Common use of Tenant Events of Default Clause in Contracts

Tenant Events of Default. The occurrence of any one or more of the following events shall constitute an “Event of Default by Tenant” under this Lease by Tenant: (i) The failure by Tenant to make any payment of Rent or any other payment required to be made by Tenant hereunder, as and when due, which failure continues for a period of ten (10) days following notice given by Landlord to Tenant. (ii) Failure by Tenant to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Tenant, where such failure shall continue for a period of forty-five (45) days after notice thereof given by Landlord to Tenant. In the event the default cannot reasonably be cured within such forty-five (45) day period, Tenant shall not be in default if Tenant commences the cure within the forty-five (45) day period and thereafter diligently prosecutes the cure to completion. (iii) (A) The making by Tenant of any general arrangement or general assignment for the benefit of creditors; (B) Tenant becomes a debtor as defined in 11 U.S.C. 101 or any successor statute thereto (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); (C) the appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) days.

Tenant Events of Default. The occurrence of any one or more of the following acts, events or conditions, regardless of the pendency of any proceeding which has or might have the effect of preventing Tenant from complying with the terms, conditions or covenants of this Lease, shall constitute an “"Event of Default by Tenant” Default" under this Lease by TenantLease: (ia) The failure by Tenant fails to make any payment of Rent or any other payment required to be made by Tenant hereunder, as and when due, which failure continues for a period of within ten (10) days following after the due date thereof, or Tenant fails to make any payment of Additional Rent within ten (10) days after receipt of written notice from Landlord that Additional Rent is due; provided, however, the first two (2) times in any given by calendar year during the Term that Tenant shall fail to make payment of Rent, it shall not be deemed an Event of Default under this Lease unless Tenant has not paid such past due Rent within five (5) days after receipt of written notice from Landlord to Tenant.that such Rent is past due; or (iib) Failure by Tenant fails or refuses to observe fulfill or perform any other covenant, agreement or obligation of the covenants, conditions or provisions of this Lease to be observed or performed by Tenant, where Tenant hereunder and such failure or refusal shall continue without correction for a period of forty-five thirty (4530) calendar days after receipt of written notice thereof given by from Landlord to Tenant. In of such default; provided, however, that in the event the of a default which cannot reasonably be cured within such forty30-five (45) day period, Tenant then such cure period shall continue for so long as Tenant, after receiving such notice, proceeds to cure the default as soon as reasonably practicable and continues to take all steps necessary to complete the same within a period of time which, under all prevailing circumstances shall be reasonable, not be to exceed, in default if Tenant commences the cure within the forty-five any event, ninety (4590) day period and thereafter diligently prosecutes the cure to completion.days; or (iii) (Ac) The estate or interest of Tenant in the Premises, or any portion thereof, or in this Lease is levied upon or attached in any proceedings and such process is not vacated or discharged within sixty (60) days after the date of such levy or attachment; or (d) There is any entry of a decree or order for relief by a court having jurisdiction in the Premises in respect of Tenant in an involuntary case under the federal bankruptcy laws, as now or hereafter constituted, or any other applicable federal or state bankruptcy, insolvency or other similar law, or appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official) of Tenant or for any substantial part of its property, or ordering the winding-up or liquidation of its affairs and the continuance of any such decree or order unstayed and in effect for a period of sixty (60) days; or (e) There is commenced by Tenant a voluntary case under the federal bankruptcy laws, as now constituted or hereafter amended, or any other applicable federal or state bankruptcy, insolvency or other similar law, or the consent by it to the appointment of or taking possession by a receiver, liquidator, assignee, trustee, custodian, sequestrator (or other similar official) of Tenant or for any substantial part of its property, or the making by Tenant it of any general arrangement or general assignment for the benefit of creditors; (B) , or the failure of Tenant becomes a debtor generally to pay its debts as defined such debts become due, or the taking of corporate action by Tenant in 11 U.S.C. 101 or furtherance of any successor statute thereto (unless, in of the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); (C) the appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) daysforegoing.

Tenant Events of Default. The occurrence of any one or more Each of the following events shall constitute be an “Event event of Default by Tenant” default under this Lease by Tenant:(each, subject to the additional notice and cure provisions of Section 17.3, a “Tenant Event of Default”): (ia) The failure by Tenant fails to make any payment of Base Rent when due and such failure continues for two (2) Business Days after Tenant’s receipt of written notice from Landlord of such failure; or (b) Tenant fails to make any payment of Additional Rent (other than a failure to pay Base Rent and except for such payments as Tenant is contesting in good faith or pursuant to a Tax Challenge or a Permitted Tenant Contest) and such failure continues for fifteen (15) Business Days after Tenant’s receipt of written notice of such failure from Landlord; or (c) any other payment required to be representation or warranty made by Tenant hereunderunder this Lease is false at the time made and which, as individually or in the aggregate with respect to each other such false representation or warranty, is material; or (d) Tenant makes or permits a Lease Assignment or a Sublease in violation of Article XVII of this Lease, and when duewith respect to a Lease Assignment or Sublease to or with an Affiliate of Tenant, which Tenant fails to unwind or terminate such Lease Assignment or Sublease within sixty (60) days after Tenant’s receipt of written notice from Landlord of such breach; or (e) Tenant fails to maintain property insurance on the Leased Property in material compliance with this Lease, and such failure continues for a period fifteen (15) Business Days after Tenant’s receipt of ten (10) days following written notice given by Landlord to Tenant.of such failure from Landlord; or (iif) Failure by Tenant fails to observe or perform any other covenant of the covenantsTenant under this Lease (i.e., conditions or provisions other than those specified in other subsections of this Lease to be observed or performed by Tenant, where such Section 23.1) and that failure shall continue continues for a period of forty-five sixty (4560) days after Tenant’s receipt of written notice thereof given by of that breach from Landlord (or if the cure of that failure reasonably requires more than sixty (60) days to Tenant. In the event the default cannot reasonably be cured within such forty-five (45) day periodcomplete, Tenant shall not be in default if Tenant commences fails to commence the cure within the forty-five such sixty (4560) day period and thereafter to diligently prosecutes the pursue such cure to completion.), but with respect to the foregoing, no such uncured failure shall constitute a Tenant Event of Default unless individually or in the aggregate with each other such uncured failure, such failure is material; or (iiig) (A) The making the filing by or against Tenant or Tenant Guarantor of a petition for relief under any general arrangement or general assignment for the benefit of creditors; (B) Tenant becomes a debtor as defined in 11 U.S.C. 101 or any successor statute thereto Debtor Relief Laws (unless, in the case of a petition filed against TenantTenant or Tenant Guarantor, the same is dismissed within sixty ninety (6090) daysdays after filing); (C) , or the appointment of a trustee or receiver to take possession of all, or substantially all all, of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of TenantGuarantor’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure appointment is not discharged within sixty in ninety (6090) daysdays after appointment of said trustee or receiver, or the voluntary filing of a petition for the appointment of the same; or (h) Tenant or Tenant Guarantor (i) fails to make any payment of principal or interest with respect to any Material Debt after giving effect to any applicable cure period or (ii) fails to perform under any agreement or instrument relating to that Material Debt where such non-performance constitutes a default under such agreement or instrument (other than a failure to pay specified in subsection (i) of this paragraph), such default does not arise as a result of the application of subjective criteria, and such default continues after the applicable grace or cure period, if any, specified in such agreement or instrument, if the effect of the failure specified in subsection (i) or (ii) is to accelerate the maturity of that Material Debt; or (i) a breach or default has occurred and is continuing by Tenant under the SNDA and such breach or default continues for thirty (30) days after Tenant’s receipt of written notice of such breach or default from Landlord; or (j) EXXI USA is in breach of its obligations under Article XIV of the Purchase Agreement or Section 14.11 of the Purchase Agreement; or (k) Tenant is in breach of its obligations under Article XXVIII; or (l) Landlord has notified Tenant that one or more of Tenant's Affiliates is in breach of its obligations under any Right of Use Agreement (other than a breach arising as a result of the application of subjective criteria), if such breach results in a material impairment of Landlord's right under such Right of Use Agreement or the termination of such Right of Use Agreement.

