Common use of Default by Tenant Clause in Contracts

Default by Tenant. The following will be events of default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The occurrence of one or more of the following will be events shall constitute an event of default by Tenant under this Lease:Agreement (“Tenant Event of Default”): (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five (5) days of due date; (bi) The filing failure of a petition for bankruptcy or insolvency under Tenant to timely perform and satisfy any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the material duties and obligations of Tenant under this Lease Agreement and/or the Development Plan and Budget; provided, however, Tenant shall not be deemed to be in default of this Agreement if: (each, i) in the event the default is a “Guarantor”); monetary default and Tenant cures such monetary default within ten (c10) A transfer business days after receipt of written notice from the Landlord of such monetary default; or (ii) in fraud the event the default is a non-monetary default and Tenant commences the cure of creditors or an assignment for such non-monetary default as soon as reasonably practicable following written notice thereof from the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant Landlord and the failure of Tenant to satisfy or bond the lien in its entirety completes such cure within thirty (30) calendar days after receipt of such written notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that however if such breach non-monetary default cannot reasonably be cured within such 20 thirty (30) calendar day period using diligent efforts and period, Tenant promptly commenced efforts shall not be deemed to be in default of this Agreement if Tenant commences to cure such breach upon receipt of Landlord’s notice thereofnon-monetary default within such thirty (30) calendar day period, then such cure period shall be extended for so long as Tenant continues and thereafter diligently pursues the same to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice;completion; or (gii) The commission of any act of gross negligence, willful misconduct, fraud, or intentional misrepresentation by Tenant’s breach , or any executive-level employee of Tenant, in connection with the performance by Tenant of its duties and obligations under this Agreement; or (iii) The occurrence of any Default by Tenant under the Lease. Upon the occurrence of a Tenant Event of Default, Landlord and Tenant acknowledge and agree that such Tenant Event of Default shall constitute a Default by Tenant under the Lease and Landlord shall have all of the same provision rights and remedies afforded to Landlord upon the occurrence of this a Default by Tenant under the Lease, as well as any other than rights and remedies afforded to Landlord at law or in equity, including, without limitation, the obligation right to pay Rentseek specific performance. Notwithstanding the foregoing, more than twice (2) in any twelve (12) month period; (h) Failure each of Landlord and Tenant hereby waive the right to deliverrecover consequential, maintain special or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorspunitive damages under this Agreement.

Default by Tenant. The Each of the following will be events shall constitute an Event of default Default (herein so called) by Tenant under this Lease: (ai) Failure Tenant fails to pay when due any installment of Base Rent or any other payment required pursuant to in full under this Lease within five (5) days of due dateafter notice from Landlord that such payment was not received when due; (bii) The filing Tenant fails to pay any installment of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; Additional Rent in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant full under this Lease within ten (each, a “Guarantor”)10) days after notice from Landlord that such payment was not received when due; (ciii) A transfer in fraud Tenant fails to observe or perform any other provision of creditors this Lease required to be observed or an assignment for the benefit of creditors, whether performed by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the does not cure such failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt notice thereof from Landlord; provided that if such default is not capable of notice of samebeing cured within thirty (30) days and Tenant promptly commences such cure, said thirty (30) day period shall be extended so long as Tenant diligently and continuously pursues such cure; (eiv) The liquidation, termination Tenant or dissolution any guarantor of Tenant's obligations under this Lease (a "Guarantor") makes a general assignment for the benefit of creditors; (v) A receiver or trustee of Tenant or any Guarantor, or, if Tenant Guarantor or any Guarantor of their respective assets is appointed by entry of an order by a natural personcourt of competent jurisdiction and the same is not vacated, the death of Tenant discharged or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, dismissed within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s noticethereafter; (gvi) Tenant’s breach A petition for relief is filed by Tenant or any Guarantor under any bankruptcy or insolvency law seeking a plan of reorganization or arrangement under any law relating to bankruptcy, or any such petition is filed against Tenant or any Guarantor and same is not dismissed, discharged or vacated within sixty (60) days thereafter; (vii) The interest of Tenant in the Premises is sold under execution or other legal process; (viii) Tenant fails to maintain any insurance required under Section 12.1 of this Lease within five (5) days after notice from Landlord of such failure; or (ix) Tenant assigns this Lease or subleases any portion of the same provision Premises in violation of Section 13 of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute an “Event of default by Tenant Default” under this LeaseLease Agreement: (a) Failure A. The failure of Tenant to pay any Rent as and when due any installment of Rent or any other payment required pursuant to under this Lease within Agreement and such failure continues for five (5) business days after Landlord gives Tenant written notice of such failure; provided, however, that once Landlord has given Tenant two (2) such notices during any calendar year of this Lease Agreement for any payments that are not made when due datehereunder, Landlord shall not be required to give further notice or any notice at all with respect to subsequent defaults in such payments in such calendar year, and the failure or refusal by Tenant to timely make any payment thereafter due hereunder during such calendar year shall immediately constitute an Event of Default entitling Landlord to pursue its remedies without notice or demand; (b) B. The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy perform, comply with or bond observe any of the lien other covenants or conditions contained in its entirety within this Lease Agreement and the continuance of such failure for the period of time as may be specified elsewhere in this Lease Agreement for such specific covenant or condition, or should no period of time be specified elsewhere in this Lease Agreement with respect to such specific covenant or condition, a period of thirty (30) days after receipt of written notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, to Tenant; or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach failure cannot reasonably be cured within such 20 said thirty (30) day period using despite Tenant’s diligent efforts and good faith efforts, the failure of Tenant to promptly commenced commence its diligent good faith efforts to cure such breach upon receipt failure within said thirty (30) day period and/or the continuance of Landlordsuch failure for a period of ninety (90) days notwithstanding Tenant’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not ; C. Tenant shall fail to exceed a total of sixty execute and acknowledge or otherwise respond in good faith and in writing within ten (6010) days from the date after submission to Tenant of Landlord’s notice; (g) Tenant’s breach a request for confirmation of the same provision subordination of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit Lease Agreement pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors 24 or an estoppel certificate pursuant to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.Section 35;

Default by Tenant. The occurrence of any one or more of the following will be events (“Event of default Default”) shall constitute a breach of this Lease by Tenant under this LeaseTenant: (a) Failure Tenant fails to pay when due any installment of Rent Base Rent, or any additional rent under section 3.1, or other payment required pursuant to this Lease within five amount of money or charge payable by Tenant and such failure continues for more than ten (510) days of after the date such rent becomes due date;and payable; or (b) The filing Tenant fails to perform or breaches any other agreement or covenant of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors to be performed or an assignment for the benefit of creditors, whether observed by Tenant as and when performance or any Guarantor; observance is due and such failure or breach continues for more than ten (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (3010) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after gives written notice thereof to Tenant; provided, however, that if if, by the nature of such agreement or covenant, such failure or breach cannot reasonably be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereoften (10) days, then such cure period an Event of Default shall be extended for so not exist as long as Tenant continues to use diligent efforts to cure, not to exceed a total commences with due diligence and dispatch the curing of sixty such failure or breach within such period of ten (6010) days from and, having so commenced, thereafter prosecutes with diligence and dispatch and completes the date curing of Landlord’s notice;such failure or breach; or (gc) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and Tenant (i) Failure files, or consents by answer or otherwise to the filing against it of, a petition for relief or reorganization or arrangement or any other petition in bankruptcy or for liquidation or to take advantage of any bankruptcy, insolvency or other debtors’ relief law of any jurisdiction, (ii) makes an assignment for the guarantors benefit of its creditors, or (iii) consents to fulfill the terms appointment of a custodian, receiver, trustee or other officer with similar powers of Tenant or of any substantial part of Tenant’s property; or (d) Without consent by ▇▇▇▇▇▇, a court or government authority enters an order, and conditions such order is not vacated within thirty (30) days, (i) appointing a custodian, receiver, trustee or other officer with similar powers with respect to Tenant or with respect to any substantial part of Tenant’s property, or (ii) constituting an order for relief or approving a petition for relief or reorganization or arrangement or any other petition in bankruptcy or for liquidation or to take advantage of any bankruptcy, insolvency or other debtors’ relief law of any jurisdiction, or (iii) ordering the Guaranty dissolution, winding-up or liquidation of Tenant; or (e) This Lease or any estate of Tenant hereunder is levied upon under any attachment or execution and such attachment or execution is not vacated within thirty (30) days; or BE 543 154 EUL Final 120511 SAA2 – 402658 (f) Tenant abandons the breach of the Guaranty by one of the GuarantorsPremises.

Default by Tenant. The occurrence of any of the ----------------- following will be events and the expiration of any grace periods hereafter described shall constitute a default by Tenant under this Lease: (a) Failure The failure of Tenant to pay any Rent within ten (10) days after Tenant's receipt of Landlord's written notice of such failure to pay; provided Landlord shall be required to give such notice only twice in any twelve (12) month period and thereafter Tenant shall be in default if any such payment is not received when due any installment of Rent or any other payment required pursuant to and without notice; (b) Tenant assigns its interest in this Lease within or sublets any portion of the Premises except as permitted in this Lease or Tenant otherwise breaches the provisions of Section 6.2 of this Lease; (c) Tenant uses the Premises for any purpose other than the Permitted Use or otherwise breaches Tenant's operational covenants under Sections 2.3, or 6.8 of this Lease after five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days Landlord's written notice of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantorbreach; (d) The filing Tenant breaches or imposition fails to comply with any term, provision, covenant, or condition of a lien against this Lease (other than as described in Subsections [a], [b], or [c] above), or with any of the PremisesBuilding Rules now or subsequently established, the Buildings and such breach or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within continues for thirty (30) calendar days after receipt of written notice of same; (e) The liquidation, termination or dissolution of by Landlord to Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach condition cannot reasonably be cured within such 20 thirty (30) day period using diligent efforts and period, Tenant promptly commenced efforts shall fail to cure such breach upon receipt of Landlord’s notice thereof, then commence such cure within such thirty (30) day period, or having commenced such cure within such period shall be extended for so long as Tenant continues thereafter diligently and continuously fail to use diligent efforts prosecute such cure to cure, not to exceed a total of completion within sixty (60) days from the date of Landlord’s notice's notice of such default; (e) If the interest of Tenant under this Lease is levied on under execution or other legal process, or if any petition in bankruptcy or other insolvency proceedings is filed by or against Tenant, or any petition is filed or other action taken to declare Tenant as bankrupt or to delay, reduces or modify Tenant's debts or obligations or to reorganize or modify Tenant's capital structure or indebtedness or to appoint a trustee, receiver or liquidator of Tenant or of any property of Tenant, or any proceedings or other action is commenced or taken by a governmental authority for the dissolution or liquidation of Tenant (provided that no such levy, execution, legal process; or petition filed against Tenant shall constitute a breach of this Lease if Tenant shall vigorously contest the same by appropriate proceedings and shall remove or vacate the same within thirty (30) calendar days from the date of its creation, service, or filing); (f) Tenant becomes insolvent, makes an assignment for the benefit of creditors, or makes a transfer in fraud of creditors; or a receiver or trustee is appointed for Tenant or any of its properties; (g) Tenant’s breach of Tenant abandons the same provision of this Lease, other than Premises during the obligation to pay Rent, more than twice (2) in any twelve (12) month period;Lease Term; or (h) Failure If Tenant is an individual person, the death or legal incapacity of Tenant; if Tenant is a corporation, Tenant ceases to deliver, maintain or restore exist as a corporation in good standing in the Security Deposit pursuant state of its incorporation and/or ceases to Section 11.2 hereof be duly authorized to transact business within the timeframes providedState of Texas; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsif Tenant is a partnership or other entity, Tenant is dissolved or otherwise liquidated.

Default by Tenant. The following will be events of default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five Lease; provided that Landlord shall give Tenant notice of the first two (52) such instances of non-payment in each calendar year of the Term and Tenant shall have a period of ten (10) days of due dateafter receipt thereof to cure such non-payment before a default shall be deemed to have occurred; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or of a receiver or trustee for all all, or substantially all all, of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any each party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant ▇▇▇▇▇▇ or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property Premises as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice by Landlord of sameits filing; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party toLease, other than the obligation to pay Rent, within twenty thirty (2030) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 30 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty ninety (6090) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The Each of the following will be events shall constitute an Event of default Default (herein so called) by Tenant under this Lease: (ai) Failure Tenant fails to pay when due any installment of Base Rent or any other payment required pursuant to in full under this Lease within five (5) days of due dateafter notice from Landlord that such payment was not received when due; (bii) The filing Tenant fails to pay any installment of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; Additional Rent in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant full under this Lease within ten (each, a “Guarantor”); 10) days after notice from Landlord that such payment was not received when due; (ciii) A transfer in fraud Tenant fails to observe or perform any other provision of creditors this Lease required to be observed or an assignment for the benefit of creditors, whether performed by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the does not cure such failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt notice thereof from Landlord; provided, that if such default is not capable of notice being cured within thirty (30) days and Tenant promptly commences such cure, said thirty (30) day period shall be extended so long as Tenant diligently and continuously pursues such cure; (iv) Tenant or any guarantor of same; Tenant's obligations under this Lease (ea "Guarantor") The liquidation, termination makes a general assignment for the benefit of creditors; (v) A receiver or dissolution trustee of Tenant or any Guarantor, or, if Tenant Guarantor or any Guarantor of their respective assets is appointed by entry of an order by a natural personcourt of competent jurisdiction and the same is not vacated, the death of Tenant discharged or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, dismissed within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days thereafter; (vi) A petition for relief is filed by Tenant or any Guarantor under any bankruptcy or insolvency law seeking a plan of reorganization or arrangement under any law relating to bankruptcy, or any such petition is filed against Tenant or any Guarantor and same is not dismissed, discharged or vacated within sixty (60) days thereafter; (vii) The interest of Tenant in the Premises is sold under execution or other legal process; (viii) Tenant fails to maintain any insurance required under Section 12.1 of this Lease within five (5) days after notice from the date Landlord of Landlord’s notice; such failure; or (gix) Tenant’s breach Tenant assigns this Lease or subleases any portion of the same provision Premises in violation of Section 13 of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The following will Tenant shall be events of in default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease in the event that it (eachA) fails to pay rent for ten (10) days after it is due hereunder, or (B) fails to perform or comply with any other provision hereof for a “Guarantor”); (c) A transfer in fraud period of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after written notice thereof to Tenantfrom Landlord; providedprovided that if, however, that if such breach failure cannot reasonably be cured within such 20 day thirty (30) days, then Tenant shall have an additional period using diligent efforts and Tenant promptly commenced efforts of time, not to exceed sixty (60) days, to cure such breach upon receipt of Landlord’s notice thereoffailure, then such cure period shall be extended for so long as Tenant continues has commenced and is diligently pursuing appropriate actions to use diligent efforts cure such failure. Upon a default by Tenant, Tenant's right to curethe further possession of the Premises shall terminate and Landlord shall become and be entitled to immediate possession of the Premises, provided Landlord shall so elect, but not otherwise. Landlord shall thereupon immediately have the full right of re-entry upon the Premises, by force or otherwise, to exceed a total the extent permitted by the applicable law then in force, and without formal notice or demand, and without liability of sixty any kind; and also the right, but not the obligation, to re-let the Premises for any unexpired balance of the term, and collect the rent therefor. In the event of such re-letting by Landlord, the re-letting shall be for such duration (60which may extend beyond the unexpired balance of the term) days and on such other terms, conditions, and rental as Landlord may deem proper, and the proceeds that may be collected from the date same, less the expense of Landlord’s notice; re-letting (g) including reasonable leasing costs, fees, and commissions and reasonable costs of renovating the Premises), shall be applied upon Tenant’s breach 's rental obligation as set forth in this Lease for the unexpired portion of the same provision Lease term. Tenant shall be liable for any balance that may be due under this Lease, although Tenant shall have no further right of possession of the Premises. Such re-entry by Landlord and any such re-letting shall not operate as a termination of this Lease, unless Landlord shall so elect, nor as a waiver or postponement of any right of Landlord against Tenant. Landlord shall have the further right, in the event of Tenant's default as aforesaid, and irrespective of whether Landlord shall have elected to terminate Tenant's right to the further possession of the Premises, to declare the entire rent for the unexpired portion of the Lease term to be immediately due and payable and to collect the same by any manner not inconsistent with applicable law. Mention in this Lease of any particular remedy shall not preclude Landlord from any other than remedy, in law or in equity. To the obligation extent permitted by law, Tenant hereby consents to pay Rentsummary proceedings in connection with Landlord's re-entry of the Premises, more than twice (2) and expressly waives any and all rights of redemption, granted by or under any present or future laws in the event of Tenant being evicted or dispossessed for any twelve (12) month period; (h) Failure to delivercause, maintain or restore in the Security Deposit pursuant to Section 11.2 hereof within event of Landlord obtaining possession of the timeframes provided; and (i) Failure Premises, by reason of the violation by Tenant of any of the guarantors to fulfill the terms covenants and conditions of the Guaranty this Lease, or the breach of the Guaranty by one of the Guarantorsotherwise.

