Common use of Sublessor’s Remedies Clause in Contracts

Sublessor’s Remedies. Upon the occurrence of an Event of Default, Sublessor may proceed at its option: (i) to keep this Agreement in effect, reserving its right to proceed later for the remaining installments of rent as they become due, and at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions of this Agreement; or (ii) declare all of the unpaid installments of monthly rent for the remainder of the term at once due and payable, with each monthly rent installment being discounted to present value at the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s default.

Sublessor’s Remedies. Upon the occurrence of an any Event of Default, Sublessor may, in its sole discretion, and without any notice to Sublessee, take any one or more of the following actions: a. terminate this Sublease, b. accelerate all remaining installments due and additional rent charges, c. perfect and enforce its lien against Sublessee by: terminating all services to Sublessee; immediately entering upon taking possession of the Office Space, and (so long as the peace is not breached) removing Sublessee, or any other person or persons, therefrom all without being deemed to have committed any manner of trespass. Any such termination, refusal, cancellation, retention, entry, or ejection shall in no way prejudice any claim Sublessor may proceed then or thereafter have against Sublessee for any charges due or other amounts, including collection and reasonable attorneys' fees incurred in connection with Sublessor's efforts to collect funds owed to it by Sublessee, or for damages for any breach of any of the terms and conditions hereof, and Sublessee does hereby agree to indemnify and hold Sublessor harmless for any loss, liability, damage, or deficiency (including reasonable attorneys' fees) arising out of, or in any way related to, any breach by Sublessee of any terms or conditions of this Sublease. Sublessor shall in no way be liable to compensate Sublessee for any damages which Sublessee may suffer by reason of any such termination, refusal, cancellation, retention, entry, or ejection hereunder or by any other action taken by Sublessor pursuant hereto. Sublessor is not responsible for any of Sublessee's furniture or other personal property, including, but not limited to, business and financial records, and files found in the Office Space in the event Sublessor exercises its possession rights against Sublessee pursuant hereto. d. If Sublessee shall not remove all effects from said Office Space at termination of this Sublease, Sublessor may, at its option: (i) , remove all or part of said effects in any reasonable manner that Sublessor shall choose and store the same without liability to keep this Agreement in effect, reserving its right to proceed later Sublessor for the remaining installments of rent as they become dueloss thereof, and at Sublessor’s option, proceed Sublessee shall be liable to Sublessor for specific performance and/or an injunction to enforce specific provisions all expenses incurred in removal and storage of said effects. Upon any termination of this Agreement; or Sublease wherein Sublessee shall be liable in any amount to Sublessor, Sublessor shall have a lien upon the personal property and effects of Sublessee in the Office Space (iiexcept Sublessee's client files) declare all of the unpaid installments of monthly rent for the remainder of the term at once due and payable, with each monthly rent installment being discounted to present value at the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenantmay, and in that event, this Agreement will terminate on the date designated by Sublessor in at its termination option without notice, sell at private sale all or part of said property and Subtenant will remain liable as provided below; and/or effects (ivexcept Sublessee's client files) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price as Sublessor may deem best and on apply the proceeds of such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent sale against any amounts due and other obligations incurred up under this Sublease from Sublessee to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased PremisesSublessor, including reasonable attorney’s fees the expenses of the removal and disbursements, actual sheriff’s fees, sale. e. Exercise any and market-rate brokerage fees incurred all rights permitted under the law of the jurisdiction in this re-leasing, plus the amount by which the aggregate of Office Space is located. Sublessee hereby expressly waives any and all monthly rent that Sublessor was rights to have received under this Agreement from the date on which Subtenant vacated any notice or was removed from the Subleased Premises right to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred cure required by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultsuch jurisdiction.

Sublessor’s Remedies. Upon On the occurrence of an Event event of Defaultdefault by Sublessee, and following any applicable notice and cure period, Sublessor may, at any time thereafter, with or without notice or demand (except as expressly provided herein) and without limiting Sublessor in the exercise of any right or remedy which Sublessor may have: (a) Peaceably reenter the Subleased Premises upon voluntary surrender by Sublessee or, if Sublessee does not voluntarily surrender the Subleased Premises, remove Sublessee therefrom and any other persons occupying the Subleased Premises, using such legal proceedings as may be available; (b) In addition to reentry under (a) above, terminate this Sub-Sublease Agreement. Upon such termination, Sublessor may proceed at its optionrecover from Sublessee damages awarded in a final non-appealable judgment by a court of competent jurisdiction or binding settlement agreement, including : (i) to keep this Agreement in effect, reserving its right to proceed later for the remaining installments worth at the time of rent as they become due, and award of the unpaid Rent that had been earned at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions the time of this Agreementtermination; or (ii) declare all of the unpaid installments of monthly rent for the remainder of the term at once due and payable, with each monthly rent installment being discounted to present value worth at the rate time of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies award of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received unpaid Rent and other charges under this Sub-Sublease Agreement from which would have been earned after termination until the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, time of award exceeds the fair market value amount of such loss of Rent that Sublessee proves could have been reasonably avoided; (iii) the worth at the time of award of the Subleased Premises during this period. In addition to, amount by which the unpaid Rent after the time of award exceeds the amount of such lost Rent that Sublessee proves could have been reasonably avoided; and not instead of (iv) any other amount necessary to compensate Sublessor for all the above remedies, if Subtenant fails detriment proximately caused by Sublessee's failure to perform any of its obligations under this Sublease Agreement when its performance or that in the ordinary course of things would be likely to result therefrom. As used herein, the following terms are defined: (a) The “worth at the time of award” of the amounts referred to in clauses (i) and (ii) is due, then Sublessor will have computed by allowing interest at the right, but not lesser of ten percent (10%) per annum or the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demandmaximum lawful rate. The performance “worth at the time of award” of the amount referred to in clause (iii) is computed by Sublessor discounting such amount at the discount rate of Subtenant’s obligations will not be construed as a modification or waiver the Federal Reserve Bank of any provision San Francisco at the time of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultaward plus 1 percent per annum.

Sublessor’s Remedies. a. Upon the occurrence of an any Event of Default, at the sole option of Sublessor, Sublessor may immediately, or at any time while such Event of Default exists, without further notice, but by any lawful means, and in connection therewith, by action at law or otherwise in accordance with law, enter the Subleased Premises and repossess the same as of Sublessor’s former estate; expel Sublessee and those claiming through or under Sublessee; and remove its and their effects without being deemed guilty of any manner of trespass and without prejudice to any remedies which might otherwise be used for arrears of rent or preceding breach of covenant. Upon such entry, this Sublease shall terminate, but Sublessee shall remain liable as hereinafter provided. Sublessee hereby waives all statutory procedural rights (and the right of redemption, if any, to the extent such right may be lawfully waived) and agrees that Sublessor, without notice to Sublessee, may store Sublessee’s effects, and those of any person claiming through or under Sublessee, at the expense and risk of Sublessee, and, if Sublessor so elects, may sell such effects at public auction or private sale and apply the net proceeds to the payment of all sums due to Sublessor from Sublessee, if any, and pay over the balance, if any, to Sublessee. b. Upon the occurrence of any Event of Default, Sublessor may proceed at its option: charge a late charge of one percent (i1%) to keep this Agreement in effect, reserving its right to proceed later for the remaining installments of rent as they become due, and at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions of this Agreement; or (ii) declare all of the unpaid installments of monthly rent for the remainder of the term at once due and payable, with each monthly rent installment being discounted to present value at the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and month on such terms as may be immediately obtainabledelinquent accounts, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance due is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultpaid. c. Intentionally deleted. d. Intentionally deleted. e. Intentionally deleted.

