declare 100% costs in connection with recovering the Premises; all reasonable costs and charges for the care of the Premises while vacant; all repair costs incurred in connection with the preparation of the Premises for a new tenant; all past due Rent to be paid pursuant to this Lease which is unpaid, plus interest thereon at the Interest Rate; and an amount by which the entire Rent for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover exceeds the net present value thereof employing an assumed discount rate loss of 2% per annum for purposes of present value computation; (c) Rent that Tenant proves could have been reasonably avoided. Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount avail itself of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing these as well as any other remedies permitted or damages allowed by law. Landlord’s election All rights, options and remedies of Landlord provided herein or elsewhere by law or in equity shall be deemed cumulative and not to enforce exclusive of one another. Should any of these remedies, or more of the remedies upon an event of default shall any portion thereof, not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise be permitted by applicable law, statute then such remedy or contract might arise portion thereof shall be considered deleted and unenforceable, and the remaining remedies or portions thereof shall be and remain in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)full force and effect.

Remedies. Upon If a default occurs and is not cured within any applicable time permitted under paragraph (A), landlord shall have all of the occurrence rights and remedies allowed by law, including the right, without notice, to re-enter the premises and dispossess tenant and the legal representative of tenant or other occupant of the premises by summary proceedings or otherwise and remove their effects and hold the premises as if this lease had not been made; tenant hereby waives the service of notice of intention to re-enter or to institute legal proceedings to that end. If tenant shall make default hereunder prior to the date fixed as the commencement of any event extension of the term of this lease, and shall fail to cure such default set forth in Section 8.1, Landlord within the time provided therefor and landlord shall be thereby become entitled to the following remedies: (a) Landlord may and shall terminate this Leaselease or re-enter and dispossess tenant, dispossess then landlord may cancel and terminate such extension by written notice. Tenant further agrees that in case of any termination, tenant will indemnify landlord against all loss of rents and recover as damages from Tenant other damage which landlord may incur by reason of such termination, including, but not limited to, costs of restoring and repairing the premises and putting the same into rentable condition, costs of renting the premises to another tenant, loss or diminution of rents and other damage which landlord may incur by reason of such termination, and, to the extent permitted under the then applicable law, all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs attorney fees and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% in enforcing any of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; providedlease or any other rights or remedies of landlord. Neither acceptance of rent by landlord, howeverwith or without knowledge of breach, that Tenant nor failure of landlord to take action on account of any breach hereof or to enforce its rights hereunder shall notbe deemed a waiver of any breach. Absent written notice or consent, in such circumstances, said breach shall be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to a continuing one. The words "re-let the Propertyenter" and "re-entry" as used in this lease are not restricted to their technical legal meaning. The above remedies shall be cumulative Tenant hereby expressly waives any and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not all rights to enforce one recover or more regain possession of the remedies upon an event of default shall not constitute a waiver. Howeverpremises or to reinstate or to redeem this lease as permitted or provided by or under any statute, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise decision now or hereafter in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)force and effect.

Remedies. Upon If an Event of Default occurs, the occurrence of any event of default set forth in Section 8.1, Landlord shall be entitled to the following remedies: (a) Landlord may elect to re-enter, as herein provided, or take possession pursuant to legal proceedings or pursuant to any notice provided for herein, and Landlord may either terminate this Lease, dispossess Tenant or may from time to time and recover without terminating this Lease make such alterations and repairs as damages may be reasonably and commercially necessary in order to relet the Premises and relet said Premises or any part thereof for such term or terms (which may be for a term extending beyond the term of this Lease) and at such rental or rentals and upon such other terms and conditions as Landlord in its reasonable business judgment and discretion may deem advisable. Upon each such reletting all rentals received by Landlord from such reletting shall be applied first to the payment of any indebtedness other than rent due hereunder from Tenant all Rent that is due but unpaid as to Landlord; second to the payment of the date of dispossession, plus all other reasonable costs and expenses incurred of such reletting, including reasonable brokerage fees and reasonable attorneys' fees, and of reasonable costs of such alterations and repairs; third to the payment of rent due and unpaid hereunder; and the residue, if any, shall be held by Landlord to dispossess Tenant. (b) Landlord and applied in payment of future rent as the same may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately become due and payable, and thereupon payable hereunder from Tenant. If such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent rentals received from such reletting and the amount due and payable under the terms of this Lease; providedduring any month are less than that to be paid during that month by Tenant hereunder, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting the payment of such deficiency to Tenant from Landlord. Such deficiency shall be calculated and become payable monthly. No such action. (e) If re-entry or the taking of possession of the Leased Premises by Landlord shall be construed as an election on its part to terminate this Lease or to accept a surrender thereof unless a written notice of such intention is terminated given to Tenant. Notwithstanding any such reletting without termination, Landlord may at any time thereafter elect to terminate this Lease for such previous breach. Should Landlord at any time terminate this Lease for any Event of Default, in accordance with addition to any other remedies it may have, it may recover from Tenant the reasonable cost of recovering the Leased Premises. Any reletting shall be done in such reasonable and commercially prudent manner as Landlord may deem proper. Tenant agrees that this lease is a lease of "real property in a Property" and that a debtor in possession and/or trustee in bankruptcy acting pursuant to the provisions of the revised bankruptcy code, may assume this Sectionlease only if, then in addition to such other conditions of this lease and of applicable law, said debtor in possession/trustee shall provide Landlord agrees make good faith with such written assurances of future performance as are acceptable to Landlord. Any closing of Tenant's business, or alteration in the size of the premises, by said debtor in possession/trustee shall be deemed to be a material disruption in the tenant mix and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let balance of the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon 4.1 The Company and Participant agree that the occurrence provisions of any event of default set forth in Section 8.1, Landlord shall be entitled this Exhibit B do not impose an undue hardship on Participant and are not injurious to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant public; that these provisions are necessary to protect the business of the Company and recover as damages from Tenant all Rent its Subsidiaries; that the nature of Participant’s responsibilities with the Company provide and/or will provide Participant with access to Confidential Information that is due valuable to the Company and its Subsidiaries; that the Company would not grant this Award to Participant if Participant did not agree to the provisions of this Exhibit B; that the provisions of this Exhibit B are reasonable in terms of length of time and scope; and that adequate consideration supports the provisions of this Exhibit B. In the event that a court determines that any provision of this Exhibit B is unreasonably broad or extensive, Participant agrees that such court should narrow such provision to the extent necessary to make it reasonable and enforce the provisions as narrowed. The Company reserves all rights to seek any and all remedies and damages permitted under law, including, but unpaid as of the date of dispossessionnot limited to, plus all other reasonable costs injunctive relief, equitable relief and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in compensatory damages for all expenses incurred in any such reletting and for any difference between the amount breach of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with TenantParticipant’s obligations under this LeaseExhibit B. 4.2 Without limiting the generality of the remedies available to the Company pursuant to Section 4.1, if Participant, except with the prior written consent of the Company, materially breaches the restrictive covenants contained in this Exhibit B, Participant shall forfeit any Options that vested during the 12-month period prior to the date of termination of Participant’s employment with the Company, and Landlord the shares acquired from the exercise of any such Options (and the proceeds from the sale of any such shares) shall not be liable subject to clawback or recoupment by the Company. These rights of forfeiture and recoupment are in addition to any other remedies the Company may have against Participant for any damages resulting to Tenant from such action. (e) If Participant’s breach of the restrictive covenants contained in this Lease is terminated in accordance with the provisions of Exhibit B. Participant’s obligations under this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies Exhibit B shall be cumulative and shall (but not preclude Landlord from pursuing operate to extend the length of any such obligations) of any similar obligations Participant has under the Plan, the Agreement or any other remedies permitted by law. Landlord’s election not to enforce one or more of agreement with the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government Company or any agency, arm or authority thereof (“Federal Issues”)Affiliate.

Remedies. Upon In the occurrence event that this Lease is terminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any event obligation of default set forth in Section 8.1Tenant, Landlord Tenant covenants to pay forthwith to Landlord, as compensation, the excess of the total rent reserved for the residue of the Term over the fair market rental value of the Premises for said residue of the Term. In calculating the rent reserved there shall be entitled included, in addition to the following remedies: (a) Landlord may terminate this LeaseFixed Rent and Additional Rent, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as the value of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent considerations agreed to be paid or performed by Tenant during said residue. Tenant further covenants (as additional and cumulative obligations) after any such termination to pay punctually to Landlord all the sums and to perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by Tenant pursuant to the next preceding sentence Tenant shall be credited with any amount paid to Landlord as compensation as in this Lease Section 7.2 provided and also with the net proceeds of any rent obtained by Landlord by reletting the Premises, after deducting all of the Landlord's reasonable expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the remainder Premises for such reletting, it being agreed by Tenant that Landlord may (i) relet the Premises or any part or parts thereof, for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term to be immediately due and payable, may grant such concessions and thereupon such amount shall be accelerated and free rent as Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and in its reasonable judgment considers advisable or necessary to relet the same and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its reasonable judgment considers commercially advisable or necessary to relet the same, and no action of Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce Tenant's liability as aforesaid. In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.2, Landlord may by notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 7.1 or is otherwise terminated for Tenant’s accountbreach of any obligation of Tenant and before such full recovery, holding elect to recover, and Tenant liable in damages shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Fixed Rent and Additional Rent for all expenses incurred in any the twelve (12) months ended next prior to such reletting and for any difference between termination, plus the amount of Rent received from such reletting rent of any kind accrued and unpaid at the time of termination and less the amount due and payable of any recovery from Tenant by Landlord under the terms foregoing provisions of this Lease; providedSection 7.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall, however, that Tenant shall not, limit or prejudice the right of Landlord to prove for and obtain in such circumstances, be responsible proceedings for any cost to retrofit bankruptcy or alter insolvency by reason of the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms termination of this Lease, and Tenant shall reimburse Landlord on demand for an amount equal to the maximum allowed by any expenses that Landlord may incur statute or rule of law in effecting compliance with Tenant’s obligations under this Leaseeffect at the time when, and Landlord shall not governing the proceedings in which, the damages are to be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with proved, whether the provisions of this Sectionamount be greater than, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let equal to, or less than the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more amount of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute loss or contract might arise in or damages referred to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)above.

Remedies. Upon The parties hereto agree that, except as provided herein, this Agreement will be enforceable by all parties hereto by all available remedies at Law or in equity (including, without limitation, specific performance, without bond or other security being required). In the occurrence event that an Investor is a Failing Investor, the parties hereto agree that any Funding Investor shall be entitled, in its discretion, to either (a) specific performance of the terms of this Agreement, whether before or after the Closing, together with any costs of enforcement incurred by such Funding Investor in seeking to enforce such remedy, without bond or other security being required or (b) provided that the Funding Investor elects to fund the Failing Investor’s Commitment, specific performance of the payment by such Failing Investor in an amount equal to such Failing Investor’s pro rata percentage (based on its Commitment) of Investor Transaction Expenses, as applicable, in accordance with Section 3.2.3 hereof. If the Merger fails to be consummated due to an Investor’s breach of any event of default set forth its obligations under this Agreement or the Support Agreement (including by causing Parent to either take an action or fail to take an action which, in Section 8.1either case, Landlord gives rise to a breach of the terms of the Merger Agreement), the non-breaching Lead Investors shall be entitled to the following remedies: (a) Landlord may terminate specific performance of this LeaseAgreement, dispossess Tenant and recover as (b) payment or reimbursement by the breaching Investor of all out-of-pocket damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and or expenses incurred by Landlord to dispossess Tenant. Parent, Merger Sub or the non-breaching Investors (b) Landlord may terminate this Lease and declare 100% including recovery of all Rent to be paid pursuant to this Lease for termination fee, expense reimbursement obligations or other amounts payable by Parent or Merger Sub under the remainder of the Term to be immediately due and payableMerger Agreement) relating to, and thereupon or arising from, such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; breach, and/or (c) Landlord may elect to repossess reimbursement by the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and breaching Investor for any difference between costs of enforcement incurred by the non-breaching Investors in seeking to enforce such remedies. Such Investor will not have the right to recover lost profits or benefit of the bargain damages from the Failing Investor or breaching Investor, and the only damages remedy against the Failing Investor or breaching Investor are set forth above. If the majority of Funding Investors or non-breaching Investors, as applicable, determine to enforce the remedy in accordance with this Section 5.3 against any Failing Investor or breaching Investor, as applicable, they must do so against all Failing Investors or breaching Investors, as applicable. If there are multiple Failing Investors or breaching Investors, each Failing Investor’s or breaching Investor’s portion of the total obligations hereunder shall be the amount equal to the product of (x) the amounts due from all Failing Investors and breaching Investors, as applicable, hereunder multiplied by (y) a fraction of which the numerator is such Failing Investor’s or Breaching Investor’s Commitment and the denominator is the sum of all Failing Investors’ or Breaching Investors’ Commitments. Notwithstanding anything in this Agreement to the contrary, in no event will a Failing Investor or breaching Investor be liable under this Agreement in an amount that exceeds the aggregate amount of damages, settlements amounts and out-of-pocket fees and expenses paid to third parties. If a Failing Investor or breaching Investor for any reason pays damages to the Company and/or Parent in an amount greater than the amount of Rent its Commitment, to the extent that Parent receives any such amount, Parent shall promptly return to such Failing Investor or breaching Investor the amount received from such reletting and the amount due and payable under the terms Failing Investor or breaching Investor in excess of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premisesits Commitment. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of any event of default set forth in Section 8.1Default, Landlord shall be entitled to have the following rights and remedies, in addition to those allowed by law or in equity, any one or more of which may be exercised without further notice to Tenant: (a) Landlord may terminate this Leasere-enter the Leased Premises and cure any Default of Tenant, dispossess and Tenant and recover shall reimburse Landlord as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable additional rent for any costs and expenses incurred which Landlord thereby incurs; and Landlord shall not be liable to Tenant for any loss or damage which Tenant may sustain by Landlord to dispossess Tenantreason of Landlord's action. (b) Landlord may terminate this Lease and thereafter (i) neither Tenant nor any person claiming under or through Tenant shall be entitled to possession of the Leased Premises, and Tenant shall immediately surrender the Leased Premises to Landlord; and (ii) Landlord may re-enter the Leased Premises and dispossess Tenant and any other occupants of the Leased Premises by any lawful means and may remove their effects, without prejudice to any other remedy which Landlord may have. Upon the termination of Tenant's right to possession of the Leased Premises, with or without terminating this Lease, Landlord may declare 100% the present value discounted at a rate of ten percent (10%) of all Rent to be paid pursuant to rent which would have been due under this Lease for the remainder balance of the Lease Term less the present value discounted at the rate of ten percent (10%) of all net rent that Landlord reasonably estimates that Landlord will receive via a reletting of the Leased Premises for the balance of the Lease Term after taking into account anticipated vacancy periods, to be immediately due and payable, and thereupon such amount whereupon Tenant shall be accelerated obligated to pay the same to Landlord. In addition, Tenant shall pay to Landlord all costs and expenses which Landlord may incur by reason of Tenant's Default ("Default Damages"), which shall be entitled to recover include without limitation expenses of preparing the net present value thereof employing an assumed discount rate Leased Premises for re-letting, demolition, repairs, tenant finish improvements and brokers' and attorneys' fees, it being expressly understood and agreed that the liabilities and remedies specified in this subsection (b) shall survive the termination of 2% per annum for purposes of present value computation;this Lease. (c) Landlord may elect to repossess may, without terminating this Lease, re-enter the Leased Premises and to relet re-let on a commercially reasonable terms all or any part thereof for a term different from that which would otherwise have constituted the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting balance of the Lease Term and for any rent and on terms and conditions different from those contained herein, whereupon Tenant shall be immediately obligated to pay to Landlord as liquidated damages the present value (as calculated in subsection (b) above of the difference between the amount rent provided for herein and that provided for in any lease covering a subsequent re-letting of Rent received from such reletting and the amount due and payable under Leased Premises, for the terms period which would otherwise have constituted the balance of this Lease; providedthe Lease Term, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premisestogether with all of Landlord's Default Damages. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand sxx for injunctive relief or to recover damages for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages loss resulting to Tenant from such actionthe breach. (e) If Landlord terminates this Lease is terminated in accordance with the provisions of this Sectionor Tenant's right to possession, then Landlord agrees make good faith and commercially reasonable efforts Landlord's duty to mitigate its damages which efforts under this Lease shall include be as follows: (1) Landlord shall be required only to use reasonable efforts to re-let mitigate, which shall not exceed such efforts as Landlord generally uses to lease other space in other buildings which it leases, and (2) Landlord shall not be deemed to have failed to mitigate if it incurs costs and expenses for repairs, maintenance, changes, alterations and improvements to the PropertyLeased Premises (whether to prevent damage or to prepare the Leased Premises for reletting), brokerage commissions, advertising costs, attorneys' fees, any economic incentives given to replacement tenants, and costs of collecting rent from replacement tenants. The above remedies shall be cumulative and obligations set forth in this paragraph shall not preclude serve to shift the burden of proof from Tenant to Landlord from pursuing any other remedies permitted by law. Landlord’s election with respect to proving whether or not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)mitigated its damages.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1, Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon (a) If an Event of Default with respect to the occurrence Notes occurs and is continuing of any event which a Responsible Officer of default the Indenture Trustee has Knowledge, the Indenture Trustee shall immediately give notice to each Noteholder as set forth in Section 8.1, Landlord 7.2 hereof and shall be entitled solicit such Noteholders for advice. The Indenture Trustee shall then take such action as so directed by the Noteholders representing a majority of the Outstanding Note Balance of each Class of Notes then Outstanding subject to the following remedies: (a) Landlord may terminate provisions of this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess TenantIndenture. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder Following any acceleration of the Term Notes, the Indenture Trustee shall have all of the rights, powers and remedies with respect to the Trust Estate as are available to secured parties under the UCC or other applicable law, subject to the limitations set forth in subsection (d) below and provided such action is not inconsistent with any other provision of this Indenture. Such rights, powers and remedies may be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover exercised by the net present value thereof employing Indenture Trustee in its own name as trustee of an assumed discount rate of 2% per annum for purposes of present value computation;express trust. (c) Landlord may elect If an Event of Default specified in subparagraph (a) of the definition of Event of Default occurs and is continuing, the Indenture Trustee is authorized to repossess recover judgment in its own name and as trustee of an express trust against the Premises Issuer for the Aggregate Outstanding Note Balance and interest remaining unpaid with respect to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the PremisesNotes. (d) After Subject to the provision provisions set forth herein, if an Event of notice Default occurs and summary proceedings if required by law Landlord may enter is continuing, the Premises and take any actions required of Tenant under the terms of this LeaseIndenture Trustee may, in its discretion, and Tenant at the instruction of the Noteholders representing a majority of the Outstanding Note Balance of each Class of Notes shall, proceed to protect and enforce its rights and the rights of the Noteholders by such appropriate judicial or other proceedings as the Indenture Trustee shall reimburse Landlord on demand deem most effectual to protect and enforce any such rights, whether for the specific enforcement of any expenses that Landlord may incur covenant or agreement in effecting compliance with Tenant’s obligations under this LeaseIndenture or in aid of the exercise of any power granted herein, or to enforce any other proper remedy. The Indenture Trustee shall notify the Issuer, the Agent, the Servicer and Landlord shall not be liable for the Noteholders of any damages resulting to Tenant from such action. (e) If this Lease the Indenture Trustee shall have received instructions, within 45 days from the date notice pursuant to Section 6.3(a) hereof is terminated first given, from Noteholders representing at least 66-2/3% of the Outstanding Note Balance of each Class of Notes that such Persons approve of or request the liquidation of the Trust Estate, the Indenture Trustee shall to the extent lawful, promptly sell, dispose of or otherwise liquidate all of the Trust Estate in a commercially reasonable manner and on commercially reasonable terms, which shall include the solicitation of competitive bids from third parties including any Noteholder (other than Bluegreen or any Affiliates thereof), such bids to be approved by the Noteholders representing a majority of the Outstanding Note Balance of each Class of Notes. The Indenture Trustee may obtain a prior determination from any conservator, receiver or liquidator of the Issuer that the terms and manner of any proposed sale, disposition or liquidation are commercially reasonable. Notwithstanding anything to the contrary herein, unless such bidding has been approved in advance by a majority of the Noteholders, neither Bluegreen nor any of its Affiliates may make a bid in connection with the disposition of the Timeshare Loans in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”Section 6.3(e).