Default by Tenant. (a) The following will events shall be deemed to be events of default by Tenant under this Lease:Lease (hereinafter called an “Event of Default”): (a1) Failure Tenant shall fail to timely pay when due any installment Rent and such failure shall continue for a period of Rent or any other payment required pursuant to this Lease within five ten (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (3010) days after receipt of written notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof default shall have been given to Tenant; provided, however, that Landlord shall not be obligated to give Tenant written notice of its failure to pay Rent more than two times in any 12-month period and after the second notice, an Event of Default shall occur automatically upon Tenant’s failure to timely pay any Rent within such 12-month period without the requirement of any further notice from Landlord; (2) Tenant shall fail to comply with any terms, provisions or covenants of this Lease or any other agreement between Landlord and Tenant not requiring the payment of Rent, all of which terms, provisions and covenants shall be deemed material, and such failure shall continue for a period of thirty (30) days after written notice of such failure is delivered to Tenant or, if such breach failure cannot reasonably be cured within such 20 thirty (30) day period using diligent efforts and period, Tenant promptly commenced efforts shall fail to commence to cure such breach upon receipt failure within such thirty (30) day period and/or shall thereafter fail to prosecute such cure diligently and continuously to completion within sixty (60) days of the date of Landlord’s notice of default; (3) Tenant or any guarantor takes any action to, or notifies Landlord that Tenant or any guarantor intends to, file a petition under any section or chapter of the United States Bankruptcy Code, as amended from time to time, or under any similar Law of the United States or any state thereof, then such cure period ; or a petition shall be extended for so long as filed against Tenant continues to use diligent efforts to cure, or any guarantor under any such statute and shall not to exceed a total of be dismissed within sixty (60) days thereafter; (4) a receiver or trustee shall be appointed for Tenant’s leasehold interest in the Premises or for all or a substantial part of the assets of Tenant or any guarantor; or (5) Tenant abandons all, or substantially all, of the Premises, without providing Landlord with (a) thirty (30) days prior written notice of its intent to vacate, (b) an affirmative statement that this Lease is in full force and effect and that there are no uncured events of default by Landlord or Tenant, (c) an affirmative statement that Tenant intends to comply with all of the terms and conditions of the Lease including, without limitation, the payment of Rent, (d) current financial statements and (e) a forwarding address and telephone number. (b) Upon the occurrence of any Event of Default, Landlord may, at its option and without further notice to Tenant and without judicial process, in addition to all other remedies given hereunder or by Law or equity, do any one or more of the following: (1) terminate this Lease, in which event Tenant shall immediately surrender possession of the Premises to Landlord; (2) enter upon and take possession of the Premises and expel or remove Tenant therefrom, with or without having terminated this Lease; (3) apply all or any part of the Security Deposit to cure such Event of Default; (4) change or re-key all locks to entrances to the Premises, and Landlord shall have no obligation to give Tenant a new key to the Premises until such Event of Default is cured; and (5) remove from the Premises any furniture, fixtures, equipment or other personal property of Tenant, without liability for trespass or conversion, and store such items either in the Complex or elsewhere at the sole cost of Tenant and without liability to Tenant. Any of such furniture, fixtures, equipment or personal property not claimed within thirty (30) days from the date of removal shall be deemed abandoned. (c) Exercise by Landlord of any one or more remedies hereunder shall not constitute forfeiture or an acceptance of surrender of the Premises by Tenant, it being understood that such surrender can be effected only by the written agreement of Landlord and Tenant. (d) If Landlord terminates this Lease by reason of an Event of Default, Tenant shall pay to Landlord the sum of (1) the cost of recovering the Premises, (2) the cost of repairing any damage to the Premises, (3) any amounts owed by Tenant under this Lease that have accrued but not been paid, (4) any other damages or relief which Landlord may be entitled to for any Event of Default other than the non-payment of rent at law or in equity, and (5) the Rent payable over what would have been the remainder of the Term absent such Lease termination less fair market value of the Premises over such remainder of the Term, as discounted by present value at one percent (1%) per annum. In no event shall Landlord have any obligation to refund to Tenant any of the Base Rental prepaid on this Lease, irrespective of whether Landlord relets all or any portion of the Premises following an Event of Default. (e) If Tenant should fail to make any payment, perform any obligation, or cure any default hereunder within the notice and cure period set forth in Section 27(a), Landlord, without obligation to do so and without thereby waiving such failure or default, may make such payment, perform such obligation, and/or remedy such other default for the account of Tenant (and enter the Premises for such purpose), and Tenant shall, within ten (10) days following written demand, pay all costs, expenses and disbursements (including attorneys’ fees) incurred by Landlord in taking such remedial action, plus, at the option of Landlord, interest thereon at the Default Rate. (f) If an Event of Default occurs, Landlord shall use reasonable efforts to mitigate its damages. Landlord’s notice;duty to mitigate damages as a result of an Event of Default will be satisfied in full if Landlord undertakes to lease the Premises to another tenant (a “Substitute Tenant”) in accordance with the following criteria: (a) Landlord will have no obligation to solicit or entertain negotiations with any other prospective tenants for the Premises until Landlord obtains full and complete possession of the Premises including, without limitation, the final and unappealable legal right to relet the Premises free of any claim of Tenant; (b) Landlord will not be obligated to lease or show the Premises on a priority basis, or offer the Premises to a prospective tenant when other space in the Building suitable for the prospective tenant’s use is (or soon will be) available; (c) Landlord will not be obligated to lease the Premises to a Substitute Tenant for a Base Rental less than the current fair market Base Rental then prevailing for similar uses in comparable buildings in the same market area as the Building, nor will Landlord be obligated to enter into a new lease under other terms and conditions that are unacceptable to Landlord under Landlord’s then current leasing policies for comparable space in the Building; (d) Landlord will not be obligated to enter into a lease with a Substitute Tenant whose use would (i) violate any restriction, covenant, or requirement contained in the lease of another tenant of the Building; (ii) adversely affect the reputation of the Building; or (iii) be incompatible with other uses of the Building; (e) Landlord will not be obligated to enter into a lease with any proposed Substitute Tenant that does not have, in Landlord’s reasonable opinion, sufficient financial resources to operate the Premises in a first class manner; and (f) Landlord will not be required to expend any amount of money to alter, remodel, or otherwise make the Premises suitable for use by a proposed Substitute Tenant unless: (i) Tenant pays any such sum to Landlord in advance of Landlord’s execution of a lease with the proposed Substitute Tenant (which payment will not be in lieu of any damages or other sums to which Landlord may be entitled as a result of Tenant’s default under this Lease); or (ii) Landlord, in Landlord’s reasonable discretion, determines that any such expenditure is financially justified in connection with entering into a lease with the prospective Substitute Tenant. Tenant hereby waives any right to assert, claim or allege that Landlord has not fulfilled its duty to mitigate damages as a result of an Event of Default if Landlord’s efforts to mitigate are in compliance with the provisions of this Section 27. (g) Tenant’s Tenant will reimburse and compensate Landlord on demand and as Additional Rent for any actual loss Landlord incurs in connection with, resulting from or related to any breach or default of the same provision of Tenant under this Lease, regardless of whether the breach or default constitutes an Event of Default, and regardless of whether suit is commenced or judgment is entered. Such loss includes all reasonable legal fees, costs and expenses (including paralegal fees, expert fees, and other than professional fees and expenses) Landlord incurs investigating, negotiating, settling or enforcing any of Landlord’s rights or remedies or otherwise protecting Landlord’s interests under this Lease. In addition to the obligation foregoing, Landlord is entitled to pay Rentreimbursement of all of Landlord’s reasonable fees, more than twice (2) expenses and damages, including, but not limited to, reasonable attorneys’ fees and paralegal and other professional fees and expenses, Landlord incurs in connection with any bankruptcy or insolvency proceeding involving Tenant including, without limitation, any proceeding under any chapter of the Bankruptcy Code; by exercising and advocating rights under Section 365 of the Bankruptcy Code; by proposing a plan of reorganization and objecting to competing plans; and by filing motions for relief from stay. Such fees and expenses are payable on demand, or, in any twelve (12) month period;event, upon assumption or rejection of this Lease in bankruptcy. (h) Failure to deliverTenant waives and releases all Claims, maintain or restore Tenant may have resulting from Landlord’s re-entry and taking possession of the Security Deposit Premises pursuant to this Section 11.2 hereof within 27 by any lawful means and removing, storing or disposing of Tenant’s property as permitted under this Lease, regardless of whether this Lease is terminated and, to the timeframes provided; and fullest extent allowable under the Laws, Tenant releases and will indemnify, protect, defend (iwith counsel reasonably acceptable to Landlord) Failure of and hold harmless Landlord and the Landlord Related Parties from and against any of the guarantors and all Claims arising therefrom. No such re-entry is to fulfill the terms and conditions of the Guaranty be considered or the breach of the Guaranty construed as a forcible entry by one of the GuarantorsLandlord. THIS INDEMNITY PROVISION IS INTENDED TO INDEMNIFY LANDLORD, LANDLORD RELATED PARTIES AND THEIR RESPECTIVE AGENTS AGAINST THE CONSEQUENCES OF THEIR OWN NEGLIGENCE OR FAULT WHEN LANDLORD OR ITS AGENTS ARE JOINTLY, COMPARATIVELY, OR CONCURRENTLY NEGLIGENT WITH TENANT (BUT NOT WHEN THE NEGLIGENCE OR FAULT OF LANDLORD, LANDLORD RELATED PARTIES OR THEIR AGENTS IS THE SOLE BASIS OF THE CLAIM). No such re-entry is to be considered or construed as a forcible entry by Landlord.

Default by Tenant. The following will be events of default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any GuarantorTenant; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such GuarantorTenant; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The following will Any other provisions of this Lease to the contrary notwithstanding, it shall be events deemed to be an “Event of default by Tenant Default” under this Lease: Lease if: (a) Failure Tenant fails to pay when due any installment of Rent which is due and payable hereunder by Tenant and such failure continues for a period of thirty (30) after Tenant’s receipt of notice thereof from Landlord, or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing Tenant fails to keep, observe or perform any other term, covenant or condition of a petition this Lease to be kept, observed or performed by Tenant and such failure continues after Tenant’s receipt of notice of default thereof from Landlord for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission more than thirty (30) days, provided that it if the same cannot meet its financial obligations be cured within thirty (30) days, then within such additional time, if any, as they become dueis reasonably necessary to complete such cure, provided that Tenant has commenced such cure within the initial thirty (30) day period and diligently pursues such cure to completion, or (c) Tenant and/or Bloom Energy Corporation shall (i) voluntarily be adjudicated a bankrupt or insolvent; (ii) consent to the appointment or of a receiver or trustee for all itself or substantially all for any of the assets of TenantPremises or Improvements; (iii) file a petition in each of bankruptcy, or a petition or answer seeking reorganization under the foregoing casesFederal Bankruptcy Code, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicablea petition seeking relief under any other debtor relief law; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease or (each, iv) file a “Guarantor”); (c) A transfer in fraud of creditors or an general assignment for the benefit of creditors, whether by Tenant ; or any Guarantor; (d) The filing a court shall enter an order, judgment, or imposition decree (i) appointing, with or without the voluntary consent of Tenant, a lien receiver or trustee for Tenant and/or Bloom Energy Corporation or for the Premises or Improvements; or (ii) adjudicating Tenant and/or Bloom Energy Corporation bankrupt or approving a petition filed against the Premises, the Buildings or the Property as a result of any act or omission Tenant and/or Bloom Energy Corporation which seeks reorganization of Tenant and/or Bloom Energy Corporation under the Federal Bankruptcy Code or seeks relief under any judgment or debtor relief law, and the failure of Tenant to satisfy such order, judgment, or bond the lien decree shall remain in its entirety within thirty force, undischarged or unstayed, ninety (3090) days after receipt of notice of same; it is entered or (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, abandons the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision Premises. For purposes of this Lease, other than abandonment shall be deemed to have occurred if Tenant ceases business operations at the obligation to pay Rent, more than twice (2) in any Premises for a period of twelve (12) month period; (h) Failure consecutive months or otherwise after vacating the Premises unequivocally evidences an intention to deliver, maintain or restore abandon indefinitely the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the GuarantorsProject.

Default by Tenant. The occurrence of any one or more of the ----------------- following will be events shall constitute an "Event of default Default" by Tenant: A. The failure by Tenant under this Lease: (a) Failure to pay when due make any installment payment of Rent rental or any other payment required pursuant to this Lease within be made by Tenant hereunder, and any interest for late payment thereof, as and when due, where such failure shall continue for a period of five (5) days of due date; (b) The filing after receipt by Tenant of a petition for bankruptcy written notice thereof from Landlord. B. The failure by Tenant to observe or insolvency under perform any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets covenants, conditions or provisions of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for other than the benefit of creditors, whether failure by Tenant or any Guarantor; (ddescribed in subparagraph E below) The filing or imposition where such failure shall continue for a period of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt by Tenant of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after written notice thereof to Tenantfrom Landlord; provided, however, that if the nature of Tenant's default is such breach that it cannot be cured solely by payment of money (and in the reasonable judgment of Landlord said default is susceptible to cure) and that more than thirty (30) days may be reasonably required for such cure, then Tenant shall not be deemed to be in default if Tenant shall commence such cure within such 20 thirty (30) day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then shall thereafter diligently prosecute such cure period shall be extended to completion. (a) the making of any general arrangement or any assignment by Tenant for so long as Tenant continues to use diligent efforts to cure, not to exceed a total the benefit of sixty (60) days from the date of Landlord’s noticecreditors; (gb) the filing by or against Tenant of a petition to have Tenant adjudged a bankrupt or a petition of reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant’s breach , the petition is dismissed within ninety (90) days of the same provision date filed); (c) the appointment of a trustee or receiver to take possession of substantially all of Tenant's assets; and (d) the attachment, execution or other judicial seizure of substantially all of Tenant's assets. D. An assignment or subletting by Tenant in violation of Paragraph 14 hereof. E. The failure by Tenant in keeping, observing or performing any of the terms contained in this Lease, other than those referred to in Subparagraphs 14 A, B, C and D above, and which exposes Landlord to criminal liability, and such default shall continue after written notice thereof given ______ Landlord to Tenant, and Tenant fails to proceed timely and promptly with all due diligence and in good faith to cure the obligation same and thereafter to pay Rentprosecute the curing of such default with all due diligence, more than twice (2) it being intended that in any twelve (12) month period; (h) Failure connection with a default which exposes Landlord to deliver, maintain criminal liability that Tenant shall proceed immediately to cure or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms correct such condition with continuity and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorswith all due diligence and in good faith.

Default by Tenant. 17.1 The occurrence of any of the following will be events shall constitute a breach of the Lease, and a default if not cured by Tenant under this Leaseafter notice and a reasonable opportunity to cure such breach: (a) 17.1.1 Failure by Tenant to pay when due any installment of Rent or any other payment required pursuant to amount due hereunder when such amount becomes payable in accordance with this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become dueLease, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing casesto duly, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to promptly and completely perform any party guaranteeing the obligations obligation of Tenant under this Lease Articles 14 or 15 above, and continuation of such failure for a period of three (each, a “Guarantor”);3) business days after receipt of the written statutory notice from Landlord to Tenant specifying the nature of such failure. (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether 17.1.2 Failure by Tenant in the due, prompt and complete performance or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result observance of any act other express or omission implied covenant, agreement or obligation of Tenant contained in this Lease, and the continuation of such failure for a period of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt written notice from Landlord to Tenant specifying the nature of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantfailure; provided, however, that if any such breach failure cannot reasonably be cured within such 20 day period using diligent efforts and period, Tenant shall not be deemed to be in default hereunder if Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then commences such cure within such period and thereafter diligently pursues such cure to completion. 17.1.3 Tenant’s abandoning the Premises, which shall mean for these purposes, Tenant’s absence for a period of more than two (2) weeks from the Premises while otherwise in default of this Lease as described in this Article 17. 17.1.4 Tenant, its assignee, sublessee, other transferee, successor or any guarantor of this Lease gives to Landlord any financial statement or representation which proves to be extended materially false or materially misleading. 17.1.5 The insolvency of Tenant; the making by Tenant of any assignment for so long as the benefit of creditors; the filing by or against Tenant continues of a petition to use diligent efforts have Tenant adjudged bankrupt or of a petition for reorganization or arrangement under any law relating to curebankruptcy, not to exceed insolvency or creditors’ rights in general (unless in the case of a total of petition filed against Tenant, the same is dismissed within sixty (60) days from days); the date appointment of Landlord’s notice; (g) a trustee or receiver to take possession of all or a substantial part of Tenant’s breach assets or of the same provision of Tenant’s interest under this Lease, other than the obligation to pay Rent, more than twice where such seizure is not discharged within sixty (260) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure days. The occurrence of any of the guarantors acts or events referred to fulfill the terms in this Article with respect to any Guarantor of this Lease shall also constitute a default hereunder. 17.1.6 The attachment, execution or other judicial seizure of a substantial portion of Tenant’s assets or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) days. 17.2 The notices referred to in Article 17.1.1 and conditions 17.1.2 above shall be in lieu of, and not in addition to, any notice required under Section 1161 et seq. of the Guaranty or the breach California Code of the Guaranty by one of the GuarantorsCivil Procedure.

Default by Tenant. The following will be events of default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five (5) business days of following written notice that the same is past due date(provided however that in no event shall Landlord be obligated to provide written notice more than twice in any twelve (12) month period); (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of Any act which results in a lien being filed against the Premises, the Buildings Premises or the Property as a result of any act or omission of Tenant and Park which is not cured within the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of sameapplicable time period provided for herein; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such GuarantorTenant; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party toLease, other than the obligation to pay Rent, within twenty (20) where such failure shall continue for a period of 30 days after written notice thereof from Landlord to Tenant; provided, however, that if the nature of Tenant’s non-performance is such breach canthat more than 30 days are reasonably required for its cure, then Tenant shall not be cured deemed to be in default if Tenant commences such cure within such 20 said 30 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then thereafter diligently pursues such cure to completion then Tenant shall have an additional reasonable period shall be extended for so long as Tenant continues of time to use diligent efforts to complete such cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice;; and (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) -month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The (a) Any of the following will be events shall constitute events of default by Tenant under this Lease: (a1) Failure Tenant's failure to pay when due any installment rent or other sum payable hereunder for a period of Rent five (5) days following notice of delinquency; provided that if Tenant has failed one or more times in any 12-month period to pay any rent or other payment required pursuant to this Lease sum within five (5) days following notice of due date;delinquency, no notice and grace period shall thereafter be applicable hereunder. (b2) The filing Tenant's failure to perform any of the other terms, covenants, agreements or conditions contained herein (other than Tenant's breach of paragraph 12(a) or paragraph 17 as to which no cure period shall apply) and, if the default is curable, the continuation of such default for a petition period of 30 days after notice by Landlord or beyond the time reasonably necessary for cure if the default is of the nature to require more than 30 days to remedy, provided that if Tenant has defaulted in the performance of the same obligation more than one time in any twelve-month period and notice of such default has been given by Landlord in such instance, such cure period shall be five days after notice by Landlord or beyond the time reasonably necessary for cure if the default is of the nature to require more than five days to remedy but in any event, within 60 days following Landlord's notice. (3) the bankruptcy or insolvency under of Tenant, any applicable federal or state bankruptcy or insolvency law; an adjudication transfer by Tena▇▇ ▇▇ fraud of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become duecreditors, assignment by Tenant for the benefit of creditors, or the commencement of any proceedings of any kind by or against Tenant under any provision of the Federal Bankruptcy Act or under any other insolvency, bankruptcy or reorganization act unless, in the event any such proceedings are involuntary, Tenant is discharged from the same within 60 days thereafter; the appointment or of a receiver or trustee for all or substantially all a substantial part of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of levy upon this Lease or any estate of Tenant hereunder by any attachment or execution; or (4) the abandonment of the Premises. (b) Upon the occurrence of any event of default by Tenant hereunder, Landlord may, at its option and without any further notice or demand, in addition to any other lease rights and remedies given hereunder or agreement by law, do any of the following: (1) Landlord and Tenant are a party toshall have the right, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues such default continues, to use diligent efforts give notice of termination to cureTenant, not to exceed a total of sixty (60) days from and on the date of Landlord’s notice;specified in such notice this Lease shall terminate. (g2) Tenant’s breach In the event of the same provision any such termination of this Lease, Landlord may then or at any time thereafter, reenter the Premises and remove therefrom all persons and property and again repossess and enjoy the Premises, without prejudice to any other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period;remedies that Landlord may have by reason of Tenant's default or of such termination. (h3) Failure In the event of any such termination of this Lease, and in addition to deliverany other rights and remedies Landlord may have, maintain or restore Landlord shall have all of the Security Deposit pursuant to rights and remedies of a landlord provided by Section 11.2 hereof within 1951.2 of the timeframes provided; and California Civil Code. The amount of damages which Landlord may recover in event of such termination shall include, without limitation, (i) Failure the worth at the time of any award (computed by discounting such amount at the discount rate of the guarantors to fulfill Federal Reserve Bank of San Francisco at the terms and conditions time of award plus one percent) of the Guaranty amount by which the unpaid rent for balance of the term after the time of award exceeds the amount of rental loss that Tenant proves could be reasonably avoided, (ii) all legal expenses and other related costs incurred by Landlord following Tenant's default, (iii) all costs incurred by Landlord in restoring the Premises to good order and condition, or in remodeling, renovating or otherwise preparing the Premises as reasonably required for reletting, and (iv) all costs (including, without limitation, any brokerage commissions) incurred by Landlord in reletting the Premises. (4) Landlord shall also have the remedy described in California Civil Code Section 1951.4 (lessor may continue the lease in effect after less▇▇'▇ ▇reach and abandonment and recover rent as it becomes due, if less▇▇ ▇▇▇ right to sublet or assign, subject only to reasonable limitations). (5) For the purpose of determining the unpaid rent in the event of a termination of this Lease, or the breach rent due hereunder in the event of the Guaranty by one a reletting of the Guarantors.the