Sublessor’s Remedies. Upon the occurrence of an Event any event of Defaultdefault, Sublessor shall have the following rights and remedies, any one or more of which may be exercised without further notice to or demand upon Sublessee: 1. Sublessor may re-enter the demised premises and cure any default of Sublessee, in which event Sublessee shall reimburse Sublessor for any cost and expenses which Sublessor may incur to cure such default; and Sublessor shall not be liable to Sublessee for any loss or damage which Sublessee may sustain by reason of Sublessor’s action. 2. Sublessor may terminate this Sublease or Sublessee’s right to possession under this Sublease as of the date of such default, in which event: (a) neither Sublessee nor any person claiming under or through Sublessee shall thereafter be entitled to possession of the demised premises, and Sublessee shall immediately thereafter surrender the demised premises to Sublessor; (b) Sublessor may re-enter the demised premises and dispose 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 Sublessor may have for possession or arrearages in rent; and (c) not withstanding a termination of this Sublease, Sublessor may proceed at its option: (i) re-let all or any part of the demised premises for a term different from that which would otherwise have constituted the balance of the term of this Sublease and for rent and on terms and conditions different from those contained herein, whereupon Sublessee shall immediately be obligated to keep this Agreement pay to Sublessor as liquidated damages the difference between the rent provided for herein and that provided for in effectany sublease covering a subsequent re-letting of the demised premises, reserving its right to proceed later for the remaining installments period which would otherwise have constituted the balance of the term of this Sublease, together with all of Sublessor’s costs and expenses for preparing the demised premises for re-letting, including all repairs, Sublessee finish improvements, broker’s and attorney’s fees, and all loss or damage which Sublessor may sustain by reason of such termination, re-entry and re-letting, it being expressly understood and agreed that the liabilities and remedies specified herein shall survive the termination of this Sublease. Notwithstanding a termination of this Sublease by Sublessor, Sublessee shall remain liable for payment of all rentals and other charges and costs imposed on Sublessee herein, in the amounts, at the times and upon the conditions as herein provided. Sublessor shall credit against such liability of the Sublessee all amounts received by Sublessor from such re-letting after first reimbursing itself for all reasonable costs incurred in curing Sublessee’s defaults and re-entering, preparing and refinishing the demised premises for re-letting, and re-letting the demised premises. 3. Upon termination of this Sublease pursuant to Section 34(b)2, Sublessor may recover possession of the demised premises under and by virtue of the provisions of the laws of the State of Pennsylvania, or by such other proceedings, including reentry and possession, as may be applicable. 4. Any damage or loss of rent as they become duesustained by Sublessor may be recovered by Sublessor, and at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions of this Agreement; or (ii) declare all at the time of the unpaid installments of monthly rent for reletting, or in separate actions, from time to time, as said damage shall have been made more easily ascertainable by successive relettings, or at Sublessor’s option in a single proceeding deferred until the remainder expiration of the term at once due of this Sublease (in which event Sublessee hereby agrees that the cause of action shall not be deemed to have accrued until the date of expiration of said term) or in a single proceeding prior to either the time of reletting or the expiration of the term of this Sublease. 5. In the event of a breach by Sublessee of any of the covenants or provisions hereof, Sublessor shall have the right of injunction and payable, with each monthly rent installment being discounted to present value at the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenantinvoke any remedy allowed at law or in equity as if reentry, summary proceedings, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as other remedies were not provided below; and/or (iv) enforce any or all other rights or remedies provided for herein. Mention in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver Sublease of any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will particular remedy shall not preclude Sublessor from exercising any other remedy, in law or in equity. Sublessee hereby expressly waives any and all rights of its rights redemption granted by or remedies set out under any present or future laws in this Agreement the event of Sublessee being evicted or by law dispossessed for any cause, or in the event of Sublessor obtaining possession of the demised premises by reason of Subtenant’s defaultthe violation by Sublessee of any of the covenants and conditions of this Sublease or other use.

Sublessor’s Remedies. Upon the occurrence of an Event of Default, then, in addition to and without waiving any other rights and remedies available to Sublessor may proceed at law or in equity or otherwise provided in this Sublease, Sublessor may, at its option: , cumulatively or in the alternative, to the extent not inconsistent or duplicative, exercise the following remedies: (a) Sublessor may terminate Sublessee's right to possession of the Premises, in which case this Sublease shall terminate and Sublessee shall immediately surrender possession of the Premises to Sublessor. No act by Sublessor other than giving Notice to Sublessee of Sublessor's election to terminate Sublessee's right to possession shall terminate this Sublease. Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on Sublessor's initiative to protect Sublessor's interest under this Sublease shall not constitute a termination of Sublessee's right to possession. Termination shall terminate Sublessee's right to possession of the Premises but shall not relieve Sublessee of any obligation under this Sublease which has accrued prior to the date of such termination. Upon such termination, Sublessor shall have the right to re-enter the Premises, and remove all persons and subject to Section 15.3(c), property, and Sublessor shall also be entitled to recover from Sublessee: (i) to keep this Agreement in effect, reserving its right to proceed later for The worth at the remaining installments time of rent as they become due, award of the unpaid Monthly Rent and Additional Rent which had been earned at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions the time of this Agreement; or termination; (ii) declare all The worth at the time of award of the amount by which the unpaid installments Monthly Rent and Additional Rent which would have been earned after termination until the time of monthly rent award exceeds the amount of such rental loss that Sublessor could have reasonably avoided; (iii) The worth at the time of award of the amount by which the unpaid Monthly Rent and Additional Rent for the remainder balance of the term at once due Term after the time of award exceeds the amount of such rental loss that Sublessee proves could be reasonably avoided; (iv) Any other amount necessary to compensate Sublessor for all the detriment proximately caused by Sublessee's failure to perform its obligations under this Sublease or which in the ordinary course of things would be likely to result from Sublessee's default, including but not limited to, the cost of recovering possession of the Premises, commissions and payableother expenses of reletting, including necessary repair, demolition and renovation of the Premises to the condition existing immediately prior to Sublesse's occupancy, the unamortized portion of any Sublessee improvements and brokerage commissions funded by Sublessor in connection with each monthly rent installment being discounted this Sublease, the cost of rectifying any damage to present value the Premises occasioned by the act or omission of Sublessee, reasonable attorneys' fees, and any other reasonable costs; and (v) At Sublessor's election, all other amounts in addition to or in lieu of the foregoing as may be permitted by law. As used in subsections (i) and (ii) above, the "worth at the time of award" shall be computed by allowing interest at the maximum legal rate permitted by law. As used in subsection (iii) above the "worth at the time of award" shall be computed by discounting the amount at the discount rate of 3% per annum the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%). (b) Sublessor may elect not to terminate Sublessee's right to possession of the “Discount Rate”)Premises, whereupon in which event this entire amount shall become Sublease will continue in full force and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated effect as long as Sublessor does not terminate Sublessee's right to perform all other obligations this Agreementpossession, and Sublessor reserving may continue to enforce all of its rights and remedies under this Sublease, including the right to collect all additional amounts that become Rent as it becomes due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions event that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligationsavail itself of the remedy provided by this Section 15.3(b), then Subtenant will reimburse Sublessor shall not unreasonably withhold its consent to an assignment or sub-subletting of the Premises subject to the reasonable standards for the costs incurred by Sublessor Sublessor's consent as are contained in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision of this Agreement and these obligations will remain the obligations of SubtenantSublease. In addition, neither in the performance event Sublessee has entered into a sub-sublease which is valid under the terms of Subtenant’s this Sublease, Sublessor may also, at its option, cause Sublessee to assign to Sublessor the interest of Sublessee under said sub- sublease, including, but not limited to, Sublessee's right to payment of Rent as it becomes due. Sublessor may elect to enter the Premises and relet them, or any part of them, to third parties for Sublessee's account. Sublessee shall be liable immediately to Sublessor for all reasonable costs Sublessor incurs in reletting the Premises, including, but not limited to, broker's commissions, expenses of cleaning and remodeling the Premises required by the reletting, attorneys' fees and like costs. Reletting can be for a period shorter or longer than the remaining Term and for the entire Premises or any portion thereof. Sublessee shall pay to Sublessor the Monthly Rent and Additional Rent due under this Sublease on the dates the Monthly Rent and such Additional Rent are due, less the Rent Sublessor actually collects from any reletting. Except as provided in the preceding sentence, if Sublessor relets the Premises or any portion thereof, such reletting shall not relieve Sublessee of any obligation hereunder. Notwithstanding the above, no act by Sublessor nor Sublessor’s failure allowed by this Section 15.3(b) shall terminate this Sublease unless Sublessor gives Notice to perform obligations will preclude Sublessee that Sublessor from exercising elects to terminate this Sublease. (c) Notwithstanding anything to the contrary in this Sublease, (i) in no event shall Sublessor have a lien on any of its rights Sublessee's Property , including, without limitation, the property of any Collocation Licensee; (ii) in no event shall Sublessor be entitled to withhold services under this Sublease as a remedy for Sublessee's default; and (iii) in no event shall Sublessor be entitled to enter the Premises and remove or remedies set out in interfere with Sublessee's Property, including, without limitation, the property of any Collocation Licensee, without judicial process; and (iv) upon any termination of this Agreement Sublease or by law by reason the right to possession, Sublessee and Sublessee's Agents shall have a reasonable period of Subtenant’s defaulttime, not exceed thirty (30) days, to remove Sublessee's Property from the Premises, the Building and the Common Area.

