Common use of Sublessee’s Default Clause in Contracts

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event of default (“Event of Default”) under this Sublease if: (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after written notice from Sublessor to Sublessee that such payment has not been received, or (ii) Sublessee fails to observe or perform any other material covenant or agreement of Sublessee herein contained and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Sublessor shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days. 14.3 In the event of any such Event of Default, Sublessor at any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more of the following remedies:

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstanding, it The occurrence of any one or more of the following events shall be an event a default and breach of default (“Event of Default”) under this Sublease ifLease by SUBLESSEE: (ia) Sublessee SUBLESSEE fails to pay any monthly installment of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after written notice from Sublessor to Sublessee that such payment has not been received, or (ii) Sublessee fails to observe or perform any other material covenant or agreement of Sublessee herein contained and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in does not remedy such default for a period of ten within five (105) days after Sublessee has received of written notice of such default and demand of performance from Sublessorthereof, Sublessor may commence judicial proceedings(b) SUBLESSEE vacates or abandons, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within or fails to occupy for a period of thirty (30) days the Premises or any substantial portion thereof, or (c) SUBLESSEE breaches any of its obligations hereunder other than non-payment of rent and Sublessee, prior fails to the expiration of thirty cure such breach within ten (3010) days of written notice of breach from and after Landlord. Upon the giving occurrence of notice as aforesaidany event of default, commences to eliminate such default and proceeds diligently to take steps to cure the same, Sublessor Landlord shall not have the right following rights and remedies, in addition to declare the term ended those allowed by reason thereof for an additional period of sixty (60) days. 14.3 In the event of law, any such Event of Default, Sublessor at any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more of which may be exercised without further notice to or demand upon SUBLESSEE: (a) Landlord may re-enter the Premises and cure any default of SUBLESSEE, in which event SUBLESSEE shall reimburse Landlord as additional rent for any cost and expenses that Landlord may incur to cure such default. Landlord shall not be liable to SUBLESSEE for any loss or damage that SUBLESSEE may sustain by reason of Landlord’s action, regardless of whether caused by Landlord’s negligence or otherwise. (b) Landlord may terminate this Lease or SUBLESSEE’s right to possession under this Lease as of the date of such default, in which event: (1) neither SUBLESSEE nor any person claiming under or through SUBLESSEE shall thereafter be entitled to possession of the Premises; and SUBLESSEE shall immediately thereafter surrender the Premises to Landlord; (2) Landlord may re-enter the Premises and remove SUBLESSEE or any other occupants of the Premises by force, summary proceedings, ejectment or otherwise, and may remove their effects, without prejudice to any other remedy which Landlord may have for possession or arrearages in rent; or (3) continue this Lease in full force and effect. Should Landlord following remedies:default as aforesaid elect to continue this Lease in full force, Landlord shall use its reasonable efforts to rent the Premises by private negotiations and without advertising, and on the best terms available for the remainder of the term hereof, or for such longer or shorter periods, as Landlord shall deem advisable. SUBLESSEE acknowledges that Landlord shall have no obligation to rent the Premises. SUBLESSEE shall remain liable for payment of all rentals and other charges and costs imposed on SUBLESSEE herein, in the amounts, and at the times and upon the conditions as herein provided, but Landlord shall credit against such liability of the SUBLESSEE all amounts received by Landlord from such reletting after first reimbursing itself for all costs incurred curing SUBLESSEE’s defaults and re-entering, preparing, and refinishing the Premises for reletting, and reletting the Premises.

Sublessee’s Default. 14.1 Sublessee agrees to pay the Base Rent and the Additional Rent at the time, in the amount and in the manner herein described. Any other provisions in this Sublease notwithstanding, it one of the following events shall be an event deemed a default by Sublessee and a breach of default (“Event of Default”this Sublease, namely: a) under this Sublease if: (i) If Sublessee fails to pay any installment of rent Base Rent or to pay any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten Additional Rent within five (105) days after of written notice from Sublessor to Sublessee that such payment has not been received, or (iidemand therefore; or b) If Sublessee fails to observe or perform any of the other material covenant terms, covenants or agreement conditions of Sublessee herein contained this Sublease other than paying rents when due, and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving date Sublandlord gives written notice to Sublessee calling attention to the existence of notice as aforesaidsuch failure, commences to eliminate such provided however, that if Sublessee cannot reasonably correct the default and proceeds diligently to take steps to cure the same(other than non-payment) within said thirty (30) day period, Sublessor Sublessee shall not have the right to declare the term ended by reason thereof for an additional be given a reasonable period of sixty (60time to correct the default; or c) days.If Sublessee is declared bankrupt or insolvent by judicial decree; or 14.3 In d) If Sublessee takes the event benefit of any such Event federal reorganization or composition proceedings; or e) If Sublessee makes a general assignment for benefit of Defaultcreditors; or f) If Sublessee's Leasehold interest in this Sublease is sold under any process of law, Sublessor at or g) If a trustee in bankruptcy or a receiver is appointed or elected for the Sublessee; or h) If Sublessee abandons the Subleased Property and fails to pay any time thereafter may at its option exercise installment of Base Rent or to pay any remedies available Additional Rent; or i) If any materialman's, mechanic's or other lien is filed against the Subleased Property in connection with any improvements, alterations or additions made by Sublessee, and Sublessee permits the lien or liens to Sublessor at law or in equitystand against the Subleased Property, including, without limitation, one or more not securing the discharge of the following remedies:Subleased Property from such liens by filing an appropriate bond within thirty (30) days from date of written demand from Sublandlord pursuant to applicable law. Should Sublessee file a bond and elect to contest the lien or liens, no default shall be in effect pending final legal determination of the disputed lien; or j) If any act or omission of Sublessee would cause a default under the Prime Lease.