Remedies. Upon If there is a breach of the occurrence foregoing warranty with respect to a Well, Assignee shall receive payment of any Assignee Proceeds based upon the Assignor’s Net Revenue Interest warranted in this Conveyance as to such Well. In such event of default set forth Assignor’s retained net revenue interest in Section 8.1, Landlord the Subject Minerals produced through such Well after giving effect to this Conveyance and the Term PDP Conveyance (“Assignor Retained Minerals”) shall be entitled to reduced by the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from Assignor’s Net Revenue Interest warranted in this Conveyance as to such reletting Well and the amount due actual Assignor’s Net Revenue Interest in such Well and Assignee shall have no further recourse for such breach of warranty. Notwithstanding the foregoing, if as a result of a breach of the foregoing warranty with respect to a Well, the actual Assignor’s Net Revenue Interest in such Well is such that there are not sufficient Assignor Retained Minerals in such Well, Assignee’s sole remedy shall be to receive payment on each Payment Date, out of the Assignor Retained Minerals from other Xxxxx, without interest (except interest payable under this Conveyance on payments made after the terms applicable due date as described in Section 5.02 below), of this Lease; provided, however, an amount equal to the difference between (x) the Assignee Proceeds that Tenant shall not, Assignee would have received with respect to such Well in the applicable Computation Period if such circumstances, be responsible for any cost warranty had not been breached and (y) the Assignee Proceeds that Assignee actually received during that Computation Period with respect to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Leasesuch Well, and Tenant any such amounts of Assignor Retained Minerals from other Xxxxx shall reimburse Landlord on demand for be treated as Assignee Minerals. Assignor may not transfer, sell or otherwise dispose of any expenses that Landlord may incur in effecting compliance with Tenantof the Subject Interests unless the acquiror thereof agrees to be bound by and assume Assignor’s obligations under this Lease, and Landlord shall not be liable for any damages resulting Section 1.04(b) with respect to Tenant from such actionSubject Interests assigned. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon If Subtenant commits a default under this Sublease, and such default is not cured within the occurrence applicable cure period, Sublandlord may do any one or more of the following, in addition to pursuing its remedies under law or the Master Lease: 13.1 Cure the default and charge the costs to Subtenant, in which case Subtenant shall pay such costs as Additional Rent promptly on demand. 13.2 Terminate this Sublease. 13.3 Enter and take possession of the Sublease Premises and remove Subtenant and all other persons and any event property from the Sublease Premises, with process of default set forth in Section 8.1law. 13.4 Hold Subtenant liable for and collect Rent and other indebtedness owed by Subtenant to Sublandlord or rent that would have accrued during the remainder of the term had there been no default, Landlord shall be entitled less any sums Sublandlord receives by reletting the Sublease Premises. 13.5 Hold Subtenant liable for that part of the following sums paid by Sublandlord that are attributable to the following remediesremainder of the Term: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant Customary broker’s fees incurred by Sublandlord in reletting part or all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant.Sublease Premises; (b) Landlord may terminate this Lease The cost of removing and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computationstoring Subtenant’s property; (c) Landlord may elect The cost of repairs and alterations reasonably necessary to repossess put the Sublease Premises and in a condition reasonably acceptable to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Leasea new subtenant; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises.and (d) After the provision of notice Other necessary and summary proceedings if required reasonable expenses incurred by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur Sublandlord in effecting compliance with Tenant’s obligations enforcing its remedies under this Lease, and Landlord Sublease and/or at law. Sublandlord shall not be liable for any mitigate its damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially by making reasonable efforts to mitigate its damages which efforts shall include efforts to re-let relet the PropertySublease Premises on reasonable terms. The above remedies Sublandlord may relet for a shorter or longer period of time than the Sublease Term and make reasonably necessary repairs and alterations. All sums collected from reletting shall be cumulative applied first to Sublandlord’s expenses of reletting, and shall not preclude Landlord then to the payment of amounts due from pursuing any other remedies permitted by law. Landlord’s election not Subtenant to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Sublandlord under this Sublease.

Remedies. Upon the occurrence of any event Event of default set forth in Section 8.1Default, Landlord shall be entitled have the right, at Landlord's option, to the following remedies: (a) terminate this Lease. With or without terminating this Lease, Landlord may re-enter and take possession of the Premises and the provisions of this SECTION 22.02 shall operate as a notice to quit, any other notice to quit or of Landlord's intention to re-enter the Premises being hereby expressly waived. If necessary, Landlord may proceed to recover possession of the Premises under and by virtue of the laws of the Commonwealth of Virginia or by such other proceedings, including re-entry and possession, as may be applicable. If Landlord elects to terminate this Lease, dispossess Tenant everything contained in this Lease on the part of Landlord to be done and performed shall cease without prejudice; subject, however, to the right of Landlord to recover as damages from Tenant all Rent and other sums accrued up to the time of termination or recovery of possession by Landlord, whichever is later. Whether or not this Lease is terminated by reason of Tenant's Default, Landlord may, but shall not be obligated to, relet the Premises for such rent and upon such terms as are not unreasonable under the circumstances and, if the entire Rent provided in this Lease plus the costs, expenses, and damages hereafter described shall not be realized by Landlord, Tenant shall be liable for all damages sustained by Landlord, including, without limitation, deficiencies in Base Rent, Adjusted Rent and Additional Rent, the value of any rent abatement, tenant allowance or other payments made to Tenant, attorney's fees and expenses reasonably incurred, brokerage fees, and the expense of placing the Premises in first-class rentable condition. Landlord shall in no way be responsible or liable for any failure to collect any rent due and/or accrued from such reletting, to the end and intent that is due but unpaid as of Landlord may elect to hold Tenant liable for the date of dispossessionBase Rent, plus Adjusted Rent, and Additional Rent, and any and all other reasonable costs items of cost and expenses incurred by Landlord expense which Tenant shall have been obligated to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for pay throughout the remainder of the Term Term. Any damages or loss of rent sustained by Landlord may be recovered by Landlord, at Landlord's option, at the time of the reletting, or in separate actions, from time to time, as said damage shall have been made more easily ascertainable by successive relettings. The provisions contained in this SECTION 22.02 shall be immediately due and payablein addition to, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover not prevent the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) enforcement of, any claim Landlord may elect to repossess the Premises and to relet the Premises have against Tenant for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms anticipatory breach of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. If Tenant shall default under this Lease as set forth in Section 31, Landlord shall have the following rights and remedies in addition to all other remedies at law or equity, and none of the following, whether or not exercised by Landlord, shall preclude the exercise of any other right or remedy whether herein set forth or existing at law or equity: (a) Landlord shall have the right to terminate this Lease by giving Tenant notice in writing, and upon the giving of such notice, this Lease and the Term hereof as well as the right, title and interest of Tenant under this Lease shall wholly cease and expire in the same manner and with the same force and effect (except as to Tenant's liability on the date specified in such notice as if such date were the expiration date of the Term of this Lease) without the necessity of re-entry or any other act on Landlord's part. Upon any termination of this Lease, Tenant shall quit and surrender to Landlord the Premises as set forth in Section 23. If this Lease is terminated, Tenant shall remain liable to Landlord for all Base Rent accrued and unpaid and other sums due hereunder to the date of termination of this Lease. Landlord shall also be entitled to recover from Tenant the worth at the time of such termination of the excess, if any, of the amount of Base Rent reserved in this Lease for the balance of the Term of this Lease (which shall be calculated using a reasonable discount rate determined at that time) over the then reasonable rental value of the Premises for the same period. (b) To the extent permitted in accordance with applicable law, Landlord may without demand or notice, re-enter and take possession of the Premises or any part thereof, and repossess the same as of Landlord's former estate and expel Tenant and those claiming through or under Tenant, and remove the effects of any and all such persons (forcibly, if necessary) without being deemed guilty of any manner of trespass and without prejudice to any remedies for arrears of rent or preceding breach of covenants. Should landlord elect to re-enter as provided in this Section 32(b), or should Landlord take possession pursuant to legal proceedings or pursuant to any notice provided for by law, Landlord may, from time to time, without terminating this Lease, relet the Premises or any part thereof for such term or terms and at such rental or rentals, and upon such other conditions as Landlord may deem advisable, with the right to make alterations and repairs to the Premises. No such re-entry or repossession of the Premises by Landlord shall be construed as an election on Landlord's part to terminate this Lease unless a written notice of termination is given to Tenant by Landlord. No such re-entry or repossession of the Premises shall relieve Tenant of its liability and obligation under this Lease, all of which shall survive such re-entry or repossession. Upon the occurrence of any event of default set forth in Section 8.1such re-entry or repossession, Landlord shall be entitled to the following remedies: amount of the monthly Base Rent, and any other sums, which would be payable hereunder if such re-entry or repossession had not occurred, less the net proceeds, if any, of any reletting of the Premises after deducting all of Landlord's expenses in connection with such reletting, including but without limitation, all repossession costs, brokerage commissions, legal expenses, reasonable attorney's fees, expenses of employees, alteration costs and expenses of preparation for such reletting. Tenant shall pay such amount to Landlord on the days on which the Base Rent or any other sums due hereunder would have been payable hereunder if possession had not been retaken. In no event shall Tenant be entitled to receive the excess, if any, of net rent collected by Landlord as a result of such reletting over the sums payable by Tenant to Landlord hereunder. Notwithstanding the provisions of this Section 32 or any other provision of this Lease to the contrary, (a) Landlord may terminate shall not have the right to accelerate the rent and other charges due hereunder so long as Tenant is not in default in the payment of any rent or charges due under this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as Lease for a period of the date of dispossession, plus all other reasonable more than thirty (30) days; (b) any costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and in attempting to relet the Premises for Tenant’s account(including renovation expenses, holding Tenant liable in damages for all expenses incurred in reasonable attorney fees and any such reletting and for any difference between free rent granted to a new tenant) shall be spread over the amount entire term of Rent received from such reletting the new lease, and the amount due and payable under rent to be received by Landlord shall be likewise determined at an average annual rate over the terms entire term of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Leaselease, and Tenant shall reimburse Landlord on demand be obligated only for any the expenses that Landlord may incur attributable to the balance of the Term and Tenant shall receive credit for such rent attributable to the Term; and (c) in effecting compliance with Tenant’s obligations under exercising its remedies pursuant to this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and use commercially reasonable efforts to mitigate its damages which efforts damages. (c) If Tenant shall include efforts default in making any payment required to re-let be made by Tenant (other than payments of Base Rent) or shall default in performing any other obligations of Tenant under this Lease (after applicable grace and cure periods), Landlord may, but shall not be obligated to, make such payment or on behalf of Tenant, expend such sum as may be necessary to perform such obligation. All sums so expended by Landlord with interest thereon at the Property. The above remedies Default Rate shall be cumulative and repaid by Tenant to Landlord as additional rent. No such payment or expenditure by Landlord shall not preclude Landlord from pursuing be deemed a waiver of Tenant's default nor shall it affect any other remedies permitted remedy of Landlord by lawreason of such default. Landlord’s election not If Tenant shall fail to enforce one or more pay by the fifth day of the remedies upon an event month any installment of default shall not constitute a waiver. However, notwithstanding anything else hereinBase Rent due on the first of the month (even if such failure is timely cured), Landlord hereby expressly disclaims, relinquishes may charge and rejects any Landlord’s lien that otherwise by law, statute or contract might arise Tenant shall pay upon demand interest thereon at the Default Rate from the first day of the month and a collection charge (in or addition to any marijuana product and/or related products, chemicals or substances thatreasonable attorney's fees incurred) equal to five percent (5%) of the amount of said late payment. If either party shall fail to pay when due any sum other than Base Rent due under this Lease (even if such failure is timely cured), the ownershipreceiving party may charge and the paying party shall pay upon demand interest thereon at the Default Rate, possessionand if any such amount is not paid within ten (10) days after written notice of delinquency, use, sale or distribution a collection charge (in addition to any reasonable attorney's fees incurred) equal to five percent (5%) of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)amount of said late payment.

Remedies. Upon the occurrence of If any event of default set forth in Section 8.1Default shall occur, Landlord shall be entitled to Seller may, at its option, do any one or more of the following remediesfollowing: (a) Landlord may terminate Declare all amounts due or in become due under this LeaseContract, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as excluding any unearned portion of the date Finance Charge, immediately due and payable; (b) recover any additional damages and expenses sustained by Seller by reason the breach of dispossessionany covenant, plus representation or warranty contained in this Contract; (c) enforce the security interest granted hereunder; (d) without notice, liability or legal process, enter upon the premises where any of the Units or additional security maybe and take possession thereof, and 9e) require Purchaser to assemble the Units and additional security and make them available to Seller at a place designated by Seller which is reasonably convenient to both parties. Time is of the essence of this Contract. Seller shall have all other rights given to a secured party by law and may retain all monies theretofore paid by Purchaser hereunder as compensation for the reasonable use of the Units by Purchaser. Seller may, at its option, undertake commercially reasonable efforts to sell the Units and additional security, and the proceeds of any such sale shall be applied: First, to reimburse Seller for all reasonable expenses of retaking, holding, preparing for sale, and selling the Units and additional security, including all taxes and reasonable attorneys' fees, and second, to the extent not previously paid by Purchaser, in pay Seller all amounts then due or accrued under this contract, including any accelerated payments and later payment charges. Any surplus shall be paid to the person entitled thereto. Purchaser shall promptly pay any deficiency to Seller. Purchase acknowledges that sales for each or on credit to a wholesaler, retailer or user of the Units or additional security, and with or without the Units or additional security being present at such sale, are all commercially reasonable. Purchaser agrees to pay all reasonable attorneys' fees (in the extent permitted by applicable law) and all costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate Seller in enforcing this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the PropertyContract. The above remedies provided herein shall be cumulative and shall not preclude Landlord from pursuing any in addition to all other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal at law or Federal regulations or enforcement positions in equity. If Purchaser fails to perform any of its obligations under this Contract, Seller may (but need not) at any time thereafter perform such obligation, and the expenses incurred in connection therewith shall be payable by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Purchaser upon demand.

Remedies. Upon the occurrence of an Event of Default, Landlord may at any event time thereafter, with reasonable notice, but without demand and without limiting Landlord in the exercise of default set forth any right or remedy which Landlord may have by reason of such default: (a) Terminate Tenant’s right to possession of the Leased Premises by any lawful means, in Section 8.1which case this Lease and the term hereof shall terminate and Tenant shall immediately surrender possession of the Leased Premises to Landlord. In such event, Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses damages incurred by Landlord by reason of Tenant’s default including, without limitation, the cost of recovering possession of the Leased Premises, expenses of re-letting, including reasonable and necessary renovation and alteration of the Leased Premises, reasonable attorneys’ fees and expenses, any real estate commission actually paid, and the present value of the unpaid Base Rent for the balance of the Lease Term determined on the basis of a discount rate equal to dispossess Tenantseven percent (7%) per annum. (b) Landlord may terminate Maintain Tenant’s right to possession of the Leased Premises by any lawful means, in which case this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of term hereof shall continue in effect whether or not Tenant shall have vacated or abandoned the Term to be immediately due and payable, and thereupon Leased Premises In such amount shall be accelerated and event Landlord shall be entitled to enforce all of Landlord’s rights and remedies under the Lease, including the right to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation;rent as it becomes due hereunder. (c) Pursue any other remedy now or hereafter available to Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under this Lease or under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit laws or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more judicial decisions of the remedies upon an event State of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Michigan.