Sublessor’s Remedies. Upon the occurrence of an Whenever any Event of DefaultDefault shall have happened and be subsisting, Sublessor may proceed may, and Sublessor hereby authorizes the Trustee, on behalf of Sublessor (without prior written notice to Sublessor) to, take at its option: discretion any one or more of the following remedial steps: (ia) to keep this Agreement in effect, reserving its right to proceed later for the remaining Declare all installments of rent as they become due, Basic Rent and at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions of this Agreement; or (ii) declare all of the unpaid installments of monthly rent other amounts payable under Section 4.02 hereof for the remainder of the term at once due of the Sublease (being an amount equal to the sum necessary to pay in full the remaining principal of premium, if any, and payableinterest on the Bonds, with each monthly rent installment being discounted assuming acceleration of the Bonds, and to present value at the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become pay all other obligations and indebtedness hereunder and thereunder) to be immediately due and payable, with whereupon the same shall become immediately due and payable by the Sublessee; (b) Take possession of the Facilities without termination of this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this AgreementSublease, and Sublessor reserving use its best efforts to sublease the right Facilities for the account of the Sublessee, holding the Sublessee liable for the difference between the rent and other amounts received from the Sublessee and the rents and other amounts payable by the Sublessee hereunder; (c) Terminate this Sublease, exclude the Sublessee from possession of the Facilities, and use its best efforts to lease or sell the Facilities to another for the account of the Sublessee, holding the Sublessee liable for the difference between the rentals or purchase price received and the amounts which would have been receivable hereunder; (d) Require the Sublessee to furnish copies of all books and records of the Sublessee pertaining to the Facilities; and (e) Take whatever action at law or in equity may appear necessary or appropriate to collect all the rent and other amounts and additional amounts that payments then due and thereafter to become due; due hereunder, or to enforce performance and observance of any obligation, agreement, or covenant of the Sublessee under this Sublease. In exercising the remedies provided in subsections (iiib) terminate this Agreement by notice and (c) above, Sublessor and the Trustee, acting on behalf of Sublessor, may require the Sublessee to Subtenant, assemble the Subleased Equipment and in that event, this Agreement will terminate on the date make it available to Sublessor or Trustee at a reasonably convenient place as designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultTrustee.

Sublessor’s Remedies. 18.1 In the case of any Event of Default as hereinabove provided (not cured within the applicable cure period, if any, set forth in this Sublease), Sublessor shall have the immediate right, without terminating this Sublease, to reenter the Premises and to dispossess Sublessee and all other occupants therefrom and remove and (subject to the rights of any Leasehold Mortgagee) dispose of all property therein or, at Sublessor's election, to store such property in a public warehouse or elsewhere at the cost and for the account of-Sublessee, and without Sublessor being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby. Upon the occurrence of any such Event of Default, Sublessor shall also have the right, at its option, in addition to and not in limitation of any other right or remedy, to terminate this Sublease by giving Sublessee notice of such termination and upon the giving of such notice, this Sublease, and the Term shall cease and terminate as fully and completely as if the date of termination were the Expiration Date and thereupon, unless Sublessor shall have theretofore demanded possession of the Premises, Sublessor shall have the immediate right of possession, in the manner aforesaid, and Sublessee and all other occupants shall quit and surrender the Premises to Sublessor, but Sublessee shall remain liable as hereinafter mentioned. 18.2 If by reason of the occurrence of any such Event of Default, the Term shall end before the Expiration Date, or Sublessor shall take lawful possession of the Premises, or Sublessee shall be ejected, dispossessed, or removed therefrom by summary proceedings or in any other lawful manner, whether or not specifically enumerated in this Sublease, Sublessor at any time thereafter may relet the Premises, or any part or parts thereof, either in the name of Sublessor or as agent for Sublessee, for a term or terms which may, at Sublessor's option, be less than or exceed the period of the remainder of the Term, and at such rent or rentals and upon such other conditions, which may include concessions and free rent periods, as Sublessor, in its sole discretion, shall determine. Sublessor shall receive the rents from such reletting and shall apply the same first, to the payment of such expenses as Sublessor may have incurred in connection with reentering, ejecting, removing, dispossessing, reletting, repairing, subdividing or otherwise preparing the Premises for reletting, including market brokerage and reasonable, actual attorneys' fees and expenses; second, to the payment of any indebtedness other than Rents, charges and other sums due hereunder from Sublessee to Sublessor; and the residue, if any, Sublessor shall apply to the fulfillment of the terms, covenants and conditions of Sublessee hereunder and Sublessee hereby waives all claims to the surplus, if any. Sublessee shall be and hereby agrees to be liable for and to pay Sublessor any deficiency between the Rents, charges and other sums reserved hereunder and the net rentals, as aforesaid, of reletting, if any, for each month of the period which otherwise would have constituted the balance of the Term. Sublessee hereby agrees to pay such deficiency in monthly installments on the rent payment days specified in this Sublease, and any suit or proceeding brought to collect the deficiency for any month, either during the Term or after any termination thereof, shall not prejudice or preclude in any way the rights of Sublessor to collect the deficiency for any subsequent month by a similar suit or proceeding. Sublessor shall in no event be liable in any way whatsoever for the failure to relet the Premises or in the event of such reletting, for failure to collect the rents reserved thereunder; however, in the event of termination of Sublessee's rights of possession due to an Event of Default, and provided Sublessee has vacated the Premises and is not contesting Sublessor's right to possession of the Premises, Sublessor may proceed at its option: agrees to use reasonable efforts to relet the Premises so as to minimize the damages suffered by Sublessor and payable by Sublessee. Sublessee agrees that Sublessor's agreement to use reasonable efforts to relet the Premises shall not be deemed to impose any obligation on Sublessor to relet the Premises (i) to keep this Agreement for any purposes which would be inconsistent with or which would breach any covenant of Sublessor in effectthe Prime Lease or the LLIDA Sublease, reserving its right to proceed later for the remaining installments of rent as they become due, and at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions of this Agreement; or (ii) declare all to any lessee who is not reputable or who is not financially capable of performing the duties and obligations imposed upon such lessee under the applicable lease or who does not have experience in successfully operating a business of the unpaid installments of monthly rent for the remainder of the term at once due type and payable, with each monthly rent installment being discounted size which such lessee proposes to present value at the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining conduct in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s default.the

Sublessor’s Remedies. Upon In the occurrence event Sublessee is in default pursuant to the conditions set forth in Paragraph 27.01 above, Sublessor, during the continuation of an Event such default, shall have the option of Defaultpursuing either of the following remedies: a. Sublessor may terminate this Lease, in which event Sublessee immediately shall surrender possession of the Demised Premises. All obligations of Sublessee under the Lease, including Sublessee’s obligation to pay Rent under the Lease, shall cease upon the date of termination except for Sublessee’s obligation to pay Rent due and outstanding as of the date of termination. b. Sublessor, without terminating the Lease, may require Sublessee to remove all property from the Demised Premises within thirty (30) days so that Sublessor may re-enter and relet the Demised Premises to minimize Sublessor’s damages. In the event Sublessee shall fail to remove all property within thirty (30) days after said demand, Sublessor shall be entitled to remove Sublessee’s property to a storage facility, and all reasonable costs of such removal and storage shall be deemed Additional Rent under the Lease for which Sublessee is responsible for payment. Sublessor may proceed at enforce all of its option: (i) to keep rights and remedies under this Agreement in effectLease, reserving its including the right to proceed later recover the Rent as it becomes due hereunder, provided that Sublessor shall have an affirmative obligation to use Sublessor’s best efforts to re-let the Demised Premises and to mitigate its damages under the Lease. c. Sublessor may accelerate and declare the entire remaining unpaid Rent for the remaining installments balance of this Lease to be immediately due and payable forthwith and may, at once, take legal action to recover and collect the same, such amount being discounted to present value using the prime rate published by a national bank acceptable to Sublessee and Sublessor and such amount reduced by the amount of rent as they become due, and at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions of this Agreement; or (ii) declare all of Sublessor will receive by reletting the unpaid installments of monthly rent Demised Premises for the remainder of the term at once due and payableTerm or portion thereof. d. If this Lease is terminated as set forth, with each monthly rent installment being discounted to present value at the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release relet the Subleased Demised Premises (or any portion thereof) for such price Rent and on upon such terms as Sublessor is able to obtain (which may be immediately obtainablefor lower or higher rent, and Subtenant will for a shorter or longer term), and Sublessee shall be and remain liable, not only liable for all rent due and other obligations incurred up damages sustained by Sublessor, including but not limited to any deficiency in Rent for the termination date duration of the Lease Term (or for the period of time which would have remained in the Term of this Lease in the absence of any termination, leasing fees, attorney fees, other marketing and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) collection costs and all expenses that Sublessor incurs in re-entering and re-possessing of placing the Subleased Premises, putting the Subleased Demised Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting first class rentable condition). e. Nothing contained herein diminishes any right Sublessor may have under South Carolina law to xxx Sublessee for damages in the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount event of any default by which the aggregate of all monthly rent that Sublessor was to have received Sublessee under this Agreement Lease, or from the date on which Subtenant vacated pursuing any other remedy available to Sublessor at law or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultequity.