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstanding, it In the event that Sublessee shall be an event of default (“Event of Default”) under this Sublease if: (i) Sublessee fails in the performance of any of the terms, covenants and conditions on its part to pay any installment of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after written notice from Sublessor to Sublessee that such payment has not been receivedbe performed under this Sublease, or (ii) Sublessee fails in the performance of any of the terms, covenants and conditions to observe or perform any other material covenant or agreement of Sublessee herein contained be performed on Sublessor's part under the Primary Lease with respect to the Subleased Premises, and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee canthe same are not reasonably be cured within the time periods provided in the Primary Lease or the Sublease, whichever is shorter, then Sublessor shall have the same rights and remedies with respect to such thirty (30) day period, and provided further that Sublessee is proceeding default as are given to Landlord under the Primary Lease with due diligence respect to effect a cure of said Event of Default, no Event of Default hereunder shall be declared defaults by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 Primary Lease, all with the same force and effect as though the provisions of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant Primary Lease with respect to any state bankruptcy law or any similar state law, and, defaults and the rights and remedies of Landlord thereunder in the case of any such involuntary actionevent thereof were set forth at length herein. Additionally, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if should any default shall occur (other than in exist beyond the payment of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to applicable cure the sameperiod, Sublessor shall not have the right to declare all Rent due under this Sublease immediately due and payable and upon receipt of Sublessor's written demand therefore, Sublessee shall immediately pay to Sublessor the entire Rent due for the balance of the term ended by reason thereof for an additional period of sixty (60) days. 14.3 In the event hereof. Sublessor shall promptly give notice to Sublessee of any notices of default relating to the Subleased Premises which may be received by Sublessor from Landlord, but failure of Sublessor to give such Event notice to Sublessee shall not diminish Sublessee's obligations hereunder. If Sublessee shall default in the performance of Defaultany of Sublessee's obligations under this Sublease or under the provisions of the Primary Lease, Sublessor, without thereby waiving such default, may, at Sublessor's option, perform the same for the account and at the expense of Sublessee. If Sublessor at makes any time thereafter may at its option exercise expenditures or incurs any remedies available to Sublessor at law or in equityobligations for the payment of money, including, without limitation, one reasonable counsel fees, in instituting, prosecuting or more defending any action or proceeding, by reason of any default of Sublessee under this Sublease, such sums paid or obligations incurred shall be deemed to be Extra Rent and shall be paid by Sublessee to Sublessor on demand. Failure of Sublessor to declare any default immediately upon occurrence thereof, or delay in taking any action in connection therewith, shall not waive such default, but Sublessor shall have the following remedies:right to declare any such default at any time and take such action as might be lawful or authorized hereunder either in law or in equity.