Remedies. Upon In the occurrence event of any default by Tenant, Landlord shall have the following remedies, in addition to all other rights and remedies provided by any law or otherwise provided in this Lease, to which Landlord may resort cumulatively or in the alternative: a. Landlord may, at Landlord’s election, keep this Lease in effect and enforce by an action at law or in equity all of its rights and remedies under this Lease, including (i) the right to recover the Rent and other sums as they become due by appropriate legal action, (ii) the right to make payments required of Tenant or perform Tenant’s obligations and be reimbursed by Tenant for the cost thereof, (iii) the remedies of injunctive relief and specific performance to compel Tenant to perform its obligations under this Lease, and (iv) the right to recover the Rent as it becomes due under this Lease. b. Landlord may, at Landlord’s election, terminate this Lease by giving Tenant written notice of termination, in which event of default this Lease shall terminate on the date set forth for termination in Section 8.1such notice. Any such termination shall not relieve Tenant from its obligation to pay sums then due Landlord or from any claim against Tenant for damages or Rent previously accrued or then accruing. In the event Landlord terminates this Lease, Landlord shall be entitled entitled, at Landlord’s election, to damages in an amount as permitted under applicable law, including, without limitation: (i) the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as worth at the time of award of the date of dispossession, plus all other reasonable costs and expenses incurred amount by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all which the unpaid Rent to be paid pursuant to this Lease for the remainder balance of the Term to term after the time of award exceeds the amount of such rental loss that Tenant proves could be immediately due and payablereasonably avoided, and thereupon computed by discounting such amount shall be accelerated and Landlord shall be entitled to recover at the net present value thereof employing an assumed discount rate of 2% per annum the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%); and (ii) any other amount necessary to compensate Landlord for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for all detriment proximately caused by Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost failure to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with perform Tenant’s obligations under this Lease, and Landlord shall not or which in the ordinary course of things would be liable for any damages resulting likely to Tenant from such actionresult therefrom. (e) If this Lease is terminated in accordance with the provisions of this Sectionc. Landlord waives any right by statute, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing common law, contract or otherwise for distraint, landlord’s lien or any other remedies permitted by law. Landlord’s election not similar right or remedy with respect to enforce one or more the personal property of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Tenant.

Remedies. Upon the occurrence of any event of default set forth Subtenant Default, Sublandlord may, in Section 8.1addition to any other remedies available hereunder, Landlord shall be entitled to the following remediesat law or in equity: (ai) Landlord may terminate Without terminating this LeaseSublease, dispossess Tenant enter upon and recover as damages from Tenant all Rent that is due but unpaid as take possession of the date of dispossessionSubleased Premises, plus expel or remove Subtenant, relet the Subleased Premises on such terms and conditions as Sublandlord deems advisable, and receive the rent therefor, with or without due process and Subtenant hereby expressly waives any and all other claims for damages resulting therefrom. In the event Sublandlord elects to exercise the remedy provided under this subsection, Subtenant agrees to reimburse Sublandlord for (A) any third-party actual, verifiable and reasonable costs and expenses incurred by Landlord that Sublandlord incurs to dispossess Tenant. effect compliance with Subtenant’s obligations under this Sublease through the date the Subleased Premises are relet, plus Subtenant shall pay Sublandlord an administrative fee equal to five percent (b5%) Landlord may terminate this Lease of such costs and declare 100% expenses, (B) the costs Sublandlord incurs to recover possession of the Subleased Premises from Subtenant, including, but not limited to, reasonable attorneys’ fees, (C) the market brokerage commissions, advertising costs and other similar expenses Sublandlord incurs to relet the Subleased Premises, and (D) all damages that Sublandlord suffers as a result of such default or the termination of Subtenant’s right to possession of the Subleased Premises, including, without limitation, the difference between the Rent that Subtenant is required to be paid pursuant to this Lease for pay hereunder during the remainder of the Term to be immediately due and payablethe rent received by Sublandlord on account of such reletting during the remainder of the Term, and thereupon such which amount shall be accelerated and Landlord paid monthly, in arrears. In the event Sublandlord is successful in reletting the Subleased Premises at a rental in excess of that agreed to be paid by Subtenant pursuant to the terms of this Sublease, Sublandlord shall be entitled to recover retain such excess, provided any such excess that is allocable to periods falling within the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect Term shall be first applied to repossess pay the Premises and costs Sublandlord incurs to relet the Subleased Premises for Tenant(including, without limitation, costs and expenses that Sublandlord incurs to effect compliance with Subtenant’s accountobligations under this Sublease, holding Tenant liable in damages for all the costs Sublandlord incurs to recover possession of the Subleased Premises, the brokerage commissions, advertising costs and other similar expenses incurred in any such reletting and for any difference between Sublandlord incurs to relet the amount of Rent received from such reletting Subleased Premises, and the amount cost of Alterations to the Subleased Premises paid for by Sublandlord) and then to reduce any other amounts Subtenant owes Sublandlord hereunder. (ii) Terminate this Sublease, in which event Subtenant shall immediately surrender the Subleased Premises to Sublandlord, and if Subtenant fails to do so, Sublandlord may enter upon and take possession of the Subleased Premises and expel or remove Subtenant. In the event this Sublease is terminated pursuant to this subsection, Subtenant agrees to reimburse Sublandlord for: (A) any unpaid Rent that was due and payable owing prior to such termination, (B) any third-party actual, verifiable and reasonable costs and expenses that Sublandlord incurs to effect compliance with Subtenant’s obligations under this Sublease through the date of such termination, (C) the third-party actual, verifiable and reasonable costs Sublandlord incurs to recover possession of the Subleased Premises from Subtenant, including, but not limited to, reasonable attorneys’ fees, and (D) any other damages that Sublandlord reasonably incurs as a result of the termination of this Sublease or Subtenant’s default hereunder. (iii) Without terminating this Sublease, enter upon the Subleased Premises, by force if necessary, without being liable for prosecution or any claim for damages thereof, and do whatever Subtenant is obligated to do under the terms of this Lease; providedSublease, howeverand Subtenant agrees to reimburse Sublandlord, that Tenant shall noton demand, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice third-party actual, verifiable and summary proceedings if required by law Landlord may enter the Premises reasonable costs and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord which Sublandlord may incur in effecting compliance with TenantSubtenant’s obligations under this LeaseSublease, plus Subtenant shall pay Sublandlord an administrative fee equal to five percent (5%) of such costs and Landlord shall not be liable for any damages resulting to Tenant from such actionexpenses. (eiv) If this Lease is terminated Pursue any other remedy available at law or in accordance with equity, subject to the limitations set forth in the other provisions of this SectionSublease. The foregoing remedies are cumulative and non-exclusive, then Landlord agrees make good faith and commercially the exercise by Sublandlord of any of its remedies under this Sublease shall not prevent the subsequent exercise by Sublandlord of any other remedies provided herein. All remedies provided for in this Sublease may, at the election of Sublandlord, be exercised alternatively, successively, or in any other manner. Sublandlord shall use reasonable efforts to mitigate the damages it suffers that arise out of or result from a Subtenant Default. In no event shall Subtenant be liable to Sublandlord for any punitive or exemplary damages as a result of its damages which efforts shall include efforts to re-let the Propertydefault under this Sublease. The above remedies No provision of this Sublease shall be cumulative deemed to have been waived by Sublandlord, unless such waiver is in writing and signed by Sublandlord. No custom or practice between the parties in connection with the terms of this Sublease shall not preclude Landlord from pursuing any other remedies permitted by law. Landlordbe construed to waive or lessen Sublandlord’s election not right to enforce one or more insist upon strict performance of the remedies upon an event of default terms hereof. No act by Sublandlord with respect to the Subleased Premises shall be deemed to terminate this Sublease, including, but not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances thatlimited to, the ownershipacceptance of keys or the institution of dispossessory proceedings; it being understood that this Sublease may only be terminated by express written notice from Sublandlord to Subtenant, possessionand any reletting of the Subleased Premises shall be presumed to be for and on behalf of Subtenant, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary unless Sublandlord expressly provides otherwise in writing to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Subtenant.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1Default, Landlord shall be entitled to have the following rights and remedies, in addition to those stated elsewhere in this Lease and those allowed by law or in equity, any one or more of which may be exercised without further notice to Tenant: (a) Landlord may terminate this Leasere-enter with due process of Law the Leased Premises and cure any Default of Tenant, dispossess and Tenant and recover shall reimburse Landlord as damages from Tenant all Additional Rent that is due but unpaid as of the date of dispossession, plus all other reasonable for any costs and expenses incurred that Landlord thereby incurs; and Landlord shall not be liable to Tenant for any loss or damage that Tenant may sustain by Landlord to dispossess Tenantreason of Landlord’s action. (b) Landlord may terminate this Lease by giving Tenant notice of termination, in which event this Lease shall expire and terminate on the date specified in such notice of termination and all rights of Tenant under this Lease and in and to the Leased Premises shall terminate. Tenant shall remain liable for all obligations under this Lease arising up to the date of such termination, and Tenant shall surrender the Leased Premises to Landlord on the date specified in such notice. Furthermore, Tenant shall be liable to Landlord for the unamortized balance of any leasehold improvement allowance and brokerage fees paid in connection with this Lease. (c) Without terminating this Lease, Landlord may terminate Xxxxxx’s right to possession of the Leased Premises by giving Tenant notice of termination, and thereafter, neither Tenant nor any person claiming under or through Tenant shall be entitled to possession of the Leased Premises. In such event, Xxxxxx shall immediately surrender the Leased Premises to Landlord, and Landlord may re-enter the Leased Premises and dispossess Tenant and any other occupants of the Leased Premises by any lawful means and may remove their effects, without prejudice to any other remedy that Landlord may have. Upon termination of possession, Landlord may re-let all or any part thereof as the agent of Tenant for a term different from that which would otherwise have constituted the balance of the Lease Term and for rent and on terms and conditions different from those contained herein, whereupon Tenant shall be immediately obligated to pay to Landlord an amount equal to (i) the difference between the rent provided for herein and that provided for in any lease covering a subsequent re-letting of the Leased Premises, for the period which would otherwise have constituted the balance of the Lease Term had this Lease not been terminated (said period being referred to herein as the “Remaining Term”), (ii) the costs of recovering possession of the Leased Premises and all other expenses, loss or damage incurred by Landlord by reason of Tenant’s Default (“Default Damages”), which shall include, without limitation, expenses of preparing the Leased Premises for re-letting, demolition, repairs, tenant finish improvements, brokers’ commissions and attorneys’ fees, and (iii) all unpaid Minimum Annual Rent and Additional Rent that accrued prior to the date of termination of possession, plus any interest and late fees due hereunder (the “Prior Obligations”). Neither the filing of any dispossessory proceeding nor an eviction of personalty in the Leased Premises shall be deemed to terminate the Lease. (d) Landlord may terminate this Lease and recover from Tenant all damages Landlord may incur by reason of Tenant’s default, including, without limitation, an amount which, at the date of such termination is equal to the sum of the following: (i) the value of the excess, if any, discounted at the prime rate of interest (as reported in the Wall Street Journal), of (A) the Minimum Annual Rent, Additional Rent and all other sums that would have been payable hereunder by Tenant for the Remaining Term, less (B) the aggregate reasonable rental value of the Leased Premises for the Remaining Term, as determined by a real estate broker licensed in the State of Indiana who has at least ten (10) years of experience, (ii) all of Landlord’s Default Damages, and (iii) all Prior Obligations. Landlord and Xxxxxx acknowledge and agree that the payment of the amount set forth in clause (i) above shall not be deemed a penalty, but shall merely constitute payment of liquidated damages, it being understood that actual damages to Landlord are extremely difficult, if not impossible, to ascertain. It is expressly agreed and understood that all of Tenant’s liabilities and obligations set forth in this subsection (d) shall survive termination. (e) With or without terminating this Lease, declare 100% immediately due and payable the sum of the following: (i) the present value (discounted at the prime rate of interest, as reported in the Wall Street Journal), of all Minimum Annual Rent to be paid pursuant to and Additional Rent due and coming due under this Lease for the remainder of the entire Remaining Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under as if by the terms of this LeaseLease they were payable in advance), (ii) all Default Damages, and (iii) all Prior Obligations, whereupon Tenant shall be obligated to pay the same to Landlord; provided, however, that such payment shall not be deemed a penalty or liquidated damages, but shall merely constitute payment in advance of all Minimum Annual Rent and Additional Rent payable hereunder throughout the Remaining Term, and provided further, however, that upon Landlord receiving such payment, Tenant shall notbe entitled to receive from Landlord all rents received by Landlord from other assignees, in such circumstancestenant and subtenants on account of said Leased Premises during the Remaining Term (but only to the extent that the monies to which Tenant shall so become entitled do not exceed the entire amount actually paid by Tenant to Landlord pursuant to this subsection (e)), be responsible for any cost to retrofit or alter the Premisesless all Default Damages of Landlord incurred but not yet reimbursed by Xxxxxx. (df) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand sue for injunctive relief or to recover damages for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages loss resulting to Tenant from such actionthe Default. (eg) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially shall use reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)damages.

Remedies. Upon Landlord shall have the occurrence following remedies upon an Event of Default by Xxxxxx. These remedies are not exclusive; they are cumulative and in addition to any event of default set forth in Section 8.1, and all other remedies now or later allowed by applicable Law: (i) Landlord shall be entitled to the following remedies: (a) continue this Lease in full force and effect, and this Lease will continue in effect as long as Landlord may does not terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled have the right to recover collect all Rent under this Lease when due. During the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s accountperiod Tenant is in default, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take relet the Premises, or any actions part thereof, to third parties for Tenant’s account. Tenant shall be liable immediately to Landlord for all costs Landlord incurs in reletting the Premises, including, without limitation, attorneys’ fees, brokers’ commissions, expenses of remodeling the Premises required of Tenant under by the terms reletting, and like costs. The reletting may be for a period shorter or longer than the remaining Term of this Lease, and . Tenant shall reimburse pay to Landlord all Rent due under this Lease on demand for the dates the Rent is due, less the Rent Landlord receives from any expenses reletting. No act by Landlord allowed by this subsection shall terminate this Lease, unless Landlord notifies Tenant in writing that Landlord elects to terminate this Lease. (ii) Landlord may incur in effecting compliance with terminate Tenant’s right to possession of the Premises at any time. No act by Landlord other than giving notice thereof to Tenant in writing shall terminate this Lease. Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on Landlord’s initiative to protect Xxxxxxxx’s interest under this Lease shall not constitute a termination of Tenant’s right to possession. On termination, Landlord has the right to recover from Tenant: (A) The worth, at the time of the award, of the unpaid Rent which had been earned at the time of termination of this Lease; plus (B) The worth, at the time of the award, of the amount by which the unpaid Rent that would have been earned after the date of termination of this Lease until the time of award exceeds the amount of the loss of Rent that Xxxxxx proves could have been reasonably avoided; plus (C) The worth, at the time of the award, of the amount by which the unpaid Rent for the balance of the Term after the time of reward exceeds the amount of the loss of Rent that Xxxxxx proves could have been reasonably avoided; plus (D) Any other amount necessary to compensate Landlord for all detriment proximately caused by Xxxxxx’s failure to perform its obligations under this Lease, or which in the ordinary course of events would be likely to result there from, including, without limitation, costs of recovering and Landlord shall not be liable for any damages resulting to Tenant from such action.reletting the Premises, and attorneys’ fees and costs incurred in connection therewith; plus (eE) If this Lease Any other amounts in addition to or in lieu of the foregoing as may be allowed by applicable Law. “The worth, at the time of the award,” as used in subsections (A) and (B) is terminated in accordance with to be computed by allowing interest at ten percent (10%) per annum or the provisions of this Section, maximum rate then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted allowable by law. Landlord’s election not to enforce one or more “The worth, at the time of the remedies upon an event award,” as referred to in subsection (C) of default shall not constitute a waiver. Howeverthis paragraph, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise is to be computed by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, discounting the ownership, possession, use, sale or distribution amount of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by discount rate of the Federal government or any agencyReserve Bank of San Francisco at the time of the award, arm or authority thereof plus one percent (“Federal Issues”1%).