Default by Tenant. The following will be events constitute an Event of default Default by Tenant under this Lease: (a) Failure Tenant fails to pay when due any installment of Base Rent, Taxes and Insurance, Operating Expenses or Additional Rent or any other payment required pursuant to this Lease within five ten (510) days of due datedelivery of notice of such failure by Landlord; (b) The filing Tenant fails to comply with any term, provision or covenant of this Lease, other than the payment of Base Rent or Additional Rent and such failure continues in excess of thirty (30) days after delivery of notice of failure by Landlord, or such additional time as may be reasonably necessary provided Tenant commences and diligently prosecutes cure of such failure, but in no event in excess of ninety (90) days; (c) Tenant or any guarantor of Tenant's obligations hereunder files, causes to be filed or has filed against it a petition for in bankruptcy or insolvency is adjudged bankrupt or insolvent under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy , or insolvency or an admission admits that it cannot meet its financial obligations as they become due, or the appointment ; or a receiver or trustee is appointed for all or substantially all of the assets of Tenant or such guarantor; or Tenant or any guarantor of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the 's obligations of Tenant under this Lease (each, hereunder makes a “Guarantor”); (c) A transfer in fraud of creditors or makes an assignment for the benefit of creditors, whether by Tenant or any Guarantor;; or (d) The filing Tenant does or imposition of permits to be done any act which results in a lien (of any nature) being filed against the Leased Premises, the Buildings Building or the Property as a result of any act Project, and does not cause such lien to be bonded around or omission of Tenant and the failure of Tenant to satisfy discharged or bond the lien in its entirety recode within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or following such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsfiling.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute an “Event of default Default” by Tenant under this Lease: (a) Failure of Tenant to timely pay when due any installment of Rent rent or any other payment required pursuant to amounts payable under this Lease as and when first due and payable; provided, however, that Landlord will give Tenant written notice and an opportunity to cure any failure to pay Rent within five (5) 5 business days of due dateany such written notice not more than twice in any 12 month period; (b) The filing Failure of a petition for bankruptcy Tenant to perform, observe or insolvency under comply with any applicable federal negative covenant or state bankruptcy or insolvency law; an adjudication agreement set forth in Section 4.8 of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become duethis Lease; (c) Failure of Tenant to perform, observe, or the appointment or a receiver or trustee for all or substantially all comply with any of the assets of Tenant; terms, covenants, conditions or provisions contained in each of this Lease including, without limitation, the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointmentBuilding Rules, as applicable; the foregoing same may be reasonably modified from time to time (other than covenants to pay rent, which shall also apply be governed by (a) above) if such failure or default is not cured to any party guaranteeing Landlord’s satisfaction within thirty (30) calendar days after Landlord has given Tenant written notice thereof or such longer period as may reasonably be required, provided that Tenant shall commence to cure such default within said thirty (30) day period and thereafter diligently prosecute the obligations same to conclusion; (d) The interest of Tenant under this Lease (each, a “Guarantor”)shall be levied on under execution or other legal process; (ce) A transfer Any petition in fraud bankruptcy or other insolvency proceedings shall be filed by or against Tenant or any guarantor of creditors this Lease, or any petition shall be filed or other action taken to declare Tenant or any such guarantor a bankrupt or to delay, reduce or modify Tenant’s or any such guarantor’s debts or obligations or to reorganize or modify Tenant’s or any such guarantor’s capital structure of indebtedness or to appoint a trustee, receiver or liquidator of Tenant or such guarantor or of any property of Tenant or such guarantor, or any proceeding or other action shall be commenced or taken by any governmental authority for the dissolution or liquidation of Tenant or any such guarantor; or (i) Tenant shall become insolvent or otherwise fail to pay its monetary obligations in due course as they mature, or (ii) Tenant shall make an assignment for the benefit of creditors, whether by or (iii) a receiver or trustee shall be appointed for Tenant or any Guarantor; of its properties and not discharged within five (d5) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the GuarantorsBusiness Days.

Default by Tenant. (a) The following will events shall be deemed to be events of default by Tenant under this Lease:Lease (hereinafter called an “Event of Default”): (a1) Failure Tenant shall fail to timely pay when due any installment Rent and such failure shall continue for a period of Rent ten (10) Business Days after written notice of such default shall have been received by Tenant; (2) Tenant shall fail to comply with any terms, provisions or covenants of this Lease or any other agreement between Landlord and Tenant not requiring the payment required pursuant to this Lease within five of Rent, all of which terms, provisions and covenants shall be deemed material, and such failure shall continue for a period of thirty (530) days after written notice of due datesuch failure is delivered to Tenant or, if such failure cannot reasonably be cured within such thirty (30) day period, Tenant shall fail to commence to cure such failure within such thirty (30) day period and/or shall thereafter fail to prosecute such cure diligently and continuously to completion; (b3) The filing of Tenant takes any action to, or notifies Landlord that Tenant intends to, file a petition for bankruptcy or insolvency under any applicable federal section or state bankruptcy or insolvency law; an adjudication chapter of bankruptcy or insolvency or an admission that it cannot meet its financial obligations the United States Bankruptcy Code, as they become dueamended from time to time, or under any similar Law of the appointment United States or any state thereof; or a petition shall be filed against Tenant under any such statute and shall not be dismissed within sixty (60) days thereafter; or (4) a receiver or trustee shall be appointed for Tenant’s leasehold interest in the Premises or for all or substantially all a substantial part of the assets of Tenant; . (b) Upon the occurrence of any Event of Default arising under Section 26(a) only, Landlord may, at its option and without further notice to Tenant and with only such judicial/legal process as is required by the Laws, in each addition to all other remedies given hereunder or by Laws or equity, do any one or more of the foregoing casesfollowing: (1) terminate this Lease, in which event Tenant shall immediately surrender possession of the Premises to Landlord; (2) if not dismissed within 30 days Landlord recovers possession of the Premises in accordance with appropriate legal action, Landlord may: (i) enter upon and take possession of the Premises and expel or remove Tenant therefrom, with or without having terminated this Lease; and (ii) remove from the Premises any furniture, fixtures, equipment or other personal property of Tenant, without liability for trespass or conversion, and store such items either in the Complex or elsewhere at the sole cost of Tenant and without liability to Tenant and any of such filingfurniture, adjudicationfixtures, admission equipment or appointmentpersonal property not claimed within the time period prescribed by the Laws shall be deemed abandoned. Notwithstanding anything to the contrary set forth in this Lease, in no event will Landlord exercise the remedies set forth in this Section 26(b) for an Event of Default arising under Section 26(a)(2) unless such Event of Default significantly and detrimentally affects the value of the Property, as applicablereasonably determined by Landlord in good faith. (c) Exercise by Landlord of any one or more remedies hereunder shall not constitute forfeiture or an acceptance of surrender of the Premises by Tenant, it being understood that such surrender can be effected only by the written agreement of Landlord and Tenant. (d) If Landlord terminates this Lease by reason of an Event of Default arising under Section 26(a) only, Tenant shall pay to Landlord the sum of: (i) the cost of recovering the Premises; (ii) the foregoing shall also apply cost of repairing any damage to the Premises; (iii) the cost of preparing the Premises for a replacement tenant; (iv) any party guaranteeing the obligations of amounts owed by Tenant under this Lease that have accrued but not been paid; and (each, a “Guarantor”);v) any actual other damages or relief which Landlord may be entitled to at law or in equity. (ce) A transfer in fraud If Tenant should fail to make any payment, perform any obligation, or cure any default hereunder within ten (10) days after receipt of creditors written notice thereof, Landlord, without obligation to do so and without thereby waiving such failure or an assignment default, may make such payment, perform such obligation, and/or remedy such other default for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission account of Tenant (and enter the failure of Premises for such purpose), and Tenant to satisfy or bond the lien in its entirety shall, within thirty (30) days after receipt following written demand, pay all costs, expenses and disbursements (including reasonable attorneys’ fees) incurred by Landlord in taking such remedial action, plus, at the option of notice of same; (e) The liquidationLandlord, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, interest thereon at the death of Tenant or such Guarantor;Default Rate. (f) Failure Nothing in this Lease will be construed as imposing any duty upon Landlord to cure relet the breach Premises. Whether or not the Laws of the State impose on Landlord a duty to mitigate damages as a result of an Event of Default, Landlord’s duty will be satisfied in full if Landlord undertakes to lease the Premises to another tenant (a “Substitute Tenant”) in accordance with the following criteria: (a) Landlord will have no obligation to solicit or entertain negotiations with any other prospective tenants for the Premises until Landlord obtains full and complete possession of the Premises including, without limitation, the final and unappealable legal right to relet the Premises free of any provision claim of this Lease or any other Tenant; (b) Landlord will not be obligated to lease or agreement show the Premises on a priority basis, or offer the Premises to a prospective tenant when other space in the Building suitable for the prospective tenant’s use is (or soon will be) available; (c) Landlord and will not be obligated to lease the Premises to a Substitute Tenant are for a party to, other Base Rent less than the obligation current fair market Base Rent then prevailing for similar uses in comparable buildings in the same market area as the Building, nor will Landlord be obligated to pay Rent, within twenty enter into a new lease under other terms and conditions that are unacceptable to Landlord under Landlord’s then current leasing policies for comparable space in the Building; (20d) days after notice thereof to Tenant; provided, however, that if such breach canLandlord will not be cured within obligated to enter into a lease with a Substitute Tenant whose use would (i) violate any restriction, covenant, or requirement contained in the lease of another tenant of the Building; (ii) adversely affect the reputation of the Building; or (iii) be incompatible with other uses of the Building; (e) Landlord will not be obligated to enter into a lease with any proposed Substitute Tenant that does not have, in Landlord’s reasonable opinion, sufficient financial resources to operate the Premises in a first class manner; and (f) Landlord will not be required to expend any amount of money to alter, remodel, or otherwise make the Premises suitable for use by a proposed Substitute Tenant unless: (i) Tenant pays any such 20 day period using diligent efforts and Tenant promptly commenced efforts sum to cure such breach upon receipt Landlord in advance of Landlord’s notice thereofexecution of a lease with the proposed Substitute Tenant (which payment will not be in lieu of any damages or other sums to which Landlord may be entitled as a result of Tenant’s default under this Lease); or (ii) Landlord, then in Landlord’s reasonable discretion, determines that any such cure period shall be extended for so long expenditure is financially justified in connection with entering into a lease with the prospective Substitute Tenant; and (f) Tenant hereby waives any right to assert, claim or allege that Landlord has not fulfilled its duty to mitigate damages as Tenant continues to use diligent a result of an Event of Default if Landlord’s efforts to cure, not to exceed a total mitigate are in compliance with the provisions of sixty (60) days from the date of Landlord’s notice;this Section 26. (g) Tenant’s breach Tenant will reimburse and compensate Landlord on demand and as Additional Rent for any actual loss Landlord incurs in connection with, resulting from or related to any Event of the same provision Default of Tenant under this Lease, regardless of whether suit is commenced or judgment is entered. Such loss includes all reasonable and actual legal fees, costs and expenses (including paralegal fees, expert fees, and other than professional fees and expenses) Landlord incurs investigating, negotiating, settling or enforcing any of Landlord’s rights or remedies under this Lease. In addition to the obligation foregoing, Landlord is entitled to pay Rentreimbursement of all of Landlord’s actual and reasonable fees, more than twice expenses and damages, including, but not limited to, reasonable attorneys’ fees and paralegal and other professional fees and expenses, Landlord incurs in connection with any bankruptcy or insolvency proceeding involving Tenant including, without limitation, any proceeding under any chapter of the Bankruptcy Code; by exercising and advocating rights under Section 365 of the Bankruptcy Code; by proposing a plan of reorganization and objecting to competing plans; and by filing motions for relief from stay. Such fees and expenses set forth in this Section 26(g) are payable within thirty (230) in any twelve (12) month period;days following Landlord’s invoice to Tenant with reasonable supporting documentation. (h) Failure to deliver, maintain or restore Tenant waives and releases all Claims Tenant may have resulting from Landlord’s re-entry and taking possession of the Security Deposit Premises pursuant to this Section 11.2 hereof within 26 by appropriate legal proceedings and removing, storing or disposing of Tenant’s property as permitted under this Lease, regardless of whether this Lease is terminated and, to the timeframes provided; andfullest extent allowable under the Laws. No such re-entry is to be considered or construed as a forcible entry by Landlord. (i) Failure If, except for written notice as may be required by this Lease and the passage of any time, Landlord would have the right under the provisions of this Lease to cure a default of Tenant and the guarantors default is one wherein an emergency situation exists, then Landlord may cure the default to fulfill the terms and conditions extent reasonably necessary under the circumstances without the need to provide the otherwise required notice and/or to await the otherwise prescribed time. (j) In no instance will Tenant be liable to Landlord for special or punitive damages for a failure to perform or an Event of the Guaranty or the breach of the Guaranty by one of the GuarantorsDefault under this Lease.

Default by Tenant. The Each of the following will occurrences shall be events deemed an event of default (“Default”) by Tenant under this Lease: (a1) Failure to pay when Tenant has not paid any past due any installment of Rent or any other payment required pursuant to this Lease within five (5) days after Landlord gives written notice of due date;nonpayment to Tenant, provided, however, that no more than one such notice shall be required to be given in any calendar year; or (b2) The filing Tenant has not complied with any term, provision or covenant of this Lease, other than the payment of Rent, and has not cured such noncompliance within ten (10) days after written notice to Tenant, or such longer period as may be reasonably required, not to exceed an additional forty-five (45) days, if the nature of cure is such that it cannot be completed within ten (10) days, so long as Tenant commenced cure within the initial ten (10) day period and thereafter diligently pursues cure to completion; or (3) Tenant files a petition, or an involuntary petition for bankruptcy is filed against Tenant (and is not dismissed within sixty (60) days), or insolvency Tenant becomes insolvent under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy , or insolvency or an admission Tenant admits that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee shall be appointed for all or substantially all of the assets of Tenant; in each of the foregoing cases, if Tenant (and is not dismissed within 30 days of such filingsixty (60) days), adjudication, admission or appointment, as applicable; the foregoing Tenant shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, make a “Guarantor”); (c) A transfer in fraud of creditors or shall make an assignment for the benefit of creditors; or (4) Tenant does or permits to be done any act which results in a lien being filed against the Premises or the Project, whether and such lien is not discharged or bonded over pursuant to Section 11.H. of this Lease. If a Default under Section 18.A.(3) occurs, nothing contained herein shall be construed to express or imply that Landlord consents to any assumption and/or assignment of the Lease by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision inclusion of this Lease within Tenant’s bankruptcy estate, and Landlord expressly reserves the right to object to any assumption and/or assignment of the Lease and to any inclusion of this Lease within Tenant’s bankruptcy estate. Neither Tenant nor any trustee who may be appointed in such case shall conduct or permit of any “fire”, “bankruptcy”, “going out of business”, auction sale or other lease public sale in or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the GuarantorsPremises.

Default by Tenant. The Landlord and Tenant hereby agree that the occurrence of any one or more of the following will be events of is a default by Tenant under this Lease:Lease and that said default shall give Landlord the rights described in Section 13.2. Landlord or Landlord’s authorized agent shall have the right to execute and to deliver any notice of default, notice to pay rent or quit or any other notice Landlord gives Tenant. (a) Failure Tenant’s failure to pay when due make any installment payment of Rent Base Rent, Tenant’s Share of Common Area Expense increases, Tenant’s Share of Real Property Taxes, late charges, or any other payment required pursuant to this Lease within five be made by Tenant hereunder, as and when due, where such failure shall continue for a period of three (53) business days of due date;after written notice thereof from Landlord to Tenant. (b) The filing Tenant’s failure to make any payment of a petition for bankruptcy Base Rent, Tenant’s Share of Common Area Expenses, Tenant’s Share of Real Property Taxes, late charges, or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations other payment required to be made by Tenant hereunder, as they become and when due, or more than three times in succession, or, in the appointment or a receiver or trustee for all or substantially all case of the assets of Tenant; Base Rent, more than four times in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”);twelve month period, (c) A transfer in fraud The abandonment of creditors or an assignment for the benefit of creditors, whether Premises by Tenant or coupled with the nonpayment of rent in which event Landlord shall not be obligated to give any Guarantor;notice of default to Tenant. (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of by Tenant to satisfy observe or bond perform any of the lien covenants, conditions or provisions of this Lease to be observed or performed by Tenant (other than those referenced in its entirety within Sections 13.1(a) and (b), above), where such failure shall continue for a period of thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after written notice thereof from Landlord to Tenant; provided, however, that if the nature of Tenant’s non-performance is such breach canthat more than thirty (30) days are reasonably required for its cure, then Tenant shall not be cured deemed to be in default if Tenant commences such cure within such 20 said thirty (30) day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then thereafter diligently pursues such cure period shall be extended to completion. (i) The making by Tenant or any guarantor of Tenant’s obligations hereunder of any general arrangement or general assignment for so long the benefit of creditors; (ii) Tenant or any guarantor becoming 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 continues to use diligent efforts to cureor guarantor, not to exceed a total of the same is dismissed within sixty (60) days from days); (iii) the date appointment of Landlord’s notice; (g) a trustee or receiver to take possession of substantially all of Tenant’s breach assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; (iv) the same 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 thirty (30) days; or (v) the insolvency of Tenant. In the event that any provision of this LeaseSection 13.1(d) is unenforceable under applicable law, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain such provision shall be of no force or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorseffect.