Tenant Events of Default. The occurrence of Tenant shall be in default under this Lease if any one or more of the following events shall constitute an “(referred to herein as "Events of Default" or "Event of Default by Default") shall occur: (a) if default shall be made in the payment when due of any Rent and such default shall continue for five (5) Business Days after Tenant” under this Lease by Tenant: 's receipt of written notice from Landlord that such payment was not received when due; provided, however, that Landlord has no obligation to provide such notice and the opportunity to cure more than twice in any twenty-four (i24) The failure by Tenant to make any payment of Rent or any other payment required to consecutive month period; (b) if default shall be made by Tenant hereunder, as and when due, which failure continues for a period in the performance of ten (10) days following notice given by Landlord to Tenant. (ii) Failure by Tenant to observe or perform compliance with any of the covenants, conditions or provisions terms of this Lease other than those referred to be observed or performed by Tenantin any of the other subparagraphs in this section, where and such failure default shall continue for a period of forty-five thirty (4530) days after Landlord gives Tenant written notice thereof given by Landlord to Tenant. In the event the or such reasonably longer period of time if such default cannot is reasonably be incapable of being cured within such forty-five thirty (4530) day period, Tenant shall not be in default if period provided that Tenant commences the to cure such default within the forty-five such thirty (4530) day period and thereafter diligently prosecutes pursues the cure to same until completion. ; (iiic) (A) The making if default shall be made by Tenant in the performance of or compliance with any of the terms of the Repair Escrow Agreement, and such default shall continue for a period of thirty (30) days after Landlord gives Tenant written notice thereof or such reasonably longer period of time if such default is reasonably incapable of being cured within such thirty (30) day period provided that Tenant commences to cure such default within such thirty (30) day period and diligently pursues the same until completion; (d) if Tenant shall fail to renew the Letter of Credit, or any replacement thereof, at least fourteen (14) days prior to its expiration or termination date; (e) if Tenant shall file a voluntary petition in bankruptcy or shall be adjudicated a bankrupt or insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition or readjustment, or similar relief for itself under any present or future federal, state or other statute, law or regulation, or shall seek or consent to or acquiesce in the appointment of any general arrangement trustee, receiver or liquidator of itself or of all or any substantial part of its or of the property, or shall take any general assignment for the benefit of creditorscreditors or shall admit in writing its inability to pay debts generally as they become due; (Bf) Tenant becomes a debtor as defined in 11 U.S.C. 101 or any successor statute thereto (unless, in the case of if a petition shall be filed against TenantTenant seeking any reorganization, the same is dismissed within arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or future federal, state or other statute, law or regulation, and shall remain undismissed or unstayed for a period of sixty (60) days); (C) the appointment of a trustee , or if in connection with any such event any trustee, receiver to take possession of substantially all or liquidator of Tenant’s assets located at the Premises , or of Tenant’s interest in this Leaseall or any substantial part of any of its property, where possession is not restored to Tenant within shall be appointed without its consent or acquiescence and such appointment shall remain unvacated or unstayed for a period of sixty (60) days; (g) if Tenant shall abandon the Premises and fails to continue paying Rent (provided, however, that notwithstanding anything in this Lease to the contrary, Tenant, may from time to time, either or both reduce or cease business operations in the Premises provided that Tenant otherwise continues to comply with the terms of the Lease, including payment of all Rent as and when due, and such cessation will not be deemed to be either or both a vacation or an abandonment of the Premises); (h) if Tenant shall let lapse any of the insurance required pursuant to Article X; or (Di) if Landlord applies the attachmentproceeds of the Letter of Credit in accordance with Section 1.08, execution or other judicial seizure and Tenant fails, within ten (10) Business Days after written demand, to replenish the Letter of substantially all of Tenant’s assets located at Credit in a sum equal to the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) daysamount so used.

Tenant Events of Default. The occurrence of any one or more of the following events shall listed below will constitute an “Event of Default Default” by Tenant” Tenant under this Lease by TenantLease: (i) The failure by Tenant fails to make pay Base Rent, any payment of Additional Rent or any other payment required to be made by Tenant hereunder, as and Impositions when due, which and such failure continues for a period more than 30 days after Landlord gives written notice to Tenant of ten (10) days following notice given by Landlord to Tenant.such failure; (ii) Failure Tenant fails to discharge any lien against the Premises or the Building in accordance with Section 7.C; (iii) Tenant fails to maintain in force all policies of insurance required by this Lease or fails to provide Landlord with evidence of such insurance, and either of such failures continues for more than 7 days after Landlord gives Tenant to observe written notice of such failure; (1) Tenant or perform any of the covenants, conditions or provisions guarantor of this Lease is bankrupt (which, in the case of an involuntary proceeding, is not permanently discharged, dismissed, stayed, or vacated, as the case may be, within 60 days of commencement); (2) a receiver, custodian, or trustee is appointed for the Premises or for all or substantially all of the assets of Tenant or of any guarantor of this Lease, which appointment is not vacated within 60 days following the date of such appointment; or (3) Tenant or any guarantor of this Lease becomes insolvent or makes a transfer in fraud of creditors or makes an assignment for the benefit of creditors; (v) Tenant fails to: (1) cease business operations within the Premises by the Expiration Date; (ii) promptly commence the Removal and Restoration Work (as defined in Section 24) following the occurrence of the Expiration Date and thereafter diligently and continuously pursue the Removal and Restoration Work to be observed completion in accordance with the terms and conditions of Section 24 or performed by Tenant, where (3) complete the Removal and Restoration Work on or before the first anniversary of the Expiration Date (without regard to events of Force Majeure) in accordance with the terms and conditions of Section 24; and (vi) Tenant fails to perform or observe any other term of this Lease and such failure shall continue continues for a period of forty-five more than thirty (4530) days after Landlord gives Tenant written notice thereof given by Landlord to Tenant. In the event the default of such failure, or, if such failure cannot reasonably be cured corrected within such forty-five thirty (4530) day period, Tenant shall not be in default if Tenant commences the cure does not commence to correct such default within the forty-five said thirty (4530) day period and thereafter diligently prosecutes prosecute the cure correction to completioncompletion within a reasonable period of time. (iii) (A) The making by Tenant of any general arrangement or general assignment for the benefit of creditors; (B) Tenant becomes a debtor as defined in 11 U.S.C. 101 or any successor statute thereto (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); (C) the appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) days.