Remedies. Upon the occurrence of any event Event of default set forth in Section 8.1Default, Landlord may: (i) immediately, or at any time thereafter, without further demand or notice, terminate this Lease and Tenant’s right of possession under this Lease without any further liability of Landlord hereunder in accordance with Applicable Law, at which time all Rent and other sums payable by Tenant to Landlord hereunder shall be entitled immediately become due and payable up to the following remedies: (a) time of termination, and Tenant shall remain liable to Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant for the continued payment of all Rent that is due but unpaid as subject to the further provisions of this Section; (ii) re-let the date of dispossessionPremises and Hotel, plus either in Landlord’s name or otherwise, for a term or terms which may, at Landlord’s option, be less than or exceed the remaining Term; (iii) recover its reasonable and necessary attorneys’ fees, other litigation expenses and all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate in enforcing this Lease and/or Landlord’s rights and/or remedies hereunder; and declare 100% of (iv) exercise any and all Rent other remedies available to be paid pursuant to this Lease for Landlord at law or in equity under the remainder laws of the Term State of Indiana, including, without limitation, damages resulting from such Event of Default, provided that such damages expressly exclude any consequential damages and the parties hereby agreed that any claim of damages is limited to be immediately due Landlord’s costs of retaking and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess re-leasing the Premises and any documented expenses to relet maintain the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost prior to retrofit or alter re-leasing the Premises. (d) After . In the provision of notice and summary proceedings if required by law event Landlord may enter re-lets the Premises and take any actions required Hotel, the proceeds of Tenant under such re-letting in excess of Landlord’s costs of retaking, re-letting and maintaining the terms of this LeasePremises and Hotel shall be applied, as and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with when received by Landlord, to reduce Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting continuing liability hereunder to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions Landlord. All of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one remedies provided herein or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal at law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)in equity are cumulative with and non-exclusive of each other.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1a default, Landlord shall be entitled to have the following remedies, in addition to all other rights and remedies provided by law or otherwise provided in this Lease, to which Landlord may resort cumulatively or in the alternative: (ai) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate continue this Lease in full force and declare 100% of all Rent to be paid pursuant to effect, and this Lease for the remainder of the Term to be immediately due shall continue in full force and payable, and thereupon such amount shall be accelerated and effect as long as Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under does not terminate this Lease, and Landlord shall not have the right to collect Rent when due. Without limiting the foregoing, Landlord has the remedy set forth in Section 1951.4 of the California Civil Code. (ii) Landlord may terminate Tenant's right to possession of the Premises at any time by giving written notice to that effect, and relet the Premises or any part thereof. Tenant shall be liable immediately to Landlord for all costs Landlord incurs in reletting the Premises or any part thereof, including, without limitation, broker's commissions, expenses of cleaning and redecorating the Premises required by the reletting and like costs. Reletting may be for a period shorter or longer than the remaining Term of this Lease. No act by Landlord other than giving written notice of termination to Tenant shall terminate this Lease. Neither acts of maintenance, nor efforts to relet the Premises, nor the appointment of a receiver on Landlord's initiative to protect Landlord's interest under this Lease shall not constitute a termination of Tenant's right to possession. On termination, Landlord has the right to remove all Tenant's Personal Property and store the same at Tenant's sole cost and expense and to recover from Tenant as damages: (a) The worth at the time of award of the unpaid Rent and other sums due and payable which had been earned at the time of termination; plus (b) The worth at the time of award of the amount by which the unpaid Rent and other sums due and payable which would have been payable after termination until the time of award exceeds the amount of such Rent loss that Tenant proves could have been reasonably avoided; plus (c) The worth at the time of award of the amount by which the unpaid rent and other sums due and payable for the balance of the Term after the time of award exceeds the amount of such Rent loss that Tenant proves could be reasonably avoided; plus (d) Any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform Tenant's obligations under this Lease, or which, in the ordinary course of things, would be likely to result therefrom, including, without limitation, any costs or expenses incurred by Landlord: (i) in retaking possession of the Premises; (ii) in maintaining, repairing, preserving, restoring, replacing, cleaning, altering or rehabilitating the Premises or any portion thereof, including such acts for reletting to a new tenant or tenants; (iii) for leasing commissions; or (iv) for any damages resulting other costs necessary or appropriate to Tenant from such action.relet the Premises; plus (e) If At Landlord's election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by the laws of the State of California. The "worth at the time of award" of the amounts referred to in Paragraphs 26.B.(ii)(a) and 26.B.(ii)(b) is computed by allowing interest at the Interest Rate on the unpaid rent and other sums due and payable from the termination date through the date of award. The "worth at the time of award" of the amount referred to in Paragraph 26.B.(ii)(c) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%). Tenant waives redemption or relief from forfeiture under California Code of Civil Procedure Sections 1174 and 1179, or under any other present or future law, in the event Tenant is evicted or Landlord takes possession of the Premises by reason of any default of Tenant hereunder. (iii) Landlord may, with or without terminating this Lease, re-enter the Premises and remove all persons and property from the Premises; such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Tenant. No reentry or taking possession of the Premises by Landlord pursuant to this Paragraph 26.B.(iii) shall be construed as an election to terminate this Lease unless a written notice of such intention is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts given to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Tenant.

Remedies. Upon In the occurrence event of any event such default by Sublessee, Sublessor may at any time thereafter, without limiting Sublessor in the exercise of any right or remedy which Sublessor may have by reason of such default set forth in Section 8.1, Landlord shall be entitled to the following remediesor breach: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as a. Terminate Sublessee's right to possession of the date of dispossessionSubleased Premises by any lawful means, plus all other reasonable costs in which case this Sublease shall terminate and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder Sublessee shall immediately surrender possession of the Term Subleased Premises to be immediately due and payableSublessor. In such event, and thereupon such amount shall be accelerated and Landlord Sublessor shall be entitled to recover from Sublessee all damages permitted to be recovered by a landlord pursuant to the net present value thereof employing an assumed discount rate laws of 2% per annum for purposes the jurisdiction where the Subleased Premises are located, together with all damages incurred by Sublessor by reason of present value computation;Sublessee's default, including, but not limited to, the cost of recovering possession of the Subleased Premises, reasonable attorneys fees, and any real estate commission actually paid. (c) Landlord may elect b. Maintain Sublessee's right to repossess possession in which case this Sublease shall continue in effect whether or not Sublessee shall have vacated or abandoned the Premises Subleased Premises. In such event, sublessor shall be entitled to enforce all of sublessor's rights and to relet the Premises for Tenant’s accountremedies under this Sublease, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms laws of the jurisdiction where the Subleased Premises are located at law and equity, including the right to recover the Minimum Monthly Rent and all other sums due hereunder as the same become due. c. Declare the entire balance of Minimum Rent and all other sums payable hereunder during the remaining Term of this Lease; providedSublease to be immediately due, however, that Tenant shall not, payable and in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings arrears as if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith Sublease said balance of Minimum Rent and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Propertyother sums were on that date payable in advance. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted Any such acceleration by law. Landlord’s election not to enforce one or more of the remedies upon an event of default Sublessor shall not constitute a waiver. However, notwithstanding anything else herein, waiver of any right or remedy of Sublessor. d. Pursue any other remedy now or hereafter available to Sublessor under the laws of the jurisdiction where the Subleased Premises are located or in equity. e. Pursue any remedy enforceable by Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, under the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Lease.

Remedies. Upon In the occurrence event of any event of default set forth by Tenant, whether or not the Term shall have begun, in Section 8.1addition to any other remedies available to Landlord at law or in equity, Landlord shall be entitled to may, at its option and without further notice exercise any or all of the following remedies: (a) Landlord may terminate this Lease, dispossess i. Terminate the Lease and upon notice to Tenant and recover as damages from Tenant all Rent that is due but unpaid as of termination of the Lease all rights of Tenant hereunder shall thereupon come to an end as fully and completely as if the date such notice is given were the date originally fixed for the expiration of dispossessionthe Term, plus all other reasonable costs and expenses incurred by Tenant shall then quit and surrender the Premises and its rights to use the Common Areas and Additional Property for Parking to Landlord and Landlord shall have the right, without judicial process, to dispossess Tenantre-enter the Premises and Additional Property for Parking to Landlord. No such expiration or termination of the Lease shall relieve Tenant of its liability and obligations under the Lease. (b) Landlord may terminate this Lease ii. Accelerate the payment of Base Rent and declare 100% of all Additional Rent to be paid pursuant to under this Lease for the remainder of the Term to be immediately due and payableterminate the Lease in the same manner, and thereupon such amount shall be accelerated with the same force and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation;effect, as provided in clause (i) above. (c) Landlord may elect to repossess iii. Enter the Premises and to relet the Premises Additional Property for Tenant’s accountParking and cure any default by Tenant and in so doing, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take make any actions required payment of Tenant under the terms of this Leasemoney or perform any other act. All sums so paid by Landlord, and Tenant all incidental costs and expenses, including reasonable attorneys’ fees, shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations be considered additional rent under this Lease, Lease and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude payable to Landlord immediately upon demand, together with interest from pursuing any other remedies permitted by law. Landlord’s election not the date of demand to enforce one or more the date of payment at the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Default Rate.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1Tenant Default, Landlord shall be entitled may, in addition to the following remediesany and all other remedies provided at law or in equity: (a) Landlord may terminate this Lease, dispossess Enter upon the Property and do whatever Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord obligated to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant do under the terms of this Lease, and Tenant shall agrees to reimburse Landlord on demand for any all costs and expenses that Landlord may incur incurs in effecting compliance with Tenant’s obligations under this Lease. (b) Enter upon and take possession of the Property, without terminating this Lease, and expel or remove Tenant and any other person who may be occupying the Property or any part thereof, by force if necessary, without being liable for prosecution or any claim for damages therefor, and relet the Property and receive the rent therefor; and Tenant agrees to pay to the Landlord on demand any deficiency that may arise by reason of such reletting together with all costs incurred by Landlord in reletting the Property, including, without limitation, rent and other concessions, tenant allowances, brokerage commissions, advertising expenses, redecorating, repairs, renovations as needed for any subtenants or Space Tenants, and reasonable attorneys’ fees and any other reasonable costs incurred by Landlord in connection therewith (the “Landlord Costs”). Provided Tenant has vacated the Property and complied with the terms of ARTICLE 13, Landlord shall use its commercially reasonable efforts to relet the Property, but its failure to procure a new tenant shall not be deemed a defense by the Tenant under this Lease, and in no event is Landlord obligated to give any priority to the leasing of the MOB over other space that Landlord or its Affiliates may have available for lease. In the event Landlord is successful in reletting the Property at a rental in excess of that agreed to be paid by Tenant pursuant to the terms of this Lease, the Parties agree that Tenant shall not be entitled, under any circumstances, to such excess rental, and Tenant does hereby specifically waive any claim to such excess rental. If Landlord is successful in reletting the Property, Tenant remains liable for the difference between the Net Rent, Additional Rent, Capital Costs, Common Area Rent and other amounts owed by Tenant for the remainder of the Term and the actual rental received by Landlord from such reletting, after deducting all Landlord Costs. Tenant is to pay Landlord any such deficiency, on demand, and Landlord may bring an action against Tenant for such deficiency. Notwithstanding any reletting pursuant to this Section, Landlord may at any time thereafter elect, upon notice to Tenant, to terminate this Lease for such Tenant Default. (c) Terminate this Lease, in which event Tenant shall immediately surrender the Property to Landlord, and if Tenant fails so to do, Landlord may, without prejudice to any other remedy which it may have for possession or arrearages in rent, enter upon and take possession of the Property and expel or remove Tenant. If Landlord terminates this Lease, Tenant is to immediately pay to Landlord a sum equal to any and all Net Rent, Additional Rent, Capital Costs, Common Area Rent and all other monetary payments that are then due and which will become due under this Lease for the balance of the Term, subject to Landlord’s obligations, if any, under then applicable Legal Requirements to mitigate its damages. If Landlord elects to terminate this Lease and if Landlord does not have an obligation under then applicable Law to mitigate its damages, the amount to be liable collected by Landlord is the present value of any and all Net Rent, Additional Rent, Capital Costs, Common Area Rent, and other monetary payments that are then due and which will become due under the Lease for any the balance of the Lease Term, such present value to be calculated by Landlord using the then prevailing interest rate for U.S. Treasury Notes which have a maturity date equal to or most equal to the remaining term of the Lease. In addition, Landlord may recover all other damages resulting it incurs as a result of such Default from Tenant. (d) No re-entry or taking possession of the Property by Landlord is an election on Landlord’s part to terminate this Lease unless a written notice of such intention is given to Tenant from such actionor unless the termination is decreed by a court of competent jurisdiction. (e) If Tenant recognizes that, if it fails to perform, observe or discharge any of its obligations under this Lease Lease, Landlord is terminated hereby authorized to demand specific performance of this Lease, and is entitled to temporary and permanent injunctive relief, in accordance a court of competent jurisdiction at any time when Tenant fails to comply with any of the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts Lease applicable to mitigate its damages which efforts shall include efforts to re-let it. To the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies extent permitted by law, Tenant hereby irrevocably waives any defense that it might have based on the adequacy of a remedy at law which might be asserted as a bar to such remedy of specific performance or injunctive relief. Landlord’s election not to enforce one or more Tenant also irrevocably waives any right of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise redemption previously or hereafter existing by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal at law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)in equity.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1default, Landlord shall be entitled have the right without notice or demand (except as provided in Article 20) to pursue any of its rights and remedies at Law or in equity, including any one or more of the following remedies: : (ai) Landlord may terminate Terminate this Lease, dispossess in which case Tenant shall immediately surrender the Premises to Landlord. If Tenant fails to surrender the Premises, Landlord may, in compliance with applicable Law and recover as damages from Tenant all Rent that is due but unpaid as without prejudice to any other right or remedy, enter upon and take possession of the date Premises and expel and remove Tenant, Tenant's Property and any party occupying all or any part of dispossessionthe Premises. Tenant shall pay Landlord on demand the amount of all past due Rent and other losses and damages which Landlord may suffer as a result of Tenant's default, plus whether by Landlord's inability to relet the Premises on satisfactory terms or otherwise, including, without limitation, all other reasonable Costs of Reletting (defined below) and any deficiency that may arise from reletting or the failure to relet the Premises. "Cost of Reletting" shall include all costs and expenses incurred by Landlord in reletting or attempting to dispossess relet the Premises, including, without limitation, reasonable legal fees, brokerage commissions, the cost of alterations and the value of other commercially reasonable concession or allowance granted to a new tenant. (ii) Terminate Tenant. (b) 's right to possession of the Premises and, in compliance with applicable Law, expel and remove Tenant, Tenant's Property and any parties occupying all or any part of the Premises. Landlord shall use reasonable efforts to relet all or any part of the Premises, without notice to Tenant, for a term that may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for greater or less than the remainder balance of the Term to be immediately due and payableon such conditions (which may include concessions, free rent and thereupon alterations of the Premises) and for such amount uses as Landlord in its absolute discretion shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) determine. Landlord may elect to repossess collect and receive all rents and other income from the Premises reletting. Tenant shall pay Landlord on demand all past due Rent, all Costs of Reletting and any deficiency arising from the reletting or failure to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and . Landlord shall not be responsible or liable for the failure to relet all or any damages resulting part of the Premises or for the failure to Tenant from such action. (e) If collect any Rent. The re-entry or taking of possession of the Premises shall not be construed as an election by Landlord to terminate this Lease unless a written notice of termination is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts given to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Tenant.

Remedies. (a) Upon any termination of this Lease pursuant to this Article 20, or as required or permitted by law, Tenant shall immediately quit and surrender the occurrence Premises to Landlord, and Landlord may, enter upon, re-enter, possess and repossess the same, but only through summary proceedings if Tenant remains in possession of the Premises, and again have, repossess and enjoy the same as if this Lease had not been made, and in any such event Tenant and no person claiming through or under Tenant by virtue of any event law or an order of default set forth in Section 8.1, Landlord shall any court will be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as possession or to remain in possession of the date of dispossession, plus all other reasonable costs Premises but shall immediately quit and expenses incurred by Landlord to dispossess Tenantsurrender the Premises. (b) If Landlord may terminate terminates this Lease and declare 100% of all Rent to be paid pursuant to this Article 20, Tenant will remain liable for (i) the sum of (x) all Basic Rent, Additional Rent and other amounts payable by Tenant hereunder until the date this Lease for the remainder of the Term to be immediately due and payablewould have expired had such termination not occurred, and thereupon (y) all reasonable expenses incurred by Landlord in re-entering the Premises, repossessing the same, making good any default of Tenant, painting, altering or dividing the Premises, putting the same in proper repair, reletting the same (including any and all reasonable attorneys fees and disbursements and reasonable brokerage fees incurred in so doing), removing and storing any property left in the Premises following such amount shall be accelerated termination, and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) any and all reasonable expenses which Landlord may elect to repossess incur during the Premises and to relet the Premises for Tenantoccupancy of any new tenant (other than expenses of a type that are Landlord’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable responsibility under the terms of this Lease); providedless (ii) the net proceeds of any reletting actually received by Landlord. Tenant agrees to pay to Landlord the difference between items (i) and (ii) above with respect to each month during the period that would have constituted the balance of the Term, however, that Tenant shall not, in at the end of such circumstances, be responsible month. Any suit brought by Landlord to enforce collection of such difference for any cost one month will not prejudice Landlord’s right to retrofit or alter enforce the Premisescollection of any difference for any subsequent month. Tenant’s liability under this Section 20.2(b) will survive the institution of summary proceedings and the issuance of any warrant thereunder. (dc) After If Landlord terminates this Lease pursuant to Article 20, Landlord will have the provision right, to require Tenant to pay to Landlord, on demand, as liquidated and agreed final damages in lieu of notice Tenant’s liability under Section 20.2(b), an amount equal to the difference (discounted to the date of such demand at an annual rate of interest equal to the then-current yield on actively traded United States Treasury bills or United States Treasury notes having a maturity substantially comparable to the remaining term of this Lease as of the date of such termination, as published in the Federal Reserve Statistical Release for the week before the date of such termination) between (i) the Basic Rent and summary proceedings Additional Rent, computed on the basis of the then current annual rate of Basic Rent and Additional Rent and all fixed and determinable increases in Basic Rent, which would have been payable from the date of such demand to the date when this Lease would have expired if required by law Landlord may enter it had not been terminated, and (ii) the then fair rental value of the Premises for the same period less the costs of reletting expenses, including the cost to paint, alter or divide the space, put the same in proper repair, reasonable attorneys’ fees and take any actions required disbursements, reasonable brokerage fees. Upon payment of such liquidated and agreed final damages, Tenant will be released from all further liability under this Lease with respect to the terms period after the date of such demand, except for those obligations that expressly survive the termination of this Lease. If, after the Event of Default giving rise to the termination of this Lease, and Tenant shall reimburse but before presentation of proof of such liquidated damages, the Premises, or any part thereof, are relet by Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Leasea term of one year or more, and Landlord shall not the amount of rent reserved upon such reletting will be liable deemed to be the fair rental value for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more part of the remedies upon an event Premises relet during the term of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)such reletting.