Default by Tenant. (a) The following will events shall be deemed to be events of default by Tenant under this Lease:Lease (hereinafter called an “Event of Default”): (a1) Failure Tenant shall fail to timely pay when due any installment Rent and such failure shall continue for a period of Rent or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days after written notice of such filing, adjudication, admission or appointment, as applicable; the foregoing default shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof have been delivered to Tenant; provided, however, that once Landlord has given Tenant two (2) such notices during any twelve (12) month period (whether as to one or more than one failure to pay), Landlord shall not be required to give further notice and thereafter the failure or refusal by Tenant to timely make any payment of Rent when due hereunder within the following twelve (12) months shall be an Event of Default without notice or grace period; (2) Tenant shall fail to comply with any terms, provisions or covenants of this Lease or any other agreement between Landlord and Tenant not requiring the payment of Rent, all of which terms, provisions and covenants shall be deemed material, and such failure shall continue for a period of thirty (30) days after written notice of such failure is delivered to Tenant or, if such breach failure cannot reasonably be cured within such 20 thirty (30) day period using diligent efforts and period, Tenant promptly commenced efforts shall fail to commence to cure such breach upon receipt failure within such thirty (30) day period and/or shall thereafter fail to prosecute such cure diligently and continuously to completion within sixty (60) days of the date of Landlord’s notice of default; (3) Tenant or any Guarantor takes any action to, or notifies Landlord that Tenant or any Guarantor intends to, file a petition under any section or chapter of the United States Bankruptcy Code, as amended from time to time, or under any similar law or statute of the United States or any state thereof, then such cure period ; or a petition shall be extended for so long as filed against Tenant continues to use diligent efforts to cure, or any Guarantor under any such statute and shall not to exceed a total of be dismissed within sixty (60) days thereafter; or (4) a receiver or trustee shall be appointed for Tenant’s leasehold interest in the Premises or for all or a substantial part of the assets of Tenant or any Guarantor; or (5) Tenant refuses to take occupancy of the Premises after Landlord completes the Initial Improvements. (b) Upon the occurrence of any Event of Default, Landlord may, at its option and without further notice to Tenant and without judicial process, in addition to all other remedies given hereunder or by law or equity, do any one or more of the following: (1) terminate this Lease, in which event Tenant shall immediately surrender possession of the Premises to Landlord; (2) enter upon and take possession of the Premises and expel or remove Tenant therefrom, with or without having terminated this Lease; (3) apply all or any portion of the Security Deposit to cure such Event of Default; (4) change or re-key all locks to entrances to the Premises, and Landlord shall have no obligation to give Tenant a new key to the Premises until such Event of Default is cured; and (5) remove from the Premises any furniture, fixtures, equipment or other personal property of Tenant, without liability for trespass or conversion, and store such items either in the Project or elsewhere at the sole cost of Tenant and without liability to Tenant. Landlord may retain control over all such property for the purpose of foreclosing the security interest created by Section 34. Any of such furniture, fixtures, equipment or personal property not claimed within thirty (30) days from the date of Landlord’s notice;removal shall be deemed abandoned. (gc) Tenant’s breach Exercise by Landlord of any one or more remedies hereunder shall not constitute forfeiture or an acceptance of surrender of the same provision Premises by Tenant, it being understood that such surrender can be effected only by the written agreement of Landlord and Tenant. (d) If Landlord terminates this LeaseLease by reason of an Event of Default, other than Tenant shall pay to Landlord the obligation to pay Rentsum of (1) the cost of recovering the Premises, more than twice (2) the unpaid Rent and all other indebtedness accrued hereunder to the date of such termination, (3) the amounts stated in any twelve Section 27(f), and (124) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within total Rent which Landlord would have received under this Lease for the timeframes provided; and (i) Failure of any remainder of the guarantors to fulfill Lease Term minus the terms and conditions Fair Market Rental Value (hereinafter defined) of the Guaranty Premises for the same period, both discounted to present value at the Prime Rate (hereinafter defined) in effect upon the date of determination, and (5) any other damages or relief which Landlord may be entitled to at law or in equity. For the breach purposes of this section, “Fair Market Rental Value” shall be the Guaranty rental rate that would be received from a comparable tenant for a comparable lease for premises and other properties of equivalent quality, size, condition and location as the Premises, taking into account any free rent or other concessions, that are generally prevailing in the market place at the time of Tenant’s default, market conditions and the period of time the Premises may reasonably be expected to remain vacant before Landlord is able to re-let the Premises to a suitable new tenant. For purposes of this section, “Prime Rate” shall mean the per annum rate of interest announced or published from time to time by one Bank of the GuarantorsAmerica, N.A. (or its successors or assigns) as its prime commercial lending rate.

Default by Tenant. The following will be events 44 A. In the event of default by (i), (ii), (iii), (iv) or (v) below, Landlord may serve a ten (10) days' 45 Notice of cancellation of this Lease upon Tenant, and upon the expiration of said ten (10) days, this 1 Lease and the term hereunder shall end and expire as fully and completely as if the date of expiration of 2 such ten (10) day period were the day herein definitely fixed for the end and expiration of this Lease and 3 the term thereof and Tenant under shall then quit and surrender the Demised Premises to Landlord but Tenant 4 shall remain liable as hereinafter provided: 5 (i) Tenant defaults in fulfilling any of the covenants of this Lease: (a) Failure to pay when due any installment , other than 6 the covenants for the payment of Fixed Rent, Percentage Rent or Additional Rent or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission other 7 covenants for which a different (or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant no) notice and/or cure period applies under this Lease (each8 Section 20.01A or 20.01B, then, upon Landlord serving a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof days' Notice upon Tenant 9 specifying the nature of said default, and upon the expiration of said twenty (20) days, if Tenant shall 10 have failed to Tenant; providedcomply with or remedy such default, however, or if the said default shall be of such a nature that if such breach the 11 same cannot be completely cured or remedied within said twenty (20) day period, and Tenant shall not 12 have diligently commenced curing such default within such 20 twenty (20) day period using diligent efforts and Tenant promptly commenced efforts shall not 13 thereafter with reasonable diligence and in good faith proceed to remedy or cure such breach upon receipt of Landlord’s notice thereofdefault, then such in 14 order to exercise the remedy set forth above in this Section 20.01A Landlord shall give to Tenant a 15 second Notice in bold type specifying a cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, date not to exceed a total of sixty less than twenty (6020) days from the date of Landlord’s notice;the 16 giving of such second Notice, and Tenant shall have failed to cure or remedy such default by the date set 17 forth in such second Notice (or if such default shall be of a nature that the same cannot be completely 18 cured or remedied within such second twenty (20) day period, and Tenant shall not have diligently 19 commenced curing such default within such twenty (20) day period and shall not thereafter with 20 reasonable diligence and in good faith proceed to remedy or cure such default, provided that in no event 21 shall Tenant be entitled to an extension of the initial 20 day cure period for any default in its reporting 22 obligations hereunder; or 23 (gii) Tenant shall default in the payment of the first payment of the Estimated 24 Tenant’s breach Expense Payment following delivery to Tenant of an Expense Estimate or a Revised Estimate or 25 Tenant’s PILOT Payment following delivery to Tenant of a PILOT Statement or a PILOT Estimate 26 Statement (each such first payment, an “Initial Estimated Payment”), or any other payment(s) of 27 Additional Rent (other than Estimated Tenant’s Expense Payments, Fixed Expense Payments and 28 Tenant’s PILOT Payments) which are in the aggregate equal at least $250,000, for more than thirty (30) 29 days after Notice from Landlord of such default, then in order to exercise the remedy set forth above in 30 this Section 20.01A Landlord shall give to Tenant a second Notice in bold type specifying a cure date not 31 less than thirty (30) days from the date of the same provision giving of this Leasesuch second Notice in which to cure such default, other than 32 and Tenant shall have failed to cure such default by the obligation to pay date set forth in such second Notice; or 33 (iii) Tenant shall default in the payment of Fixed Rent, Percentage Rent, 34 Estimated Tenant’s Expense Payments, Fixed Expense Payments or Tenant’s PILOT Payment (except for 35 Initial Estimated Payments) for more than twice ten (210) days after Notice from Landlord of such default, then 36 in any twelve order to exercise the remedy set forth above in this Section 20.01A Landlord shall give to Tenant a 37 second Notice in bold type specifying a cure date not less than ten (1210) month period; (h) Failure to deliver, maintain or restore days from the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any date of the guarantors giving of 38 such second Notice in which to fulfill cure such default, and Tenant shall have failed to cure such default by the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.39 date set forth in such second Notice; or

Default by Tenant. The following will be events of default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings Building or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The Each of the following will be events shall constitute an Event of default Default by Tenant under this Lease: (a) Failure The failure to pay when due any installment of Rent Minimum Rent, Excess Real Estate Taxes, Excess Operating Costs, Additional Rent, or any other payment required pursuant to this Lease within sum of money when due and such failure continues for a period of five (5) days of due dateafter written notice; provided, however, that Landlord shall not be required to give such notice more than two times in any calendar year; (b) An unpermitted assignment or other transfer of this Lease or any interest therein, or an unpermitted subletting or transfer of all or any part of the Demised Premises; (c) The filing commencement by or against Tenant, or any guarantor of Tenant’s obligations under this Lease (“Guarantor”), of any voluntary or involuntary bankruptcy, insolvency, receivership or similar proceedings under any state or federal law and, in the event of any involuntary proceeding, such proceeding is not terminated or discharged within thirty (30) days after commencement; (d) An assignment for the benefit of creditors by Tenant or Guarantor, the appointment of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of Tenant or Guarantor, or the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations insolvency of Tenant under this Lease (each, a “or Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination A levy or dissolution of execution upon or against Tenant or any Guarantor, or, if Tenant Guarantor or any Guarantor is a natural person, of its or their assets whether or not located upon or at the death of Tenant or such GuarantorDemised Premises; (f) Failure the use of the Demised Premises for a use or purpose other than the Permitted Use and such conduct continues for a period of three (3) business days after Tenant’s receipt of written notice; (g) Tenant fails to cure the breach of comply with or breaches any provision of this Lease pertaining to the Building or the Common Areas and that conduct continues for a period of five (5) days after Tenant’s receipt of written notice; (h) Tenant acts or fails to act in any manner which materially interferes with other tenants or occupants of the Building or The Neshaminy Interplex, which creates a risk of imminent bodily injury or death, or which creates a risk of substantial damage to property and that conduct or failure to act continues for a period of two (2) days after Tenant’s receipt of written notice; (i) Tenant acts or fails to act in a manner which constitutes a nuisance or which interferes with the occupancy, use or enjoyment of premises leased by other tenants or occupants of the Building or The Neshaminy Interplex and such actions or omissions continue for a period of two (2) business days after Tenant’s receipt of written notice; (j) the use of the Demised Premises or the Common Areas in violation of any applicable law, ordinance, code, rule or regulation and such conduct, omission or use continues for a period of two (2) business days after written notice; and (k) except where a shorter period of time is specified elsewhere in this Lease, the failure to comply with any other lease or agreement Landlord provision of this Lease and Tenant are that failure continues for a party to, other than the obligation to pay Rent, within period of twenty (20) days after notice thereof to Tenantwritten notice; provided, however, that if if, despite due diligence, such breach failure cannot be cured within such 20 this twenty (20) day period using diligent efforts and period, Tenant promptly commenced efforts shall have an additional ten (10) days to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for failure so long as Tenant continues to use diligent efforts to cure, not to exceed a total has promptly commenced and is diligently pursuing the correction of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorssuch default.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute an “Event of default by Tenant Default” under this Lease: (a) Failure Tenant shall fail to pay when due any installment sum of Rent or any other payment required pursuant to this Lease within five when due, and such failure shall continue for ten (510) days of after such due date;; and exceeds the one time grace period per lease year. (b) The filing Tenant shall fail to execute and acknowledge or otherwise respond in good faith and in writing within ten (10) business days after submission to Tenant of a petition request for bankruptcy confirmation of the subordination of this Lease pursuant to Section 11.1(a), confirmation of the subordination of a mortgage or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication deed of bankruptcy or insolvency trust lien to this Lease pursuant to Section 11.1(b) or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply estoppel certificate pursuant to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”)Section 11.2; (c) A transfer Tenant shall fail in fraud the performance of creditors any of the other covenants or an assignment conditions not included in subparagraphs (a) and (b) of this Section 8.2 which Tenant is required to observe and to perform under this Lease, inclusive of the exhibits hereto and such failure shall continue for the benefit of creditors, whether by thirty (30) days after written notice to Tenant or any Guarantor; (d) The filing or imposition such longer period as is reasonably necessary to remedy such default if it is of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety nature that it cannot be cured within thirty (30) days after receipt and as long as Tenant is actively and diligently pursuing the cure of notice of same; such default, unless such failure (ei) The liquidationmaterially and adversely affects the Building or the operation thereof or other tenants, termination or dissolution of (ii) violates Legal Requirements, and in either such event, Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure fails to cure the breach same within ten (10) business days of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s written notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts or in the event of an issue requiring more than ten (10) business days to cure, Tenant fails to commence to cure said item within ten (10) business days of receipt of said notice and actually cures within sixty (60) days receipt of written notice. (d) The interest of Tenant under this Lease shall be levied on under execution or other legal process; any petition shall be filed by or against Tenant to declare Tenant a bankrupt or to delay, reduce or modify Tenant’s debts or obligations, or to reorganize or modify Tenant’s capital structure; Tenant is declared insolvent according to law; any assignment of Tenant’s property shall be made for the benefit of creditors; or a receiver or trustee is appointed for Tenant or its property and such levy, execution, legal process, petition, declaration, assignment or appointment is not to exceed a total of removed or vacated within sixty (60) days from the date of Landlord’s noticeits creation, service or filing; (ge) Tenant’s breach Tenant shall vacate or abandon the Premises for a period of thirty (30) or more continuous days at any time during the same provision of this LeaseTerm, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and unless (i) Failure Tenant gives Landlord thirty (30) days’ prior written notice of any its intent to vacate the Premises and (ii) Tenant complies with all other terms of the guarantors Lease, including the payment of Rent and the maintenance of insurance; or (f) Tenant, if a corporation, shall cease to fulfill exist as a corporation in good standing in the terms and conditions state of the Guaranty its incorporation, or the breach of the Guaranty by one of the GuarantorsTenant, if a partnership or other entity, shall be dissolved or otherwise liquidated.

Default by Tenant. The occurrence of any of the following will be events shall constitute a breach of and default under this Lease by Tenant: 19.1 Failure by Tenant under to pay any amount (including, without limitation, monthly installments of Base Rent and Additional Rent) when and as same become payable in accordance with the provisions of this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing casesto duly, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to promptly and completely perform any party guaranteeing the obligations obligation of Tenant under this Lease Section 14 or 16 above, and continuation of such failure for a period of three (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (303) days after receipt written notice from Landlord to Tenant specifying the nature of notice such failure. 19.2 Failure by Tenant in the due, prompt and complete performance or observance of same; (e) The liquidationany other express or implied covenant, termination agreement or dissolution obligation of Tenant or any Guarantorcontained in this Lease, or, if Tenant or any Guarantor is and the continuation of such failure for a natural person, the death of Tenant or such Guarantor; period often (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (2010) days after written notice thereof from Landlord to TenantTenant specifying the nature of such failure; provided, however, that if any such breach failure not involving a hazardous condition is curable, but cannot reasonably be cured within such 20 day period using diligent efforts and period, Tenant shall not be deemed to be in default hereunder if Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then commences such cure within such period shall and thereafter diligently pursues such cure to completion within a reasonable time, but in no event more than thirty (30) days after such notice. 19.3 Tenant's vacating or abandoning of the Premises. 19.4 Any financial statement or any representation given to Landlord by Tenant, or any assignee, sublessee, other transferee or successor of Tenant or any guarantor of this Lease, proves to be extended materially false or misleading. 19.5 The insolvency of Tenant, the making by Tenant of any assignment for so long as the benefit of creditors; the filing by or against Tenant continues of a petition to use diligent efforts have Tenant adjudged bankrupt or of a petition for reorganization or arrangement under any law relating to curebankruptcy, not to exceed insolvency or creditor's rights in general (unless in the case of a total of petition filed against Tenant, the same is dismissed within sixty (60) days from days); the date appointment of Landlord’s notice; (g) a trustee or receiver to take possession of all or a substantial part of Tenant’s breach 's assets or of the same provision of Tenant's interest under this Lease, other than the obligation to pay Rent, more than twice where such seizure is not discharged within thirty (230) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure days. The occurrence of any of the guarantors acts or events referred to fulfill the terms and conditions in this subsection with respect to any guarantor of the Guaranty this Lease shall also constitute a default hereunder. 19.6 The attachment, execution or the breach other judicial seizure of the Guaranty by one a substantial portion of the GuarantorsTenant's assets or of Tenant's interest in this Lease, where such seizure is not discharged within thirty (30) days.

Default by Tenant. The following will be events In the case of an Event of Default, Landlord shall have the right to terminate this Lease and shall have all such other rights and remedies as are afforded at law or in equity to a landlord upon default by a tenant, and Tenant under this Leaseshall indemnify and hold harmless Landlord from all damages resulting from such default; provided, however, if the nature of the default (other than failure to pay Rent) is such that it cannot be cured within such period, then Tenant shall not be deemed to be in default if Tenant shall have commenced the cure of such default within such period and thereafter diligently prosecutes such cure to completion. The occurrence of any of the following shall constitute an “Event of Default” by Tenant: (a) Failure to pay Rent when due any installment of Rent or any other payment required pursuant to this Lease within due, if the failure continues for five (5) days after the due date thereof, it being understood that Landlord shall have no obligation whatsoever to notify Tenant of due dateany such failure to pay Rent; (b) The filing of a petition for bankruptcy abandonment or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all vacation of the assets Premises by Tenant for a consecutive period of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease ninety (each, a “Guarantor”)90) days; (c) A transfer in fraud failure by Tenant to observe and perform any other material provision of creditors this Lease to be observed or an performed by Tenant, and such failure continues for thirty (30) days after written notice from Landlord; (d) The making by Tenant of any general assignment for the benefit of creditors, whether ; the filing by or against Tenant or any Guarantor; (d) The filing or imposition of a lien petition to have Tenant adjudged a bankrupt or of a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of petition filed against the PremisesTenant, the Buildings same is dismissed within sixty (60) days), the appointment of a trustee or the Property as a result receiver to take possession of any act or omission substantially all of Tenant’s assets, where possession is not restored to Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt days, or the attachment, execution or other judicial seizure of notice substantially all of same;Tenant’s assets, where such seizure is not discharged within thirty (30) days; or (e) The liquidation, termination Tenant allowing any mechanics lien to be filed against or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor to attach to the Premises which is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long discharged as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) forth in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to in Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors10(b).

Default by Tenant. The following events will be deemed to be events of default by Tenant under this Lease:Lease (each an “Event of Default”): (a) Failure Tenant fails to timely pay any Rent and such failure continues for a period of 5 days after written notice of such default has been delivered to Tenant (but if Landlord has given Tenant 2 such notices during any 12-month period, Landlord will not be required to give further notice; thereafter, the failure by Tenant to make any payment of Rent when due any installment hereunder will be an Event of Rent Default without notice or any other payment required pursuant to this Lease within five (5) days of due dategrace period); (b) The filing of a petition for bankruptcy Tenant fails to comply with any terms, provisions or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision covenants of this Lease or any other lease or agreement between Landlord and Tenant are a party to, (other than a failure related to the obligation to pay non-payment of Rent), within twenty (20) all of which terms, provisions and covenants will be deemed material, and such failure continues for a period of 30 days after written notice thereof of such failure has been delivered to Tenant; provided, however, that or if such breach failure cannot reasonably be cured within such 20 30-day period using diligent efforts and period, Tenant promptly commenced efforts fails to commence to cure such breach upon receipt of Landlord’s notice thereof, then failure within such 30-day period or thereafter fails to prosecute the cure period shall be extended for so long as Tenant continues diligently and continuously or fails to use diligent efforts to cure, not to exceed a total of sixty (60) complete the cure within 60 days from after the date of Landlord’s noticenotice of default; (gc) Tenant’s breach Tenant or any Guarantor takes any action to, or notifies Landlord that Tenant or any Guarantor intends to, file a petition under any section or chapter of the same provision United States Bankruptcy Code, as amended from time to time, or under any similar law or statute of this Lease, other than the obligation to pay Rent, more than twice (2) in United States or any twelve (12) month periodstate thereof; or a petition is filed against Tenant or any Guarantor under any such statute and is not dismissed within 60 days thereafter; (hd) Failure to deliver, maintain A receiver or restore trustee is appointed for Tenant’s leasehold interest in the Security Deposit pursuant to Section 11.2 hereof within Premises or for all or a substantial part of the timeframes providedassets of Tenant or any Guarantor; andor (ie) Failure of Tenant abandons all or any substantial portion of the guarantors Premises or Tenant refuses to fulfill the terms and conditions take occupancy of the Guaranty or the breach of the Guaranty by one of the GuarantorsPremises.