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event If Sublessee fails to perform any material obligation of default (“Event of Default”) Sublessee under this Sublease if: Agreement or makes a material misrepresentation in this Agreement or in the Application to Sublease Real Property (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due “Default”), and such failure continues for a period of ten (10) days if after written notice from Sublessor specifying such Default and permitting Sublessee five business (5) days to cure a monetary default or thirty (30) days to remedy a nonmonetary Default, Sublessee that shall have failed to remedy such payment has not been receivedDefault, or (ii) Sublessee fails to observe or perform then Sublessor may cancel this Sublease Agreement, upon giving any other material covenant or agreement of Sublessee herein contained notice required by law, and re-enter the Subleased Premises; provided however, is such failure continues after written notice given by or on behalf of Sublessor to Sublessee for Default requires more than thirty (30) days, provided, however, that days to cure Sublessor may not so cancel this Sublease agreement if Sublessee has commenced such non-monetary Event of Default by Sublessee cannot reasonably be cured remedy within such thirty (30) day perioddays and is diligently pursuing such remedy. Notwithstanding such re-entry by Sublessor, and the liability of Sublessee for the rent provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action this Sublease Agreement shall not be dismissed, discharged or denied within sixty (60) days after extinguished but shall continue for the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or balance of the Sublease Term. Sublessee covenants and agrees to make good to Sublessor (a) any reasonable costs incurred by Sublessor in re-entering the Subleased Premises and in reletting the Subleased Premises; (b) during each month throughout the Sublease Term the amount by which the rent payable by the Sublessee hereunder during each month following Sublessor’s re-entry exceeds the amount of rent received by the Sublessor during such month; (c) the reasonable costs of any necessary repairs incurred by Sublessor; and (d) the reasonable fees and disbursements of Sublessor’s attorneys as provided in paragraph 20. The amounts payable by Sublessee pursuant to clause (b) shall be appointed in any proceedings brought paid on the first day of each month throughout the Sublease Term; the amounts payable by or against Sublessee andpursuant to clauses (a), in the latter case(c), such entity and (d) shall not be discharged payable within sixty (60) thirty days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally written demand as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) aboveare incurred. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Sublessor shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days. 14.3 In the event of any such Event of Default, Sublessor at any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more of the following remedies:

Sublessee’s Default. 14.1 Any (a) If Sublessee shall be in default of any term, covenant or condition of this Sub-Sublease, then Sublessor, following the giving to Sublessee of any applicable notice and the expiration of any applicable cure period required by this Sub-Sublease or the terms and provisions of the Prime Lease or the Sublease incorporated herein, shall have available to it all of the remedies available to Prime Landlord under the Prime Lease in the event of a like default on the part of the tenant thereunder as well as all of the remedies available to Prime Tenant under the Sublease in the event of a like default on the part of the subtenant thereunder. The mention in the Prime Lease, the Sublease or this Sub-Sublease of any particular right or remedy shall not preclude Sublessor from exercising any and all other provisions rights and remedies available to it hereunder at law and in equity. In addition to and not in limitation of the foregoing and notwithstanding anything in this Sublease notwithstandingSub-sublease to the contrary, it Sublessor shall be an event have the right, upon any such default by Sublessee and following the giving to Sublessee of default (“Event any such applicable notice and the expiration of Default”) under this Sublease if: any such applicable cure period, to (i) recover from Sublessee fails to pay any installment One Million Eight Hundred Seventy Five Thousand Two Hundred Eighty Seven and 60/100 Dollars ($1,875,287.60), representing the eight (8) months of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after written notice from Sublessor free Base Rent given to Sublessee that such payment has not been received, or (ii) Sublessee fails to observe or perform any other material covenant or agreement of Sublessee herein contained and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state lawSection 4(a) hereof, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from plus Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Sublessor shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days. 14.3 In the event of any such Event of Default, Sublessor at any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity's Contribution, including, without limitation, one or more any portion of the following remedies:Rent Credit credited against installments of Base Rent hereunder, as well as the Cancellation Payment (if paid by Sublessor) and any portion of the Total Base Rent Credit credited against installments of Base Rent hereunder and (ii) accelerate and recover from Sublessee any portion of the Sublessor Credit not previously paid by Sublessee to Sublessor pursuant to the terms of Section 4(g)(iv) hereof; provided, however, that Sublessor shall be entitled to recover the Cancellation Payment and the Total Base Rent Credit from Sublessee only to the extent that such items have not been reimbursed to Sublessor pursuant to Section 4(g)(iv) hereof. (b) The time periods contained in the Prime Lease or the Sublease for the giving of notices, making of demands or performing of any act, condition or covenant on the part of the tenant or subtenant thereunder, as the case may be, or for the exercise by such tenant or subtenant of any right (including any right to cure a default), remedy or option, are changed for the purposes of incorporation herein by reference, by shortening the same by three (3) business days in each instance, except as otherwise expressly provided herein, but if there shall be remaining less than three (3) business days after giving effect to such shortened time period, then the time period shall be coextensive with the time limit provided under the Sublease.