Remedies. Upon (A) During the occurrence continuance of a default, the Defaulting Party shall not have a right to its Entitlement, which shall vest in and be the property of the non-defaulting Working Interest Parties. Operator (or the notifying Party if Operator is a Defaulting Party) shall be authorized to sell such Entitlement in an arm's-length sale on terms that are commercially reasonable under the circumstances and, after deducting all costs, charges and expenses incurred in connection with such sale, pay the net proceeds to the non-defaulting Working Interest Parties in proportion to the amounts they are owed by the Defaulting Party hereunder (and apply such net proceeds toward the establishment of a reserve fund under Section 7.4(C), if applicable) until all such amounts are recovered and such reserve fund is established. Any surplus remaining shall be paid to the Defaulting Party, and any deficiency shall remain a debt due from the Defaulting Party to the non-defaulting Working Interest Parties. When making sales under this Section 7.4(A) the non-defaulting Working Interest Parties shall have no obligation to share any existing market or obtain a price equal to the price at which their own production is sold. (B) If Operator disposes of any event of default set forth Joint Property or any other credit or adjustment is made to any Joint Account, while a Party is in Section 8.1default, Landlord Operator (or the notifying Party if Operator is Defaulting Party) shall be entitled to apply the following remedies:Defaulting Party's Participating Interest share of the proceeds of such disposal, credit or adjustment against all amounts owing by the Defaulting Party to the non-defaulting Working Interest Party hereunder (and toward the establishment of a reserve fund under Section 7.4(C), if applicable). Any surplus remaining shall be paid to the Defaulting Party, and any deficiency shall remain a debt due from the Defaulting Party to the non-defaulting Working Interest Parties. (aC) Landlord may terminate this LeaseThe non-defaulting Working Interest Parties shall be entitled to apply proceeds received under Sections 7.4(A) and 7.4(B) toward the creation of a reserve fund in an amount equal to the Defaulting Party's Participating Interest share of (i) the estimated cost to abandon any xxxxx and other property in which the Defaulting Party participated, dispossess Tenant (ii) the estimated cost of severance benefits for local employees upon cessation of Operations and recover (iii) any other identifiable costs that the non-defaulting Parties anticipate will be incurred in connection with the cessation of Operations and as damages from Tenant all Rent that is due but unpaid as of otherwise required under the Contract. (D) If a Defaulting Party fails to remedy its default by the sixtieth (60th) Day following the date of dispossessionthe Default Notice, plus then, without prejudice to any other rights available to the non-defaulting Working Interest Parties to recover amounts owing to them under this Agreement, each non-defaulting Party shall have the option, exercisable at anytime thereafter until the Defaulting Party has completely cured its defaults, to require that the Defaulting Party completely withdraw from the Contract Area, this Agreement and the Contract. Such option shall be exercised by notice to the Defaulting Party and each non-defaulting Working Interest Party. If such option is exercised, the Defaulting Party shall be deemed to have transferred, pursuant to Section 12.6, effective on the date of the non-defaulting Working Interest Party's notice, all of its right, title and beneficial interest in and under this Agreement, the Contract Area, and the Contract to the non-defaulting Working Interest Parties. The Defaulting Party shall, without delay following any request from the non-defaulting Working Interest Parties, do any and all acts required to be done by Applicable Law or regulation in order to render such transfer legally valid, including, without limitation, obtaining all Government consents and approvals, and shall execute any and all documents and take such other reasonable costs action as may be necessary in order to effect a prompt and expenses incurred valid transfer of the interests described above. The Defaulting Party shall be obligated to promptly remove any liens and encumbrances which may exist on such transferred interests. For purposes of this Section 7.4(D), each Party constitutes and appoints each other Party its true and lawful attorney to execute such instruments and make such filings and applications as may be necessary to make such transfer legally effective and to obtain any necessary consents of the Government. Actions under this power of attorney may be taken by Landlord any Party individually without the joinder of the others. This power of attorney is irrevocable for the term of this Agreement and is coupled with an interest. If requested, each Party shall execute a form prescribed by the Operating Committee setting forth this power of attorney in more detail. In the event all Government approvals are not timely obtained, the Defaulting Party shall hold its Participating Interest in trust for the non-defaulting Working Interest Parties who are entitled to dispossess Tenantreceive the Defaulting Party's Participating Interest. Notwithstanding the terms of Article 7, in the absence of an agreement among the non-defaulting Working Interest Parties to the contrary, any transfer to the non-defaulting Working Interest Parties following a withdrawal pursuant to this Section 7.4(D) shall be in proportion to the Participating Interests of the non-defaulting Working Interest Parties. The acceptance by a non-defaulting Working Interest Party of any portion of a Defaulting Party's Participating Interest shall not limit any rights or remedies that the non-defaulting Working Interest Party has to recover all amounts (including interest) owing under this Agreement by the Defaulting Party. (bE) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord The non-defaulting Working Interest Party shall be entitled to recover from the net present value thereof employing an assumed discount rate Defaulting Party all reasonable attorneys' fees and all other reasonable costs sustained in the collection of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess amounts owing by the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the PremisesDefaulting Party. (dF) After The rights and remedies granted to the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of non-defaulting Working Interest Parties in this LeaseAgreement shall be cumulative, not exclusive, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing in addition to any other rights and remedies permitted by law. Landlord’s election not that may be available to enforce one or more of the remedies upon an event of default shall not constitute a waiver. Howevernon-defaulting Working Interest Parties, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by whether at law, statute in equity or contract might arise otherwise. Each right and remedy available to the non-defaulting Working Interest Parties may be exercised from time to time and so often and in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might such order as may be deemed contrary to Federal law or Federal regulations or enforcement positions considered expedient by the Federal government or any agency, arm or authority thereof (“Federal Issues”)non-defaulting Working Interest Parties in their sole discretion.

Remedies. Upon On the occurrence of any event an Event of default set forth in Section 8.1Default, Landlord shall be entitled to may, at any time thereafter, with or without notice or demand, and without limiting Landlord in the following remediesexercise of any right or remedy which Landlord may have: (a) take any one or more of the actions permissible by law to insure performance by Tenant of Tenant’s covenants and obligations under this Lease. In this regard, and without limiting the generality of the immediately preceding sentence, it is agreed that if Tenant fails to open for business or, having opened for business, deserts or vacates the Premises, Landlord may terminate enter upon and take possession of the Premises in order to protect them from deterioration and may nevertheless continue to demand from Tenant payment by Tenant to Landlord of the Rent and other charges provided in this Lease, dispossess Tenant and recover without any obligation to relet; however, if Landlord does, at its sole discretion, elect to relet the Premises, such action by Landlord shall not be deemed as damages from Tenant all Rent that is due but unpaid as an acceptance of Tenant’s surrender of the date Premises unless Landlord expressly notifies Tenant of dispossessionsuch acceptance in writing, plus all Tenant hereby acknowledging that Landlord shall otherwise be reletting as Tenant’s agent and Tenant furthermore hereby agreeing to pay Landlord on demand any deficiency that may arise between the monthly Rent and other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate charges as provided in this Lease and declare 100% of all Rent to be paid pursuant to this Lease for that actually collected by Landlord under any reletting. b) enter upon the remainder of the Term to be immediately due and payablePremises, and thereupon such amount shall be accelerated and Landlord shall be entitled do whatever Tenant is obligated to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable do under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall agrees to reimburse Landlord on demand for any expenses that which Landlord may might incur in thus effecting compliance with Tenant’s obligations under this Lease, and Tenant further agrees that Landlord shall not be liable for any damages resulting to the Tenant from such action. (ec) If pay or bond around any lien, whether or not contested by Tenant; and in such event Tenant agrees to reimburse Landlord on demand for all costs and expenses incurred in connection with any such action, with Tenant further agreeing that Landlord shall in no event be liable for any damages or claims resulting from such action. d) terminate this Lease by written notice to Tenant, in which event Tenant shall immediately surrender the Premises to Landlord, and if Tenant fails to do so, Landlord may, without prejudice to any other remedy which Landlord may have for possession or arrearages in Rent (including any late charge or interest which may have accrued pursuant to this Lease), enter upon and take possession of the Premises and expel or remove Tenant and any other person who may be occupying the Premises or any part thereof. In addition, Tenant agrees to pay to Landlord on demand the amount of all loss and damage which Landlord may suffer by reason of any termination effected pursuant to this Section, said loss and damage to be determined by either of the following alternative measures of damages: Industrial Lease i. Until Landlord is terminated able, through efforts the nature of which is to be at the sole discretion of Landlord, to relet the Premises under terms satisfactory to Landlord, in Landlord’s sole discretion, Tenant shall pay to Landlord on or before the 1st day of each calendar month, the monthly Rent and other charges provided in this Lease to be paid by Tenant to Landlord. If and after the Premises have been relet by Landlord, Tenant shall pay to Landlord on the 20th day of each calendar month the difference between the monthly Rent and other charges provided in this Lease to be paid by Tenant to Landlord for such calendar month and that actually collected by Landlord under any such reletting for such month (net of amortized expenses incurred by Landlord in connection with such reletting). If it is necessary for Landlord to bring suit in order to collect any such deficiency, Landlord shall have a right to allow such deficiencies to accumulate and to bring an action on several or all of the accrued deficiencies at one time. Any such suit shall not prejudice in any way the right of Landlord to bring a similar action for any subsequent deficiency or deficiencies. Any amount collected by Landlord from subsequent tenants under any such reletting for any calendar month in excess of the monthly Rent and other charges provided in this Lease shall be credited to Tenant in reduction of Tenant’s liability for any calendar month for which the amount collected by Landlord will be less than the monthly Rent and other charges provided in this Lease; but Tenant shall have no right to such excess other than the above-described credit. ii. When Landlord desires, Landlord may demand a final settlement. Upon demand for a final settlement, Landlord shall have a right to, and Tenant hereby agrees to pay, the difference between the total of all monthly Rent and other charges provided in this Lease to be paid by Tenant to Landlord for the remainder of the Lease Term and the reasonable rental value of the Premises for such period, such difference to be discounted to present value at a rate equal to 8% per annum. If Landlord elects to exercise the remedy prescribed in Section 12.03(a) above, such election shall in no way prejudice Landlord’s right at any time thereafter to cancel said election in favor of the remedy prescribed in Section 12.03(d) above, provided that at the time of such cancellation, Tenant is still in default. Similarly, if Landlord elects to compute damages in the manner prescribed by Section 12.03(b)(i) above, such election shall in no way prejudice Landlord’s right at any time thereafter to demand a final settlement in accordance with this Section. Pursuit of any of the provisions above remedies shall not preclude pursuit of any other remedies prescribed in other sections of this SectionLease and any other remedies provided by law, then Landlord agrees make good faith it being hereby agreed that all such rights and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude of one another. Forbearance by Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies herein provided upon an event of default by Tenant shall not be deemed or construed to constitute a waiverwaiver of such default. HoweverLandlord may restrain or enjoin any breach or threatened breach of any covenant, notwithstanding anything else hereinduty or obligation of Tenant herein contained without the necessity of proving the inadequacy of any legal remedy or irreparable harm. The remedies of Landlord hereunder and/or at law or in equity shall be deemed cumulative and not exclusive of each other. In the event that any one or more provisions of this Article 12 authorize Landlord to enter the Premises, Landlord is entitled and is hereby authorized, without any notice to Tenant, to enter upon the Premises by use of a duplicate key, a master key, a locksmith’s entry procedures or any other means not involving personal confrontation, and to alter or change the door locks on all entry doors of the Premises, thereby Industrial Lease permanently excluding Tenant. In such event, Landlord shall not be obligated to place any written notice on the Premises explaining Landlord’s action; moreover, if a reason for Landlord’s action is the failure of Tenant to pay any Rent when due pursuant to this Lease, Landlord shall not be required to provide the new key (if any) to Tenant until and unless all Rent defaults of Tenant have been fully cured. The terms and provisions of this Section 20.7 supersede the terms and conditions of Section 93.002 of the Texas Property Code, which terms are hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise waived by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Tenant.

Remedies. Upon 4.1 The parties declare and agree that it is impossible to measure in money the occurrence damages that would be suffered by a party by reason of the failure by any event other party to perform any of default set forth in Section 8.1its obligations under this Agreement. Therefore, Landlord if any party institutes any action or proceeding to enforce the provisions of this Agreement, any party against whom such action or proceeding is brought hereby waives any claim or defense therein that the other party has an adequate remedy at law and, consequently, the parties hereby agree that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement and to enforce specifically the following remediesterms and provisions of this Agreement. 4.2 If any Rightholder or group of Rightholders institutes any action or proceeding (an "Enforcement Action") to enforce the provisions of this Agreement against a Shareholder: 4.2.1 If (ai) Landlord may terminate this Leasesuch Enforcement Action results in a court of competent jurisdiction entering a final judgment in favor of such Shareholder and (ii) Agreed Counsel determines that such Enforcement Action was Warranted, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as each Rightholder bringing such Enforcement Action shall pay such Shareholder an amount equal to the product of (x) such Rightholder's Pro Rata Share times (y) the date of dispossession, plus all other reasonable costs and expenses (including the fees and disbursements of attorneys other than Agreed Counsel) of such Shareholder incurred by Landlord in connection with the resolution of such Enforcement Action, and the fees and disbursements of Agreed Counsel shall be borne equally among all parties to dispossess Tenantsuch Enforcement Action. 4.2.2 If (bi) Landlord may terminate this Lease such Enforcement Action results in a court of competent jurisdiction entering a final judgment in favor of such Shareholder and declare 100% (ii) Agreed Counsel determines that such Enforcement Action was not Warranted, the Rightholders bringing such Enforcement Action (other than the Representative) shall pay such Shareholder an amount equal to the reasonable costs and expenses (including the fees and disbursements of all Rent to be paid pursuant to this Lease for attorneys other than Agreed Counsel) of such Shareholder incurred in connection with the remainder resolution of the Term to be immediately due and payablesuch Enforcement Action, and thereupon such amount the fees and disbursements of Agreed Counsel shall be accelerated borne equally among the Rightholders instituting such Enforcement Action. 4.2.3 If such Enforcement Action results in a court of competent jurisdiction entering a final judgment against such Shareholder, the Shareholder shall pay each Rightholder bringing such Enforcement Action an amount equal to the reasonable costs and Landlord expenses (including the fees and disbursements of attorneys) of such Rightholder incurred in connection with the resolution of such Enforcement Action. 4.2.4 Otherwise, each party shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all bear its own expenses incurred in connection with the resolution of Enforcement Actions. 4.3 If any amount payable under Section 4.2 hereof is not paid in full by the party liable for such reletting amount (the "Liable Party") within 30 calendar days after written notice requesting such payment is provided to the Liable Party by the party entitled to such amount (the "Entitled Party"), the Entitled Party may provide written notice to the Company of such failure to pay and for the amount owed by the Liable Party. Upon receipt of such notice, the Company shall not make any difference between distributions (whether cash or otherwise) to the Liable Party in respect of its equity interests in the Company and shall make such distributions to the Entitled Party until the amount of Rent received from such reletting and distributions made to the Entitled Party equals the amount due and payable under owed by the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the PremisesLiable Party. 4.4 Any Rightholder (dother than the Representative) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord bringing an Enforcement Action shall not be liable for any damages resulting to Tenant from hold fewer than 100 shares of Common Stock during the pendency of such actionEnforcement Action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of Whenever any event of default set forth Lease Default Event referred to in Section 8.19.1 shall have happened and be continuing, Landlord the Authority shall be entitled have the right, at its option, without any further demand or notice, so long as the Authority does not accelerate the payment of Rental Payments, to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease Agreement or terminate the City’s right to the use and declare 100% possession of the Leased Premises, to enforce all Rent of its rights and remedies under this Lease Agreement, including the right to be paid recover Lease Payments as they become due under this Lease Agreement pursuant to this Lease for the remainder Section 1951.4 of the Term California Civil Code and to require the City to perform and observe its obligations hereunder. The Authority may enforce such rights by pursuing any remedy available at law or in equity, whether now existing or hereafter made available, including specific performance of each of the City’s obligations; provided, however, that notwithstanding anything herein or in the Indenture to the contrary, there shall be no right under any circumstances to accelerate the Rental Payments or otherwise declare any Rental Payments not then in default to be immediately due and payable, to terminate this Lease Agreement or terminate the City’s right to the use and thereupon such amount possession of the Leased Premises. If a Lease Default Event occurs, subject to the provisions of Section 4.4(e) with respect to abatement, the City shall continue to remain liable for the payment of the Rental Payments and the performance of all conditions herein contained, but said Rental Payments shall be accelerated payable only at the same time and Landlord shall be entitled in the same manner as hereinabove provided for the payment of Rental Payments hereunder, notwithstanding the exercise of any other remedy by the Authority. The Authority hereby waives any right it may have, including without limitation, its rights pursuant to recover Sections 1951.2 and 1951.4 of the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect California Civil Code, to repossess terminate this Lease Agreement, re-enter the Leased Premises and eject the City therefrom, or to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may re-enter the Premises and take any actions required of Tenant under Leased Premises, eject the terms of City therefrom and, without terminating this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more Leased Premises for the account of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)City.