Sublessor’s Remedies. Upon Failure by Sublessor to enforce one or more of the occurrence remedies herein provided upon an event of an Event default shall not be deemed or construed to constitute a waiver of Defaultsuch default. (a) In the event that Sublessor shall obtain possession by reentry, summary proceedings, legal or equitable actions or proceedings or other lawful measures as a result of any Default by Sublessee, Sublessee agrees to pay to Sublessor all reasonable and ordinary legal exposes incurred by Sublessor in obtaining possession of the Subleased Premises and the usual and ordinary commissions for re-letting the same for any term not extending beyond the term of this Sublease. Sublessee further agrees in such event to remain liable for and to pay all rents and other sums herein reserved, less the net amount of rents which shall be collected and received by Sublessor from the Subleased Premises, for and during the balance of the term of this Sublease. If Sublessor does not re-let the Subleased Premises, Sublessor may proceed at its option: (i) elect to keep this Agreement in effectrecover, reserving its right as liquidated damages and not as a penalty, an amount equal to proceed later for the remaining installments of rent as they become due, and at Sublessor’s option, proceed for specific performance and/or an injunction rents provided herein to enforce specific provisions of this Agreement; or (ii) declare all of the unpaid installments of monthly rent be paid by Sublessee to Sublessor for the remainder of the term of this Sublease. (b) Sublessor may terminate this Sublease upon ten (10) days written notice, in which event Sublessee shall immediately surrender the Subleased Premises to Sublessor. If Sublessee fails to do so, Sublessor may, without prejudice to any other remedy which Sublessor may have for possession or arrearages in Rent (including any interest which may have accrued pursuant to Article III of this Sublease), enter upon and take possession of the Subleased Premises. In addition, Sublessee agrees to pay to Sublessor on demand the amount of all loss and damage which Sublessor may suffer by reason of any termination effected pursuant to this Subsection. Sublessee hereby waives any statutory requirement of prior written notice for fling eviction or damage suits for nonpayment of Rent. Sublessee hereby waives any claim that may arise against Sublessor as a consequence of Sublessor’s re-entry. In addition, Sublessor may choose to terminate either a specific location or the entire Sublease agreement at once due Sublessor’s sole discretion. Terminating one location does not mean all locations are automatically terminated. (c) When Sublessor desires, Sublessor may demand a final settlement. Upon demand for a final settlement, Sublessor shall have a right to, and payableSublessee hereby agrees to pay, with each monthly rent installment being the difference between the total of all Rent and other charges provided in this Sublease for the remainder of the terse and the reasonable rental value of the Subleased Premises for such period, such difference to be discounted to present value at the rate of 3% eight percent (8%) per annum annum). (the “Discount Rate”), whereupon this entire amount d) Sublessee shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and compensate Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing sorepossession (including among other expenses, plus an additional 15% any increase in Insurance Premiums caused by the vacancy of these costs to reimburse Sublessor for its administrative expensethe Subleased Premises), within 5 days after demand. The performance all expenses incurred by Sublessor of Subtenant’s obligations will not be construed in reletting (including among other expenses, repairs, remodeling, replacements, advertisements and brokerage fees), all concessions granted to a new Sublessee upon reletting (including among other concessions, renewal options), all losses incurred by Sublessor as a modification direct or waiver indirect result of Sublessee’s default (including among other losses, any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation adverse reaction by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement mortgagee or by law by reason other Sublessees or potential Sublessees of Subtenantthe Store), and a reasonable allowance for Sublessor’s defaultadministrative efforts, salaries and overhead attributable directly or indirectly to Sublessee’s default and Sublessors pursuing the rights and remedies provided herein and under applicable law.

Sublessor’s Remedies. Upon the occurrence of an Event a Default by Tenant beyond applicable notice and cure periods, the following terms and conditions shall apply: (a) Sublessor shall have the right to terminate this Agreement by providing written notice to Tenant specifying the termination date. Upon such termination, Tenant shall vacate and surrender the Subleased Premises to Sublessor in accordance with Section 14.1, and Tenant’s rights under this Agreement shall cease, but Tenant shall remain liable for all of Defaultits obligations under this Agreement as set forth in Section 11.2(c). In the event that Tenant fails to duly vacate and surrender the Subleased Premises on or before such termination date, then Sublessor shall have the right to re-enter and repossess the Subleased Premises, expel Tenant and those claiming through or under Tenant, and remove their property and effects without being deemed guilty of any manner of trespass, and without prejudice to any remedies available to Sublessor. (b) In the event that Sublessor elects to terminate this Agreement and/or repossess the Subleased Premises pursuant to Section 11.2(a), Sublessor may proceed at relet all or any portion of the Subleased Premises, without notice to Tenant, upon such terms and conditions as Sublessor may determine, in its option: sole discretion, and may collect and receive any rent payments arising from such reletting. Without derogating from the generality of the foregoing, the Parties expressly acknowledge and agree that Sublessor may elect to (i) to keep this Agreement in effect, reserving its right to proceed later relet all or any portion of the Subleased Premises for a term that may be longer or shorter than the remaining installments of rent as they become due, and at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions Term of this Agreement, at rental rates that may be greater or lesser than the Rent payable by Tenant, or subject to improvement allowances and/or rent-free concessions; or (ii) declare perform such Alterations to the Subleased Premises that Sublessor, in its sole but reasonable discretion, considers advisable or necessary for reletting all or any portion of the Subleased Premises; and (iii) sublease other portions of the Leased Premises that are vacant, or about to become vacant, before reletting all or any portion of the Subleased Premises. The Parties further expressly acknowledge and agree that Sublessor shall be entitled to take into account all relevant factors that a sophisticated property manager would take into account in connection with deciding whether to relet the Subleased Premises, including, without limitation, the nature and quality of the Subleased Premises, the financial responsibility of any such prospective tenant, and any applicable use restrictions imposed under the Lease or by Law. Except as otherwise expressly provided in this Agreement, in no event shall Sublessor be liable in any way whatsoever for electing not to relet all or any portion of the Subleased Premises, failing to relet all or any portion of the Subleased Premises, or failing to collect any rent payable from such reletting. (c) No such termination or repossession by Sublessor under Section 11.2(a), or reletting of all or any portion of the Subleased Premises by Sublessor under Section 11.2(b), shall relieve Tenant of its liabilities and obligations under this Agreement, all of which shall survive any such termination, repossession, or reletting. Without derogating from the unpaid installments generality of monthly rent for the foregoing, Tenant covenants and agrees to pay all Rent required under this Agreement to Sublessor as and when such payments become due in accordance with the terms of this Agreement notwithstanding such termination, repossession, or reletting by Sublessor; provided, however, if Sublessor relets the Subleased Premises at any point during what would have been the remainder of the term at once due Term if such Default by Tenant had not occurred, then the Rent payable by Tenant hereunder shall be off-set by the net proceeds of any rent received by Sublessor from reletting the Subleased Premises after deducting all Sublessor’s reasonable actual out-of-pocket costs and payableexpenses incurred in connection with such reletting, with each monthly including, without limitation, all repossession costs, brokerage commissions, advertising, tenant improvements, rent installment being discounted to present value at the rate of 3% per annum (the “Discount Rate”)concessions, whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreementlegal fees, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies expenses of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release preparing the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up reletting. (d) As an alternative to the continuing payments set forth in Section 11.2(c), but in addition to Sublessor’s right to recover any accrued and unpaid Rent and any expenses incurred by Sublessor with respect to the collection of any of such Rent, Sublessor may, after termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed Agreement, elect to recover from the Subleased PremisesTenant, but also for stipulated or as liquidated damages for its nonperformance damages, an amount equal to the sum excess of (ai) all expenses that the present value of the Rent which would have accrued and been payable to Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from of such election by Sublessor for the remainder of the Term if such Default by Tenant had not occurred discounted at the rate of eight percent (8%) per annum, over and above (ii) (A) the present value of the then fair market rental value for the Subleased Premises from the date of such election by Sublessor for the remainder of the Term discounted at the rate of eight percent (8%) per annum, less (B) the reasonably estimated costs and expenses that Sublessor is reasonably expected to incur in connection with reletting the term expirationSubleased Premises, exceeds the fair market value of including, without limitation, all repossession costs, brokerage commissions, advertising, tenant improvements, rent concessions, legal fees, and such other expenses associated with preparing the Subleased Premises during this period. In addition to, for such reletting and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor negotiating a new lease for the costs incurred Subleased Premises. Tenant shall pay such liquidated damages to Sublessor within thirty (30) days of Tenant’s receipt of written demand from Sublessor. Sublessor may elect to recover the liquidated damages set forth in this Section 11.2(d) at any time after such termination by Sublessor regardless of whether Sublessor collected any Rent from Tenant pursuant to Section 11.2(c) prior to making such election. (e) Nothing contained in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification this Section 11.2 shall limit or waiver of any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor prejudice Sublessor’s failure right to perform obligations will preclude Sublessor from exercising any of its rights prove and obtain in a proceeding for bankruptcy, insolvency, or remedies set out in this Agreement or by law reorganization, by reason of Subtenant’s defaultsuch termination, an amount equal to the maximum allowed by the applicable Law in effect at the time when, and governing the proceedings in which, the damages are to be provided, whether or not the amount is greater, equal, or less than the amount of the loss or damage which Sublessor has suffered.