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event If Sublessee fails to perform any obligation of default (“Event of Default”) ------------------- Sublessee under this Sublease if: Agreement (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due "Default"), and such failure continues for a period of ten (10) days if after written notice from Sublessor to specifying such Default and permitting Sublessee that such payment has not been received, or five (ii5) Sublessee fails to observe or perform any other material covenant or agreement of Sublessee herein contained and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence days to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, a monetary default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Sublessor shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days. 14.3 In the event of any such Event of remedy a nonmonetary Default, Sublessee shall have failed to remedy such Default, then Sublessor at any time thereafter may at its option exercise cancel this Sublease Agreement, upon giving any remedies available notice required by law, and may (whether or not Sublessor has terminated this Sublease Agreement) re- enter the Subleased Premises. No reentry by Sublessor shall constitute a termination of this Sublease Agreement unless Sublessor has given written notice to Sublessee of such a termination. Notwithstanding such re-entry by Sublessor, the liability of Sublessee for the rent provided in this Sublease Agreement shall not be extinguished but shall continue for the balance of the Sublease Term. Sublessee covenants and agrees to make good to Sublessor at law or (a) any costs incurred by Sublessor in equityre-entering the Subleased Premises and in reletting the Subleased Premises; (b) during each month throughout the Sublease Term the amount by which the rent payable by the Sublessee hereunder during each month following Sublessor's re-entry exceeds the amount of rent received by the Sublessor during such month; (c) the costs of any necessary repairs incurred by Sublessor; and (d) the fees and disbursements of Sublessor's attorneys as provided in paragraph 20. The amounts payable by Sublessee pursuant to clause (b) shall be paid on the first day of each month throughout the Sublease Term; the amounts payable by Sublessee pursuant to clauses (a), including(c), without limitation, one or more of the following remedies:and (d) shall be payable on demand as they are incurred.

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event of default (“Event of Default”) under this Sublease if: If (i) Sublessee fails to pay the Subtenant shall default in the payment of any installment of rent Base Rent, Additional Rent or any other sum sums payable by Sublessee Subtenant to Tenant hereunder when due and such failure continues default shall continue for a period of ten three (103) days after written notice from Sublessor to Sublessee that Tenant of such payment has not been received, default without cure; or (ii) Sublessee fails the Subtenant shall default in the performance or observance of any of the other covenants contained in this Sublease and on the Subtenant's part to observe be performed or perform any other material covenant or agreement of Sublessee herein contained observed and such failure continues shall fail, within twenty (20) days after written notice given by or on behalf from Tenant of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence default to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, default; or (iii) Sublessee files a petition commencing if the estate hereby created shall be taken on execution, or by other process of law, or if the Subtenant should be involved in financial difficulties as evidenced (a) by its commencement of a voluntary case, or has filed against it a petition commencing an involuntary case, case under the Federal Bankruptcy Code (Title 11 of the United States Code), Code as now or hereafter from time to time in effect, or under any similar lawby its authorizing, by appropriate proceedings of trustees or files other governing body, the commencement of such voluntary case, (b) by its filing an answer or has other pleading admitting or failing to deny the material allegations of a petition filed against it a petition commencing an involuntary case under said Title 11 or answer in bankruptcy seeking, consenting to or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, acquiescing in the case relief therein provided, or by its failing to controvert timely the material allegations of any such petition, (c) by the entry of an order of relief in any involuntary action, such action shall case commenced under said Title 11 which is not be dismissed, discharged or denied removed by Subtenant within sixty (60) days after the filing thereofdate of entry, (d) by its seeking relief as a debtor under any applicable law, other than said Title 11, of any jurisdiction relating to the liquidation or reorganization of debtors or to the modification or alteration of the rights of creditors, or Sublessee consents by its consent to or acquiesces acquiescing in such relief, (e) by the filing thereof, or (iv) entry of an order by a custodian, receiver, trustee or liquidator court of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought competent jurisdiction which is not removed by or against Sublessee and, in the latter case, such entity shall not be discharged Subtenant within sixty (60) days after such appointment the date of entry (i) finding it to be bankrupt or Sublessee consents to insolvent, (ii) ordering or acquiesces in such appointmentapproving its liquidation, reorganization or any modification or alteration of the rights of its creditors, or (viii) Sublessee shall generally not pay Sublessee’s debts as such debts become dueassuming custody of, or shall make appointing a receiver or other custodian, of all or a substantial part of its properties; or (f) by its making an assignment for the benefit of of, or entering into a composition with, its creditors, or shall admit appointing or consenting to the appointment of a receiver or other custodian for all or a substantial part of its property; then, and in writing its inability to pay its debts generally as they become due. The notice and grace period provisions any of said cases (each of which is herein sometimes called a "Terminable Default"); then Tenant may, immediately or at any time thereafter (notwithstanding any license or waiver of any former breach or waiver of the benefit thereof, or consent in clauses (iany former instance) and without demand or notice or need to comply with any statute relating to summary process, in person or by agent or attorney, enter the Premises (iiforcibly if necessary) above shall have no application or any part thereof and repossess the same as of its former estate, or terminate this Sublease by written notice to the Events Subtenant, and in either event expel Subtenant and those claiming through or under it and remove their effects without being deemed guilty of Default referred any manner of trespass and without prejudice to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment remedy which otherwise might be used for arrears of rent when due or if Sublessee shall fail to keep breach of covenants, and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving of upon entry or notice as aforesaid, commences this Sublease shall terminate. Subtenant hereby waives all statutory rights (including without limitation rights of redemption) to eliminate the extent such default rights may be lawfully waived, with respect to such actions by Tenant. If this Sublease is terminated as provided for herein, or otherwise for Subtenant's breach or default, Tenant shall have all rights and proceeds diligently remedies provided to take steps the Landlord under the Prime Lease, as if said rights and remedies were fully set forth herein, and Subtenant shall be obligated to cure the samepay and all damages, Sublessor shall not have the right liabilities, and expenses to declare the term ended by reason thereof Tenant as provided for an additional period of sixty (60) daystherein. 14.3 In the event of any such Event of Default, Sublessor at any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more of the following remedies:

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstanding, it The following shall be constitute an event of default default, as that term is used in this Sublease: (“Event of Default”) under this Sublease if: (ia) Sublessee fails shall be adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Sublessee asking reorganization of Sublessee under the Federal bankruptcy laws as now or hereafter amended, or under the laws of any United States Territory or State, shall be entered, and any such decree or judgment or order shall not have been vacated or stayed or set aside within sixty (60) days from the date of entry or granting thereof; or (b) Sublessee shall file or admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or any petition pursuant or purporting to pay be pursuant to the Federal bankruptcy laws now or hereafter amended, or Sublessee shall institute any installment proceedings or give its consent to the institution of any proceedings for relief of Sublessee under any bankruptcy or insolvency laws of any jurisdiction or the laws of any jurisdiction relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangements, composition or extension; or (c) Sublessee shall make any assignment for the benefit of creditors or shall apply for or consent to the appointment of a receiver for Sublessee or any of the property of Sublessee; or (d) A decree or order appointing a receiver of the property of Sublessee shall be made and such decree or order shall not have been vacated, stayed or set aside within sixty (60) days from the date of entry or granting thereof; and (e) Sublessee shall vacate the Premises or abandon the same during the term hereof; or (f) Sublessee shall default in any monthly payments of rent or any other sum payable required to be made by Sublessee hereunder when due and such failure continues for as herein provided with a grace period of ten (10) days after written notice from allowed; or (g) Sublessee shall fail to contest the validity of any lien or claimed lien and give security to Sublessor to Sublessee that such insure payment has not been receivedthereof, or having commenced to contest the same and having given such security, shall fail to prosecute such contest with diligence, or shall fail to have the same released and satisfy any judgment rendered thereon, and such default continues for fifteen (ii15) days after notice thereof in writing to Sublessee; or (h) Sublessee fails to observe or perform shall default in any of the other material covenant or agreement of Sublessee covenants and agreements herein contained to be kept, observed and performed by Sublessee, and such failure continues after written notice given by or on behalf of Sublessor to Sublessee default shall continue for more than thirty (30) daysdays after notice thereof in writing to Sublessee. Upon the occurrence of any one or more of such events of default, Sublessor may terminate this Sublease. Upon termination of this Sublease, Sublessor may re- enter the Premises with or without process of law using such force as may be necessary, and remove all persons, fixtures, and chattels therefrom and Sublessor shall not be liable for any damages resulting therefrom. Such re- entry and repossession Cost-U-Less Sublease Page 27 shall not work a forfeiture of the rents to be paid and the covenants to be performed by Sublessee during the full term of this Sublease. Upon such repossession of the Premises, Sublessor shall be entitled to recover as liquidated damages and not as a penalty a sum of money equal to the value of the rent and other sums provided herein to be paid by Sublessee to Sublessor for the remainder of the term of this Sublease, less the fair rental value of the Premises for said period. Upon the happening of any one or more of the above- mentioned events Sublessor may repossess the Premises by forcible entry or detainer suit, or otherwise, without demand or notice of any kind to Sublessee (except as hereinabove expressly provided for) and without terminating this Sublease, in which event Sublessor may, but shall be under no obligation so to do, relet all or any part of the Premises for such rent and upon such terms as shall be satisfactory to Sublessor (including the right to relet the Premises for a term greater or lesser than that remaining under the term of this Sublease, and the right to relet the Premises as a part of a larger area, and the right to change the character or use made of the Premises). For the purpose of such reletting, Sublessor may decorate or make any repairs, changes, alterations or additions in or to the Premises that may be necessary or convenient. If Sublessor does not relet the Premises, Sublessee shall pay to Sublessor on demand as liquidated damages and not as a penalty a sum equal to the amount of the rent, and other sums provided herein to be paid by Sublessee for the remainder of the term of this Sublease. If the Premises are relet and a sufficient sum shall not be realized from such reletting after paying all of the expenses of such decorations, repairs, changes, alterations, additions, the expenses of such reletting and the collection of the rent accruing therefrom (including, but not by way of limitation, attorneys' fees and brokers' commissions), to satisfy the rent herein provided to be paid for the remainder of the term of this Sublease, Sublessee shall pay to Sublessor on demand any deficiency and Sublessee agrees that Sublessor may file suit to recover any sums falling due under the terms of this paragraph from time to time. If default shall be made in any covenant, agreement, condition or undertaking herein contained to be kept, observed and performed by Sublessee, other than the making of any payments as herein provided, however, that if such non-monetary Event of Default by Sublessee which cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days days, and if notice thereof in writing shall have been given to Sublessee, and if Sublessee, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaidsuch notice, commences to eliminate the cause of such default and proceeds diligently and with reasonable dispatch to take all steps and do all work required to cure the samesuch default and does so cure such default, then Sublessor shall not have the right to Cost-U-Less Sublease Page 28 declare the said term ended by reason thereof for an additional period of sixty (60) days. 14.3 In such default or to repossess without terminating the event Sublease; provided, however, that the curing of any default in such Event manner shall not be construed to limit or restrict the right of DefaultSublessor to declare the said term ended or to repossess without terminating the Sublease, Sublessor at and to enforce all of its right and remedies hereunder for any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more of the following remedies:other default not so cured.