Default by Tenant. The Any of the following will be events shall constitute an event of default (the "Event of Default") by Tenant under this Leasehereunder: (a) Failure failure to pay when due to Port any installment of Rent or any other payment required pursuant to this Lease within five sum payable hereunder when due, and such default continues for a period of three (53) days following written notice from Port. Notwithstanding the foregoing, Port shall not be required to provide such notice more than twice during any 12-month period, and any such failure by Tenant after Tenant has received two (2) such notices in such 12-month period shall constitute an Event of due date;Default by Tenant hereunder without any further action by Port or opportunity of Tenant to cure except as may be required by Section 1161 of the California Code of Civil Procedure; or (b) The filing failure by Tenant to deliver the Participation Rent Statement, revised or confirmation statement or Annual Statement when due and such default continues for a period of a petition for bankruptcy ten (10) days following written notice from Port. Notwithstanding the foregoing, Port shall not be required to provide such notice more than twice during any twelve (12) month period, and any such failure by Tenant after Tenant has received two (2) such notices in such twelve (12) month period shall, at the option of Port, constitute an Event of Default by Tenant hereunder without any further action by Port (including, but not limited to, notice to Tenant of such failure) or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication opportunity of bankruptcy or insolvency or an admission that it cannot meet its financial obligations Tenant to cure except as they become due, or the appointment or a receiver or trustee for all or substantially all may be required by Section 1161 of the assets California Code of TenantCivil Procedure; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”);or (c) A a second understatement by Tenant of its Gross Revenues for any audit period by five percent (5%) or more within any three (3) year period of the first such understatement; or (d) Failure to maintain and repair Port buildings or Port’s Equipment and such failure continues for a period of thirty (30) days after written notice by Port, provided that if such default is not capable of cure within such thirty (30) day period, Tenant shall have a reasonable period to complete such cure if Tenant promptly undertakes action to cure such default within such thirty (30) day period and thereafter diligently prosecutes the same to completion within sixty (60) days (or such longer period as determined by Port upon Tenant’s failure to cure after diligent prosecution) after the receipt of notice of default by Port. Port shall not be required to provide such notice more than twice in any twelve (12) month period with respect to any material non-monetary defaults and after the second notice in any calendar year, any subsequent failure by Tenant during such twelve (12) month period shall automatically constitute an Event of Default hereunder; or (e) failure to comply with Tenant's continuous operations covenant set forth in Section 5.1, as determined by Port in its sole and absolute discretion and such failure continues for a period of thirty (30) days following written notice from Port; or (f) abandonment or vacation of the Premises by Tenant; or (g) failure to conduct only the Permitted Use or failure to seek Port’s prior written consent for a material new or modified use, as determined by Port in its sole and absolute discretion and such failure continues for a period of forty-eight (48) hours following written notice from Port; or (h) failure by Tenant to execute and deliver to Port the estoppel certificate within the time period and in the manner required by Section 36 below, and Tenant's failure to cure the foregoing default within ten (10) days following written notice from Port; or (i) a Transfer, or attempted Transfer, of this Lease or the Premises by Tenant contrary to the provision of Section 23 above; or (j) failure by Tenant or Tenant's broker as applicable to provide evidence of insurance coverage complying with the provisions of Section 18 above, failure to maintain any insurance required to be maintained by Tenant pursuant to this Lease, or if any such insurance shall be canceled or terminated or shall expire or be reduced or materially changed, except as permitted in this Lease, and Tenant's or Tenant's broker's failure to deliver evidence of such coverage or failure to reinstate such coverage, all within three (3) business days following written notice from Port; or (k) failure by Tenant to comply with the provisions of Section 17 above and Tenant's failure to cure the foregoing default within twenty-four (24) hours following written notice from Port. If such default cannot reasonably be cured within such twenty-four (24) hour period, Tenant shall not be in default of this Lease if Tenant commences to cure the default within such twenty-four (24) hour period and diligently and in good faith continues to cure the default, provided, however, in no event shall Tenant have more than thirty (30) days to cure such default; or (l) failure by Tenant to discharge any lien or encumbrance placed on the Facility or any part thereof in violation of this Lease within ten (10) days after the date such lien or encumbrance is filed or recorded against the Facility or any part thereof, or if Tenant has no knowledge of such lien, then Tenant shall discharge such lien or encumbrance within fifteen (15) days following Tenant's knowledge of such lien or encumbrance; or (m) failure by Tenant to observe, keep or perform any of the other terms, covenants, agreements or conditions contained in this Lease and required to be observed or performed by Tenant and not specifically enumerated in this Section 24, and such failure continues for a period of thirty (30) days after written notice by Port, provided that if such default is not capable of cure within such thirty (30) day period, Tenant shall have a reasonable period to complete such cure if Tenant promptly undertakes action to cure such default within such thirty (30) day period and thereafter diligently prosecutes the same to completion within sixty (60) days (or such longer period as determined by Port upon Tenant’s failure to cure after diligent prosecution) after the receipt of notice of default by Port. Port shall not be required to provide such notice more than twice in any twelve (12) month period with respect to any material non-monetary defaults and after the second notice in any calendar year, any subsequent failure by Tenant during such twelve (12) month period shall automatically constitute an Event of Default hereunder; or (n) Tenant shall become bankrupt or insolvent or make a transfer in fraud of creditors creditors, or make an assignment for the benefit of creditors, whether by or bring or have brought against Tenant any action or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result proceedings of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of kind under any provision of this Lease the U.S. Bankruptcy Code or under any other lease insolvency, bankruptcy or agreement Landlord and reorganization act and, in the event such proceedings are involuntary, Tenant are a party to, other than is not discharged from the obligation to pay Rent, same within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice;thereafter; or (go) Tenant’s breach a receiver is appointed for a substantial part of the same provision assets of this Lease, other than the obligation to pay Rent, more than twice Tenant and such receiver is not discharged within sixty (260) in any twelve (12) month period;days; or (hp) Failure to deliver, maintain this Lease or restore the Security Deposit pursuant to Section 11.2 hereof any estate of Tenant under this Lease shall be levied upon by any attachment or execution and such attachment is not stayed or lifted within the timeframes providedsixty (60) days; andor (iq) Failure without limiting the provisions of any of Sections 24(d), 24(g), 24(k), or 24(m) or lengthening the guarantors cure periods under those subsections, failure by Tenant to fulfill comply with Laws and Tenant's failure to cure the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsforegoing default within forty-eight (48) hours following written notice from Port.

Default by Tenant. (a) The following will events shall be deemed to be events of default by Tenant under this Lease:Lease (hereinafter called an “Event of Default”): (a1) Failure Tenant shall fail to timely pay when due any installment Rent and such failure shall continue for a period of Rent or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days after written notice of such filing, adjudication, admission or appointment, as applicable; the foregoing default shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof have been delivered to Tenant; provided, however, that once Landlord has given Tenant two (2) such notices during any twelve (12) month period (whether as to one or more than one failure to pay), Landlord shall not be required to give further notice and thereafter the failure or refusal by Tenant to timely make any payment of Rent when due hereunder within the following twelve (12) months shall be an Event of Default without notice or grace period; (2) Tenant shall fail to comply with any terms, provisions or covenants of this Lease or any other agreement between Landlord and Tenant not requiring the payment of Rent, all of which terms, provisions and covenants shall be deemed material, and such failure shall continue for a period of thirty (30) days after written notice of such failure is delivered to Tenant or, if such breach failure cannot reasonably be cured within such 20 thirty (30) day period using diligent efforts and period, Tenant promptly commenced efforts shall fail to commence to cure such breach upon receipt of Landlord’s notice thereof, then failure within such thirty (30) day period and/or shall thereafter fail to prosecute such cure period shall be extended for so long as Tenant continues diligently and continuously to use diligent efforts to cure, not to exceed a total of completion within sixty (60) days of the date of Landlord's notice of default; (3) Tenant takes any action to, or notifies Landlord that Tenant intends to, file a petition under any section or chapter of the United States Bankruptcy Code, as amended from time to time, or under any similar law or statute of the United States or any state thereof; or a petition shall be filed against Tenant under any such statute and shall not be dismissed within sixty (60) days thereafter; (4) a receiver or trustee shall be appointed for Tenant's leasehold interest in the Premises or for all or a substantial part of the assets of Tenant; or (5) Tenant abandons all or any substantial portion of the Premises, or refuses to take occupancy thereof. (b) Upon the occurrence of any Event of Default, Landlord may, at its option and without further notice to Tenant and without judicial process, in addition to all other remedies given hereunder or by law or equity, do any one or more of the following: (1) terminate this Lease, in which event Tenant shall immediately surrender possession of the Premises to Landlord; (2) enter upon and take possession of the Premises and expel or remove Tenant therefrom, with or without having terminated this Lease; (3) apply all or any portion of the Security Deposit to cure such Event of Default; (4) change or re-key all locks to entrances to the Premises, and Landlord shall have no obligation to give Tenant a new key to the Premises until such Event of Default is cured; and (5) remove from the Premises any furniture, fixtures, equipment or other personal property of Tenant, without liability for trespass or conversion, and store such items either in Landlord’s Premises or elsewhere at the sole cost of Tenant and without liability to Tenant. Any of such furniture, fixtures, equipment or personal property not claimed within thirty (30) days from the date of removal shall be deemed abandoned. (c) Exercise by Landlord of any one or more remedies hereunder shall not constitute forfeiture or an acceptance of surrender of the Premises by Tenant, it being understood that such surrender can be effected only by the written agreement of Landlord and Tenant. (d) If Landlord terminates this Lease by reason of an Event of Default, Tenant shall pay to Landlord the sum of (1) the cost of recovering the Premises, (2) the unpaid Rent and all other indebtedness accrued hereunder to the date of such termination, (3) the amounts stated in Section 27(f), and (4) the total Rent which Landlord would have received under this Lease for the remainder of the Lease Term minus the Fair Market Rental Value (hereinafter defined) of the Premises for the same period, both discounted to present value at the Prime Rate (hereinafter defined) in effect upon the date of determination, and (5) any other damages or relief which Landlord may be entitled to at law or in equity. For the purposes of this section, “Fair Market Rental Value” shall be the rental rate that would be received from a comparable tenant for a comparable lease for premises and other properties of equivalent quality, size, condition and location as the Premises, taking into account any free rent or other concessions, that are generally prevailing in the market place at the time of Tenant's default, market conditions and the period of time the Premises may reasonably be expected to remain vacant before Landlord is able to re-let the Premises to a suitable new tenant. (e) If Landlord repossesses the Premises without terminating this Lease, then Tenant shall pay to Landlord (1) the cost of recovering the Premises, (2) the unpaid Rent and other indebtedness accrued to the date of such repossession, (3) the amounts stated in Section 27(f)(2), and (4) the total Rent which Landlord would have received under this Lease for the remainder of the Lease Term minus any net sums thereafter received by Landlord through re-letting the Premises during said period after deducting expenses incurred by Landlord in connection with such re-letting for advertising costs, brokerage commissions, architectural fees, tenant improvement costs and allowances and any other allowances or concessions provided by Landlord (amortized pro rata over the term of such new lease). Re-entry by Landlord will not affect the obligations of Tenant for the unexpired term of this Lease. Tenant shall not be entitled to any excess of rent obtained by re-letting over the Rent required to be paid by Tenant hereunder. Actions to collect amounts due by Tenant may be brought one or more times, without the necessity of Landlord’s notice;'s waiting until the expiration of the Lease Term. In addition, Landlord may, at any time following repossession of the Premises without termination of the Lease, elect to terminate the Lease and pursue the remedies available to Landlord pursuant to Section 27(d) above in lieu of the remedies available to Landlord pursuant to this Section 27(e). (f) In the case of an Event of Default, Tenant shall also pay to Landlord: (1) if Landlord has terminated this Lease pursuant to Section 27(d), the unamortized portion (assuming level amortization at twelve percent (12%) interest over the Lease Term) upon the date of termination of all leasing commissions, tenant improvement costs and allowances, architectural costs and allowances, any other allowances provided by Landlord and all other out-of-pocket costs of Landlord related to this Lease; and (2) all other expenses reasonably incurred by Landlord in enforcing Landlord's remedies, including reasonable attorneys' fees and court costs. (g) Tenant’s breach Upon termination of this Lease or repossession of the same provision Premises due to the occurrence of this Leasean Event of Default, Landlord shall use commercially reasonably efforts to re-let the Premises upon such terms and conditions as Landlord, in Landlord's sole discretion, deems prudent. However, Landlord shall not be required to show preference in leasing the Premises over any other than space in the obligation to pay Rent, more than twice (2) Building or any other office buildings owned by Landlord or any affiliate of Landlord in any twelve (12) month period;the Market Area. (h) Failure If Tenant should fail to delivermake any payment, maintain perform any obligation, or restore cure any default hereunder within ten (10) days after receipt of written notice thereof, Landlord, without obligation to do so and without thereby waiving such failure or default, may make such payment, perform such obligation, and/or remedy such other default for the Security Deposit pursuant to Section 11.2 hereof account of Tenant (and enter the Premises for such purpose), and Tenant shall, within ten (10) days following written demand, pay all reasonable costs, expenses and disbursements (including all reasonable attorneys' fees) incurred by Landlord in taking such remedial action, plus, at the timeframes provided; andoption of Landlord, interest thereon at the Default Rate. (i) Failure Nothing in this Lease will be construed as imposing any duty upon Landlord to re-let the Premises. (j) Any grant herein by Landlord of an abatement of Base Rental or Basic Operating Costs is conditioned upon the non-occurrence of an Event of Default. Upon the occurrence of an Event of Default resulting in Landlord’s termination of the Lease, any and all amounts of previously abated Base Rental and Basic Operating Costs shall become immediately due and payable by Tenant to Landlord as Rent and any provision in this Lease that contemplates the future abatement of Base Rental or Basic Operating Costs shall be immediately terminated and of no further force or effect. (k) The specific remedies to which Landlord may resort under the terms of this Lease are cumulative and are not intended to be exclusive of any other remedies or means of redress to which it may be lawfully entitled in case of any breach or threatened breach by Tenant of any provisions of this Lease. Without limiting the foregoing, in addition to the other remedies provided in this Lease, Landlord shall be entitled to the restraint by injunction of the violation or attempted or threatened violation of any of the guarantors covenants, conditions or provisions of this Lease or to fulfill the terms and a decree compelling specific performance of any such covenants, conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsprovisions.

Default by Tenant. The (a) Each of the following will be events occurrences relative to Tenant shall constitute an "Event of default by Tenant under this LeaseDefault": (a1) Failure or refusal of Tenant to pay when due make the timely payment of any installment of Rent or any other payment required pursuant to payable under this Lease within five (5) days of when and as the same shall become due dateand payable; (b2) The abandonment or vacating of the Leased Premises or any significant portion thereof; (3) The filing or execution or occurrence of a petition for in bankruptcy or other insolvency proceeding by or against Tenant or any guarantor of Tenant obligations hereunder; or petition or answer seeking relief under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all provisions of the assets of TenantBankruptcy act; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether creditors or composition; or a petition or other proceeding by or against the Tenant or any Guarantor; (d) The filing or imposition for the appointment of a lien against the Premisestrustee, the Buildings receiver or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution liquidator of Tenant or any Guarantor, or, if of Tenant's property; or a proceeding by any governmental authority for the dissolution or liquidation of Tenant or any Guarantor is a natural person, the death guarantor of Tenant or such GuarantorTenant; (f4) Failure to cure by Tenant in the breach performance of or compliance with any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of agreements, terms, covenants or conditions provided in this Lease, other than the obligation those referred to pay Rentin (1), more than twice (2) or (3) above for a period of ten (10) days after notice from Landlord to Tenant specifying the items in default; or (5) The occurrence of any twelve other event herein provided to be an Event of Default. (12b) month This Lease and the Term and estate hereby made are subject to the limitation that if and whenever any Event of Default shall occur, Landlord may, at its option and without further written notice to Tenant, in addition to all other remedies given hereunder or by law or equity, do any one or more of the following: (1) Terminate this Lease, in which event Tenant shall surrender immediately possession of the Leased Premises to Landlord; (2) Enter upon and take possession of the Leased Premises and expel or remove Tenant and any other occupant therefrom with or without having terminated the Lease; and (3) Apply all or any portion of the Security Deposit to cure such Event of Default; and (4) Alter locks and other security devices at the Leased Premises. (c) Exercise by Landlord of any one or more remedies shall not constitute an acceptance of surrender of the Leased Premises by Tenant, it being understood that such surrender can be effected only by the written agreement of Landlord and Tenant. (d) If Landlord terminates this Lease by reason of an Event of Default, Tenant shall pay to Landlord the sum of all Rent and other indebtedness accrued hereunder to the date of such termination, the amounts stated in Section 5.08(f) hereof, plus, as liquidated damages, an amount equal to the then present value of the Rent and all other indebtedness as would otherwise have been required to be paid by Tenant to Landlord during the period following the termination of the term measured from the date of such termination to the date of expiration stated in Section 1.02, less the then present fair market rental value of the Leased Premises for such period;; because of the difficulty of ascertaining the fair market rental value of the Leased Premises and the costs and time associated with reletting the Leased Premises, the Landlord and Tenant stipulate that such fair market rental value shall in no event be deemed to exceed seventy-five percent (75%) of the then present value of the Rent reserved for such period. (e) If Landlord repossesses the Leased Premises without terminating the Lease, then Tenant shall pay to Landlord all Rent and other indebtedness accrued to the date of such repossession, plus Rent and other sums required to be paid by Tenant during the remainder of the Term, diminished by any net sums thereafter received by Landlord through reletting the Leased Premises during said period (after deducting expenses incurred by Landlord as provided below); re-entry by Landlord will not affect the obligations of Tenant for the unexpired Term. Tenant shall not be entitled to any excess of any Rent obtained by reletting over the Rent herein reserved. Actions to collect amounts due by Tenant may be brought on one or more occasions, without the necessity of Landlord's waiting until expiration of the Term. (f) In case of an Event of Default, to the extent the same were not paid or deducted, as appropriate, under Section 5.08(d) or (e), Tenant shall also pay to Landlord: (i) broker's fees incurred by Landlord in connection with reletting the whole or any part of the Leased Premises; (ii) the cost of removing and storing Tenant's or any other occupant's property; (iii) and the cost of repairing, altering, remodeling or otherwise putting the Leased Premises into condition acceptable to a new tenant or tenants; and (iv) all reasonable expenses incurred by Landlord in enforcing Landlord's remedies, including reasonable attorneys' fees and court costs. (g) Upon termination or repossession of the Leased Premises for an Event of Default, Landlord shall not be obligated to relet or attempt to relet the Leased Premises, or any portion thereof, or to collect rental after reletting, but Landlord shall have the option to relet or attempt to relet. In the event of reletting, Landlord may relet the whole or any portion of the Leased Premises for any period, to any tenant, and for any use and purpose. (h) Failure If Tenant should fail to delivermake any payment, maintain perform any obligation, or restore cure any default hereunder, Landlord, without obligation to do so and without thereby waiving such failure or, default, may make such payment, perform such obligation, and/or remedy such other default for the Security Deposit pursuant to Section 11.2 hereof within account of Tenant (and enter the timeframes provided; and Leased Premises for such purpose), and Tenant shall pay upon demand all costs, expenses and disbursements (iincluding reasonable attorneys' fees) Failure incurred by Landlord in taking such remedial action, plus interest thereon at the highest rate of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty interest permitted by one of the Guarantorslaw.