Sublessor’s Remedies. Upon the occurrence of an Event any such events of Defaultdefault, Sublessor shall have the option to pursue either of the following alternative remedies: (a) Without any notice or demand whatsoever, Sublessor may proceed take any one or more of the actions permissible at law to insure performance by Sublessee of Sublessee's covenants and obligations under this Sublease. In this regard, it is agreed that if Sublessee deserts or vacates the Demised Premises, Sublessor may enter upon and take possession of the Demised Premises in order to protect them from deterioration and continue to demand from Sublessee the monthly rentals and other charges provided in this Sublease, without any obligation to relet; but that if Sublessor does, at its option: sole discretion, elect to relet the Demised Premises, such action by Sublessor shall not be deemed as an acceptance of Sublessee's surrender of the Demised Premises unless Sublessor expressly notifies Sublessee of such acceptance in writing pursuant to Subsection (ib) of Section 18.2 Sublessee hereby acknowledges that Sublessor shall otherwise be reletting as Sublessee's agent and Sublessee furthermore hereby agrees to keep pay to Sublessor on demand any deficiency that may arise between the monthly rentals and other charges provided in this Agreement Sublease and that actually collected by Sublessor. It is further agreed in effectthis regard that in the event of any default described in Subsection (b) of Section 18.1, reserving its Sublessor shall have the right to proceed later enter upon the Demised Premises without being liable for prosecution of any claim for damages therefor, and do whatever Sublessee is obligated to do under the terms of this Sublease; and Sublessee agrees to reimburse Sublessor on demand for any expenses which Sublessor may incur in thus effecting compliance with Sublessee's obligations under this Sublease; and Sublessee further agrees that Sublessor shall not be liable for any damages resulting to Sublessee from such action. (b) Sublessor may terminate this Sublease by written notice to Sublessee, in which event Sublessee shall immediately surrender the Demised Premises to Sublessor, and if Sublessee fails to do so, Sublessor may, without prejudice to any other remedy which Sublessor may have for possession or arrearages in Rent (including any interest which may have accrued pursuant to Article III of this Sublease), enter upon and take possession of the Demised Premises and expel or remove Sublessee and any other person who may be occupying said premises or any part thereof, without being liable for prosecution or any claim for damages therefor. Sublessor agrees to provide ten (10) days written notice and Sublessee has ten (10) days to correct, modify and make whole any obligation. '-Sublessee hereby waives any statutory requirement of prior written notice for filing eviction or damage suits for nonpayment of Rent. In addition, Sublessee agrees to pay to Sublessor on demand the amount of all loss and damage which Sublessor may suffer by reason of any termination effected pursuant to this Subsection 18.2(b), said loss and damage to be determined by either of the following alternative measures of damage. (c) Until Sublessor is able, through reasonable efforts, the nature of which efforts shall be at the sole discretion of Sublessor, to relet the Demised Premises, Sublessee shall pay to Sublessor on or before the first day of each calendar month, the Rent and other charges provided in this Sublease. After the Demised Premises have been relet by Sublessor, Sublessee shall pay to Sublessor on the twentieth day of each calendar month the difference between the Rent and other charges provided in this Sublease for the remaining installments of rent as they become duepreceding calendar month and that actually collected by Sublessor for such month. If it is necessary for Sublessor to bring suit in order to collect a deficiency, Sublessor shall have a right to allow such deficiencies to accumulate and at Sublessor’s option, proceed for specific performance and/or to bring an injunction to enforce specific provisions of this Agreement; action on several or (ii) declare all of the unpaid installments accrued deficiencies at one time. Any such suit shall not prejudice in any way the right of monthly rent Sublessor to bring a similar action for any subsequent deficiency or deficiencies. Any amount collected by Sublessor from subsequent Sublessees for any calendar month, in excess of the Rent and other charges provided in this Sublease, shall be credited to Sublessee in reduction of Sublessee's liability for any calendar month for which the amount collected by Sublessor will be less than the Rent and other charges provided in this Sublease; but Sublessee shall have no right to such excess other than the above described credit. (d) When Sublessor desires, Sublessor may demand a final settlement. Upon demand for a final settlement, Sublessor shall have a right to, and Sublessee hereby agrees to pay, the difference between the total of all Rent and other charges provided in this Sublease for the remainder of the term at once due and payablethe reasonable rental value of the Demised Premises for such period, with each monthly rent installment being such difference to be discounted to present value at the rate of 3% eight percent (8%) per annum annum). (e) If Sublessor elects, under any of the “Discount Rate”)provisions for remedies of default set forth in Section 18.2 herein, whereupon this payments of future installments of Rent shall be accelerated, Sublessee shall pay to Sublessor a sum equal to the entire amount shall become and be immediately of the Rent for the remainder of the Sublease term, plus any other sums due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option lease. (iiif) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligationscompute damages in the manner prescribed by Subsection (c) above, then Subtenant will reimburse Sublessor for this election shall in no way prejudice Sublessor's right at any time thereafter to demand a final settlement in accordance with Subsection (d) above. Pursuit of any of the costs incurred above remedies shall not preclude pursuit of any other remedies prescribed in other sections of this Sublease and any other remedies provided by law. Forbearance by Sublessor in doing so, plus to enforce one or more of the remedies herein provided upon an additional 15% event of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will default shall not be deemed or construed as to constitute a modification or waiver of any provision of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s such default.