Tenant Events of Default. The occurrence of any one or more Each of the following events shall constitute an a “Tenant Event of Default by Tenant” under this Lease by TenantDefault”: (i) The failure by 12.1.1 If Tenant to make any shall default in the payment of any Fixed Base Rent or any other payment required to be made by Tenant hereunder(a “Base Rent Default”), as and when due, which failure continues for a period of ten (10) days following notice given by Landlord to Tenant. (ii) Failure by Tenant to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Tenant, where such failure Base Rent Default shall continue for a period of forty-five (455) Business Days after written notice thereof from Landlord. 12.1.2 If Tenant shall default in the payment of any Rent (other than Fixed Base Rent) (an “Other Rent Default”), and such Other Rent Default shall continue for thirty (30) days after written notice thereof given by from Landlord; provided, however, that if a dispute shall exist between Landlord and Tenant with respect to Tenantthe amount of any Participating Rent or Additional Charges, Tenant shall pay to Landlord its reasonably calculated estimate of the Participating Rent or Additional Charges due and any amounts remaining in dispute shall be subject to Article 15 below. In Tenant shall have thirty (30) days from the event rendering of a final non-appealable determination of the default cannot reasonably be cured within remaining amounts due to pay such forty-five (45) day period, amounts and Tenant shall not be in default if Tenant commences for failure to pay such additional amounts until the cure within the forty-five expiration of such thirty (4530) day period and thereafter diligently prosecutes the cure to completionperiod. 12.1.3 If Tenant shall, whether by action or inaction, be in default of any of its obligations under this Lease (iiiother than a default in the payment of the Rent) (Aeach, an “Non-Rent Default”) The making by and such Non-Rent Default shall continue and not be remedied within thirty (30) days after Landlord shall have given to Tenant of any general arrangement or general assignment for a written notice specifying the benefit of creditors; same (B) Tenant becomes a debtor as defined in 11 U.S.C. 101 or any successor statute thereto (unlessor, in the case of a petition filed against Tenant, the same is dismissed Non-Rent Default which cannot with due diligence be cured within sixty a period of thirty (6030) days); , if Tenant shall not (Ci) the appointment within such thirty (30) day period advise Landlord of a trustee or receiver Tenant’s intention to take possession all steps reasonably necessary to remedy such Non-Rent Default, (ii) duly commence within such 30-day period, and (iii) thereafter diligently prosecute to completion, all steps reasonably necessary to remedy the Non-Rent Default). 12.1.4 If (i) Tenant or Guarantor shall commence a case under the United States Bankruptcy Code, or under the insolvency laws of any state, naming Tenant or Guarantor, as applicable, as a debtor, or (ii) any other Person shall commence a case under the United States Bankruptcy Code, or under the insolvency laws of any state, naming Tenant or Guarantor as a debtor, and such case shall not have been discharged within one hundred eighty (180) days of the commencement thereof, or (iii) Tenant shall make an assignment for the benefit of creditors or any other arrangement involving all or substantially all of Tenant’s its assets located at the Premises or of Tenant’s interest in this Leaseunder any state statute, where possession is not restored to Tenant within sixty (60) days; or (Div) a receiver or trustee shall be appointed for Tenant or for all or any portion of the attachmentproperty of Tenant in any proceeding, execution or other judicial seizure which receivership shall not have been set aside within one hundred eighty (180) days of substantially all of Tenant’s assets located such appointment. 12.1.5 If the Guarantor Requirement shall cease to be satisfied, at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) daysany time.

Tenant Events of Default. The A Tenant Event of Default hereunder means the occurrence of any one or more of the following events shall constitute an “Event of Default by Tenant” under this Lease by Tenantevents: (a) The Tenant fails to (i) The failure by Tenant to make any payment of Basic Rent or any other payment required to be made by Tenant hereunder, Payment as and when it becomes due, which (ii) make any Bond Related Supplemental Rent Payment as it becomes due and such failure continues for a period of ten (10) days, (iii) make any Non-Bond Related Supplemental Rent Payment as it becomes due and such failure continues for ten (10) days following after notice given by thereof from the Landlord to Tenant. the Tenant or (iiiv) Failure by Tenant to observe or perform maintain any of the covenants, conditions or provisions of this Lease to be observed or performed by Tenant, where insurance requirement set forth hereunder and such failure shall continue continues for a period of forty-five ten (4510) days after notice thereof given by from the Landlord to the Tenant. In the event the default cannot reasonably be cured within such forty-five (45) day period, Tenant shall not be in default if Tenant commences the cure within the forty-five (45) day period and thereafter diligently prosecutes the cure to completion. (iii) (Ab) The making by Tenant of any general arrangement or general assignment for the benefit of creditors; (B) Tenant becomes a debtor insolvent or admits in writing its inability to pay its debts as defined they mature or applies for, consents to, or acquiesces in 11 U.S.C. 101 or any successor statute thereto (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); (C) the appointment of a trustee trustee, receiver or receiver to take possession custodian for the Tenant or a substantial part of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within sixty (60) daysits property; or (D) in the attachmentabsence of such application, execution consent or other judicial seizure acquiescence, a trustee, receiver or custodian is appointed for the Tenant or a substantial part of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure its property and is not discharged within sixty (60) days; or any bankruptcy, reorganization, debt arrangement, moratorium or any proceeding under bankruptcy or insolvency law, or any dissolution or liquidation proceeding, is instituted by or, if permitted by law, against the Tenant and, if instituted against the Tenant, is consented to or acquiesced in by the Tenant or is not dismissed within sixty (60) days. (c) The entering of an order or decree appointing a receiver for the Project or for any part thereof or for the revenues thereof with the consent or acquiescence of the Tenant or the entering of such order or decree without the acquiescence or consent of the Tenant and such order or decree shall not be vacated, discharged or stayed within ninety (90) days after the date of such entry. Upon the occurrence of an Event of Default hereunder or under the Indenture, all obligations of the Tenant under this Lease shall remain in full force and effect.

Tenant Events of Default. The occurrence of If any one or more of the following events shall constitute an “Event of Default by Tenant” under this Lease by Tenanthappen: (ia) The failure by Tenant to make any if default shall be made in the due and punctual payment of Rent or any other payment required to be made by Tenant hereunderwhen and as the same shall become due and payable, as and when due, which failure continues for a period of ten (10) days following notice given by Landlord to Tenant. (ii) Failure by Tenant to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Tenant, where such failure default shall continue for a period of seven (7) days after written notice thereof from Landlord to Tenant (provided such notice need only be given once in any single calendar year); or (b) if default shall be made by Tenant in the performance of or compliance with any of the covenants, agreements, terms or conditions contained in this Ground Lease other than those referred to in the foregoing paragraph (a), and such default shall continue for a period of thirty (30) days after written notice thereof from Landlord to Tenant; Then and in case of such event under (a) or (b) ("Events of Default") Landlord at any time thereafter during the continuance of such event or Events of Default may give written notice to Tenant, specifying such event or Events of Default and stating that this Ground Lease and the Term hereby demised shall expire and terminate on the date specified in such notice or that Landlord may at its election cure such default at Tenant's expense, which date shall be at least forty-five (45) days after the giving of such notice thereof given by Landlord to Tenant. In in case of any Event of Default; and upon the event date specified in such notice, this Ground Lease and the Term and all rights of Tenant under this Lease shall expire and terminate unless the Tenant shall have cured same within said forty-five (45)-day period; (except that in connection with a default canunder subparagraph (b) not reasonably be susceptible of being cured with due diligence within such forty-five (45) day perioddays, the time of Tenant within which to cure the same shall not be in default if extended for such time as may be necessary to cure the same with all due diligence, provided Tenant commences and proceeds diligently to cure the cure same within the aforesaid forty-five (45) day period and thereafter diligently prosecutes the cure further provided that such period of time shall not be so extended as to completionsubject Landlord to any criminal liability). (iii) (A) The making by Tenant of any general arrangement or general assignment for the benefit of creditors; (B) Tenant becomes a debtor as defined in 11 U.S.C. 101 or any successor statute thereto (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); (C) the appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) days.