Default by Tenant. The 20.1 Each of the following will be events is an "Event of default by Tenant under this LeaseDefault": (a1) Failure Any failure by Tenant to pay Rent on the due date unless such failure is cured within 5 business days after notice by Landlord; however, Tenant is not entitled to more than 2 notices of delinquent payments during any calendar year and, if thereafter during such calendar year any Rent is not paid when due any installment due, an Event of Rent or any other payment required pursuant to this Lease within five (5) days of due dateDefault shall automatically occur; (b2) The filing of a petition for bankruptcy Tenant vacates (other than temporary vacation during which period Tenant is engaged in trying to relet the Premises) or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it canabandons the Premises (as evidenced by vacating the Premises with the intent by Tenant not meet its financial obligations as they become due, or to be bound by the appointment or a receiver or trustee for all or substantially all terms of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointmentLease, as applicable; evidenced by a breach of any of its other obligations under the foregoing shall also apply to any party guaranteeing Lease, including the obligations payment of Tenant under this Lease (each, a “Guarantor”Rent); (c3) A transfer This Lease or Tenant's interest is transferred whether voluntarily or by operation of law except as permitted in fraud Section 14; (4) This Lease or any part of creditors the Premises is taken by process of law against Tenant and is not released within 15 days after a levy; (5) Commencement by Tenant of a proceeding under any provision of federal or state law relating to insolvency, bankruptcy, or reorganization ("Bankruptcy Proceeding"); (6) Commencement of a Bankruptcy Proceeding against Tenant, unless dismissed within 60 days after commencement; (7) The insolvency of Tenant or execution by Tenant of an assignment for the benefit of creditors, whether by Tenant ; or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant generally to satisfy pay its debts as they mature, or bond the lien in its entirety within thirty (30) days after receipt occurrence of notice any of samethe foregoing with respect to any Guarantor, if any, of Tenant's obligations; (e) 8) The liquidation, termination admission in writing by Tenant (or dissolution any general partner of Tenant if Tenant is a partnership), that it is unable to pay its debts as they mature or it is generally not paying its debts as they mature; (9) Tenant fails to take possession of the Premises by the 90th day following the Commencement Date (which deadline may be extended by delays beyond the reasonable control of Tenant, provided that Tenant is proceeding with due diligence to complete the Finish Work and move into the Premises); (10) Tenant fails to perform any Guarantor, of its other obligations and non-performance continues for 30 days after notice by Landlord or, if such performance cannot be reasonably had within such 30 day period, Tenant or any Guarantor is a natural person, the death of Tenant or does not in good faith commence performance within such Guarantor; (f) Failure 30 day period and diligently proceed to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantcompletion; provided, however, that if such breach cannot Tenant's failure would constitute a violation of Applicable Law and Landlord would be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts subject to fines or penalties or use of the Building Complex by another tenant would be adversely affected, Tenant's right to cure such breach upon receipt of Landlord’s notice thereof, then such cure shall not exceed the period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s noticeprovided by Applicable Law; (g11) Tenant’s breach Any event which is expressly defined as or deemed an Event of the same provision Default under Sections 9 and 27.22 of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. (a) The following will shall be deemed to be events of default by Tenant under this Lease: Lease (aeach, a “Tenant Default”): (i) Failure Tenant shall fail to pay when due any installment of Rent or any other payment required pursuant to this Lease within five twenty (520) days after Tenant’s receipt of due date; written notice of nonpayment thereof (ba “Monetary Default”); or (ii) The filing Tenant shall fail to comply with any term, provision or covenant of this Lease, other than the payment of Rent, and the failure is not cured within thirty (30) days after Tenant’s receipt of written notice thereof, or such longer period as may be reasonable under the circumstances so long as Tenant commences to cure within such thirty (30) day period and thereafter diligently prosecutes such cure to completion (a “Non-Monetary Default”); or (iii) Tenant shall file a petition for bankruptcy or insolvency be adjudged bankrupt or insolvent under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment law or a receiver or trustee shall be appointed for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission Tenant or appointment, as applicable; the foregoing Tenant shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, make a “Guarantor”); (c) A transfer in fraud of creditors or shall make an assignment for the benefit of creditors, whether by creditors and same is not dismissed within ninety (90) days thereafter; or (iv) this Lease or the Tenant’s Leasehold Estate is transferred in violation of the requirements of this Lease. Any permitted assignee or lender (including a Leasehold Mortgagee) may cure any Tenant or any Guarantor;Default hereunder. (db) The filing If Landlord shall claim that Tenant Default exists, Landlord shall have the right, subject to the provisions of Exhibit “F” and any Recognition Agreement executed pursuant to the provisions of this Lease, to institute from time to time an action or imposition actions (i) to recover damages (exclusive of consequential, punitive, or special damages), (ii) for injunctive and/or other equitable relief, or (iii) only in the event of Monetary Default, or a lien against Non-Monetary Default which has resulted or is reasonably likely to result in irreparable and material damage to the Leased Premises, to recover possession of the Buildings or Leased Premises and tenninate this Lease. Notwithstanding the Property as a result of any act or omission of foregoing, Landlord agrees that Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within shall have thirty (30) days after receipt commencement by Landlord of notice any proceedings to file an appropriate pleading in the action initiated by Landlord to contest the claim of same;Tenant Default or to cure such Tenant Default; no action shall be taken by Landlord during such thirty (30) day period to regain possession of the Leased Premises from Tenant or to terminate this Lease. If the Tenant Default is not cured, Landlord’s rights and Tenant’s obligations shall be resolved by the final detennination made by the court in which Landlord’s proceedings were initiated. For purposes hereof, a “final determination” shall occur when the judgment or order entered can be enforced by execution, issuance of a writ of restitution, judicial sale or specific enforcement and no such judgment or order shall be considered final for purposes hereof during the pendency of a stay of execution in connection with an appeal. Notwithstanding anything herein to the contrary, if there is a Monetary Default which arises out of a dispute as to an amount owed or the amount of an offset, this Lease shall not tenninate if Tenant pays to Landlord the amount the court detennines to be owed within the period of time permitted by law, or ten (10) days after such determination if no such grace period is permitted. (ec) The liquidationTenant shall have no personal, termination corporate or dissolution entity liability under this Lease, and in the event of a Tenant Default, (i) the recourse of Landlord against Tenant with respect to any Tenant Default shall extend only to Tenant’s Leasehold Estate, and not to any other assets of Tenant or any Guarantorof its directors, orofficers, if shareholders, employees, agents, constituent partners, members, beneficiaries, trustees or representatives; and (ii) except to the extent of Tenant’s interest in the Leasehold Estate (and the proceeds therefrom), no personal liability or personal responsibility shall be asserted or enforceable against Tenant or any Guarantor is a natural personof its directors, the death of Tenant officers, shareholders, employees, agents, constituent partners, members, beneficiaries, trustees or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach canrepresentatives. The foregoing paragraph shall not be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts applicable to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (gA) Tenant’s breach of the same provision liability under Section 4.02(b) of this Lease, (B) misappropriation of insurance or condemnation proceeds in contravention of this Lease, (C) conversion of Sublease rentals and other than income from the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any operation of the guarantors Leased Premises following a court order to fulfill deliver such amounts to Landlord, (D) willful failure to maintain the terms insurance coverages required of Tenant hereunder, and conditions (E) a sale, transfer, or assignment of this Lease and/or the Guaranty or the breach Leased Premises in contravention of the Guaranty by one of the GuarantorsArticle 9.0 hereof.

Default by Tenant. The following will Tenant shall be events of deemed to be in default by Tenant under this LeaseLease upon the occurrence of any of the following events: (a) Failure Tenant shall fail to pay when due any installment of Rent or any other payment required pursuant to amounts payable under this Lease within five (5) days of due date;Lease; or (b) The filing of a petition for bankruptcy Tenant shall neglect or insolvency under fail to perform or observe any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of other Lease covenants and/or Master Lease covenants to be performed or observed by Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission and Tenant shall fail to remedy this failure or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety neglect within thirty (30) days after receipt of Landlord shall have given to Tenant written notice of same; specifying such neglect or failure (e) The liquidation, termination or dissolution of Tenant or any Guarantor, orwithin such period, if Tenant or any Guarantor is a natural personany, the death of Tenant or such Guarantor; (f) Failure as may be reasonably required to cure the breach such default, if it is of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, such nature that if such breach it cannot be cured within such 20 this thirty (30) day period using diligent efforts provided that Tenant shall have commenced to effect such cure and shall proceed with due diligence to complete such cure); or (c) Tenant shall neglect or fail to perform or observe any of the Lease covenants (including, without limitation, the timely payment of Rent, or any other amounts payable hereunder) and/or Master Lease covenants three or more times in any 12-month period, such third occurrence being agreed between Landlord and Tenant promptly commenced efforts to cure be incurable; or (d) The making by Tenant of any general assignment or general arrangement for the benefit of creditors; or the filing of any action by or against Tenant under any insolvency, bankruptcy, reorganization, moratorium, or other debtor relief statute, whether now or hereafter existing, (unless in the case of such breach upon receipt of Landlord’s notice thereofaction taken against Tenant, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of the same is dismissed within sixty (60) days from days); or the date appointment of Landlord’s notice; (g) a trustee or a receiver to take possession of substantially all of Tenant’s breach 's assets located at the Premises or of the same provision of Tenant's interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other than judicial seizure of substantially all of Tenant's assets located at the obligation Premises or of Tenant's interest in this Lease, where such seizure is not discharged in ten (10) days; or the admission by Tenant in writing of the inability to pay Rent, more than twice (2) in any twelve (12) month period;its debts as they become due; or (he) Failure Any guarantor of Tenant's obligations under this Lease revokes, or attempts to deliverrevoke, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorssuch guaranty.

Default by Tenant. (a) The following will events shall be deemed to be events of default by Tenant under this Lease:Lease (hereinafter called an "Event of Default"): (a1) Failure Tenant shall fail to timely pay when due any installment Rent and such failure shall continue for a period of Rent or any other payment required pursuant to this Lease within five (5) days after written notice of such default shall have been delivered to Tenant; provided however, once Landlord has given Tenant two (2) such notices during any twelve (12) month period (whether as to one or more than one failures to pay) it shall not be required to give further notice and thereafter the failure or refusal by Tenant to timely make any payment of Rent when due datehereunder within the following twelve (12) months shall be an Event of Default without further notice; (b2) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing Tenant shall also apply fail to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of comply with any provision of this Lease or any other lease or agreement between Landlord and Tenant are a party to, other than not requiring the obligation to pay payment of Rent, within twenty all of which terms, provisions and covenants shall be deemed material, and such failure shall continue for a period of thirty (2030) days after written notice thereof of such failure is delivered to Tenant; providedTenant or, however, that if such breach failure cannot reasonably be cured within such 20 thirty (30) day period using diligent efforts and period, Tenant promptly commenced efforts shall fail to commence to cure such breach upon receipt failure within such thirty (30) day period and/or shall thereafter fail to prosecute such cure diligently and continuously to completion within ninety (90) days of the date of Landlord’s 's notice of default; (3) Tenant or Tenant's general partner takes any action to, or notifies Landlord that Tenant or Tenant's general partner intends to file a petition under any section or chapter of the United States Bankruptcy Code, as amended from time to time, or under any similar law or statute of the United States or any state thereof, then such cure period ; or a petition shall be extended for so long as filed against Tenant continues to use diligent efforts to cure, or Tenant's general partner under any such statute and not to exceed a total of be dismissed within sixty (60) days thereafter; (4) a receiver or trustee shall be appointed for Tenant's leasehold interest in the Premises or for all or a substantial part of the assets of Tenant or Tenant's general partner; (5) Tenant abandons all or any substantial portion of the Premises (although mere vacancy by Tenant shall not alone be an Event of Default); and (6) Tenant shall default in the performance of its obligations under the Tenant Improvements Agreement and such default continues for a period of thirty (30) days following written notice to Tenant. (b) Upon the occurrence of any Event of Default, Landlord may, at its option and without further notice to Tenant and without judicial process, in addition to all other remedies given hereunder or by law or equity, do any one or more of the following: (1) terminate this Lease, in which event Tenant shall immediately surrender possession of the Premises to Landlord; (2) enter upon and take possession of the Premises and expel or remove Tenant therefrom, with or without having terminated this Lease; (3) apply all or any portion of the Security Deposit to cure such Event of Default; (4) change or re-key all locks to entrances to the Premises, and Landlord shall have no obligation to give Tenant a new key to the Premises until such Event of Default is cured; (5) remove from the Premises any furniture, fixtures, equipment or other personal property of Tenant, without liability for trespass or conversion, and store such items either in the Complex or elsewhere at the sole cost of Tenant and without liability to Landlord, and (6) enter upon the Premises and perform Tenant's obligations under this Lease (including under the Tenant Improvements Agreement) and charge Tenant additional rent to cover the cost of Landlord's performance (but Landlord shall have no obligation to perform Tenant's obligations). Landlord may retain control over all such property for the purpose of foreclosing the security interest created by Section 34. Any of such furniture, fixtures, equipment or personal property not claimed within thirty (30) days from the date of Landlord’s notice;removal shall be deemed abandoned. (gc) Tenant’s breach Exercise by Landlord of any one or more remedies hereunder shall not constitute forfeiture or an acceptance of surrender of the same provision Premises by Tenant, it being understood that such surrender can be effected only by the written agreement of Landlord and Tenant. (d) If Landlord terminates this LeaseLease by reason of an Event of Default, other than Tenant shall pay to Landlord the obligation to pay Rentsum of (1) the cost of recovering the Premises, more than twice (2) in any twelve the unpaid Rent and all other indebtedness accrued hereunder to the date of such termination, (123) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within total Rent which Landlord would have received under this Lease for the timeframes provided; and (i) Failure of any remainder of the guarantors to fulfill Lease Term minus the terms and conditions Fair Market Rental Value (hereinafter defined) of the Guaranty Premises for the same period, both discounted to present value at the Prime Rate (hereinafter defined) in effect upon the date of determination, and (4) any other damages or relief which Landlord may be entitled to at law or in equity. For the breach purposes of this section, "Fair Market Rental Value" shall be the Guaranty by one rental rate that would be received from a comparable tenant for a comparable lease for premises and other properties of equivalent quality, size, condition and location as the Guarantors.Premises, taking into

Default by Tenant. The Each of the following will be events of default shall constitute a “Default” by Tenant, and shall give rise to Landlord’s remedies set forth in Paragraph (b) below: (i) failure by Tenant under to make when due any payment of Rent and the continuation of such failure for ten (10) days after notice; (ii) failure by Tenant to observe or perform any of the terms or conditions of this Lease:Lease to be observed or performed by Tenant other than the payment of Rent, or as provided below, and the continuation of such failure for thirty (30) days after notice (provided, that if the nature of Tenant’s failure is such that more time is reasonably required in order to cure and Tenant commences to cure within such thirty (30) day period, then such period shall be extended so long as Tenant is diligently pursuing such cure to completion); (iii) failure by Tenant to comply with the Rules, and the continuation of such failure for thirty (30) days after notice (provided, that if the nature of Tenant’s failure is such that more time is reasonably required in order to cure and Tenant commences to cure within such thirty (30) day period, then such period shall be extended so long as Tenant is diligently pursuing such cure to completion); (a) Failure to pay when due the making by Tenant of any installment of Rent or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an general assignment for the benefit of creditors, whether (b) the filing by or against Tenant of a petition to have Tenant adjudged a bankrupt or a petition for reorganization or arrangement under any Guarantor; Law relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within ninety (90) days), (c) appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located on the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within ninety (90) days, (d) The filing attachment, execution or imposition other judicial seizure of substantially all of Tenant’s assets located on the Premises or of Tenant’s interest in this Lease, or (e) Tenant’s admitted insolvency or admission of an inability to pay its debts as they mature; or (v) a lien against the PremisesTransfer of this Lease, the Buildings or the Property as a result Premises or any part thereof, in violation of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety Article 21 which is not cured within thirty (30) days after receipt of thereafter. The notice of same; (e) The liquidationand cure periods provided herein are in lieu of, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party not in addition to, other than any notice and cure periods provided by Laws. To the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, extent that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors foregoing notice periods provided for in this Article 23 and elsewhere in this Lease are greater than the notice periods required under the statutes of the State of Illinois, such greater notice periods as are provided for herein shall substitute for any such statutory notice periods, and, to fulfill the extent not prohibited by such statutes, any notices given pursuant to the terms and conditions of hereof shall be deemed the Guaranty or the breach of the Guaranty notice required by one of the Guarantorsany such statutes.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute a breach of default this Lease by Tenant under this Lease:Tenant:‌ (a) Failure The failure by Tenant to pay when due make any installment payment of Rent or any other payment required pursuant to this Lease within five be made by Tenant hereunder, as and when due, where such failure shall continue for a period of thirty (530) days of due dateafter written notice thereof from Landlord to Tenant; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy observe or bond perform any of the lien in its entirety within thirty covenants, conditions or provisions of this Lease to be observed or performed by Tenant, other than payment of Rent or other requisite payments, where such failure shall continue for a period of sixty (3060) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after written notice thereof from Landlord to Tenant; provided, however, that if the nature of Tenant’s default is such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of that more than sixty (60) days from are reasonably required for its cure, than Tenant shall not be deemed to be in default if Tenant commences such cure with such sixty (60) days period and thereafter diligently pursues such cure to completion; (c) The abandonment by Tenant of the date Premises or a substantial portion thereof; (d) The making by Tenant of Landlordany general assignment for the benefit of creditors; (e) The filing by or against Tenant of a petition to have Tenant adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within thirty [30] days); (f) The appointment of a trustee or receiver to take possession of all or substantially all of Tenant’s noticeassets located at the Premises, or of Tenant’s interest in this Lease; (g) The attachment, execution or other judicial seizure of all or substantially all of Tenant’s breach assets located at the Premises, or of the same provision of Tenant’s interest in this Lease, other than the obligation to pay Rent, more than twice where such seizure is not discharged within thirty (230) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsdays.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute a material default and breach of default this Lease by Tenant: (i) the abandonment of the Premises by Tenant under this Lease: or the vacating of the Premises for more than thirty (a30) Failure consecutive days; (ii) the failure by Tenant to pay when due make any installment payment of Rent or any other payment required pursuant to this Lease be made by Tenant hereunder, within five (5) days of due date; date due; (biii) The filing of a petition for bankruptcy the failure by Tenant to observe or insolvency under perform any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each other covenants, conditions or provisions of the foregoing casesLease, where such failure shall continue for a period of twenty (20) days; provided, however, if more than twenty (20) days are reasonably required for its cure then Tenant shall not dismissed be deemed to be in default if Tenant commences such cure within 30 days said 20-day period and thereafter diligently prosecutes such cure to completion; (iv) the making by Tenant of such filing, adjudication, admission any general assignment or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment general arrangement for the benefit of creditors, whether ; (v) the filing by or against Tenant or any Guarantor; (d) The filing or imposition of a lien petition to have Tenant adjudged bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against the PremisesTenant, the Buildings same is dismissed within sixty (60) days); (vi) the appointment of a trustee or receiver to take possession of substantially all of Tenant's assets located at the Property as a result Premises or of any act or omission of Tenant's interest in the Lease, where possession is not restored to Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt days; or (vii) the attachment, execution or other judicial seizure of notice substantially all of same; (e) The liquidation, termination Tenant's assets located at the Premises or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of 's interest in this Lease, other than where such seizure is not discharged within thirty (30) days. The above notice periods may, at the obligation to pay Rentelection of Landlord, more than twice (2) in run concurrently with any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsstatutorily required notice periods.