Sublessor’s Remedies. Upon the occurrence of an Event of Default, Sublessor, without notice to Sublessee in any instance (except where expressly provided for below or by applicable law) may do any one or more of the following: (a) Declare due and payable and xxx for and recover, all unpaid rent for the unexpired period of the Term as if by the terms of this Sublease the same were payable in advance, together with all reasonable legal fees and other expenses incurred by Sublessor in connection with the enforcement of any of Sublessor’s rights and remedies hereunder. (b) Distrain, collect or bring action for such rent as being in arrears, or file a proof of claim in any bankruptcy or insolvency proceeding for such rent, or institute any other proceedings, whether similar or dissimilar to the foregoing, to enforce payment thereof. (c) Terminate this Sublease in which event Sublessee shall immediately surrender the Subleased Premises to Sublessor, and if Sublessee fails to do so, Sublessor may, without prejudice to any other remedy which it may have for possession or arrearages in rent, enter upon and take possession of the Subleased Premises and expel or remove Sublessee and any other person who may be occupying the Subleased Premises or any part thereof, by force if necessary, without being liable for prosecution or any claim for damages therefor, and Sublessee agrees to pay to Sublessor on demand the amount of all loss and damage which Sublessor may proceed suffer by reason of such termination, whether through inability to relet the Subleased Premises on satisfactory terms or otherwise, including the loss of rental for the remainder of the Term. (d) Enter upon and take possession of the Subleased Premises and expel or remove Sublessee and any other person who may be occupying the Subleased Premises or any part thereof, by force if necessary, without being liable for prosecution of any claim for damages therefor, and if Sublessor so elects, relet the Subleased Premises on such terms as Sublessor shall deem advisable and receive the rent therefor, and Sublessee agrees to pay to Sublessor on demand any deficiency that may arise by reason of such reletting for the remainder of the Term. (e) If Sublessee fails to perform any covenant or observe any condition to be performed or observed by Sublessee hereunder or acts in violation of any covenant or condition hereof, Sublessor may, but shall not be required to on behalf of Sublessee, perform such covenant and/or take such steps, including entering upon the Subleased Premises, as may be necessary or appropriate to meet the requirements of any such covenant or condition, and all costs and expenses incurred by Sublessor in so doing, including reasonable legal fees, shall be paid by Sublessee to Sublessor upon demand, plus interest at its option: the rate of 10% per annum from the date of expenditure(s) by Sublessor, as additional rent. Sublessor’s proceeding under the rights reserved to Sublessor under this subsection shall not in any way prejudice or waive any rights as Sublessor might otherwise have against Sublessee by reason of Sublessee’s default. (f) Exercise any other rights and remedies available to Sublessor at law or in equity. Unless Sublessor delivers to Sublessee written notice of Sublessor’s intent to terminate this Sublease, (i) to keep this Agreement in effect, reserving its right to proceed later for no reentry or taking possession of the remaining installments of rent as they become due, and at Subleased Premises by Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions of this Agreement; or (ii) declare all forfeiture or waiver of any rent due to Sublessor hereunder; or (iii) forfeiture or waiver of any damages accruing to Sublessor by reason of the unpaid installments violation of monthly any of the terms, provisions and covenants herein contained, shall be construed as an election on the part of Sublessor to terminate this Sublease. Sublessor’s acceptance of rent following an Event of Default hereunder shall not be construed as Sublessor’s waiver of such Event of Default. No waiver by Sublessor 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 violation or default. The loss or damage that Sublessor may suffer by reason of termination of this Sublease or the deficiency from any reletting as provided for above shall include the expense of repossession and any repairs or remodeling undertaken by Sublessor following possession. Should Sublessor at any time terminate this Sublease for any default, Sublessee shall not be relieved of its liabilities and obligations hereunder, and, in addition to any other remedy Sublessor may have, Sublessor may recover from Sublessee all damages Sublessor may incur by reason of such default, including the cost of recovering the Subleased Premises and the loss of rental for the remainder of the term at once due Term. Sublessee’s obligations and payable, with each monthly rent installment being discounted to present value at liabilities under this Sublease shall also survive repossession and reletting of the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated Subleased Premises by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or pursuant to the foregoing provisions of this subsection. (ivg) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement and Sublessee herein enumerated shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition toto the other remedies set forth in this Sublease, and not instead Sublessor shall be entitled to the restraint by injunction of the above remedies, if Subtenant fails to perform violation or attempted violation of any of its obligations under this Agreement when its performance is duethe covenants, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary agreements or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision conditions of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultSublease.

Sublessor’s Remedies. Upon the occurrence of If an Event of DefaultDefault occurs, at any time -------------------- thereafter: (i) Sublessor may reenter the Premises and remove all persons and property and again repossess and enjoy the Premises, without notice, either by summary proceedings, or by any other applicable action or proceeding, or by force or otherwise (without being liable to indictment, prosecution, or damages therefor). Sublessor may use the Premises for Sublessor's own purposes or relet it, without prejudice to any other remedies that Sublessor may have by reason of Sublessee's default. None of these actions will be deemed an acceptance of surrender by Sublessee. To the extent permitted by law, Sublessee expressly waives the service of any notice of intention to terminate this Sublease or to retake the Premises, and waives service of any demand for payment of rent or for possession, and of any and every other notice or demand required or permitted under applicable law. (ii) Sublessor, at its option may relet the whole or any part of the Premises from time to time, either in the name of Sublessor or otherwise, to such tenants, for such terms ending before, on or after the Expiration Date, at such rentals and upon such other conditions (including concessions and free rent periods) as Sublessor, in its sole discretion, may determine to be appropriate. Sublessor shall have no obligation to relet the Premises or any part thereof and shall not be liable for refusal or failure to relet the Premises or, in the event of any such reletting, for refusal or failure to collect any rent due upon such reletting. No such refusal or failure shall operate to relieve Sublessee of any liability under the Sublease or otherwise affect any such liability. Sublessor, at its option, may make such physical changes to the Premises as Sublessor, in its sole discretion, considers advisable or necessary in connection with any such reletting or proposed reletting, without relieving Sublessee of any liability under this Sublease or otherwise affecting Sublessee's liability. (iii) Whether or not Sublessor retakes possession or relets the Premises, Sublessor shall have the right to recover unpaid rent and all damages caused by the default, including attorneys' fees. Damages shall include, without limitation, (A) all arrears of Monthly Base Rent and all other sums payable by Sublessee under this Sublease (together with interest thereon at the Specified Rate), (B) all legal expenses and related costs incurred by Sublessor following Sublessee's default, (C) all costs incurred by Sublessor in making such physical changes to the Premises as Sublessor, in its sole discretion, considers necessary in connection with any reletting, (D) all cost incurred by Sublessor in reletting the Premises, including, without limitation, any brokerage commissions and the value of Sublessor's time, and (E) all other costs and expenses incurred by or on behalf of Sublessor hereunder. (iv) Upon such termination, in addition to any other rights and remedies to which Sublessor may be entitled under applicable law, Sublessor may proceed at its optionrecover from Sublessee: (iA) to keep this Agreement in effect, reserving its right to proceed later for the remaining installments worth at the time of rent as they become due, and at Sublessor’s option, proceed for specific performance and/or an injunction to enforce specific provisions of this Agreement; or (ii) declare all award of the unpaid installments of monthly rent for the remainder of the term at once due and payable, with each monthly rent installment being discounted to present value which had been earned at the rate time of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become duetermination; (iiiB) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies worth at the time of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date award of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate unpaid rent which would have been earned after termination until the time of all monthly award exceeds the amount of such rent loss that Sublessor was to Sublessee proves could have received under this Agreement from been reasonably avoided; (C) the date on worth at the time of award of the amount by which Subtenant vacated or was removed from the Subleased Premises to unpaid rent for the balance of the term expiration, of this Sublease after the time of award exceeds the fair market value amount of such rent loss that Sublessee proves could be reasonably avoided; and (D) any other amount necessary to compensate Sublessor for all the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails detriment proximately caused by Sublessee's failure to perform any of its obligations under this Agreement when its performance is dueSublease or which in the ordinary course of things would be likely to result therefrom. The "worth at the time of award" of the amounts referred to in clauses (A) and (B) above shall be computed by allowing interest at the Specified Rate. The worth at the time of award of the amount referred to in clause (C) above shall be computed by discounting such amount at a rate equal to the greater of nine percent (9%) per annum or the discount rate of the Federal Reserve Board of San Francisco at the time of award plus one percentage point. (v) If Sublessee shall fail to pay any sum of money required to be paid by Sublessee hereunder or shall fail to perform any other act on Sublessee's part to be performed hereunder, then Sublessor will have the rightSublessee may, but shall not the obligationbe obligated so to do, and without waiving or releasing Sublessee from any obligations of Sublessee, make any such payment or perform any such other act of Sublessee's part to pay all be made or performed under this Sublease. All sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred so paid by Sublessor in doing soand all necessary incidental costs shall be paid to Sublessor on demand, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision of this Agreement and these obligations will remain together with interest thereon at the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultSpecified Rate.