Sublessee’s Default. 14.1 Any other provisions in At the option of Sublessor, a default under this Sublease notwithstanding, it by Sublessee shall be exist if any of the following events shall occur (each is called an event of default (“"Event of Default”) under this Sublease if: "): (ia) Sublessee fails to pay any installment of rent or any other sum Rent payable by Sublessee hereunder hereunder, as and when due and such failure continues due, for a period of ten (10) days after written receipt of Notice by Sublessor; provided, however, the Notice given hereunder shall be in lieu of, and not in addition to, any notice from Sublessor required under Section 1161, et seq., of the California Code of Civil Procedure; (b) Sublessee attempts to make or suffers to be made any transfer, assignment or sub-subletting except as provided in Article XIV hereof: (c) Any of Sublessee's rights under this Sublease are sold or otherwise transferred by or under court order or legal process or otherwise or if any of the events described in Section 15.2 occur; (d) Sublessee that such payment has not been received, abandons the Premises without paying rent or fails to continuously comply with all other obligations hereunder; (iie) Any representation or warranty given by Sublessee under or in connection with this Sublease proves to be materially false or misleading; (f) Sublessee fails to observe comply with the provisions of Article VI ("Hazardous Materials"), Article XIV ("Assignment and Subletting"), Atticle XVI ("Subordination; Estoppel Certificate; Financials"), Section 21.5 ("Modifications for Mortgagees") or perform any other material covenant or agreement of Sublessee herein contained and such failure continues Section 21.19 ("Authority") within two (2) business days after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) daysNotice from Sublessor, provided, however, that if the Notice required by this Section 15.1(f) shall be in lieu of, and not in addition to, any notice required under Section 1161, et seq., of the California Code of Civil Procedure; or (g) Sublessee fails to observe, keep, perform or cure within thirty (30) days after receipt of Notice by Sublessor any of the other terms, covenants, agreements or conditions contained in this Sublease or those set forth in any other agreements or Rules or Regulations which Sublessee is obligated to observe or perform pursuant to this Sublease. In the event such non-monetary Event of Default by Sublessee candefault reasonably could not reasonably be cured or corrected within such thirty (30) day period, and provided further that Sublessee but is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence reasonably susceptible to cure said Event of Defaultor correction, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) then Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due or default hereunder if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice commences the cure or correction of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of such thirty (30) days day period and Sublesseediligently prosecutes the same to completion after commencing such cure or correction. The Notice required by this Section 15.1(g) shall be in lieu of, prior to and not in addition to, any notice required under Section 1161, et seq., of the expiration California Code of thirty (30) days from and after Civil Procedure. Notices given under this Section 15.1 shall specify the giving of notice as aforesaid, commences to eliminate such alleged default and proceeds diligently to take steps to cure shall demand that Sublessee perform the sameprovisions of this Sublease or pay the Rent that is in arrears, Sublessor shall not have as the right to declare case may be, within the term ended by reason thereof for an additional applicable period of sixty (60) daystime, or quit the Premises. No such Notice shall be deemed a forfeiture or a termination of this Sublease unless Sublessor so elects in the Notice. 14.3 In the event of any such Event of Default, Sublessor at any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more of the following remedies:

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstanding, it (a) Each of the following shall be an event of default (deemed to be a “Event of Default” by Sublessee, and the failure to cure such Default within any applicable grace period shall be considered a “Breach”) under this Sublease if: : (i) Sublessee fails to pay make any installment payment of rent or any other sum payable Rent required to be made by Sublessee hereunder as and when the same is due and where such failure continues for a period of five (5) days following written notice to Sublessee; or [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. (ii) Sublessee fails to secure insurance or to provide proper evidence of insurance as set forth in Section 12 of this Sublease or fails to keep the Subleased Premises or the Building free of lien claims, and either such failure continues for more than ten (10) days after written notice from Sublessor thereof to Sublessee that such payment has not been receivedSublessee. (iii) Sublessee, by its act or omission, causes an event or condition under the Master Lease which either is a Default thereunder or, subject only to the delivery of any required notice or passage of any cure or grace period, would constitute a Breach thereunder. (iiiv) Sublessee fails to fulfill, keep, observe or perform any of the other material covenant or agreement of Sublessee covenants and obligations herein contained to be fulfilled, kept, observed and performed by Sublessee, and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, days after notice thereof in writing to Sublessee; provided that if it would reasonably require more than thirty (30) days to cure such non-monetary Event of Default by default, Sublessee canshall not reasonably be cured in default hereunder so long as Sublessee commences to cure such default within such thirty (30) day period, period and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall diligently