Default by Tenant. The Each of the following will events shall be events an event of default hereunder by Tenant under ▇▇▇▇▇▇ and shall constitute an event of default of this Lease: (a) Failure If the Tenant fails to comply with the insurance requirements contained herein, and if such failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five comply with the insurance requirements shall continue for fifteen (515) days after Landlord shall have delivered to Tenant a written notice of due date;such default; or (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency lawIf Tenant fails to retain its Section 501(c)(3) non-profit status and such failure is not cured within sixty (60) days; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”);or (c) A transfer in fraud of creditors Whenever Tenant shall do, or an assignment for the benefit of creditorspermit anything to be done, whether by action or inaction, contrary to any covenant or agreement on the part of Tenant herein contained or contrary to any of Tenant’s obligations under this Lease, or shall fail in the keeping or performance of any of Tenant’s obligations under this Lease, including, though not exclusively Tenant’s abandonment of the Project or any Guarantor; (d) The filing portion thereof, or imposition Tenant’s use of a lien against the PremisesLeased Premises for anything other than the Permitted Use, or is in violation or not in compliance with applicable laws, codes and regulations, including, though not exclusively, the Buildings or City of Orlando Code, and City of Orlando’s zoning requirements and approvals, and Tenant shall fail to remedy the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety same within thirty (30) days after receipt of Landlord shall have given Tenant written notice of specifying the same; ; provided the foregoing thirty (e30) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long such reasonable period of time as is necessary to cure the default if the alleged default is not reasonably capable of cure within said thirty (30) day period and ▇▇▇▇▇▇ commences and continues diligently to cure the alleged default; or (d) Whenever an involuntary petition shall be filed against Tenant continues under any bankruptcy or insolvency law or under the reorganization provisions of any law of like import, or a receiver of Tenant or for the property of Tenant shall be appointed with or without the acquiescence of Tenant, or whenever this Lease or the estate hereby granted or the unexpired balance of the term would, by operation of law or otherwise, except for this provision, devolve upon or pass to use diligent efforts to cureany person, not to exceed a total firm or corporation other than Tenant or any corporation in which the Tenant may be duly merged, converted or consolidated under statutory procedure, and such situation under this subsection (c) shall continue and shall remain undischarged or unstayed for an aggregate period of sixty (60) days from the date of Landlord’s notice;(whether or not consecutive) or shall not be remedied by Tenant within sixty (60) days; or (ge) Tenant’s breach Whenever Tenant shall make an assignment of the same provision Improvements or other property of this LeaseTenant for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, other than or whenever any court of competent jurisdiction shall approve a petition filed by Tenant under the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain reorganization provisions of the United States Bankruptcy Act or restore under the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure provisions of any law of like import, or whenever a petition shall be filed by Tenant under the arrangement provisions of the guarantors to fulfill United States Bankruptcy Act or under the terms and conditions provisions of any law of like import, or whenever Tenant shall desert or abandon the Guaranty or the breach of the Guaranty by one of the GuarantorsLeased Premises.

Default by Tenant. The Landlord and Tenant hereby agree that the occurrence of any one or more of the following will be events of is a default by Tenant under this Lease:Lease and that said default shall give Landlord the rights described in Section 13.2. Landlord or Landlord’s authorized agent shall have the right to execute and deliver any notice of default, notice to pay rent or quit or any other notice Landlord gives Tenant. (a) Failure Tenant’s failure to pay when due make any installment payment of Rent Rent, late charges or any other payment required pursuant to this Lease within five be made by Tenant hereunder, as and when due, where such failure shall continue for a period of ten (510) days of due date;after written notice thereof from Landlord to Tenant (provided however that in no event shall Landlord be obligated to provide written notice more than twice in any twelve month period). (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all abandonment of the assets Premises by Tenant in which event Landlord shall not be obligated to give any notice of default to Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”);. (c) A transfer in fraud Tenant’s failure to comply with any of creditors the covenants, conditions or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision provisions of this Lease to be observed or any other lease or agreement Landlord and performed by Tenant are a party to, (other than the obligation to pay Rentthose referenced in Sections 13.1(a) and (b) above), within where such failure shall continue for a period of twenty (20) days after written notice thereof from Landlord to Tenant; provided, however, that if the nature of Tenant’s nonperformance is such breach canthat more than twenty (20) days is reasonably required for its cure, then Tenant shall be allowed additional time (not be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to exceed 60 days) as is reasonably necessary to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for the failure so long as Tenant continues commences such cure within said twenty (20) day period and thereafter diligently pursues such cure to use diligent efforts completion. In the event that Landlord serves Tenant with a notice to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, quit or any other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit notice pursuant to applicable unlawful detainer statutes, said notice shall also constitute the notice required by this Section 11.2 hereof within the timeframes provided; and13.1(c). (i) Failure The making by Tenant or any guarantor of Tenant’s obligations hereunder of any general arrangement or general assignment for the benefit of creditors; (ii) the guarantors appointment of a trustee or receiver to fulfill take possession of substantially all of Tenant’s assets located at the terms and conditions Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; (iii) the Guaranty attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the breach Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within thirty (30) days; or (iv) the Guaranty by one insolvency of Tenant or Tenant becoming subject to state insolvency or federal bankruptcy. In the Guarantorsevent that any provision of this Section 13.1(d) is unenforceable under applicable law, such provision shall be of no force or effect.

Default by Tenant. The occurrence of any of the following will be events of shall constitute a breach of, and default under, this Lease by Tenant: 19.1 Failure by Tenant under to pay any amount (including, without limitation, monthly installments of Base Rent and Additional Rent) when and as same becomes payable in accordance with the provisions of this Lease:, and the continuation of such failure for a period of ten (10) days. (a) 19.2 Failure to pay when due any installment by Tenant in the due, prompt and complete performance or observance of Rent or any other payment required pursuant to express or implied covenant, agreement or obligation of Tenant contained in this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become dueLease, or and the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days continuation of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations failure for a period of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt written notice from Landlord to Tenant specifying the nature of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantfailure; provided, however, that if any such breach failure not involving a hazardous condition cannot reasonably be cured within such 20 day period using diligent efforts and period, Tenant shall not be deemed to be in default hereunder if Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then commences such cure within such period shall and thereafter diligently pursues such cure to completion within a reasonable time but, in no event, more than one hundred twenty (120) days after such notice. 19.3 Tenant's vacating, abandoning or failing to accept tender of possession of the Premises or any significant portion thereof. 19.4 Any financial statement or any representation given to Landlord by Tenant, or any assignee, sublessee or successor of Tenant or any guarantor of this Lease, proves to be extended materially false or misleading. 19.5 The insolvency of Tenant; the making by Tenant of any assignment for so long as the benefit of creditors; the filing by or against Tenant continues of a petition to use diligent efforts have Tenant adjudged bankrupt or of a petition for reorganization or arrangement under any law relating to curebankruptcy, not to exceed insolvency or creditors' rights in general (unless in the case of a total of petition filed against Tenant, the same is dismissed within sixty (60) days from days); the date appointment of Landlord’s notice; a trustee or receiver to take possession of all or a substantial part of Tenant's assets or of Tenant's interest under this Lease, where such seizure is not discharged within sixty (g60) Tenant’s breach days. The occurrence of any of the same provision acts or events referred to in this subsection with respect to any guarantor of this Lease, if any, shall also constitute a default hereunder. 19.6 The attachment, execution or other than judicial seizure of a substantial portion of Tenant's assets or of Tenant's interest in this Lease, where such seizure is not discharged within sixty (60) days. 19.7 Tenant's failure to cause to be released any mechanics' liens filed against the obligation Premises or the Project as required in the Lease. 19.8 Tenant's failure to pay Rent, more than twice observe or perform according to the provisions of Section 14 and Section 16 hereof within two (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsbusiness days after notice from Landlord.

Default by Tenant. The Each of the following will occurrences shall be events deemed an event of default (“Default”) by Tenant under this Lease: (a1) Failure to pay when Tenant has not paid any past due any installment of Rent or any other payment required pursuant to this Lease or utility charges due under Section 8 of this Lease within five (5) days after Landlord gives written notice of nonpayment to Tenant; provided, however, no more than one (1) such notice shall be required to be given in any calendar year and any additional payments not paid within five (5) days of the date due date;shall be a Default without notice from Landlord; or (b2) The filing Failure to maintain insurance in accordance with Section 11.D; or (3) Tenant has not complied with any term, provision or covenant of this Lease, other than the payment of Rent or maintenance of insurance pursuant to Section 11.D of this Lease, and has not cured such noncompliance within thirty (30) days after written notice to Tenant, or such longer period as may be reasonably required, not to exceed an additional forty-five (45) days, if the nature of cure is such that it cannot be completed within thirty (30) days, so long as Tenant commenced such cure within the initial thirty (30) day period and thereafter diligently pursues such cure to completion; or (4) Tenant files a petition, or an involuntary petition for bankruptcy is filed against Tenant (and is not dismissed within sixty (60) days), or insolvency Tenant becomes insolvent under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy , or insolvency or an admission that it Tenant cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee shall be appointed for all or substantially all of the assets of Tenant; in each of the foregoing cases, if Tenant (and is not dismissed within 30 days of such filingsixty (60) days), adjudication, admission or appointment, as applicable; the foregoing Tenant shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, make a “Guarantor”); (c) A transfer in fraud of creditors or shall make an assignment for the benefit of creditors; or (5) Tenant does or permits to be done any act which results in a lien being filed against the Premises or the Project, whether and such lien is not discharged or bonded over or an escrow is established pursuant to Section 11.H of this Lease. If a Default under Section 18.A(4) herein occurs, nothing contained herein shall be construed to express or imply that Landlord consents to any assumption and/or assignment of this Lease by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision inclusion of this Lease within Tenant’s bankruptcy estate, and Landlord expressly reserves the right to object to any assumption and/or assignment of this Lease and to any inclusion of this Lease within Tenant’s bankruptcy estate. Neither Tenant nor any trustee who may be appointed in such case shall conduct or permit of any “fire”, “bankruptcy”, “going out of business”, auction sale or other lease public sale in or agreement Landlord from the Premises. Tenant acknowledges and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, agrees that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt it has three (3) or more events of Landlord’s notice thereofDefault during the Lease Term, then such cure period it shall be extended considered to be in Chronic Default (“Chronic Default”). Following a determination of Chronic Default, Landlord shall have all rights provided for so long as Tenant continues by this Lease in addition to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) all rights at law or in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsequity.

Default by Tenant. The 19.1 Each of the following will be events is an "Event of default Default:" (1) Any failure by Tenant under this Lease: (a) Failure to pay when Rent on the due any installment of Rent date or any other payment required pursuant to this Lease within five (5) business days of due datethereafter; (b2) The filing Tenant vacates or abandons the Leased Premises for a period in excess of one (1) month other than as a result of force majeure; (3) This Lease or Tenant's interest is transferred whether voluntarily or involuntarily or by operation of law except as permitted in Section 17; (4) Commencement by Tenant of a petition for bankruptcy or insolvency proceeding to obtain relief from its creditors under any applicable provision of federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become duelaw relating to insolvency, bankruptcy, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease reorganization (each, a “Guarantor”"Bankruptcy Proceeding"); (c5) A transfer in fraud Commencement of creditors a Bankruptcy Proceeding against Tenant, unless dismissed within sixty (60) days after commencement; (6) The insolvency of Tenant or an execution by Tenant of a general assignment for the benefit of creditors, whether ; the convening by Tenant of a meeting of substantially all of its creditors or any Guarantor; (d) The filing significant class thereof for purposes of effecting a moratorium upon or imposition extension or composition of a lien against the Premises, the Buildings its debts; or the Property as a result of any act or omission of Tenant and the failure of Tenant generally to satisfy or bond pay its debts as they mature; (7) Tenant fails to take possession of the lien in Leased Premises within fifteen (15) days following the Commencement Date; (8) Tenant fails to perform any of its entirety within other obligations and non-performance continues for thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, by Landlord or, if such performance cannot be reasonably had within such thirty (30) day period, Tenant or any Guarantor is a natural person, the death of Tenant or does not in good faith commence performance within such Guarantor; thirty (f30) Failure day period and diligently proceed to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantcompletion; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts Tenant's right to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty ninety (6090) days from the date of Landlord’s notice; (g) Tenant’s breach of the same days. Notwithstanding any provision of this LeaseSection 19.1 to the contrary, other than upon the obligation occurrence of an Event of Default pursuant to pay RentSection 19.1(1), Landlord shall give Tenant ten (10) days' prior written notice before taking enforcement action with respect to such Event of Default, during which ten (10) day period, Tenant may cure such Event of Default. Payment of the Rent within said ten (10) day period shall restore Tenant to its rights under this Lease as though a default in the payment of Rent had not occurred. In no event shall Landlord be required to provide Tenant with notice and a ten (10) day cure period as set forth in this subparagraph more than twice three (23) times during the Term of this Lease and any extensions hereof, nor shall Landlord be required to provide Tenant with notice and a ten (10) day cure period in any the event Landlord has previously given such notice to Tenant during the preceding twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. 22.1 The following will be events term "Event of default by Tenant under this LeaseDefault" refers to the occurrence of any one (1) or more of the following: (a) Failure of Tenant to pay when due any installment of Rent or any other payment sum required pursuant to this Lease be paid hereunder which is not received by Landlord within five seven (57) days of after the date due date(the "Monetary Default"); (b) The filing Failure of Tenant, after fifteen (15) days written notice thereof, to perform any of Tenant's obligations, covenants, or agreements except a petition for bankruptcy Monetary Default, provided that if the cure of any such failure is not reasonably susceptible of performance within such fifteen (15) day period, then an Event of Default of Tenant shall not be deemed to have occurred so long as Tenant has promptly commenced and thereafter diligently prosecutes such cure to completion and completes that cure within thirty (30) days; (c) Tenant, or insolvency any guarantor of Tenant's obligations under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission this Lease (the "Guarantor"), admits in writing that it cannot meet its financial obligations as they become due, ; or is declared insolvent according to any law; or assignment of Tenant's or Guarantor's property is made for the appointment benefit of creditors; or a receiver or trustee is appointed for all Tenant or substantially all of Guarantor or its property; or the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations interest of Tenant or Guarantor under this Lease is levied on under execution or other legal process; or any petition is filed by or against Tenant or Guarantor to declare Tenant bankrupt or to delay, reduce, or modify Tenant's debts or obligations; or any petition filed or other action taken to reorganize or modify Tenant's or Guarantor's capital structure if Tenant is a corporation or other entity. Any such levy, execution, legal process, or petition filed against Tenant or Guarantor shall not constitute a breach of this Lease provided Tenant or Guarantor shall vigorously contest the same by appropriate proceedings and shall remove or vacate the same within ninety (each90) days from the date of its creation, a “Guarantor”)service, or filing; (cd) A The abandonment of the Premises by Tenant, which shall mean that Tenant has vacated the Premises for ten (10) consecutive days, whether or not Tenant is in Monetary Default and such abandonment has impaired Landlord's insurance coverage for the Premises or the Building; (e) The discovery by Landlord that any financial statement given by Tenant or any of its assignees, subtenants, successors-in-interest, or Guarantors was materially false; or (f) If Tenant or any Guarantor shall die, cease to exist as a corporation or partnership, or be otherwise dissolved or liquidated or become insolvent, or shall make a transfer in fraud of creditors creditors. 22.2 In the event of any Event of Default by Tenant, Landlord, at its option, may pursue one or more of the following remedies without notice or demand in addition to all other rights and remedies provided for at law or in equity: (a) Landlord may continue this Lease in full force and effect, and this Lease shall continue in full force and effect as long as Landlord does not terminate Tenant's right to possession, and Landlord shall have the right to collect Rent when due. Landlord may enter the Premises and relet it, or any part of it, to third parties for Tenant's account, provided that any Rent in excess of the Rent due hereunder shall be payable to Landlord. Tenant shall be liable immediately to Landlord for all costs Landlord incurs in reletting the Premises, including, without limitation, brokers' commissions, expenses of cleaning and redecorating the Premises required by the reletting and like costs. Reletting may be for a period shorter or longer than the remaining Term of this Lease. Tenant shall pay to Landlord the Rent and other sums due under this Lease on the dates the Rent is due, less the Rent and other sums Landlord receives from any reletting. No act by Landlord allowed by this Section 22.2(a) shall terminate this Lease unless Landlord notifies Tenant in writing that Landlord elects to terminate this Lease. (b) Landlord may terminate Tenant's right to possession of the Premises at any time by giving written notice to that effect. No act by Landlord other than giving written notice to Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Premises or the appointment of a receiver on Landlord's initiative to protect Landlord's interest under this Lease shall not constitute a termination of Tenant's right to possession. On termination, Landlord shall have the right to remove all personal property of Tenant and store it at Tenant's cost and to recover from Tenant as damages: (i) the worth at the time of award of unpaid Rent and other sums due and payable which had been earned at the time of termination; plus (ii) the worth at the time of award of the amount by which the unpaid Rent and other sums due and payable which would have been payable after termination until the time of award exceeds the amount of the Rent loss that Tenant proves could have been reasonably avoided; plus (iii) the worth at the time of award of the amount by which the unpaid Rent and other sums due and payable for the balance of the Term after the time of award exceeds the amount of the Rent loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform Tenant's obligations under this Lease, or which, in the ordinary course of things, would be likely to result therefrom, including, without limitation, any costs or expenses incurred by Landlord: (A) in retaking possession of the Premises, including reasonable attorneys' fees and costs therefor; (B) maintaining or preserving the Premises for reletting to a new tenant, including repairs or alterations to the Premises for the reletting; (C) leasing commissions; (D) any other costs necessary or appropriate to relet the Premises; and (E) at Landlord's election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by the laws of the State of California. The "worth at the time of award" of the amounts referred to in Sections 22.2(b)(i) and 22.2(b)(ii) shall be calculated by allowing interest at the lesser of twelve percent (12%) per annum or the maximum rate permitted by law, on the unpaid Rent and other sums due and payable from the termination date through the date of award. The "worth at the time of award" of the amount referred to in Section 22.2(b)(iii) shall be calculated by discounting the amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award, plus one percent (1%). Tenant waives redemption or relief from forfeiture under California Code of Civil Procedure Sections 1174 and 1179, or under any other present or future law, if Tenant is evicted or Landlord takes possession of the Premises by reason of any Event of Default by Tenant. 22.3 If Landlord shall exercise any one or more remedies hereunder granted or otherwise available, it shall not be deemed to be an acceptance or surrender of the Premises by Tenant whether by agreement or by operation of law; it is understood that such surrender can be effected only by the written agreement of Landlord and Tenant. No alteration of security devices and no removal or other exercise of dominion by Landlord over the property of Tenant or others in the Premises shall be deemed unauthorized or constitute a conversion, Tenant hereby consenting to the aforesaid exercise of dominion over Tenant's property within the Premises after any Event of Default. 22.4 Each right and remedy provided for in this Lease shall be cumulative and shall be in addition to every other right or remedy provided for in this Lease or now or hereafter existing at law or in equity or by statute or otherwise, including, but not limited to, suits for injunctive relief and specific performance. The exercise or beginning of the exercise by Landlord of any one or more of the rights or remedies provided for in this Lease or now or hereafter existing at law or in equity, or by statute or otherwise shall not preclude the simultaneous or later exercise by Landlord for any or all other rights or remedies provided for in this Lease or now or hereafter existing at or in equity or by statute or otherwise. All such rights and remedies shall be considered cumulative and non-exclusive. All costs incurred by Landlord in connection with collecting any Rent or other amounts and damages owing by Tenant pursuant to the provisions of this Lease, or to enforce any provision of this Lease, including reasonable attorneys' fees from the date such matter is turned over to an attorney, whether or not one or more actions are commenced by Landlord, shall also be recoverable by Landlord from Tenant. If any notice and grace period required under subparagraphs 22.1(a) or (b) was not previously given, a notice to pay rent or quit, or to perform or quit, as the case may be, given to Tenant under any statute authorizing the forfeiture of leases for unlawful detainer shall also constitute the applicable notice for grace period purposes required by subparagraphs 22.1(a) or (b). In such case, the applicable grace period under subparagraphs 22.1(a) or (b) and under the unlawful detainer statute shall run concurrently after the one such statutory notice, and the failure of Tenant to cure the default within the greater of the two (2) such grace periods shall constitute both an unlawful detainer and an Event of Default entitling Landlord to the remedies provided for in this Lease and/or by said statute. 22.5 If Tenant should fail to make any payment or cure any default hereunder within the time herein permitted and such failure constitutes an Event of Default (except in the case where if Landlord in good faith believes that action prior to the expiration of any cure period under Section 22.1 is necessary to prevent damage to persons or property, in which case Landlord may act without waiting for such cure period to expire), Landlord, without being under any obligation to do so and without thereby waiving such default, may make such payment and/or remedy such default for the account of Tenant (and enter the Premises for such purpose), and thereupon, Tenant shall be obligated and hereby agrees to pay Landlord, upon demand, all reasonable costs, expenses, and disbursements, plus ten percent (10%) overhead cost incurred by Landlord in connection therewith. 22.6 In addition to Landlord's rights set forth above, if Tenant fails to pay its Rent or any other amounts owing hereunder on the due date thereof more than two (2) times during any calendar year during the Term, then upon the occurrence of the third or any subsequent default in the payment of monies during said calendar year, Landlord, at its sole option, shall have the right to require that Tenant, as a condition precedent to curing such default, pay to Landlord, in check or money order, in advance, the Rent and Landlord's estimate of all other amounts which will become due and owing hereunder by Tenant for a period of two (2) months following said cure. All such amounts shall be paid by Tenant within thirty (30) days after notice from Landlord demanding the same. All monies so paid shall be retained by Landlord, without interest, for the balance of the Term and any extension thereof, and shall be applied by Landlord to the last due amounts owing hereunder by Tenant. If, however, Landlord's estimate of the Rent and other amounts for which Tenant is responsible hereunder are inaccurate, when such error is discovered, Landlord shall pay to Tenant, or Tenant shall pay to Landlord, within thirty (30) days after written notice thereof, the excess or deficiency, as the case may be, which is required to reconcile the amount on deposit with Landlord with the actual amounts for which Tenant is responsible. 22.7 Nothing contained in this Article 22 shall limit or prejudice the right of Landlord to prove and obtain as damages in any bankruptcy, insolvency, receivership, reorganization, or dissolution proceeding, an amount equal to the maximum allowed by any statute or rule of law governing such a proceeding and in effect at the time when such damages are to be proved, whether or not such amount be greater, equal, or less than the amounts recoverable, either as damages or Rent, referred to in any of the preceding provisions of this Article 22. Notwithstanding anything contained in this Article to the contrary, any such proceeding or action involving bankruptcy, insolvency, reorganization, arrangement, assignment for the benefit of creditors, whether or appointment of a receiver or trustee, as set forth above, shall be considered to be an Event of Default only when such proceeding, action, or remedy shall be taken or brought by or against the then holder of the leasehold estate under this Lease. 22.8 Landlord is entitled to accept, receive, in check or money order, and deposit any payment made by Tenant for any reason or purpose or in any Guarantor; (d) amount whatsoever, and apply them at Landlord's option to any obligation of Tenant, and such amounts shall not constitute payment of any amount owed, except that to which Landlord has applied them. No endorsement or statement on any check or letter of Tenant shall be deemed an accord and satisfaction or recognized for any purpose whatsoever. The filing acceptance of any such check or imposition payment shall be without prejudice to Landlord's rights to recover any and all amounts owed by Tenant hereunder and shall not be deemed to cure any other default nor prejudice Landlord's rights to pursue any other available remedy, Landlord's acceptance of partial payment of Rent does not constitute a lien against waiver of any rights, including without limitation any right Landlord may have to recover possession of the Premises. 22.9 In the event that Tenant's right of possession of the Premises is terminated prior to the end of the initial Term by reason of an Event of Default by Tenant, then immediately upon such termination, an amount shall be due and payable by Tenant to Landlord equal to the unamortized portion as of that date (which amortization shall be based on an interest rate of eleven percent (11%) per annum) of the sum of (a) the Allowance (if any), (b) the value of any free Base Rent (i.e., the Buildings Base Rent stated in this Lease to be abated as an inducement to Tenant's entering into this Lease) enjoyed as of that date by Tenant, and (c) the amount of all commissions paid by Landlord in order to procure this Lease. 22.10 Tenant waives the right to terminate this Lease on Landlord's default under this Lease. Tenant's sole remedy on Landlord's default is an action for damages or the Property as injunctive or declaratory relief. Landlord's failure to perform any of its obligations under this Lease shall constitute a result of any act or omission of Tenant and default by Landlord under this Lease if the failure continues for thirty (30) days after written notice of the failure from Tenant to satisfy or bond Landlord. If the lien in its entirety required performance cannot be completed within thirty (30) days, Landlord's failure to perform shall constitute a default under the Lease unless Landlord undertakes to cure the failure within thirty (30) days after receipt and diligently and continuously attempts to complete this cure as soon as reasonably possible. All obligations of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a each party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period hereunder shall be extended for so long construed as Tenant continues to use diligent efforts to curecovenants, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsconditions.