Tenant Events of Default. The occurrence of any one or more Each of the following events shall constitute be an “Event of Default hereunder by Tenant” under Tenant and shall constitute a breach of this Lease by TenantLease: (ia) The failure by If Tenant shall fail to make any payment of Rent or any other payment required to be made by Tenant hereunderpay, as and when due, which failure continues for a period of ten (10) days following notice given by Landlord to Tenant. (ii) Failure by Tenant to observe or perform any of the covenantsRent due hereunder, conditions or provisions of this Lease to be observed or performed by Tenant, where and such failure shall continue for a period of forty-five (455) Business Days after such amounts become due. (b) If Tenant shall fail to (i) pay, when due, any Additional Charge due hereunder; or (ii) fully fund and maintain the Capex Reserve and fund all Capex Reserve Expenditures as required by Section 5.2, and such failure in each such event shall continue for a period of seven (7) days after receipt of written Notice from Landlord. (c) If Tenant shall violate or fail to comply with or perform any other term, provision, covenant, agreement or condition to be performed or observed by Tenant under this Lease which is not otherwise identified in this Section 12.1, and such violation or failure shall continue for a period of sixty (60) days after written notice thereof given from Landlord; provided, however, if such violation or failure is incapable of cure by Landlord to Tenant. In the event the default cannot reasonably be cured Tenant within such forty-five sixty (4560) day perioddays after Tenant’s diligent and continuous efforts to cure the same, Tenant shall not be in default if Tenant commences have up to an additional period of sixty (60) days for a total of one hundred twenty (120) days to cure the cure within the forty-five (45) day period and thereafter diligently prosecutes the cure to completionsame. (iiid) If any assignment, transfer, or sublease of any of the Leased Property shall be made or deemed to be made that is in violation of the provisions of this Lease. (Ae) The making If any lien or encumbrance of the Leased Property or if any assignment, transfer, sublease, lien or encumbrance of the P&E shall be made or deemed to be made that is in violation of the provisions of this Lease and such violation or failure shall continue for a period of sixty (60) days after written notice thereof from Landlord. (f) If Tenant shall cease the actual and continuous operation of the Business contemplated by this Lease to be conducted by Tenant upon the Leased Property (and such cessation is not the result of casualty, condemnation or a major renovation and accompanying restoration or is not otherwise permitted by Landlord or is not the result of Applicable Laws or during an Emergency or other Force Majeure Event); or if Tenant shall vacate, desert or abandon the Leased Property; or if the Leased Property shall become empty and unoccupied; or if any of the Leased Property or Leased Improvements are used or are permitted to be used for any purpose, or for the conduct of any general arrangement activity, other than the Permitted Use. (g) If, at any time during the Term of this Lease, Tenant shall file in any court, pursuant to any statute of either the United States or general of any State, a petition in bankruptcy or insolvency, or for reorganization or arrangement, or for the appointment of a receiver or trustee of all or any portion of Tenant’s property, including, without limitation, the leasehold interest in the Leased Property, or if Tenant shall make an assignment for the benefit of its creditors or petitions for or enters into an arrangement with its creditors; . (Bh) If, at any time during the Term of this Lease, there shall be filed against Tenant becomes in any court pursuant to any statute of the United States or of any State, a debtor as defined petition in 11 U.S.C. 101 bankruptcy or insolvency, or for reorganization, or for the appointment of a receiver or trustee of all or a portion of Tenant’s property, including, without limitation, the leasehold interest in the Leased Property, and any such proceeding against Tenant shall not be dismissed within ninety (90) days following the commencement thereof. (i) If Tenant’s leasehold interest in the Leased Property or any successor statute thereto property therein (unlessincluding without limitation any material portion of Tenant’s Personal Property) shall be seized under any levy, in the case execution, attachment or other process of a petition filed against Tenant, court where the same is dismissed shall not be vacated or stayed on appeal or otherwise within sixty (60) days); (C) the appointment of a trustee days thereafter, or receiver to take possession of substantially all of if Tenant’s assets located at the Premises or of Tenant’s leasehold interest in this Lease, where possession the Leased Property is sold by judicial sale and such sale is not restored to Tenant vacated, set aside or stayed on appeal or otherwise within sixty (60) days; days thereafter. (j) If any of the Permits material to the operation of the Business or (D) the attachment, execution or other judicial seizure use of substantially all of Tenant’s assets located the Land for its Permitted Use are at any time suspended and the Premises or of Tenant’s interest in this Lease, where such seizure suspension is not discharged stayed pending appeal within sixty (60) daysdays of the date of the notice of the suspension of any Permits material to the operation of the Business or the use of the Land for its Permitted Use, or voluntarily terminated without the prior written consent of Landlord, which consent may be withheld in Landlord’s sole opinion and discretion. (k) If Tenant fails during the Term of this Lease to cure or xxxxx any violation of Applicable Laws occurring during the Term that is claimed by any Governmental Agency of any law, order, ordinance, rule, regulation or Applicable Laws pertaining to the operation of the Business or the use of the Land for its Permitted Use, and within the later of (i) the time permitted by such authority for such cure or abatement, or (ii) thirty (30) days after written notice thereof from Landlord. (l) If there shall be a default by Tenant under any Affiliated Lease and such default is not cured within any applicable cure period. (m) If there shall be a default by PGMI under the Parent Guaranty and such default is not cured within any applicable cure period.