Sublessor’s Remedies. Upon the occurrence of an Event of Default, Sublessor, without notice to Sublessee in any instance (except where expressly provided for below or by applicable law), may do any one or more of the following: a. In the event that this Sublease is terminated, the Sublessee covenants to pay to the Sublessor punctually all the sums (“Periodic Payments”) and perform all the obligations which the Sublessee covenants in this Sublease to pay and to perform in the same manner and to the same extent and at the same time as if this Sublease had not been terminated, and all of the Sublessor’s expenses in connection with reletting the Subleased Premises including, without limitation, all repossession costs, brokerage commissions, reasonable fees for legal services and expenses of preparing the Subleased Premises for such reletting. However, the Sublessor may proceed elect, at its option: any time, to demand in lieu of any further obligations to make Periodic Payments, and payments on account of the Sublessor’s reletting costs thereafter accruing, as compensation, an amount (the “Lump Sum Payment”) equal to the excess, if any, of the discounted present value of the total rent reserved for the then remainder of the Term over the then discounted present fair rental value of the Subleased Premises for the then remainder of the Term. The discount rate for calculating such sum shall be the then current rate of United States Treasury securities having a maturity date as close as possible to the end of the Term (had the Sublease not been terminated). In calculating the rent reserved, there shall be included, in addition to the Annual Rent and all additional rent, the value of all other considerations agreed to be paid or performed by the Sublessee over the remainder of the Term. In calculating the Periodic Payments to be made by the Sublessee under the foregoing covenant, the Sublessee shall be credited with the net proceeds of any rent obtained by reletting the Subleased Premises, after deducting all the Sublessor’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, reasonable fees for legal services and expenses of preparing the Subleased Premises for such reletting. The Sublessor may (i) to keep this Agreement in effectrelet the Subleased Premises, reserving its right to proceed later or any part or parts thereof, for a term or terms which may, at the remaining installments of rent as they become due, and at Sublessor’s option, proceed exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Sublessor in its reasonable commercial judgment considers advisable or necessary to relet the same and (ii) make such alterations, repairs and improvements in the Subleased Premises as the Sublessor in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Sublessor in accordance with foregoing or failure to relet or to collect rent under any reletting shall operate to release or reduce the Sublessee’s liability. The Sublessor shall be entitled to seek to rent other properties of the Sublessor prior to reletting the Subleased Premises. b. Distrain, collect or bring action for specific performance and/or an injunction such rent as being in arrears, or file a proof of claim in any bankruptcy or insolvency proceeding for such rent, or institute any other proceedings, whether similar or dissimilar to the foregoing, to enforce specific provisions payment thereof. c. Terminate this Sublease, in which event Sublessee shall immediately surrender the Subleased Premises to Sublessor, and if Sublessee fails to do so, Sublessor may, without prejudice to any other remedy which it may have for possession or arrearages in rent, enter upon and take possession of the Subleased Premises and lawfully expel or remove Sublessee and any other person who may be occupying the Subleased Premises or any part thereof, without being liable for prosecution or any claim for damages therefor, and Sublessee agrees to pay to Sublessor on demand the amount of all loss and damage which Sublessor may suffer by reason of such termination, whether through inability to relet the Subleased Premises on satisfactory terms or otherwise, including the loss of rental for the remainder of the Term. d. Enter upon and take possession of the Subleased Premises and lawfully expel or remove Sublessee and any other person who may be occupying the Subleased Premises or any part thereof, without being liable for prosecution of any claim for damages therefor, and if Sublessor so elects, relet the Subleased Premises on such terms as Sublessor shall deem advisable and receive the rent therefor, and Sublessee agrees to pay to Sublessor on demand any deficiency that may arise by reason of such reletting for the remainder of the Term. e. If Sublessee fails to perform any covenant or observe any condition to be performed or observed by Sublessee hereunder or acts in violation of any covenant or condition hereof beyond any applicable notice and cure period, Sublessor may, but shall not be required to on behalf of Sublessee, perform such covenant and/or take such steps, including entering upon the Subleased Premises, as may be necessary or appropriate to meet the requirements of any such covenant or condition, and all costs and expenses incurred by Sublessor in so doing, including reasonable legal fees, shall be paid by Sublessee to Sublessor upon demand, plus interest at the rate set forth in Section 4.c above from the date of expenditure(s) by Sublessor, as additional rent. Sublessor’s proceeding under the rights reserved to Sublessor under this Agreementsubsection shall not in any way prejudice or waive any rights as Sublessor might otherwise have against Sublessee by reason of Sublessee’s default. f. Exercise any other rights and remedies available to Sublessor at law or in equity. Unless Sublessor delivers to Sublessee written notice of Sublessor’s intent to terminate this Sublease, (i) no reentry or taking possession of the Subleased Premises by Sublessor; or (ii) declare all forfeiture or waiver of any rent due to Sublessor hereunder; or (iii) forfeiture or waiver of any damages accruing to Sublessor by reason of the unpaid installments violation of monthly any of the terms, provisions and covenants herein contained, shall be construed as an election on the part of Sublessor to terminate this Sublease. Sublessor’s acceptance of rent following an Event of Default hereunder shall not be construed as Sublessor’s waiver of such Event of Default. No waiver by Sublessor 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 violation or default. The loss or damage that Sublessor may suffer by reason of termination of this Sublease or the deficiency from any reletting as provided for above shall include the expense of repossession and any repairs or remodeling undertaken by Sublessor following possession. Should Sublessor at any time terminate this Sublease for any default, Sublessee shall not be relieved of its liabilities and obligations hereunder, and, in addition to any other remedy Sublessor may have, Sublessor may recover from Sublessee all damages Sublessor may incur by reason of such default, including the cost of recovering the Subleased Premises and the loss of rental for the remainder of the term at once due Term. Sublessee’s obligations and payable, with each monthly rent installment being discounted to present value at liabilities under this Sublease shall also survive repossession and reletting of the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreement, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated Subleased Premises by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in pursuant to the foregoing provisions of this Agreement or permitted by law. subsection. g. All rights and remedies of Sublessor under this Agreement and Sublessee herein enumerated shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition toto the other remedies set forth in this Sublease, and not instead Sublessor shall be entitled to the restraint by injunction of the above remedies, if Subtenant fails to perform violation or attempted violation of any of its obligations under this Agreement when its performance is duethe covenants, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary agreements or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver of any provision conditions of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultSublease.