Remedies. Upon (a) Subject to the occurrence of any event of default limitations set forth in Section 8.110.5 (c) below, Landlord shall be entitled in the event the defaulting Party fails to cure the following remedies: Event of Default within the period for curative action under Sections 10.2 (aEvents of Default by Host) Landlord or 10.3 (Events of Default by CVEC), as applicable, the non-defaulting Party may terminate seek specific performance and/or monetary damages pursuant to this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess TenantSection 10.5. (b) Landlord may terminate this Lease and declare 100% In the case of all Rent a payment default by Host hereunder, CVEC shall have the obligation, during any cure or waiver period provided to be paid pursuant Host, to this Lease for the remainder of the Term sell Net Energy to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled any other party on Commercially Reasonable terms to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation;mitigate its losses. (c) Landlord may elect to repossess In the Premises and to relet case of a payment default by Host hereunder, CVEC’s monetary damages shall be the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting price under this Agreement and the amount due and payable under price at which CVEC sells Host’s share of the Net Energy on Commercially Reasonable terms to mitigate its losses plus any costs of this Lease; providedarranging for such resale. Provided, however, that Tenant if the price at which CVEC sells Host’s share of the Net Energy to mitigate its losses is greater than the price under this Agreement, CVEC’s monetary damages shall notbe reasonable costs, in including any costs of arranging for such circumstancesresale, be responsible for any cost to retrofit or alter the Premisesincurred by CVEC. (d) After Both Parties agree that they have a duty to use Commercially Reasonable efforts to mitigate damages that may be incurred as a result of the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant other Party’s performance or non- performance under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such actionAgreement. (e) If this Lease is terminated in accordance with After the provisions Termination Date of this SectionAgreement, then Landlord Host shall have no further obligation to purchase Net Energy or to make any payment whatsoever under this Agreement, except for payments for obligations arising or accruing prior to the Termination Date. After the Termination Date, this Agreement shall not be construed to provide any residual value to either Party or any successor or any other Person, for rights to, use of, or benefits from the PV System, subject to Section 11.12 (Survival). (f) Host may not enforce any remedies against Developer under the Solar PPA, except as otherwise provided therein. CVEC agrees make good faith to enforce any and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let all remedies against the PropertyDeveloper under the Solar PPA. The above remedies Host’s sole remedy against Developer under the Solar PPA shall be cumulative to seek specific performance of this Agreement by CVEC. For breach of any provision for which an express remedy or measure of damages is provided, such express remedy or measure of damages will be the sole and shall not preclude Landlord from pursuing any exclusive remedy, the obligor’s liability will be limited as set forth in such provision and all other remedies permitted by lawor damages at law or in equity are waived. Landlord’s election not to enforce one If no remedy or more measure of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else damages is expressly provided herein, Landlord hereby expressly disclaimsthe obligor’s liability will be limited to direct actual damages only, relinquishes such direct actual damages will be the sole and rejects any Landlord’s lien that otherwise by law, statute exclusive remedy and all other remedies or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal damages at law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)in equity are waived.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1a default, Landlord shall be entitled to have the following remedies, which shall not be exclusive but shall be cumulative and shall be in addition to any other remedies now or hereafter allowed by law or equity: (a) 1. Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as Tenant’s right to possession of the date Premises at any time by written notice to Tenant. Tenant expressly acknowledges that in the absence of dispossessionsuch written notice from Landlord, plus all no other reasonable costs act of Landlord, including, but not limited to, its reentry into the Premises, its efforts to relet the Premises, its reletting of the Premises for Tenant’s account, its storage of Tenant’s personal property and expenses incurred by Landlord trade fixtures, its acceptance of keys to dispossess the Premises from Tenant. (b) Landlord may terminate , its appointment of a receiver, or its exercise of any other rights and remedies under this Paragraph 20 or otherwise at law, shall constitute an acceptance of Tenant’s surrender of the Premises or constitute a termination of this Lease and declare 100% or of all Rent Tenant’s right to be paid pursuant possession of the Premises. Ring Central, Inc. Lease 26 Upon such termination in writing of Tenant’s right to possession of the Premises, this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated terminate and Landlord shall be entitled to recover damages from Tenant as provided in California Civil Code Section 1951.2 or any other applicable existing or future Legal Requirement providing for recovery of damages for such breach, including but not limited to the net present value thereof employing an assumed following: (i) The reasonable cost of recovering the Premises; plus (ii) The reasonable cost of removing Tenant’s alterations, trade fixtures and improvements; plus (iii) All unpaid rent due or earned hereunder prior to the date of termination, less the proceeds of any reletting or any rental received from subtenants prior to the date of termination applied as provided in Section 2 below, together with interest at the Default Rate, on such sums from the date such rent is due and payable until the date of the award of damages; plus (iv) The amount by which the rent which would be payable by Tenant hereunder, including Additional Rent under Article 4 above, as reasonably estimated by Landlord, from the date of termination until the date of the award of damages, exceeds the amount of such rental loss as Tenant proves could have been reasonably avoided, together with interest at the Default Rate on such sums from the date such rent is due and payable until the date of the award of damages; plus (v) The amount by which the rent which would be payable by Tenant hereunder, including Additional Rent under Article 4 above, as reasonably estimated by Landlord, for the remainder of the then term, after the date of the award of damages exceeds the amount such rental loss as Tenant proves could have been reasonably avoided, discounted at the discount rate published by the Federal Reserve Bank of 2% per annum San Francisco for purposes member banks at the time of present value computation;the award plus one percent (1%); plus (cvi) Such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by applicable law, including without limitation any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. 2. Landlord has the remedy described in California Civil Code Section 1951.4 (a landlord may continue the lease in effect after the tenant’s breach and abandonment and recover rent as it becomes due, if the tenant has the right to sublet and assign subject only to reasonable limitations), and may continue this Lease in full force and effect and may enforce all of its rights and remedies under this Lease, including, but not limited to, the right to recover rent as it becomes due. After the occurrence of a default, Landlord may elect to repossess enter the Premises without terminating this Lease and to relet sublet all or any part of the Premises for Tenant’s accountaccount to any person, holding Tenant liable in damages for all expenses incurred in such term (which may be a period beyond the remaining term of this Lease), at such rents and on such other terms and conditions as Landlord deems advisable. In the event of any such reletting and for any difference between the amount of Rent subletting, rents received by Landlord from such reletting subletting shall be applied (i) first, to the payment of the costs of maintaining, preserving, altering and preparing the amount Premises for Ring Central, Inc. Lease 27 subletting, the other costs of subletting, including but not limited to brokers’ commissions, attorneys’ fees and expenses of removal of Tenant’s personal property, trade fixtures and Alterations; (ii) second, to the payment of rent then due and payable under hereunder; (iii) third, to the terms payment of future rent as the same may become due and payable hereunder; (iv) fourth, the balance, if any, shall be paid to Tenant upon (but not before) expiration of the term of this Lease; provided. If the rents received by Landlord from such subletting, howeverafter application as provided above, that are insufficient in any month to pay the rent due and payable hereunder for such month, Tenant shall notpay such deficiency to Landlord monthly upon demand. Notwithstanding any such subletting for Tenant’s account without termination, Landlord may at any time thereafter, by written notice to Tenant, elect to terminate this Lease by virtue of a previous default. During the continuance of a default, for so long as Landlord does not terminate Tenant’s right to possession of the Premises and subject to Article 16, entitled Subletting and Assignment, and the options granted to Landlord thereunder, Landlord shall not unreasonably withhold its consent to an assignment or sublease of Tenant’s interest in such circumstances, be responsible for any cost to retrofit the Premises or alter the Premisesin this Lease. (d) After 3. During the provision continuance of notice and summary proceedings if required by law a default, Landlord may enter the Premises by appropriate legal proceedings without terminating this Lease and take remove all Tenant’s personal property, Alterations and trade fixtures from the Premises and store them at Tenant’s risk and expense. If Landlord removes such property from the Premises and stores it at Tenant’s risk and expense, and if Tenant fails to pay the cost of such removal and storage after written demand therefor and/or to pay any actions required rent then due, then after the property has been stored for a period of thirty (30) days or more Landlord may sell such property at public or private sale, in the manner and at such times and places as Landlord deems commercially reasonable following reasonable notice to Tenant of the time and place of such sale. The proceeds of any such sale shall be applied first to the payment of the expenses for removal and storage of the property, the preparation for and the conducting of such sale, and for attorneys’ fees and other legal expenses incurred by Landlord in connection therewith, and the balance shall be applied as provided in Section 2 above. Tenant hereby waives all claims for damages that may be caused by Landlord’s lawfully reentering and taking possession of the Premises or removing and storing Tenant’s personal property pursuant to this Article, and Tenant shall indemnify, defend and hold Landlord harmless from and against any and all claims, losses, liability or expense resulting from any such act. No reentry by Landlord shall constitute or be construed as a forcible entry by Landlord. 4. Landlord may require Tenant to remove any and all Alterations from the Premises or, if Tenant fails to do so within ten (10) days after Landlord’s request, Landlord may do so at Tenant’s expense. 5. Landlord may cure the default at Tenant’s expense, it being understood that such performance shall not waive or cure the subject default. If Landlord pays any sum or incurs any expense in curing the default, Tenant shall reimburse Landlord upon demand for the amount of such payment or expense with interest at the Default Rate from the date the sum is paid or the expense is incurred until Landlord is reimbursed by Tenant. Any amount due Landlord under this subsection shall constitute additional rent hereunder. Ring Central, Inc. Lease 28 6. In addition to any other remedies provided by this Article 20 of the terms Lease, or any other provision of this Lease, and or as provided by law, upon the occurrence of a default on the part of Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under during the Term of this Lease, as the same may be extended, following notice and a reasonable opportunity to cure, all unamortized costs of Tenant Improvements together with the unamortized balance of any broker’s commissions paid by Landlord in connection with this Lease and/or any extension thereof, shall not be liable for any damages resulting accelerated and become immediately due and payable to Tenant from such actionLandlord upon demand. Any sums owed pursuant to this Section 20(6) shall survive termination of the Lease, and shall be deemed to be Additional Rent hereunder. 7. Tenant hereby waives any and all rights conferred by California Civil Code Section 3275 and by California Code of Civil Procedure Sections 1174 (ec) If this and 1179 and any and all other laws and rules of law from time to time in effect during the Term of the Lease is terminated in accordance which provide Tenant with the provisions right to redeem, reinstate or restore this lease following its termination by reason of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. LandlordTenant’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)breach.

Remedies. Upon the occurrence of any an event of default set forth in Section 8.1by Tenant, Landlord shall be entitled have the option to do and perform any one or more of the following remediesfollowing: (a) Landlord may terminate this Lease, dispossess in which event Tenant shall immediately surrender the Premises to Landlord. If Tenant shall fail to do so, Landlord may, without notice and recover as damages from prejudice to any other remedy available, enter and take possession of the Premises and remove Tenant, or anyone occupying the Premises, and its effects, in accordance with Applicable Law, without being liable to prosecution or any claim for damages. In the event of termination of this Lease, Tenant shall be responsible to Landlord for (i) all Rent that is payments due but unpaid as of under this Lease prior to the date of dispossessiontermination, plus (ii) all other reasonable costs and expenses incurred by Landlord in connection with such termination, and (iii) the entire amount of Rent and other charges due hereunder for the remainder of the Term, less the then fair market rental value of the Premises for the remainder of the Term, with such difference discounted to dispossess its present value by using a discount factor of 6%, and (iv) all other damages which Landlord may suffer or otherwise be entitled to recover by reason of such termination. Such amount shall be paid by Tenant to Landlord immediately upon demand by Landlord and shall constitute liquidated damages and not a penalty or forfeiture (Tenant and Landlord agree that the actual damages are impossible to ascertain and that the amount described above is a reasonable estimate thereof). If Landlord elects to terminate this Lease, Tenant’s liability to Landlord for damages as aforesaid shall survive such termination. (b) Landlord may terminate this Lease correct such default, and declare 100% of all Rent to be paid pursuant to this Lease Tenant shall reimburse Landlord, upon demand, for the remainder cost incurred by Landlord in curing such default. Without limiting the generality of the Term to be immediately due and payableforegoing, Landlord may enter upon the Premises in accordance with Applicable Law, without being liable for prosecution or any claim of damages therefor, and thereupon such amount shall be accelerated and Landlord shall be entitled do whatever Tenant is obligated to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable do under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall agrees to reimburse Landlord on demand for any expenses that including, without limitation, reasonable attorneys’ fees which Landlord may incur in thus effecting compliance with Tenant’s obligations under this LeaseLease together with interest at the rate often percent (10%) per annum until paid, and Tenant further agrees that Landlord shall not be liable for any damages resulting to Tenant from such action, unless caused by the gross negligence or intentionally willful acts of Landlord, its agents, employees or contractors. (c) Landlord may terminate Tenant’s right of possession of the Premises without terminating this Lease, and enter upon and take possession of the Premises and expel or remove Tenant and any other person who may be occupying the Premises or any part thereof, by entry, dispossessory suit, or otherwise in accordance with Applicable Law, without thereby releasing Tenant from any liability hereunder. Tenant shall remain liable for the payment of all Rent accruing after any writ of possession as to the Premises is issued to Landlord less any rent collected by Landlord from a subsequent tenant(s). In the event that Landlord relets the Premises, Landlord may make any reasonable alterations or refurbish the Premises, or both, or change the character or use of the Premises. Landlord may relet all or any portion of the Premises, alone or in conjunction with other portions of the Building, for a term longer or shorter than the Term of this Lease, at a rental rate other than that provided in this Lease, and upon such other terms (including the granting of concessions) as Landlord reasonably determines to be acceptable. If Landlord elects to reenter and relet all or any portion of the Premises, Landlord shall apply the rent so collected as follows: (1) first, to any amount due hereunder other than Rent; (2) second, to the payment of costs and expenses of such reletting; (3) third, to the payment of Rent; (4) fourth, the remainder shall be held and applied to any other costs, including, without limitation, future Rent due hereunder. In no event shall Tenant be entitled to any rentals received by Landlord in excess of the amounts due by Tenant hereunder. No such reentry or taking possession of the Premises shall be construed as an election on Landlord’s part to terminate this Lease unless a written notice of such intention is given to Tenant. Tenant shall remain fully liable to Landlord for the deficiency between any rent collected as a result of reletting and the Rent and other sums that are owed from Tenant to Landlord under this Lease. Landlord shall have the right to rent any other available space in the Building before reletting or attempting to relet the Premises. (d) In addition to all other sums that are owed by Tenant to Landlord under this Lease, upon such event of default, Tenant shall become liable for any costs incurred by Landlord under this Lease for the completion of any improvements to the Premises, and any real estate commissions paid by Landlord for this Lease to the extent such items are specifically allocable to Tenant’s default and are not customarily charged to a succeeding tenant (collectively “Landlord’s Costs”). In such event, the entire amount of the Landlord’s Costs shall be amortized evenly over the Term, then in addition to all of Landlord’s other remedies available under this Lease, Tenant shall also be liable to Landlord for the portion of the Landlord’s Costs that remains amortized but unpaid (and not otherwise collected from a subsequent tenant(s)) between the date of such default and the expiration of the Term of this Lease. (e) If The rights and remedies of Landlord and Tenant under this Lease is terminated as well as those provided or accorded by law, shall unless expressly provided in accordance with this Lease, be cumulative, and shall not be exclusive of any other rights or remedies hereunder or allowed by law. No delay in enforcing the provisions of this SectionLease or any waiver by either party of any breach or breaches, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let default or defaults, of the Property. The above remedies other hereunder shall be cumulative deemed or construed to be a continuing waiver of such breach or default nor as a waiver of or permission, expressed or implied, for any subsequent breach or default, and it is agreed that the acceptance by Landlord of any installment of Rent subsequently to the date the same should have been paid hereunder, shall not preclude in no manner alter or affect the covenant and obligation of Tenant to pay subsequent installments of Rent promptly upon the due date thereof. No receipt of money by Landlord from pursuing after the termination of this Lease in any manner shall reinstate, continue or extend the term above demised. (f) Notwithstanding any provisions in this Lease to the contrary, in no event shall either party be liable to the other remedies permitted by law. Landlord’s election not to enforce one for consequential, incidental or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)similar damages.