Tenant Events of Default. The occurrence of any one or more Each of the following events shall constitute be an “Event of Default hereunder by Tenant” under Tenant and shall constitute a breach of this Lease by TenantLease: (a) If Tenant shall fail to (i) The failure by Tenant to make pay, when due, any payment of Rent or any other payment Additional Charge due hereunder; (ii) fully fund and maintain the Security Deposit as required to be made by Tenant hereunderSection 3.9; or (iii) fully fund and maintain the Reserve and fund all Reserve Expenditures as required by Section 5.2.2, as and when due, which such failure continues in each such event shall continue for a period of ten five (105) days following notice given by Landlord to TenantBusiness Days after such amounts have become due and payable. (iib) Failure by If Tenant shall violate or fail to observe comply with or perform any of the covenantsother term, conditions provision, covenant, agreement or provisions of this Lease condition to be performed or observed by Tenant under this Lease, and such violation or performed by Tenant, where such failure shall continue for a period of forty-five thirty (4530) days after written notice thereof given from Landlord; provided, however, if such violation or failure is incapable of cure by Landlord to Tenant. In the event the default cannot reasonably be cured Tenant within such forty-five thirty (4530) days after Tenant’s diligent and continuous efforts to cure the same, it shall not constitute an Event of Default provided Tenant commences the cure within thirty (30) days and diligently thereafter completes the cure of same within a commercially reasonable period of time necessary to complete same. (c) If any assignment, transfer or sublease of the Leased Property shall be made or deemed to be made that is in violation of the provisions of this Lease. (d) If any lien or encumbrance of the Leased Property or if any assignment, transfer, sublease, lien or encumbrance of the P&E shall be made or deemed to be made that is in violation of the provisions of this Lease and such violation or failure shall continue for a period of sixty (60) days after written notice thereof from Landlord. (e) If Tenant shall cease the actual and continuous operation of the Business contemplated by this Lease to be conducted by Tenant upon the Leased Property (and such cessation is not otherwise permitted hereunder or is not the result of Applicable Laws); or if Tenant shall vacate, desert or abandon the Leased Property; or if the Leased Property shall become empty and unoccupied; or if the Leased Property or Leased Improvements are used or are permitted to be used for any purpose, or for the conduct of any activity, other than the Permitted Use. (f) If, at any time during the Term of this Lease, Tenant shall file in any court, pursuant to any statute of either the United States or of any State, a petition in bankruptcy or insolvency, or for reorganization or arrangement, or for the appointment of a receiver or trustee of all or any portion of Tenant’s property, including, without limitation, the leasehold interest in the Leased Property, or if Tenant shall make an assignment for the benefit of its creditors or petitions for or enters into an arrangement with its creditors. (g) If, at any time during the Term of this Lease, there shall be filed against Tenant in any court pursuant to any statute of the United States or of any State, a petition in bankruptcy or insolvency, or for reorganization, or for the appointment of a receiver or trustee of all or a portion of Tenant’s property, including, without limitation, the leasehold interest in the Leased Property, and any such proceeding against Tenant shall not be dismissed within ninety (90) days following the commencement thereof. (h) If Tenant’s leasehold interest in the Leased Property or any property therein (including without limitation Tenant’s Personal Property) shall be seized under any levy, execution, attachment or other process of court where the same shall not be vacated or stayed on appeal or otherwise within sixty (60) days thereafter, or if Tenant’s leasehold interest in the Leased Property is sold by judicial sale and such sale is not vacated, set aside or stayed on appeal or otherwise within sixty (60) days thereafter. (i) If any of the Permits are at any time suspended, causing or likely to cause a cessation of operations of the Business or a substantial portion thereof, and the suspension is not stayed pending appeal within thirty (30) days, or voluntarily terminated without the prior written consent of Landlord, which consent may be withheld in Landlord’s sole opinion and discretion; provided, however, if Tenant is in good faith using commercially reasonable efforts to reinstate or stay the suspension of any such suspended Permit and despite such commercially reasonable efforts, the same can not be reinstated or stayed within the foregoing thirty (30) day period, Tenant shall have an additional thirty (30) days in which to reinstate such Permit or stay the suspension of the same. (j) If Tenant fails to give notice to Landlord not later than ten (10) Business Days after Tenant’s receipt of any fine notice from any Government Agency relating to a violation of Applicable Law at the Land or relating to the Business, which violation, if not cured, could cause a cessation of operations of the Business or a substantial portion thereof. (k) If Tenant fails during the Term of this Lease to cure or xxxxx any violation of Applicable Law occurring during the Term that is claimed by any Governmental Agency of any law, order, ordinance, rule, regulation or Legal Requirement pertaining to the operation of the Business or the use of the Land for its Permitted Use, and within the time permitted by such authority for such cure or abatement, together with all applicable periods of appeal; provided it shall not be a default under this subsection in default the event the violation of Applicable Law is not material and Tenant has in good faith and using commercially reasonable efforts undertaken to cure such non-material violation and so cures the same within a reasonable period of time. (l) If Tenant violates or fails to comply with or perform any other term, provision, covenant, agreement or condition to be performed or observed by Tenant under this Lease which is not otherwise identified in this Section 12.1, and such violation or failure shall continue for a period of thirty (30) days after written notice thereof from Landlord; provided, however, if such violation or failure is incapable of cure by Tenant within such thirty (30) days after Tenant’s diligent and continuous efforts to cure the same, it shall not constitute an Event of Default provided Tenant commences the cure within the forty-five thirty (4530) day period days and diligently thereafter diligently prosecutes completes the cure to completionof same within a commercially reasonable period of time after such written notice. (iiim) If Tenant encumbers the Leased Property with leasehold financing in violation hereof. (An) The making If Tenant defaults under the Personal Property Lease and such default is not cured within any applicable cure period. (o) If Tenant or any Affiliated Tenant defaults under the Pooling Agreement and such default is not cured within any applicable cure period. (p) If PARC 7F or any Affiliate thereof who is a party to the Transition Services Agreement, defaults under the Transition Services Agreement and such default is not cured within any applicable cure period. (q) If PARC 7F or any Affiliate thereof who is a party to the Systems License, defaults under the Systems License and such default is not cured within any applicable cure period. (r) If any PARC Guarantor defaults under the Limited Rent Guaranty and such default is not cured within any applicable cure period. (s) If Tenant or any Affiliated Tenant defaults under any Permitted Business Related Loan and such default is not cured by Tenant or any Affiliated Tenant within any applicable cure or grace period; provided, however, that it shall not be a default hereunder if as a result of a default by Tenant or any general arrangement or general assignment for Affiliated Tenant under any Permitted Business Related Loan, the benefit applicable Permitted Business Related Loan Lender in its exercise of creditors; its rights under such Permitted Business Related Loan (Bi) Tenant becomes a debtor as defined Permitted Third Party Assignee by virtue of its satisfaction of the requirements set forth in 11 U.S.C. 101 Section 16.1 hereof, with respect to the transfer and assignment of this Lease, or any successor statute thereto (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); (C) the appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Leasethe Leased Property, where possession and (ii) cures any and all then uncured defaults of Tenant hereunder and under all of the other Affiliated Leases. (t) If any Affiliated Tenant shall commit an Event of Default under the applicable Affiliated Lease and such default is not restored to Tenant cured within sixty (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) daysany applicable cure period.