Sublessor’s Remedies. Upon each occurrence of an Event of Default and so long as such Event of Default shall be continuing and Sublessee has not made reasonable steps to cure such default, Sublessor may at any time thereafter at its election: terminate this Sublease or Sublessee’s right of possession, (but Sublessee shall remain liable as hereinafter provided) and/or pursue any other remedies at law or in equity. Upon the occurrence termination of this Sublease or termination of Sublessee’s right of possession, it shall be lawful for Sublessor, without formal demand or notice of any kind, to re-enter the Subleased Premises by summary dispossession proceedings or any other action or proceeding authorized by law and to remove Sublessee and all persons and property therefrom. If Sublessor re-enters the Subleased Premises, Sublessor shall have the right to keep in place and use, or remove and store, all of the furniture, fixtures and equipment at the Subleased Premises. If Sublessor terminates this Sublease by reason of an Event of Default, Sublessor may proceed at its optionrecover from Sublessee the sum of: (i) all Rent and all other amounts accrued hereunder to keep this Agreement in effectthe date of such termination; the cost of reletting the whole or any part of the Subleased Premises, reserving its right to proceed later for the remaining installments of rent as they become dueincluding without limitation brokerage fees and/or leasing commissions incurred by Sublessor, and at Sublessorcosts of removing and storing Sublessee’s optionor any other occupant’s property, proceed for specific performance and/or an injunction repairing, altering, remodeling, or otherwise putting the Subleased Premises into condition acceptable to enforce specific provisions of this Agreement; a new tenant or (ii) declare all of the unpaid installments of monthly rent for the remainder of the term at once due and payable, with each monthly rent installment being discounted to present value at the rate of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreementtenants, and Sublessor reserving the right to collect all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated reasonable expenses incurred by Sublessor in pursuing its remedies, including reasonable attorneys’ fees and court costs; and the excess of the then present value of the Rent and other amounts payable by Sublessee under this Sublease as would otherwise have been required to be paid by Sublessee to Sublessor during the period following the termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided of this Sublease measured from the date of such termination to the expiration date stated in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement Sublease, which shall be cumulative, and none shall exclude deemed not to exceed twelve (12) months over the present value of any other right or remedy allowed net amounts which Sublessee establishes Sublessor can reasonably expect to recover by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release reletting the Subleased Premises for such price and on such terms as may be immediately obtainableperiod, and Subtenant will be and remain liable, not only for all rent due taking into consideration the availability of acceptable tenants and other obligations incurred up to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance market conditions affecting leasing. Such present values shall be calculated at a discount rate equal to the sum 90-day U.S. Treasury bxxx rate at the date of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting such termination. If the Subleased Premises in proper repairare not relet, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting then Sublessee shall pay to Sublessor as reasonable damages a sum equal to the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred amount of the rental reserved in this re-leasingSublease for such period or periods, plus the amount by which the aggregate cost of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value recovering possession of the Subleased Premises during this period. In addition to(including reasonable attorneys’ fees and costs of suit), the unpaid Rent and other amounts accrued hereunder at the time of repossession, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred in any attempt by Sublessor to relet the Subleased Premises. If the Subleased Premises are relet and a sufficient sum shall not be realized from such reletting [after first deducting therefrom, for retention by Sublessor, the unpaid Rent and other amounts accrued hereunder at the time of reletting, the cost of recovering possession (including reasonable attorneys’ fees and costs of suit), all of the costs and expense of repairs, changes, alterations, and additions, the expense of such reletting (including without limitation brokerage fees and leasing commissions) and the cost of collection of the rent accruing therefrom] to satisfy the rent provided for in doing sothis Sublease to be paid, plus an additional 15% of these costs then Sublessee shall immediately satisfy and pay any such deficiency. Any such payments due Sublessor shall be made upon demand therefor from time to reimburse time and Sublessee agrees that Sublessor for its administrative expense, within 5 days after demandmay file suit to recover any sums falling due from time to time. The performance Exercise by Sublessor of Subtenant’s obligations will any one or more remedies hereunder granted or otherwise available shall not be deemed to be an acceptance of surrender of the Subleased Premises and/or a termination of this Sublease by Sublessor, whether by agreement or by operation of law, it being understood that such surrender and/or termination can be effected only by the written agreement of Sublessor and Sublessee. Any law, usage, or custom to the contrary notwithstanding, Sublessor shall have the right at all times to enforce the provisions of this Sublease in strict accordance with the terms hereof; and the failure of Sublessor at any time to enforce its rights under this Sublease strictly in accordance with same shall not be construed as having created a modification custom in any way or manner contrary to the specific terms, provisions, and covenants of this Sublease or as having modified the same. Sublessee and Sublessor further agree that forbearance or waiver by Sublessor to enforce its rights pursuant to this Sublease or at law or in equity, shall not be a waiver of Sublessor’s right to enforce one or more of its rights in connection with any subsequent default. A receipt by Sublessor of rent or other payment with knowledge of the breach of any covenant hereof shall not be deemed a waiver of such breach, and no waiver by Sublessor of any provision of this Agreement Sublease shall be deemed to have been made unless expressed in writing and these signed by Sublessor. To the greatest extent permitted by law, Sublessee waives the service of notice of Sublessor’s intention to re-enter as provided for in any statute, or to institute legal proceedings to that end, and also waives all right of redemption in case Sublessee shall be dispossessed by a judgment or by warrant of any court or judge. The terms “enter,” “re-enter,” “entry” or “re-entry,” as used in this Sublease, are not restricted to their technical legal meanings. Any reletting of the Subleased Premises shall be on such term and conditions as Sublessor in its sole discretion may determine (including without limitation a term different than the remaining Term, rental concessions, alterations and repair of the Subleased Premises, lease of less than the entire Subleased Premises to any tenant and leasing any or all other portions of the Project before reletting the Subleased Premises). Sublessor shall not be liable, nor shall Sublessee’s obligations will remain the obligations of Subtenant. In additionhereunder be diminished because of, neither the performance of Subtenant’s obligation by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any relet the Subleased Premises or collect rent due in respect of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultsuch reletting.

Sublessor’s Remedies. Upon the occurrence of an Event of DefaultSublessee’s default, Sublessor may proceed at its option: (i) to keep this Agreement shall have all remedies provided in effectlaw or equity, reserving its including without limitation, the right to proceed later for end this Sublease or Sublessee’s right to possession hereunder, in which case Sublessee shall immediately vacate the remaining installments Sublet Premises; with or without process of rent as they become duelaw, and if necessary, remove Sublessee, with or without having ended the Sublease, and alter locks and other security devices at the Sublet Premises, and Sublessee waives any claim for damages by reason of Sublessor’s optionreentry, proceed repossession, or alteration of locks or other security devices and for specific performance and/or an injunction damages by reason of any legal process. If Sublessor ends this Sublease or Sublessee’s right to enforce specific provisions possess the Sublet Premises hereunder, Sublessee shall be liable to Sublessor for monthly rent, and any other indebtedness of Sublessee under this Agreement; or (ii) declare all of Sublease, accrued to the unpaid installments of monthly rent for date the Sublease ends and thereafter scheduled during the remainder of the term Term. Sublessor may sxx and take any other action provided by law to collect the amounts due hereunder at once any time and from time to time without waiving its rights to sxx for and collect further amounts due and payablefrom Sublessee hereunder. Notwithstanding the foregoing, with each monthly rent installment being discounted (i) Sublessor agrees to present value at the rate use commercially reasonable efforts to mitigate its damages following an event of 3% per annum (the “Discount Rate”), whereupon this entire amount shall become and be immediately due and payable, with this Agreement remaining in effect, Subtenant remaining obligated to perform all other obligations this Agreementdefault by Sublessee, and (ii) Sublessor reserving the right to collect shall comply with all additional amounts that become due; (iii) terminate this Agreement by notice to Subtenant, and in that event, this Agreement will terminate on the date designated by Sublessor in its termination notice, and Subtenant will remain liable as provided below; and/or (iv) enforce any or all other rights or remedies provided in this Agreement or permitted by law. All rights and remedies of Sublessor under this Agreement shall be cumulative, and none shall exclude any other right or remedy allowed by this Agreement or by law. If Sublessor elects option (iii) and terminates this Agreement, then Sublessor may release the Subleased Premises for such price and on such terms as may be immediately obtainable, and Subtenant will be and remain liable, not only for all rent due and other obligations incurred up applicable laws with respect to the termination date of this Lease and for all damages that accrue until Subtenant vacates or is removed from the Subleased Premises, but also for stipulated or liquidated damages for its nonperformance equal to the sum of (a) all expenses that Sublessor incurs in re-entering and re-possessing the Subleased Premises, putting the Subleased Premises in proper repair, curing Subtenant’s defaults, removing improvements and Subtenant’s property and reletting the Subleased Premises, including reasonable attorney’s fees and disbursements, actual sheriff’s fees, and market-rate brokerage fees incurred in this re-leasing, plus the amount by which the aggregate of all monthly rent that Sublessor was to have received under this Agreement from the date on which Subtenant vacated or was removed from the Subleased Premises to the term expiration, exceeds the fair market value of the Subleased Premises during this period. In addition to, and not instead of the above remedies, if Subtenant fails to perform any of its obligations under this Agreement when its performance is due, then Sublessor will have the right, but not the obligation, to pay all sums and take all actions that are necessary or desirable to perform Subtenant’s obligations. If Sublessor elects to perform Subtenant’s obligations, then Subtenant will reimburse Sublessor for the costs incurred by Sublessor in doing so, plus an additional 15% of these costs to reimburse Sublessor for its administrative expense, within 5 days after demand. The performance by Sublessor of Subtenant’s obligations will not be construed as a modification or waiver pursuit of any provision remedy against Sublessee following an event of this Agreement and these obligations will remain the obligations of Subtenant. In addition, neither the performance of Subtenant’s obligation default by Sublessor nor Sublessor’s failure to perform obligations will preclude Sublessor from exercising any of its rights or remedies set out in this Agreement or by law by reason of Subtenant’s defaultSublessee.