Remedies. Upon (a) In the occurrence event of a violation of any representation, warranty, covenant or other provision of this Conservation Right, in addition to any remedies now or hereafter provided by law Grantee may, following reasonable notice to Grantor, institute a suit for injunctive relief, specific performance or damages, or any combination thereof, enter the Premises to correct any such violation, and hold Grantor and Grantor's successors, heirs and assigns in title responsible for the cost thereof, or expend such sums as may be necessary to satisfy any lien prohibited hereunder or to pay and discharge any delinquent taxes or assessments, or to redeem from any tax sale, and all funds so paid or expended by Grantee shall, until repaid, constitute a lien on the Premises. Without limiting the generality of the foregoing, in the event of default set forth in Section 8.1that Grantor fails to perform its obligation to maintain the Premises or the Protected Elements, Landlord Grantee shall be entitled to damages in the following remedies: (a) Landlord may terminate this Leaseamount estimated by an architect licensed in the State of Illinois as selected by Grantee as the cost of restoring or repairing the Premises. In the event Grantor is adjudicated to have violated any of Grantor's obligations herein, dispossess Tenant Grantor shall reimburse Grantee for any costs or expenses incurred in connection with the enforcement of its rights, including court costs, attorneys' fees, and recover as damages from Tenant all Rent that is due but unpaid as fees of any consultants retained by Grantee. The exercise by Grantee of one remedy hereunder shall not have the date effect of dispossessionwaiving any other remedy and the failure to exercise any remedy shall not have the effect of waiving the use of such remedy at any other time. All damages, plus all other reasonable costs costs, and expenses incurred awarded to Grantee hereunder shall constitute a lien against the Premises until repaid by Landlord Grantor. Grantee shall have the right, but not the obligation, to dispossess Tenantrecord a notice of any lien which Grantee may claim to have against the Premises. (b) Landlord may terminate Grantor's sole remedy in the event of a failure by Grantee to perform any of its covenants herein contained shall be, if such failure shall continue for ten (10) days after written notice thereof to Grantee, to institute a suit for injunctive relief or specific performance. Grantor hereby waives any claim for damages resulting from such failure, and expressly acknowledges that any such failure by Grantee shall in no way affect the validity of this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder Conservation Right or any of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premisesother covenants contained herein. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of any event of default set forth in Section 8.1Default, Landlord shall be entitled to have the following rights and remedies, in addition to those allowed by law or in equity, any one or more of which may be exercised without further notice to Tenant: (a) Landlord may terminate this Leaseapply the Security Deposit or re-enter the Leased Premises and cure any default of Tenant, dispossess and Tenant and recover shall reimburse Landlord as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable additional rent for any costs and expenses incurred which Landlord thereby incurs; and Landlord shall not be liable to Tenant for any loss or damage which Tenant may sustain by Landlord to dispossess Tenantreason of Landlord's action. (b) Landlord may terminate this Lease or, without terminating this Lease, terminate Tenant's right to possession of the Leased Premises as of the date of such Default, and thereafter (i) neither Tenant nor any person claiming under or through Tenant shall be entitled to possession of the Leased Premises, and Tenant shall immediately surrender the Leased Premises to Landlord; and (ii) Landlord may re-enter the Leased Premises and dispossess Tenant and any other occupants of the Leased Premises by any lawful means and may remove their effects, without prejudice to any other remedy which Landlord may have. Upon the termination of this Lease, Landlord may declare 100% the present value (discounted at the Prime Rate) of all Rent to be paid pursuant to rent which would have been due under this Lease for the remainder balance of the Lease Term to be immediately due and payable, and thereupon such amount whereupon Tenant shall be accelerated obligated to pay the same to Landlord, together with all loss or damage which Landlord may sustain by reason of Tenant's default ("Default Damages"), which shall include without limitation expenses of preparing the Leased Premises for re-letting, demolition, repairs, tenant finish improvements, brokers' commissions and Landlord attorneys' fees, it being expressly understood and agreed that the liabilities and remedies specified in this subsection (b) shall be entitled to recover survive the net present value thereof employing an assumed discount rate termination of 2% per annum for purposes of present value computation;this Lease. (c) Landlord may elect to repossess may, without terminating this Lease, re-enter the Leased Premises and to relet re-let all or any part thereof for a term different from that which would otherwise have constituted the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting balance of the Lease Term and for any rent and on terms and conditions different from those contained herein, whereupon Tenant shall be immediately obligated to pay to Landlord as liquidated damages the present value (discounted at the Prime Rate) of the difference between the amount rent provided for herein and that provided for in any lease covering a subsequent re-letting of Rent received from such reletting and the amount due and payable under Leased Premises, for the terms period which would otherwise have constituted the balance of this Lease; providedthe Lease Term, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premisestogether with all of Landlord's Default Damages. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand sue xxx injunctive relief or to recover damages for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages loss resulting to Tenant from such actionthe Default. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of any event of default set forth in Section 8.1, Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant If the purchase and recover as damages from Tenant all Rent that is due but unpaid as sale of the date Assets is not consummated in accordance with the terms and conditions of dispossessionthis Agreement due to circumstances or conditions which constitute a default by Asset Buyer under this Agreement, plus all other the Xxxxxxx Money shall be delivered to Asset Seller as full liquidated damages for such default. Asset Seller and Asset Buyer acknowledge that Asset Seller’s actual damages in the event of a default by Asset Buyer under this Agreement will be difficult to ascertain, that such liquidated damages represent the Asset Seller’s and Asset Buyer’s best estimate of such damages, and that Asset Seller and Asset Buyer believe such liquidated damages are a reasonable costs estimate of such damages. Asset Seller and expenses incurred Asset Buyer expressly acknowledge that the foregoing liquidated damages are intended not as a penalty, but as full liquidated damages in the event of Asset Buyer’s default and as compensation for Asset Seller’s taking the Acquired Assets off the market during the term of this Agreement. Such delivery of the Deposit shall be the sole and exclusive remedy of Asset Seller by Landlord reason of a default by Asset Buyer under this Agreement, and Asset Seller hereby waives and releases any right to dispossess Tenantxxx Asset Buyer, and hereby covenants not to xxx Asset Buyer, for specific performance of this Agreement or to prove that Asset Seller’s actual damages exceed the Deposit which is herein provided Asset Seller as full liquidated damages. (b) Landlord may terminate If (i) any representation or warranty of Asset Seller set forth in this Lease and declare 100% of all Rent Agreement shall prove to be paid pursuant untrue or incorrect in any respect, or (ii) Asset Seller shall fail to this Lease for the remainder keep, observe, perform, satisfy or comply with, fully and completely, any of the Term terms, covenants, conditions, agreements, requirements, restrictions or provisions required by this Agreement to be immediately due kept, observed, performed, satisfied or complied with by Asset Seller, or (iii) the purchase and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover sale of the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall Acquired Assets is otherwise not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated consummated in accordance with the terms and provisions of this SectionAgreement due to circumstances or conditions which constitute a default by Asset Seller under this Agreement (the matters described in the foregoing clauses (i), then Landlord agrees make good faith (ii) and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let (iii) are herein sometimes collectively called “Seller Defaults”), (A) the Property. The above remedies Deposit shall be cumulative refunded to Asset Buyer immediately upon request and Asset Seller shall not preclude Landlord from pursuing any other remedies permitted reimburse Asset Buyer in an amount equal to all actual, third party out of pocket costs and expenses paid or incurred by law. Landlord’s election not to enforce one or more Asset Buyer in connection with its execution of and entry into this Agreement and its proposed acquisition of the remedies upon an event Acquired Assets up to FORTY THOUSAND AND NO/100 DOLLARS ($40,000.00), or (B) Asset Buyer shall have the right to specific performance of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes any and rejects any Landlord’s lien that otherwise by law, statute all Asset Seller covenants or contract might arise agreements contained in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)this Agreement.

Remedies. Upon In the occurrence event Subcontractor is in default of any event term of this Subcontract, WSP will promptly notify Subcontractor of the default set forth in Section 8.1and, Landlord unless prohibited under the Prime Agreement or applicable law, shall be entitled to withhold payment until the following remedies: default is corrected. If Subcontractor fails to timely perform Services, or fails to perform Services in accordance with contract requirements (“Performance Deficiencies”), WSP may, in its sole discretion, elect to either (a) Landlord may terminate this Leaserequire Subcontractor to correct the designated Performance Deficiencies within the period stipulated in the notice, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. without additional compensation; or (b) Landlord may terminate this Lease correct the deficiencies itself or through other means and declare 100% deduct from Subcontractor’s compensation all costs reasonably incurred by reason of such default. If Subcontractor’s remaining compensation is not sufficient to reimburse WSP for such costs, Subcontractor shall reimburse WSP promptly upon demand. These remedies shall be in addition to all Rent other remedies available to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payableWSP herein or otherwise at law or in equity, and thereupon such amount all rights and remedies shall be accelerated cumulative. Remedies in a breach of contract action by either party hereto shall be limited to actual damages resulting from the breach, and Landlord neither party hereto shall be entitled to recover from the net present value thereof employing an assumed discount rate other for breach of 2% per annum for purposes this Subcontract incidental, nominal, special, indirect, exemplary, or consequential damages, including but not limited to lost profits and lost opportunity, or damages that in their nature or amount constitute a penalty. Notwithstanding the foregoing, nothing herein is intended, nor shall it, limit WSP’s right to seek, recover, and recoup from Subcontractor those types of present value computation; (c) Landlord damages, of whatever nature, as WSP may elect be held accountable to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable Client under the terms of this Lease; providedthe Prime Agreement, howeveror to third parties, that Tenant were caused by or attributable to Subcontractor, its agents, servants, or employees, or for which Subcontractor is otherwise legally responsible. Neither the pendency of a dispute nor consideration of claims by WSP pertaining to this Subcontract shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice excuse Subcontractor from full and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated timely performance in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)terms hereof.

Remedies. Upon In the occurrence event of any event such default by Sublessee, Sublessor may at any time thereafter, without limiting Sublessor in the exercise of any right or remedy which Sublessor may have by reason of such default set forth in Section 8.1, Landlord shall be entitled to the following remediesor breach: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as a. Terminate Sublessee’s right to possession of the date of dispossessionSubleased Premises by any lawful means, plus all other reasonable costs in which case this Sublease shall terminate and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder Sublessee shall immediately surrender possession of the Term Subleased Premises to be immediately due and payableSublessor. In such event, and thereupon such amount shall be accelerated and Landlord Sublessor shall be entitled to recover from Sublessee all damages permitted to be recovered by a landlord pursuant to the net present value thereof employing an assumed discount rate laws of 2% per annum for purposes the jurisdiction where the Subleased Premises are located, together with all damages incurred by Sublessor by reason of present value computation;Sublessee’s default, including, but not limited to, the cost of recovering possession of the Subleased Premises, reasonable attorneys fees, and any real estate commission actually paid. (c) Landlord may elect b. Maintain Sublessee’s right to repossess possession in which case this Sublease shall continue in effect whether or not Sublessee shall have vacated or abandoned the Premises Subleased Premises. In such event, Sublessor shall be entitled to enforce all of Sublessor’s rights and to relet the Premises for Tenant’s accountremedies under this Sublease, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms laws of the jurisdiction where the Subleased Premises are located at law and equity, including the right to recover the Rent, Additional Rent, and all other sums due hereunder as the same become due. c. Declare the entire balance of Rent, Additional Rent and all other sums payable hereunder during the remaining Term of this Lease; providedSublease to be immediately due, however, that Tenant shall not, payable and in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings arrears as if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this SectionSublease said balance of Rent, then Landlord agrees make good faith Additional Rent and commercially reasonable efforts other sums were on that date payable in advance. Any such acceleration by Sublessor shall not constitute a waiver of any right or remedy of Sublessor. d. Pursue any other remedy now or hereafter available to mitigate its damages which efforts shall include efforts Sublessor under the laws of the jurisdiction where the Subleased Premises are located or in equity. e. Pursue any remedy enforceable by Lessor under the Lease. All remedies available to re-let the Property. The above remedies Sublessor hereunder shall be cumulative and concurrent. No waiver or delay in enforcement by Sublessor of any breach of Sublessee’s obligations hereunder shall not preclude Landlord from pursuing constitute a waiver of any other remedies permitted by lawsuch breach or any subsequent breach. Landlord’s election not to enforce one or more In the event there is a continuance of an Event of Default described in Section 18(i) of the remedies Lease by Sublessor to Lessor, Sublessee shall make their rent payments directly to Lessor, upon an event receipt of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise written notice provided by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Lessor.

Remedies. Upon If the occurrence sum of (i) the aggregate value of all Environmental Defects and (ii) the aggregate value of all Title Defects exceeds the Defect Deductible, with respect to Environmental Defects, Seller shall elect one of the following options: (i) remediate the condition on the affected Assets comprising the specified Environmental Defect(s) as promptly as practicable (and retain its obligation to indemnify and defend Buyer from any Losses relating to such Environmental Defects), such remediation to be consistent with Environmental Laws and all costs related to such remediation shall first be borne by Buyer to the extent Seller elects to apply any of the Defect Deductible to such costs; (ii) exclude the affected Asset from the Transaction and reduce the Purchase Price by the Allocated Value of such Asset, or (iii) if agreed to by Buyer, in its sole discretion, leave such affected Assets in the Transaction and reduce the Purchase Price by the amount that the aggregate Environmental Defect Value plus the aggregate value of all Title Defects exceeds the Defect Deductible (any reduction in the Purchase Price pursuant to this Section shall be in conjunction with the reduction in the Purchase Price in Section 4.2 B.2. and Buyer shall not be entitled to duplicative reductions to the Purchase Price under either Section), in which event of default Buyer shall release Seller from any further Retained Environmental Liability relating to the Environmental Defects so satisfied. Seller will be deemed to have adequately completed the Remediation set forth in Section 8.1, Landlord shall be entitled option (i) upon receipt of either (x) a certificate or approval from the applicable governmental authority that the Remediation has been implemented to the following remedies: extent necessary to comply with existing regulatory requirements or (ay) Landlord may terminate this Lease, dispossess Tenant and recover a certification from a licensed professional engineer approved by Buyer that the Remediation has been completed to the extent necessary to comply with existing regulatory requirements if the approval or certification specified in clause (x) cannot be obtained because provision for such approval or certification is not provided under applicable Environmental Law. In the event Seller elects option (ii) above as damages from Tenant all Rent that is due but unpaid as to any portion of the date of dispossessionAssets, plus all other reasonable costs and expenses incurred by Landlord to dispossess TenantBuyer may waive the relevant Environmental Defect in lieu thereof. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payable, and thereupon such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon In the occurrence event of any event Event of default Default set forth in Section 8.116.02 hereof, Landlord may, at its option, exercise any and all of the remedies listed below. No such remedy herein or otherwise conferred upon or reserved to Landlord shall be entitled considered exclusive of any other remedy, but the same shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at Law or in equity, and every power and remedy given by the following remedies:Lease to Landlord may be exercised from time to time and as often as the occasion may rise or may be deemed expedient. (a) Landlord may terminate may, without terminating this Lease, dispossess Tenant and recover as enter upon the Premises, without being liable for prosecution or any claim for damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payabletherefor, and thereupon such amount shall be accelerated and Landlord shall be entitled do whatever Tenant is obligated to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant do under the terms of this Lease, and in which event Tenant shall reimburse Landlord on demand for any expenses that which Landlord may incur in effecting compliance complying with Tenant’s obligations obligation under this Lease, Lease and Landlord shall not be liable for any damages resulting to Tenant from such action, unless caused by the gross negligence of Landlord. (b) Landlord may, if it elects to do so, bring suit for the collection of rents and/or any damages resulting from Tenant’s default without entering into possession of the Premises or voiding this Lease. (c) Landlord may terminate this Lease after ten (10) days’ written notice to Tenant and this Lease shall terminate on the date specified in such notice. Tenant shall quit and surrender the Premises by said date, failing which, Landlord may enter upon the Premises immediately or at any subsequent time without additional notice or demand (which additional notice or demand is hereby expressly waived by Tenant) without being liable for prosecution of any claim for damages therefor, and expel Tenant and those claiming under Tenant and remove their effects without being guilty of any manner of trespass. Tenant agrees that if Landlord shall cause Tenant’s goods or effects to be removed from the Premises pursuant to the terms hereof or of any court order, Landlord’s act of so removing such goods or effects shall be deemed to be the act of and for the account of Tenant. (d) In the event of such termination: (i) Landlord may accelerate and declare the entire remaining unpaid Rent and any and all other monies payable under this Lease for the balance of the Term hereof to be immediately due and payable; or (ii) Landlord may collect from Tenant, as liquidated damages, (A) all past due Rent and other amounts due Landlord up to the date of expiration or termination; plus (B) the difference between Rent provided for herein and the proceeds from any re-letting of the Premises, payable in monthly installments over the period that would otherwise have constituted the remaining term of this Lease; plus (C) all expenses in connection with such re-letting including, without limitation, all costs, fees and expenses of repossession, brokers, advertising, attorneys, courts, repairing, cleaning, repainting and remodeling the Premises for re-letting. (e) If Without waiving its rights to terminate at any time as provided above, Landlord may retake possession of the Premises in the same manner as provided in Section 16.03(a) above. It is agreed that any such retaking or the commencement and prosecution of any action by Landlord in forcible entry and detainer, ejectment or otherwise, or any execution of any judgment or decree obtained in any action to recover possession of the Premises shall not be construed as an election to terminate this Lease is terminated in accordance with unless Landlord expressly exercises its option hereinbefore provided to declare the provisions of this SectionTerm hereof ended, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative whether or not such entry or reentry be, had or taken under summary proceedings or otherwise, and shall not preclude be deemed to have absolved or discharged Tenant from any of its obligations and liabilities for the remainder of the current Term of the Lease; rather, this Lease shall continue in effect for the remainder of the then current Term, and Tenant shall remain liable and obligated under all of the covenants and conditions hereof during the said period and shall pay as and when due the Rent and other amounts payable hereunder as if Tenant had not defaulted. Landlord from pursuing may re-lease the Premises for the account of Tenant, crediting the rent received on such re­leasing first to the costs of such re-leasing and then to any other remedies permitted amounts owing by lawTenant hereunder. Landlord’s election not Tenant hereby constitutes and appoints Landlord as its attorney-in-fact to enforce one take any and all actions necessary or more incidental to such re-leasing and this power shall be irrevocable during the Term of the remedies upon an event this Lease. Such continuance of default this Lease shall not constitute a waiver. However, notwithstanding anything else herein, any waiver or consent by Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in of or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government said default or any agency, arm or authority thereof (“Federal Issues”)subsequent default.