Tenant Events of Default. The occurrence of any one or more Each of the following events shall constitute be an “event of default under this Lease (each, subject to the additional notice and cure provisions of Section 17.3 , a “ Tenant Event of Default by Tenant” under this Lease by Tenant:”): (ia) The failure by Tenant fails to make any payment of Base Rent when due and such failure continues for two (2) Business Days after Tenant’s receipt of written notice from Landlord of such failure; or (b) Tenant fails to make any payment of Additional Rent (other than a failure to pay Base Rent and except for such payments as Tenant is contesting in good faith or pursuant to a Tax Challenge or a Permitted Tenant Contest) and such failure continues for fifteen (15) Business Days after Tenant’s receipt of written notice of such failure from Landlord; or (c) any other payment required to be representation or warranty made by Tenant hereunderunder this Lease is false at the time made and which, as individually or in the aggregate with respect to each other such false representation or warranty, is material; or (d) Tenant makes or permits a Lease Assignment or a Sublease in violation of Article XVII of this Lease, and when duewith respect to a Lease Assignment or Sublease to or with an Affiliate of Tenant, which Tenant fails to unwind or terminate such Lease Assignment or Sublease within sixty (60) days after Tenant’s receipt of written notice from Landlord of such breach; or (e) Tenant fails to maintain property insurance on the Leased Property in material compliance with this Lease, and such failure continues for a period fifteen (15) Business Days after Tenant’s receipt of ten (10) days following written notice given by Landlord to Tenant.of such failure from Landlord; or (iif) Failure by Tenant fails to observe or perform any other covenant of the covenantsTenant under this Lease (i.e., conditions or provisions other than those specified in other subsections of this Lease to be observed or performed by Tenant, where such Section 23.1 ) and that failure shall continue continues for a period of forty-five sixty (4560) days after Tenant’s receipt of written notice thereof given by of that breach from Landlord (or if the cure of that failure reasonably requires more than sixty (60) days to Tenant. In the event the default cannot reasonably be cured within such forty-five (45) day periodcomplete, Tenant shall not be in default if Tenant commences fails to commence the cure within the forty-five such sixty (4560) day period and thereafter to diligently prosecutes the pursue such cure to completion.), but with respect to the foregoing, no such uncured failure shall constitute a Tenant Event of Default unless individually or in the aggregate with each other such uncured failure, such failure is material; or (iiig) (A) The making the filing by or against Tenant or Tenant Guarantor of a petition for relief under any general arrangement or general assignment for the benefit of creditors; (B) Tenant becomes a debtor as defined in 11 U.S.C. 101 or any successor statute thereto Debtor Relief Laws (unless, in the case of a petition filed against TenantTenant or Tenant Guarantor, the same is dismissed within sixty ninety (6090) daysdays after filing); (C) , or the appointment of a trustee or receiver to take possession of all, or substantially all all, of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of TenantGuarantor’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure appointment is not discharged within sixty in ninety (6090) daysdays after appointment of said trustee or receiver, or the voluntary filing of a petition for the appointment of the same; or (h) Tenant or Tenant Guarantor (i) fails to make any payment of principal or interest with respect to any Material Debt after giving effect to any applicable cure period or (ii) fails to perform under any agreement or instrument relating to that Material Debt where such non-performance constitutes a default under such agreement or instrument (other than a failure to pay specified in subsection (i) of this paragraph), such default does not arise as a result of the application of subjective criteria, and such default continues after the applicable grace or cure period, if any, specified in such agreement or instrument, if the effect of the failure specified in subsection (i) or (ii) is to accelerate the maturity of that Material Debt; or (i) a breach or default has occurred and is continuing by Tenant under the SNDA and such breach or default continues for thirty (30) days after Tenant’s receipt of written notice of such breach or default from Landlord; or (j) EXXI USA is in breach of its obligations under Article XIV of the Purchase Agreement or Section 14.11 of the Purchase Agreement; or (k) Tenant is in breach of its obligations under Article XXVIII ; or (l) Landlord has notified Tenant that one or more of Tenant’s Affiliates is in breach of its obligations under any Right of Use Agreement (other than a breach arising as a result of the application of subjective criteria), if such breach results in a material impairment of Landlord’s rights under such Right of Use Agreement or the termination of such Right of Use Agreement.

Tenant Events of Default. The occurrence of Tenant shall be in default under this Lease if any one or more of the following events shall constitute an “(referred to herein as "Events of Default" or "Event of Default by Tenant” under this Lease by TenantDefault") shall occur: (ia) The failure by Tenant if default shall be made in the payment when due of any Rent and such default shall continue for five (5) Business Days after Tenant's receipt of written notice from Landlord that such payment was not received when due; provided, however, that Landlord has no obligation to make provide such notice and the opportunity to cure more than twice in any payment of Rent or any other payment required to twenty-four (24) consecutive month period; (b) if default shall be made by Tenant hereunder, as and when due, which failure continues for a period in the performance of ten (10) days following notice given by Landlord to Tenant. (ii) Failure by Tenant to observe or perform compliance with any of the covenants, conditions or provisions terms of this Lease other than those referred to be observed or performed by Tenantin any of the other subparagraphs in this section, where and such failure default shall continue for a period of forty-five thirty (4530) days after Landlord gives Tenant written notice thereof given by Landlord to Tenant. In the event the or such reasonably longer period of time if such default cannot is reasonably be incapable of being cured within such forty-five thirty (4530) day period, Tenant shall not be in default if period provided that Tenant commences the to cure such default within the forty-five such thirty (4530) day period and thereafter diligently prosecutes pursues the cure to same until completion.; (iiic) (A) The making if default shall be made by Tenant in the performance of or compliance with any of the terms of the Repair Escrow Agreement, and such default shall continue for a period of thirty (30) days after Landlord gives Tenant written notice thereof or such reasonably longer period of time if such default is reasonably incapable of being cured within such thirty (30) day period provided that Tenant commences to cure such default within such thirty (30) day period and diligently pursues the same until completion; (d) if Tenant shall fail to renew the Letter of Credit, or any replacement thereof, at least fourteen (14) days prior to its expiration or termination date; (e) if Tenant shall file a voluntary petition in bankruptcy or shall be adjudicated a bankrupt or insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition or readjustment, or similar relief for itself under any present or future federal, state or other statute, law or regulation, or shall seek or consent to or acquiesce in the appointment of any general arrangement trustee, receiver or liquidator of itself or of all or any substantial part of its or of the property, or shall take any general assignment for the benefit of creditors; creditors or shall admit in writing its inability to pay debts generally as they become due; (Bf) Tenant becomes a debtor as defined in 11 U.S.C. 101 or any successor statute thereto (unless, in the case of if a petition shall be filed against TenantTenant seeking any reorganization, the same is dismissed within arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or future federal, state or other statute, law or regulation, and shall remain undismissed or unstayed for a period of sixty (60) days); (C) the appointment of a trustee , or if in connection with any such event any trustee, receiver to take possession of substantially all or liquidator of Tenant’s assets located at the Premises , or of Tenant’s interest in this Leaseall or any substantial part of any of its property, where possession is not restored to Tenant within shall be appointed without its consent or acquiescence and such appointment shall remain unvacated or unstayed for a period of sixty (60) days; or ; (Dg) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at if Tenant shall abandon the Premises or of Tenant’s interest and fails to continue paying Rent (provided, however, that notwithstanding anything in this Lease to the contrary, Tenant, may from time to time, either or both reduce or cease business operations in the Premises provided that Tenant otherwise continues to comply with the terms of the Lease, where including payment of all Rent as and when due, and such seizure is cessation will not discharged be deemed to be either or both a vacation or an abandonment of the Premises); (h) if Tenant shall let lapse any of the insurance required pursuant to Article X; or (i) if Landlord applies the proceeds of the Letter of Credit in accordance with Section 1.08, and Tenant fails, within sixty ten (6010) daysBusiness Days after written demand, to replenish the Letter of Credit in a sum equal to the amount so used.