prosecutes such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or completion. (v) Sublessee shall generally not pay Sublessee’s debts as such debts become duebe adjudged an involuntary bankrupt, or a decree or order approving, as properly filed, a petition or answer filed against Sublessee asking reorganization of Sublessee under the Federal bankruptcy laws as now or hereafter amended, or under the laws of any state, shall be entered, and any such decree or judgment or order shall not have been vacated or stayed or set aside within thirty (30) days from the date of the entry or granting thereof. (vi) Sublessee shall file, or admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or any petition pursuant or purporting to be pursuant to the Federal Bankruptcy laws now or hereafter amended, or Sublessee shall institute any proceedings for relief of Sublessee under any bankruptcy or insolvency laws or any laws relating to the relief of debtors, readjustment of indebtedness, re-organization, arrangements, composition or extension; or Sublessee shall make an any assignment for the benefit of creditors, creditors or shall apply for or consent to the appointment of a receiver for Sublessee or any of the property of Sublessee; or Sublessee shall admit in writing its inability to pay its debts generally as they become due. ; or The notice and grace period provisions in clauses (i) and (ii) above shall have no application to Subleased Premises are levied on by any revenue officer or similar officer; or a decree or order appointing a receiver of the Events property of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due be made and such decree or if Sublessee order shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessornot have been vacated, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured stayed or set aside within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving date of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Sublessor shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysentry or granting thereof. 14.3 In (b) Upon the event occurrence of any such Event of Default, Sublessor at any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more Breaches, Sublessor may exercise any remedy against, and recover such amounts from, Sublessee as Master Lessor may exercise or be entitled to for default by Lessee under the Master Lease, which provisions of the following remedies:Master Lease are hereby incorporated herein by reference. Without limiting the generality of the foregoing, Sublessor may exercise the damage remedies available under California Civil Code Sections 1951.2 and 1951.4 or any similar or successor statute which provides that a lessor may continue a lease in effect and recover damages as they become due. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

Sublessee’s Default. 14.1 Any other provisions (a) If Sublessee shall be in default of any term, covenant or condition of this Sublease, Sublessor shall have available to it all of the remedies available to Prime Landlord under the Prime Lease in the event of a like default or failure on the part of the tenant thereunder. The mention in this Sublease notwithstandingof any particular right or remedy shall not preclude Sublessor from exercising, any and all other rights and remedies available to it shall be an event under law. (b) The time limits contained in the Prime Lease for the giving of default notices, making of demands or performing of any act, condition or covenant on the part of the tenant thereunder, or for the exercise by the tenant thereunder of any right (“Event including any right to cure a default), remedy or option, are changed for the purposes of Default”incorporation herein by reference by shortening the same by three (3) under this Sublease if: (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due and days in each instance, unless such failure continues for a period of time limit is ten (10) days after written notice or less, in which event it shall be shortened by two (2) days (but in no event to less than two (2) days), so that notices may be given, demands made, any act, condition or covenant performed, or any right, remedy or option hereunder exercised by Sublessor within the time limit relating thereto contained in the Prime Lease. Notwithstanding anything to the contrary in this Sublease, if any of the express provisions of this Sublease shall conflict with any of the provisions incorporated by reference, such conflict shall be resolved in every instance in favor of the express provisions of this Sublease. (c) If the Prime Lease shall be terminated by reason of a default on the part of Sublessee with respect to any of the terms or conditions of this Sublease, Sublessor shall be entitled to either (i) recover from Sublessee as liquidated damages (A) such amount or amounts as will be equal to the damages which Prime Landlord shall recover from Sublessor in connection with such termination of the Prime Lease, and (B) the expenses incurred by Sublessor in collecting amounts referred to Sublessee that such payment has in clause (A) above, including, but not been receivedlimited to, reasonable attorneys’ fees and expenses, or (ii) recover from Sublessee fails the damages to observe or perform any other material covenant or agreement of Sublessee herein contained and such failure continues after written notice given by or on behalf of which Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, entitled under the Federal Bankruptcy Code (Title 11 terms of this Sublease or the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement Prime Lease. Regardless of whether Sublessor elects to recover damages pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses either clause (i) and or (ii) above above, such election shall have no application not preclude Sublessor from exercising any or all of its other rights and remedies under this Sublease or the Prime Lease, to the Events of Default referred to in clauses (iii) through (v) aboveextent said rights and remedies are incorporated herein. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Sublessor shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days. 14.3 In the event of any such Event of Default, Sublessor at any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more of the following remedies:

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event of default (“"Event of Default”") under this Sublease if: (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after written notice from Sublessor to Sublessee that such payment has not been received, or (ii) Sublessee fails to observe or perform any other material covenant or agreement of Sublessee herein contained and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s 's property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s 's debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above. 14.2 If Sublessee shall fail to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of this Sublease and shall continue in default for a period of ten (10) days after Sublessee has received written notice of such default and demand of performance from Sublessor, Sublessor may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Sublessor shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days. 14.3 In the event of any such Event of Default, Sublessor at any time thereafter may at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more of the following remedies:

Sublessee’s Default. 14.1 Any other provisions in this Sublease notwithstandingSection I. The Sublessee, it shall be an event of default (“Event of Default”) under this Sublease if: (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after receipt of written notice from Sublessor notice, --------- shall be considered in default of this Sublease upon failure to Sublessee that such payment has not been received, pay when due the rent or (ii) Sublessee fails to observe or perform any other material covenant or agreement sum required by the terms of Sublessee herein contained the Sublease, and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) daysdays after receipt of written notice for failure to perform any term, provided, however, covenants or condition of this Sublease provided that if any such non-monetary Event of Default by Sublessee failure which cannot reasonably be cured within such thirty (30) 30 day period, and provided further that period shall not constitute a default so long as Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall have such cure period extend beyond ninety (90) and shall diligently pursue the same to completion; provided that such cure does not exceed 90 days following from notice from Sublessor of such violationdefault, default the commencement of any action or breachproceeding for the dissolution, liquidation or reorganization under the Bankruptcy Act, of Sublessee, or (iii) Sublessee files for the appointment of a petition commencing a voluntary case, receiver or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 trustee of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in Sublessee's property; the case making of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditorscreditors by Sublessee; the suspension of business; or the abandonment of the Premises by the Sublessee. Section II. In the event of default of the Sublease by Sublessee, then ---------- Sublessor may pursue any and all remedies and rights available to the Sublessor under applicable Ohio law. Should Sublessor elect to reenter, as herein provided, or should it take possession pursuant to legal proceedings or pursuant to any notice provided for by law, it may either terminate this Sublease, or it may without terminating this Sublease relet said Premises or any parts thereof for such term or terms and at such rental or rentals and upon such other terms and conditions as Sublessor may deem advisable, with the right to make alterations and repairs to said Premises for the purpose of re-rental. Should such rentals received from such reletting during any month be less than required to be paid by Sublessee as defined above, then Sublessee shall admit in writing its inability immediately pay such deficiency to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) aboveSublessor. 14.2 If Sublessee Section III. No such reentry or taking possession of said Premises by ----------- Sublessor shall fail be construed as an election on its part to make any payment of rent when due or if Sublessee shall fail to keep and perform any express written covenant of terminate this Sublease and shall continue in default for Sublease, unless a period of ten (10) days after Sublessee has received written notice of such default and demand intention be given to Sublessee or unless the termination thereof be decreed by a court of performance from Sublessorcompetent jurisdiction. Notwithstanding any such reletting without termination, Sublessor may commence judicial proceedings, provided, however, if at any default shall occur (other than in the payment time thereafter elect to terminate this Sublease for such previous breach or act of rent) which cannot be cured within a period of thirty (30) days and Sublessee, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Sublessor shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days. 14.3 In the event of any such Event of Default, default. Should Sublessor at any time thereafter terminate this Sublease for any breach or act of default, in addition to any other remedy it may have, it may recover from Sublessee all damages it may incur by reason of such breach or act of default, including the cost of recovering the Premises, legal fees, and including the worth at its option exercise any remedies available to Sublessor at law or in equity, including, without limitation, one or more the time of such termination of the following remedies:excess, if any, of the amount of rent and charges equivalent to rent reserved in this Sublease for the remainder of the stated term over the then reasonable rental value of the Premises for the remainder of the stated term.