Remedies. Upon In the occurrence event of any event such default by Sublessee, Sublessor may at any time thereafter, without limiting Sublessor in the exercise of any right or remedy which Sublessor may have by reason of such default set forth in Section 8.1, Landlord shall be entitled to the following remediesor breach: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as a. Terminate Sublessee’s right to possession of the date of dispossessionSubleased Premises by any lawful means, plus all other reasonable costs in which case this Sublease shall terminate and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder Sublessee shall immediately surrender possession of the Term Subleased Premises to be immediately due and payableSublessor. In such event, and thereupon such amount shall be accelerated and Landlord Sublessor shall be entitled to recover from Sublessee all damages permitted to be recovered by a landlord pursuant to the net present value thereof employing an assumed discount rate laws of 2% per annum for purposes the jurisdiction where the Subleased Premises are located, together with all damages incurred by Sublessor by reason of present value computation;Sublessee’s default, including, but not limited to, the cost of recovering possession of the Subleased Premises, reasonable attorneys fees, and any real estate commission actually paid. (c) Landlord may elect b. Maintain Sublessee’s right to repossess possession in which case this Sublease shall continue in effect whether or not Sublessee shall have vacated or abandoned the Premises Subleased Premises. In such event, Sublessor shall be entitled to enforce all of Sublessor’s rights and to relet the Premises for Tenant’s accountremedies under this Sublease, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms laws of the jurisdiction where the Subleased Premises are located at law and equity, including the right to recover the Rent, Additional Rent, and all other sums due hereunder as the same become due. c. Declare the entire balance of Rent, Additional Rent and all other sums payable hereunder during the remaining Term of this Lease; providedSublease to be immediately due, however, that Tenant shall not, payable and in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings arrears as if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this SectionSublease said balance of Rent, then Landlord agrees make good faith Additional Rent and commercially reasonable efforts other sums were on that date payable in advance. Any such acceleration by Sublessor shall not constitute a waiver of any right or remedy of Sublessor. d. Pursue any other remedy now or hereafter available to mitigate its damages which efforts shall include efforts Sublessor under the laws of the jurisdiction where the Subleased Premises are located or in equity. e. Pursue any remedy enforceable by Lessor under the Lease. All remedies available to re-let the Property. The above remedies Sublessor hereunder shall be cumulative and concurrent. No waiver or delay in enforcement by Sublessor of any breach of Sublessee’s obligations hereunder shall not preclude Landlord from pursuing constitute a waiver of any other remedies permitted by lawsuch breach or any subsequent breach. Landlord’s election not to enforce one or more In the event there is a continuance of an Event of Default described in Section 18 (i) of the remedies Lease by Sublessor to Lessor, Sublessee shall make their rent payments directly to Lessor, upon an event receipt of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise written notice provided by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Lessor.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1, Landlord shall be entitled to the following remedies: (a) Landlord If an Event of Default has occurred and is continuing beyond any applicable notice and cure period hereunder and at any time thereafter (such default not having previously been cured), Mortgagee at its option may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of declare the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be indebtedness hereby secured immediately due and payable, and thereupon Mortgagee shall have the remedies of a secured party under the Code, including without limitation, the right to take immediate and exclusive possession of the Collateral, or any part thereof, and for that purpose may, so far as Mortgagor can give authority therefor, with or without judicial process, enter (if this can be done without breach of the peace) upon any place where the Collateral or any part thereof may be situated and remove the same therefrom (provided that if the Collateral is affixed to real estate, such amount removal shall be accelerated subject to the condition stated in the Code); and Landlord Mortgagee shall be entitled to recover hold, maintain, preserve and prepare the Collateral for sale, until disposed of, or may propose to retain the Collateral subject to Mortgagor’s right of redemption in satisfaction of Mortgagor’s obligations, as provided in the Code. Mortgagee, without removal, may render the Collateral unusable and dispose of the Collateral on the Mortgaged Premises. Mortgagee may require Mortgagor to assemble the Collateral and make it available to Mortgagee for its possession at a place to be designated by Mortgagee which is reasonably convenient to both parties. Mortgagee will give Mortgagor at least ten (10) days notice of the time and place of any public sale thereof or of the time after which any private sale or any other intended disposition thereof is made. The requirements of reasonable notice shall be met if such notice is mailed, by certified mail or equivalent, postage prepaid, to the address of Mortgagor hereinabove set forth and at least ten (10) days before the time of the sale or disposition. Mortgagee may buy at any public sale and, if the Collateral is of a type customarily sold in a recognized market or is of a type which is the subject of widely distributed standard price quotations, Mortgagee may buy at private sale. Any such sale may be held as part of and in conjunction with any foreclosure sale of the real estate comprised within the Mortgaged Premises, the Collateral and real estate to be sold as one lot if Mortgagee so elects. The net present value thereof employing an assumed discount rate proceeds realized upon any such disposition, after deduction for the expenses of 2% per annum retaking, holding, preparing for purposes of present value computation; (c) Landlord may elect to repossess sale, selling or the Premises like and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all reasonable attorneys’ fees and legal expenses incurred by Mortgagee, shall be applied in any such reletting and satisfaction of the indebtedness hereby secured. Mortgagee will account to Mortgagor for any difference between the amount of Rent received from surplus realized on such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premisesdisposition. (db) After the provision The remedies of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be Mortgagee hereunder are cumulative and shall not preclude Landlord from pursuing the exercise of any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default provided for herein or under the Code shall not constitute be construed as a waiver. Howeverwaiver of any of the other remedies of Mortgagee, notwithstanding anything else herein, Landlord including having the Collateral deemed part of the realty upon and foreclosure thereof so long as any part of the indebtedness hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)secured remains unsatisfied.

Remedies. Upon the occurrence Whenever any Event of any event of default set forth in Section 8.1, Landlord Default shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease for the remainder of the Term to be immediately due and payablehave occurred, and thereupon such amount is continuing, MOHELA shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an following remedial steps: (1) In the event of occurrence of default under subsection (1), (2), (3), (4), (8) and (9) of the definition of "Event of Default," MOHELA may notify CFO or CFSR I in writing that it intends to rescind the purchase of the Student Loan with respect to which such Event of Default occurs and CFO or CFSR I within one month from the date of such notification shall pay upon delivery to it of such Student Loan the sum of its principal balance at delivery to MOHELA less amounts paid in reduction of the principal balance plus any interest and Special Allowance payments accrued but unpaid, and any reasonable attorney's fee, legal expenses, court costs or other expenses that might have been incurred by MOHELA in connection with the Student Loan. (2) In addition to the remedies set forth above, MOHELA and CFMS shall have all remedies available at law or in equity including, but not limited to, rescission of this Agreement, equitable relief by way of injunction (mandatory or prohibitory), recovery of damages for the failure of any representation made herein, in order to prevent the breach or threatened breach of any provisions of this Agreement, or to enforce performance thereof. No termination of this Agreement shall affect the rights of MOHELA or CFO, CFSR I or CFMS pursuant to this Section. (3) All of the remedies provided in this Section shall be cumulative, and the exercise by MOHELA or CFO, CFSR I or CFMS of any one or more of them shall not constitute a waiver. Howeverin any way alter or diminish the rights of MOHELA or CFO, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects CFSR I or CFMS to any Landlord’s lien that otherwise other remedy provided in this Agreement or by law, statute . In the event of any such default or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions breach by the Federal government MOHELA or CFO, CFSR I or CFMS of the Agreement, MOHELA shall be entitled to reimbursement from the CFMS of all of its costs enforcing any agencyof such terms, arm including any reasonable or authority thereof necessary attorney's fees. (“Federal Issues”)4) MOHELA agrees that notwithstanding the provisions of this Section 6.05, it will allow the Agent a period of at least 30 days to cure any Event of Default of CFMS' or CFO CFSR I's obligations under this Agreement or otherwise take any action that will prevent termination of this Agreement or the exercise by MOHELA of its remedies hereunder.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1a Default, Landlord shall be entitled to have the following remedies, in addition to all other rights and remedies provided by law or otherwise provided in this Lease, to which Landlord may resort cumulatively or in the alternative: (a) 25.2.1 Landlord may continue this Lease in full force and effect, and this Lease shall continue in full force and effect as long as Landlord does not terminate this Lease, dispossess Tenant and recover as damages from Tenant all Landlord shall have the right to collect Rent that is due but unpaid as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenantwhen due. (b) 25.2.2 Landlord may terminate this Lease and declare 100% Tenant’s right to possession of the Premises at any time by giving written notice to that effect, subject to all Rent applicable legal due process requirements, and relet the Premises or any part thereof. Tenant shall be liable immediately to Landlord for all costs Landlord incurs in reletting the Premises or any part thereof, including, without limitation, broker’s commissions, and expenses of cleaning the Premises required by the reletting costs. Reletting may be paid pursuant for a period shorter or longer than the remaining Term of this Lease. No act by Landlord other than giving written notice to Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Premises or the appointment of a receiver on Landlord’s initiative to protect Landlord’s interest under this Lease for the remainder shall not constitute a termination of Tenant’s right to possession. On termination and Landlord’s recovery of legal possession of the Term Premises, Landlord has the right to be immediately remove all Tenant’s Personal Property left on the Premises by Tenant and store same at Tenant’s cost and to recover from Tenant as damages: (a) The worth at the time of award of unpaid Rent and other sums due and payable, payable which had been earned at the time of termination; plus (b) The worth at the time of award of the amount by which the unpaid Rent and thereupon other sums due and payable which would have been payable after termination until the time of award exceeds the amount of such amount shall be accelerated and Landlord shall be entitled to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation;Rent loss that Tenant proves could have been reasonably avoided; plus (c) Landlord may elect to repossess The worth at the Premises time of award of the amount by which the unpaid Rent and to relet other sums due and payable for the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between balance of the Term after the time of award exceeds the amount of such Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, loss that Tenant shall not, in such circumstances, proves could be responsible for any cost to retrofit or alter the Premises.reasonably avoided; plus (d) After the provision of notice Any other actual and summary proceedings if required reasonable costs incurred by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with proximately caused by Tenant’s failure to perform Tenant’s obligations under this Lease, and Landlord shall not or which, in the ordinary course of things, would be liable likely to result therefrom, including, without limitation, any costs of expenses incurred by Landlord: (i) in retaking possession of the Premises; (ii) in maintaining, repairing, preserving, restoring, replacing, cleaning, altering or rehabilitating the Premises or any portion thereof, including such acts for reletting to a new tenant or tenants; (iii) for leasing commissions; or (iv) for any damages resulting other costs necessary or appropriate to Tenant from such action.relet the Premises; plus (e) If this Lease At Landlord’s election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by the laws of the State of California. The “worth at the time of award” of the amounts referred to in Paragraphs 25.2.2(a) and 25.2.2(b) is terminated computed by allowing interest at the Interest Rate on the unpaid rent and other sums due and payable from the termination date through the date of award. The “worth at the time of award” of the amount referred to in accordance with Paragraph 25.2.2(c) is computed by discounting such amount at the provisions Prime Rate plus one percent (1%). 25.2.3 Landlord may, upon termination of this SectionLease, then Landlord agrees make good faith and commercially reasonable efforts subject to mitigate its damages which efforts shall include efforts to all applicable legal due process requirements, re-let enter the PropertyPremises and remove all persons and property from the Premises. The above remedies shall Such property may be cumulative removed and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one stored in a public warehouse or more elsewhere at the cost of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)account of Tenant.

Remedies. Upon the occurrence of any event of default set forth in Section 8.1Default, Landlord shall be entitled to have the following rights and remedies, in addition to those allowed by law or in equity, any one or more of which may be exercised without further notice to Tenant: (a) Landlord may terminate this Leaseapply the Security Deposit or re-enter the Leased Premises and cure any default of Tenant, dispossess and Tenant and recover shall reimburse Landlord as damages from Tenant all Rent that is due but unpaid as of the date of dispossession, plus all other reasonable additional rent for any costs and expenses incurred which Landlord thereby incurs; and Landlord shall not be liable to Tenant for any loss or damage which Tenant may sustain by Landlord to dispossess Tenantreason of Landlord's action. (b) Landlord may terminate this Lease or, without terminating this Lease, terminate Tenant's right to possession of the Leased Premises as of the date of such Default, and thereafter (i) neither Tenant nor any person claiming under or through Tenant shall be entitled to possession of the Leased Premises, and Tenant shall immediately surrender the Leased Premises to Landlord; and (ii) Landlord may re-enter the Leased Premises and dispossess Tenant and any other occupants of the Leased Premises by any lawful means and may remove their effects, without prejudice to any other remedy which Landlord may have. Upon the termination of this Lease, Landlord may declare 100% the present value (discounted at the Prime Rate) of all Rent to be paid pursuant to rent which would have been due under this Lease for the remainder balance of the Lease Term to be immediately due and payable, and thereupon such amount whereupon Tenant shall be accelerated and Landlord shall be entitled obligated to recover pay the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) same to Landlord, together with all loss or damage which Landlord may elect to repossess sustain by reason of Tenant's default ("Default Damages"), which shall include reasonable expenses of preparing the Premises and to relet the Leased Premises for Tenant’s accountre-letting, holding Tenant liable demolition, repairs, tenant finish improvements, brokers' commissions and attorneys' fees, it being expressly understood and agreed that the liabilities and remedies specified in damages for all expenses incurred in any such reletting and for any difference between this subsection (b) shall survive the amount of Rent received from such reletting and the amount due and payable under the terms termination of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then . Landlord agrees make good faith and commercially to use reasonable efforts to mitigate its damages which efforts hereunder. Tenant acknowledges that Landlord has other spaces to lease and shall include efforts be allowed to lease all other spaces first. (c) Landlord may, without terminating this Lease, re-enter the Leased Premises and re-let all or any part thereof for a term different from that which would otherwise have constituted the Property. The above remedies balance of the Lease Term and for rent and on terms and conditions different from those contained herein, whereupon Tenant shall be cumulative and shall not preclude immediately obligated to pay to Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more as liquidated damages the present value (discounted at the Prime Rate) of the remedies upon an event difference between the rent provided for herein and that provided for in any lease covering a subsequent re-letting of default shall not constitute a waiver. Howeverthe Leased Premises, notwithstanding anything else hereinfor the period which would otherwise have constituted the balance of the Lease Term, together with all of Landlord's Default Damages. (d) Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in may sue for injunctive relief or to recover damages for any marijuana product and/or related products, chemicals or substances that, loss resulting frxx the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”)Default.

Remedies. Upon In the occurrence event that this Lease is terminated under any of the provisions contained in Section 8.1 or shall be otherwise terminated for breach of any event obligation of default set forth in Section 8.1Tenant, Landlord Tenant covenants to pay forthwith to Landlord, as compensation, the excess of the total rent reserved for the residue of the Term over the rental value of the Premises for said residue of the Term, discounted to present value using the then current discount rate of the Federal Reserve Bank of Boston. In calculating the rent reserved there shall be entitled included, in addition to the following remedies: (a) Landlord may terminate this LeaseFixed Rent and Additional Rent, dispossess Tenant and recover as damages from Tenant all Rent that is due but unpaid as the value of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent considerations agreed to be paid or performed by Xxxxxx for said residue. Tenant further covenants as additional and cumulative obligations after any such termination to pay punctually to Landlord all the sums and to perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by Tenant pursuant to the next preceding sentence Tenant shall be credited with the portion of any amount paid to Landlord as compensation as in this Lease for Section 8.2 provided, allocable to the remainder corresponding portion of the Term to be immediately due and payablealso with the net proceeds of any rent obtained by Landlord by reletting the Premises, after deducting all Landlord's reasonable expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and thereupon expenses of preparing the Premises for such amount shall be accelerated and reletting, it being agreed that Landlord shall be entitled use reasonable efforts to recover the net present value thereof employing an assumed discount rate of 2% per annum for purposes of present value computation; (c) Landlord may elect to repossess relet the Premises and to relet mitigate damages. Nothing contained in this Lease shall, however, limit or prejudice the Premises right of Landlord to prove for Tenant’s accountand obtain in proceedings under any federal or state law relating to bankruptcy or insolvency or reorganization or arrangement, holding Tenant liable an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages for all expenses incurred in any such reletting and for any difference between are to be proved, whether or not the amount be greater than the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost loss or damages referred to retrofit or alter the Premisesabove. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude Landlord from pursuing any other remedies permitted by law. Landlord’s election not to enforce one or more of the remedies upon an event of default shall not constitute a waiver. However, notwithstanding anything else herein, Landlord hereby expressly disclaims, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or to any marijuana product and/or related products, chemicals or substances that, the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government or any agency, arm or authority thereof (“Federal Issues”).

Remedies. Upon the occurrence of any an event of default, and in addition to all other remedies now or hereinafter provided herein or by law: 1. Landlord may, at its option, enter upon and take possession of the Premises without any previous notice of intention to reenter, and may remove all persons and property from the Premises and may take full and exclusive possession of the Premises. Landlord may secure, lock up, cut off utility service to, and attempt to relet the Premises, all without any of such actions being deemed a trespass or an election on Landlord's part to terminate the Lease. If, however, any such default set forth on Tenant's part should be fully corrected and cured before Landlord exercises an option to terminate the Lease, and before Landlord has relet the Premises, then the Premises shall be returned to Tenant, and Tenant may continue in Section 8.1possession hereunder. Tenant expressly waives any and all damages by reason of reentry by Landlord under this Lease. 2. In the event that Landlord elects to reenter the Premises without terminating the Lease, then Tenant shall be liable for and shall pay to Landlord at Landlord's mailing address in Dallas County, Texas, all Rent and other indebtedness accrued to that date. Landlord shall be entitled to the following remedies: (a) Landlord may terminate this Lease, dispossess Tenant and recover as damages collect from Tenant all Rent that is and Additional Rent due but unpaid hereunder monthly as of the date of dispossession, plus all other reasonable costs and expenses incurred by Landlord to dispossess Tenant. (b) Landlord may terminate this Lease and declare 100% of all Rent to be paid pursuant to this Lease it becomes due for the remainder of the Term Term, diminished by any net sums thereafter received by Landlord through reletting the Premises during said period (after deducting all expenses incurred by landlord to be immediately due and payable, and thereupon such amount relet the Premises). In no event shall be accelerated and Landlord shall Tenant be entitled to recover any excess of any Rent obtained by reletting over and above the net present value thereof employing an assumed discount rate Rent herein reserved. Actions to collect amounts due by Tenant as provided in this Paragraph may be brought from time to time, on one or more occasion, without the necessity of 2% per annum for purposes Landlord's waiting until expiration of present value computation;the Lease Term. (c) 3. Notwithstanding any prior election not to terminate, Landlord may at any time, including subsequent to a reentry as above provided, elect to repossess the Premises and to relet the Premises for Tenant’s account, holding Tenant liable in damages for all expenses incurred in any terminate this Lease on account of such reletting and for any difference between the amount of Rent received from such reletting and the amount due and payable under the terms of this Lease; provided, however, that Tenant shall not, in such circumstances, be responsible for any cost to retrofit or alter the Premises. (d) After the provision of notice and summary proceedings if required by law Landlord may enter the Premises and take any actions required of Tenant under the terms default. Upon termination of this Lease, and Tenant shall reimburse Landlord on demand for any expenses that Landlord may incur in effecting compliance with Tenant’s obligations under this Lease, and Landlord shall not be liable for any damages resulting to Tenant from such action. (e) If this Lease is terminated in accordance with the provisions of this Section, then Landlord agrees make good faith and commercially reasonable efforts to mitigate its damages which efforts shall include efforts to re-let the Property. The above remedies shall be cumulative and shall not preclude pay to Landlord from pursuing any the sum of all Rent and other remedies permitted by lawindebtedness accrued to the date of such 4. Landlord’s election not to enforce one or more Upon the occurrence of the remedies upon an event of default default, Tenant shall not constitute a waiver. Howeveralso be liable for and shall pay to Landlord, notwithstanding anything else hereinat Landlord's mailing address in Dallas County, Landlord hereby expressly disclaimsTexas, relinquishes and rejects any Landlord’s lien that otherwise by law, statute or contract might arise in or addition to any marijuana product and/or related products, chemicals or substances that, sum provided to be paid above: broker's fees incurred by Landlord in connection with reletting the ownership, possession, use, sale or distribution of which, but for the Legal Compliance Clarification, would or might be deemed contrary to Federal law or Federal regulations or enforcement positions by the Federal government whole or any agencypart of the Premises; the costs of removing and storing Tenant's or other occupant's property; the cost of repairing, arm altering, remodeling, renovating, or authority thereof (“Federal Issues”)otherwise putting the Premises into condition acceptable to a new tenant or tenants; and all reasonable expenses incurred by Landlord in enforcing Landlord's remedies, including reasonable attorney's fees.