Tenant Events of Default. The occurrence and continuation of any one or more of the following events shall constitute an event of default (each being referred to as an “Event of Default by Tenant” under this Lease by TenantDefault”) pursuant to the terms hereof: (ia) The failure by Tenant to make any payment partition of Rent or any the Condominium and/or the removal of the Condominium from the provisions of the Condominium Statute other payment required to be made by Tenant hereunder, as and when due, which failure continues than in accordance with this Lease; (b) Any violation of a Prohibited Use that remains uncured for a period of ten thirty (1030) consecutive days following after Landlord delivers written notice given by Landlord to Tenant.Tenant of such violation; (iic) Failure by The failure of Tenant to comply with or to observe any terms, provisions, or perform any of the covenants, conditions or provisions of this Lease to be observed or performed performable by and obligatory upon Tenant, where such failure shall continue for excluding the rent and other payment provisions hereof and excluding any obligation that could give rise to a period Terminable Event of forty-five Default, within thirty (4530) days after written notice thereof given by Landlord to Tenant. In the event the default plus, if such failure cannot reasonably be cured within such forty-five thirty (4530) day period, such additional time as is needed to cure the same so long as Tenant shall not be in default if Tenant commences the (or its Leasehold Mortgagee , subject to Article XV below) has commenced such cure within the forty-five such thirty (4530) day period and such cure thereafter is continuously and diligently prosecutes the cure undertaken by Tenant (or its Leasehold Mortgagee, subject to Article XV below) and prosecuted to completion.; (iii) (Ad) The making by failure of Tenant to pay when due any portion of any general arrangement installment of Annual Rent, Additional Rent or general any other monetary charge due from Tenant hereunder and such failure continues for ten (10) days after written notice thereof from Landlord; provided, however, Landlord shall not be obligated to send more than two (2) such notices in any calendar year for nonpayment of Annual Rent; (e) The taking of all of Tenant’s Leasehold Estate by execution or other process of law other than as provided in Article XVIII; (f) Tenant shall become insolvent, or shall make a transfer in fraud of creditors, or shall make an assignment for the benefit of Tenant’s creditors; ; (Bg) Tenant becomes shall file a debtor petition seeking relief, or a petition seeking an order for relief against Tenant is filed under any section or chapter of Title 11 of the United States Code, as defined in 11 U.S.C. 101 amended, or under any similar law or statute of the United States or any successor statute thereto (unless, state thereof; or Tenant shall be adjudged bankrupt or insolvent in the case of a petition proceedings filed against Tenant, ; or (h) A receiver or trustee (other than a bankruptcy trustee or receiver) is appointed for all or substantially all of the same is dismissed assets of Tenant and Tenant fails to have such receivership or trusteeship terminated within sixty (60) daysdays after appointment. Upon the occurrence of any Event of Default, but subject to the rights of Leasehold Mortgagees and their designees as provided in Article XV hereof, Landlord may, in addition to all other rights and remedies afforded Landlord hereunder or by law or equity, take any one or more of the following actions: (i) Subject to the rights of Major Subtenants which have received nondisturbance agreements from Landlord, terminate this Lease by giving Tenant written notice thereof, in which event Tenant shall pay to Landlord the sum of (a) all Rent accrued hereunder through the date of termination, (b) all Default Costs (defined below); , and (Cc) an amount equal to (but in no event less than zero) (1) the appointment total Rent that Tenant would have been required to pay for the remainder of the Term discounted to present value at a trustee or receiver per annum rate equal to take possession the Default Rate, minus (2) the then present fair rental value of substantially all of Tenant’s assets located at the Premises for such period, similarly discounted. “Default Costs” shall mean all amounts, costs, losses and/or expenses incurred, abated or of Tenant’s interest in this Lease, where possession is not restored to Tenant within sixty foregone by Landlord (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) days.including court costs and reasonable attorneys’ fees and

Tenant Events of Default. The occurrence of any one or more Each of the following events shall constitute be an “Event of Default Default” hereunder by Tenant” under Tenant and shall constitute a breach of this Lease by TenantLease: (a) If Tenant shall fail to (i) The failure by Tenant to make any payment of Rent or any other payment required to be made by Tenant hereunderpay, as and when due, which any Minimum Rent due hereunder and such failure continues in each such event shall continue for a period of ten five (105) days following notice given by Landlord to TenantBusiness Days after such amounts become due. (b) If Tenant shall fail to (i) pay, when due, any Additional Charge due hereunder; or (ii) Failure by Tenant make any required contribution to observe the Reserve pursuant to Section 5.2 of this Lease, and such failure in each such event shall continue for a period of five (5) days after receipt of written Notice thereof from Landlord. (c) If any assignment, transfer or perform sublease of or concerning any of the covenantsLeased Property, conditions specifically excluding the P&E, shall be made or deemed to be made that is in violation of the provisions of this Lease. (d) If any lien or encumbrance of the Leased Property or OTA Assets or if any assignment, transfer, sublease, lien or encumbrance of the P&E shall be made or deemed to be made that is in violation of the provisions of this Lease to be observed and such violation or performed by Tenant, where such failure shall continue for a period of forty-five ninety (4590) days after written notice thereof given from Landlord. (e) If Tenant shall cease the actual and continuous operation of the Business contemplated by this Lease to be conducted by Tenant upon the Leased Property (and such cessation is not the result of casualty, Condemnation or a Permitted Renovation and accompanying restoration or is not otherwise permitted by Landlord or is not the result of Applicable Laws or during an Emergency or other Force Majeure Event); or if Tenant shall vacate, desert or abandon the Leased Property; or if the Leased Property shall become empty and unoccupied; or if any of the Leased Property or Leased Improvements are used or are permitted to be used for any purpose, or for the conduct of any activity, other than the Permitted Use. (f) If, at any time during the Term of this Lease, Tenant shall file in any court, pursuant to any statute of either the United States or of any State, a petition in bankruptcy or insolvency, or for reorganization or arrangement, or for the appointment of a receiver or trustee of all or any portion of Tenant. In ’s property, including, without limitation, the event leasehold interest in the default cannot reasonably Leased Property, or if Tenant shall make an assignment for the benefit of its creditors or petitions for or enters into an arrangement with its creditors. (g) If, at any time during the Term of this Lease, there shall be cured within filed against Tenant in any court pursuant to any statute of the United States or of any State, a petition in bankruptcy or insolvency, or for reorganization, or for the appointment of a receiver or trustee of all or a portion of Tenant’s property, including, without limitation, the leasehold interest in the Leased Property, and any such forty-five (45) day period, proceeding against Tenant shall not be dismissed within ninety (90) days following the commencement thereof. Batesville Healthcare Center Batesville, Arkansas (h) If Tenant’s leasehold interest in default the Leased Property or any property therein (including, without limitation, any material portion of Tenant’s Personal Property) shall be seized under any levy, execution, attachment or other process of court where the same shall not be vacated or stayed on appeal or otherwise within ninety (90) days thereafter, or if Tenant’s leasehold interest in the Leased Property is sold by judicial sale and such sale is not vacated, set aside or stayed on appeal or otherwise within ninety (90) days thereafter. (i) If any of the Permits material to the operation of the Business or the use of the Land for its Permitted Use are at any time suspended and the suspension is not stayed pending appeal within thirty (30) days of the date of the notice of the suspension of any Permits material to the operation of the Business or the use of the Land for its Permitted Use, or voluntarily terminated without the prior written consent of Landlord, which consent may be withheld in Landlord’s sole opinion and discretion. (j) If any governmental agency or regulatory authority places a ban on admissions to the Facility and such ban is not lifted and admissions again permitted within ninety (90) calendar days; provided, however, if such violation or failure is incapable of cure by Tenant within such ninety (90) calendar days after Tenant’s diligent and continuous efforts to cure the same, Tenant shall have an additional thirty (30) days to complete such cure before it shall be an Event of Default hereunder; provided Tenant commenced the cure within the initial ninety (90) calendar days and diligently thereafter pursues its remedies with the applicable Government Agency; provided further that Tenant shall have no right to an additional cure period if the Facility is in imminent loss of licensure. (k) If Tenant fails to give notice to Landlord not later than ten (10) Business Days after Tenant’s receipt of any fine notice from any Government Agency relating to a violation of Applicable Law at the Land or relating to the Business, which violation, if not cured, could cause a cessation of operations of the Business or a substantial portion thereof. (l) If Tenant fails during the Term of this Lease to cure or xxxxx any violation of Applicable Law occurring during the Term that is claimed by any Governmental Agency of any law, order, ordinance, rule, regulation or Applicable Laws pertaining to the operation of the Business or the use of the Land for its Permitted Use, and within the later of (i) the time permitted by such authority for such cure or abatement, or (ii) thirty (30) days after written notice thereof from Landlord. (m) If Tenant violates or fails to comply with or perform any other term, provision, covenant, agreement or condition to be performed or observed by Tenant under this Lease which is not otherwise identified in this Section 12.1, and such violation or failure shall continue for a period of thirty (30) days after receipt of written notice thereof from Landlord; provided, however, if such violation or failure is incapable of cure by Batesville Healthcare Center Batesville, Arkansas Tenant within such thirty (30) days after Tenant’s diligent and continuous efforts to cure the same, it shall not constitute an Event of Default provided Tenant commences the cure within the forty-five thirty (4530) day period days and diligently thereafter diligently prosecutes completes the cure to completionof same within a commercially reasonable period of time after such written notice. (iiin) If Tenant encumbers the Leased Property, the OTA Assets or its interests under this Lease with leasehold financing in violation hereof. (Ao) The making If there shall be a default by any Guarantor under the Guaranty and such default is not cured within any applicable cure period. (p) If there shall be a default by any Affiliated Tenant under any Affiliated Lease and such default is not cured within any applicable cure period. By execution of any general arrangement or general assignment this Agreement, Tenant expressly agrees and acknowledges that for the benefit limited purposes of creditors; (B) Tenant becomes a debtor as defined in assumption and rejection of this Lease under Section 365 of Title 11 U.S.C. 101 or any successor statute thereto (unless, in of the case of a petition filed against TenantU.S. Code, the same Lease and the Affiliated Leases shall be construed as an integrated agreement and are not severable. Tenant expressly agrees and acknowledges that this Section 12.1 is dismissed within sixty a material inducement to Landlord entering into the Lease and that it has received material consideration in connection herewith. (60q) days); (C) the appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest If Tenant shall be in this Lease, where possession default under any AR Financing and such default is not restored to Tenant cured within sixty (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) daysany applicable cure period.

Tenant Events of Default. The occurrence of any one or more Each of the following events shall constitute be an “Event event of Default by Tenant” default under this Lease by Tenant:(each, subject to the additional notice and cure provisions of Section 17.3, a “Tenant Event of Default”): (ia) The failure by Tenant fails to make any payment of Base Rent when due and such failure continues for two (2) Business Days after Tenant’s receipt of written notice from Landlord of such failure; or (b) Tenant fails to make any payment of Additional Rent (other than a failure to pay Base Rent and except for such payments as Tenant is contesting in good faith or pursuant to a Tax Challenge or a Permitted Tenant Contest) and such failure continues for fifteen (15) Business Days after Tenant’s receipt of written notice of such failure from Landlord; or (c) any other payment required to be representation or warranty made by Tenant hereunderunder this Lease is false at the time made and which, as individually or in the aggregate with respect to each other such false representation or warranty, is material; or (d) Tenant makes or permits a Lease Assignment or a Sublease in violation of Article XVII of this Lease, and when duewith respect to a Lease Assignment or Sublease to or with an Affiliate of Tenant, which Tenant fails to unwind or terminate such Lease Assignment or Sublease within sixty (60) days after Tenant’s receipt of written notice from Landlord of such breach; or (e) Tenant fails to maintain property insurance on the Leased Property in material compliance with this Lease, and such failure continues for a period fifteen (15) Business Days after Tenant’s receipt of ten (10) days following written notice given by Landlord to Tenant.of such failure from Landlord; or (iif) Failure by Tenant fails to observe or perform any other covenant of the covenantsTenant under this Lease (i.e., conditions or provisions other than those specified in other subsections of this Lease to be observed or performed by Tenant, where such Section 23.1) and that failure shall continue continues for a period of forty-five sixty (4560) days after Tenant’s receipt of written notice thereof given by of that breach from Landlord (or if the cure of that failure reasonably requires more than sixty (60) days to Tenant. In the event the default cannot reasonably be cured within such forty-five (45) day periodcomplete, Tenant shall not be in default if Tenant commences fails to commence the cure within the forty-five such sixty (4560) day period and thereafter to diligently prosecutes the pursue such cure to completion.), but with respect to the foregoing, no such uncured failure shall constitute a Tenant Event of Default unless individually or in the aggregate with each other such uncured failure, such failure is material; or (iiig) (A) The making the filing by or against Tenant or Tenant Guarantor of a petition for relief under any general arrangement or general assignment for the benefit of creditors; (B) Tenant becomes a debtor as defined in 11 U.S.C. 101 or any successor statute thereto Debtor Relief Laws (unless, in the case of a petition filed against TenantTenant or Tenant Guarantor, the same is dismissed within sixty ninety (6090) daysdays after filing); (C) , or the appointment of a trustee or receiver to take possession of all, or substantially all all, of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (D) the attachment, execution or other judicial seizure of substantially all of TenantGuarantor’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure appointment is not discharged within sixty in ninety (6090) daysdays after appointment of said trustee or receiver, or the voluntary filing of a petition for the appointment of the same; or (h) Tenant or Tenant Guarantor (i) fails to make any payment of principal or interest with respect to any Material Debt after giving effect to any applicable cure period or (ii) fails to perform under any agreement or instrument relating to that Material Debt where such non-performance constitutes a default under such agreement or instrument (other than a failure to pay specified in subsection (i) of this paragraph), such default does not arise as a result of the application of subjective criteria, and such default continues after the applicable grace or cure period, if any, specified in such agreement or instrument, if the effect of the failure specified in subsection (i) or (ii) is to accelerate the maturity of that Material Debt; or (i) a breach or default has occurred and is continuing by Tenant under the SNDA and such breach or default continues for thirty (30) days after Tenant’s receipt of written notice of such breach or default from Landlord; or (j) EXXI USA is in breach of its obligations under Article XIV of the Purchase Agreement or Section 14.11 of the Purchase Agreement; or (k) Tenant is in breach of its obligations under Article XXVIII; or (l) Landlord has notified Tenant that one or more of Tenant’s Affiliates is in breach of its obligations under any Right of Use Agreement (other than a breach arising as a result of the application of subjective criteria), if such breach results in a material impairment of Landlord’s rights under such Right of Use Agreement or the termination of such Right of Use Agreement.