Default by Tenant. The following will shall be deemed to be events of default (“Default”) by Tenant under this Lease: ; (a1) Failure Tenant shall fail to pay when due any installment of Base Rent or additional rent and such failure shall be continuing for a period of more than five (5) days after such installment was due or any other payment required pursuant to this Lease within for a period of more than five (5) days after written notice to Tenant that such amount was due; (2) Tenant shall abandon any substantial portion of due date; the Premises; (b3) The filing Tenant shall fail to comply with any term, provision or covenant of this Lease, other than the payment of rent, and such default shall continue for a period of more than fifteen (15) days after written notice to Tenant; provided, however, if such default may not be practicably cured by Tenant within such fifteen (15) day period, and provided further Tenant shall commence to cure the default within the fifteen (15) day period, the fact that the default is not cured within the fifteen (15) day period shall not constitute a breach of the Lease so long as Tenant diligently proceeds to cure the default and such default is cured within a reasonable period thereafter; (4) Tenant shall file a petition for bankruptcy or insolvency if an involuntary petition is filed against Tenant (which is not dismissed within sixty (60) days or said filing), or becomes insolvent, under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy law or insolvency or an admission admit that it cannot meet its financial obligations as they become due, or the appointment ; or a receiver or trustee shall be appointed for all the benefit of creditors; or substantially all (5) Tenant shall do or permit to be done any act which results in a lien being filed against the Premises or the Building and/or project of which the Premises are a part, which is not released within sixty (60) days of the assets of Tenant; date such claim or lien first attached. In the event that an order for relief is entered in each of any case under the foregoing casesUnited States Code, Title 11 (the “Bankruptcy Code”) in which the Tenant is the debtor, the Tenant as debtor-in-possession, or any Trustee who may be appointed, if not dismissed within 30 days of such filingapplicable, adjudication, admission or appointment, agrees as applicable; the foregoing shall also apply follows (i) to any party guaranteeing the obligations perform each and every obligation of Tenant under this Lease until such time as this Lease is either rejected or assumed by order of the United States Bankruptcy Court; (each, a “Guarantor”); (cii) A transfer in fraud to pay monthly compensation for use and occupancy of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, an amount equal to the Buildings fixed rent as well as other charges due pursuant to the Lease; (iii) if Tenant or the Property as Trustee seeks to assume the Lease, then Tenant, or Trustee, if applicable, in addition to providing adequate assurance described in applicable provisions of the Bankruptcy Code, shall provide adequate assurance to Landlord of Tenant’s future performance under the Lease by depositing with Landlord a result sum equal to the lesser of twenty-five percent of the rental and other charges due for the balance of the Lease term or three (3) months rent (“Security”), to be held (without any allowance for interest thereon) to secure Tenant’s obligations under the Lease; (iv) if Tenant or Trustee, seeks to assume or assign the Lease, Tenant or Trustee agrees to give Landlord at least forty-five (45) days prior written notice of any act proceeding relating to any assumption of this Lease; (v) if Tenant or omission Trustee seeks to assign this Lease after assumption of the same, then Tenant or the Trustee, in addition to providing adequate assurance described in applicable provisions of the Bankruptcy Code, shall provide adequate assurance to Landlord of the proposed assignee’s future performance under the Lease by depositing with Landlord a sum equal to the Security to be held (without any allowance for interest thereon) to secure performance under the Lease. Nothing contained herein expresses or implies, or shall be construed to express or imply, that Landlord is consenting to assumption and/or assignment of the Lease by Tenant, and Landlord expressly reserves all of its rights to object to any assumption and/or assignment of the failure Lease. Neither Tenant nor any Trustee shall conduct or permit the conduct of any “fire”, “bankruptcy”, “going out of business” or auction sale in or from the Premises; (vi) Tenant or Trustee agrees to satisfy or bond the lien in its entirety within give at least thirty (30) days after receipt of prior written notice of same; any abandonment of the Premises or rejection of the Lease; (evii) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural personthe trustee, rejects the death Lease as described in the applicable provisions of the Bankruptcy Code, Tenant or such Guarantor; Trustee consents to the entry of an order by the Bankruptcy Court permitting the immediate lifting of the automatic stay, waiving notice and hearing of the entry of same, so the Landlord may offset any security deposits or other monies being held by the Landlord against any and all obligations due and owing pursuant to the Lease; (fviii) Failure to cure without limiting the breach foregoing, Tenant and/or the Trustee releases Landlord from any and all causes of any provision action, claims, demand, defenses, set offs and the like under Sections 502 (d), 542, 547, 548, 550, 551 and 553 of this Lease the Bankruptcy Code; (ix) the Tenant or any other lease or agreement Trustee agrees that the Landlord and Tenant are a party to, other than will have an allowed claim in the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach bankruptcy case in the amount equal to the obligations which remain due and owing pursuant to the provisions of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The following will be events of default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five Lease; provided that Landlord shall give Tenant notice of the first such instance of non-payment in each calendar year and Tenant shall have a period of ten (510) days of due dateafter receipt thereof to cure such non-payment before a default shall be deemed to have occurred; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”)all Guarantors; (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the PremisesProperty, the Buildings Building or the Property Park as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty twenty (3020) days after receipt of notice of samethereafter; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any non-monetary provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after written notice thereof to Tenant; provided, however, that if such breach cancan not be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s written notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice;; and (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorshereof.

Default by Tenant. The following will be events of default by Tenant under this Lease:Remedies -------------------------------------- (a) Failure to pay when due any installment Each of Rent or any other payment required pursuant to the following shall be deemed a default by Tenant and a breach of this Lease within five Lease: (5i) days of due date; (b) The filing of a petition by Tenant for bankruptcy adjudication as a bankrupt or insolvency an adjudication as a bankrupt or for reorganization or for an arrangement under any applicable federal or state bankruptcy statute, except a Chapter 11 Bankruptcy where rent is being paid and the terms of the Lease are being complied with; (ii) involuntary dissolution or insolvency lawliquidation of Tenant; an adjudication (iii) appointment of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment a permanent receiver or a receiver or permanent trustee for of all or substantially all the property of Tenant, if such appointment shall not be vacated within one hundred and twenty (120) days; (iv) taking possession of the assets property of Tenant; in each Tenant by any governmental officer or agency pursuant to statutory authority for dissolution, rehabilitation, reorganization or liquidation of the foregoing cases, Tenant if such taking of possession shall not dismissed be vacated within 30 days one hundred and twenty (120) days; (v) making by the Tenant of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors. If any event mentioned in this subdivision (a) shall occur, whether Landlord may thereupon or at any time thereafter elect to cancel this Lease by thirty (30) days notice to the tenant in possession and this Lease shall terminate on the day in such notice specified with the same force and effect as if that date were the date herein fixed for the expiration of the term of the Lease. (i) Default in the payment of the base rent reserved for a period of twenty (20) days after notice. In the event Tenant deducts from base rent or other charges hereunder such sums expended by Tenant to remedy defects or any Guarantor;make repairs upon Landlord's failure to perform its obligations hereunder, such action by Tenant shall not be construed as a default in the payment of fixed rent or other charges hereunder. (dii) The filing or imposition of a lien against A default in the Premises, the Buildings or the Property as a result performance of any act other covenant or omission condition of Tenant and this Lease on the failure part of the Tenant to satisfy or bond the lien in its entirety within be performed for a period of thirty (30) days after receipt notice. For purposes of this subdivision (b) (ii) hereof, no default on the part of Tenant in performance of work required to be performed or acts to be done or conditions to be modified shall be deemed to exist if steps shall have been commenced by Tenant diligently after notice of same;to rectify the same and shall be prosecuted to completion with reasonable diligence, subject, however, to unavoidable delays. (ec) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach In cases of any provision such default under Section (b) and at any time thereafter following the expiration of the respective grace periods above mentioned, Landlord may serve a notice upon the Tenant electing to terminate this Lease or any other lease or agreement Landlord and Tenant are upon a party to, other specified date not less than the obligation to pay Rent, within twenty (20) days after the date of serving of such notice thereof to Tenantand this Lease shall then expire on the date so specified as if that date had been originally fixed as the expiration date of the term herein granted; provided, however, that a default under Section (b) hereof shall be deemed waived if such breach cannot default is cured before the date specified for termination in the notice of termination served on Tenant. (i) a copy of the specified notices shall be cured within served upon the original Tenant herein as well as the party entitled to possession, and (ii) Tenant shall be entitled to timely rectify any defaults occurring after such 20 day assignment or subletting. If Tenant assigns this Lease or sublets the Premises, Landlord, when giving notice to said assignee or subtenant or any future assignee or subtenant in respect of any default, shall also serve a copy of such notice upon the original Tenant (herein called the "Original Tenant"), and no notice of default shall be effective until a copy thereof is so given to the Original Tenant. The Original Tenant shall have the same period using diligent efforts and Tenant promptly commenced efforts after receipt of such notice to cure such breach upon default as is given to Tenant therefor under this Lease. If this Lease terminates or this Lease and the term hereof ceases and expires because of a default of such assignee or subtenant after an assignment of this Lease or sublease shall have been made, Landlord shall promptly give to the Original Tenant notice thereof; and the Original Tenant shall have the option, exercisable by the giving of notice by the Original Tenant to Landlord within ten (10) days after receipt by the Original Tenant of Landlord’s notice thereof's notice, to cure any default and become Tenant under a new lease for the remainder of the term of this Lease (including any renewal periods) upon all of the same terms and conditions as then remain under this Lease, and such cure period 19 new lease shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from commence on the date of termination of this Lease, except that if the Original Tenant is occupying less than ten percent (10%) of the Premises, Landlord may deliver to the Original Tenant, together with Landlord’s 's notice;, a release as to all future liability under this Lease. (d) In case this Lease shall be terminated as hereinbefore provided, or by legal proceedings, Landlord or its agents may, immediately or any time thereafter, re-renter and resume possession of the Premises or such part thereof, and remove all persons and property therefrom, by a suitable action or proceeding at law. No re-entry by Landlord shall be deemed an acceptance of a surrender of this Lease. (e) In case this Lease shall be terminated as hereinbefore provided, Landlord shall, in its own name but as agent for Tenant, if the Lease be not terminated, or if the Lease be terminated in its own behalf, use its best efforts to mitigate its damages and relet the whole or any portion of the Premises for any sum which may be reasonable, giving due consideration to the rents reserved herein and in connection with any such lease, Landlord may make such changes in the character of the improvements on the Premises as may be appropriate or helpful in effecting such lease. Landlord shall not in any event be required to pay Tenant any surplus of any sums received by Landlord on a reletting of the Premises in excess of the rent reserved in this Lease. (f) In case this Lease shall be terminated as provided in Section (c), subject to rebuttal by Tenant, Landlord shall be entitled to recover from the Tenant, the following: (i) a sum equal to all reasonable expenses, if any, including reasonable counsel fees, incurred by Landlord in recovering possession of the Premises, and all reasonable costs and charges for the care of said Premises while vacant, which damages, less the avails of reletting, shall be due and payable by Tenant to Landlord; and (ii) a sum equal to the amount of all rent and other charges reserved under this Lease which shall be due and payable by Tenant to Landlord on the several days on which the rent and other charges reserved in this Lease would have become due and payable, less the greater of (1) the fair rental value of the Premises, or (2) the net rent, if any, collected by Landlord on reletting the Premises; that is, upon each of such days Tenant shall pay to Landlord the amount of deficiency then existing after receipt of credit for the fair rental value or net rent collected by Landlord. Any excess amounts of rent collected by Landlord shall be credited against future rent. Such net rent collected on reletting shall be computed by deducting from the gross rents collected all necessary expenses incurred in connection with reletting of the Premises or any part thereof, including reasonable brokers' commissions. (g) Tenant’s breach Separate actions may be maintained by Landlord against Tenant from time to time to recover any damages which, at the commencement of any such action, have then or theretofore become due and payable to the Landlord under this Section without waiting until the end of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsthen current term.

Default by Tenant. The following will be events occurrence of default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent one or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all more of the assets following shall constitute an “Event of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant Default” under this Lease Agreement: A. The failure of Tenant to pay any Rent within ten (each10) days after receipt of written notice from Landlord of Tenant’s failure to pay such Rent on the due date therefor under this Lease Agreement; B. The failure of Tenant to perform, comply with or observe any of the other covenants or conditions contained in this Lease Agreement and the continuance of such failure for the period of time as may be specified elsewhere in this Lease Agreement for such specific covenant or condition, or should no period of time be specified elsewhere in this Lease Agreement with respect to such specific covenant or condition, a “Guarantor”); period of ten (c10) A transfer in fraud of creditors or an assignment for the benefit of creditorsdays after written notice to Tenant; or, whether by Tenant or any Guarantor; if such failure cannot reasonably be cured within said ten (d10) The filing or imposition of a lien against the Premisesday period despite Tenant’s diligent good faith efforts, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in promptly commence its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced good faith efforts to cure such breach upon receipt failure within said ten (10) day period and/or the continuance of Landlordsuch failure for a period of one hundred twenty (120) days notwithstanding Tenant’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not ; C. Tenant shall fail to exceed a total of sixty execute and acknowledge or otherwise respond in good faith and in writing within ten (6010) days from the date after submission to Tenant of Landlord’s notice; (g) Tenant’s breach a request for confirmation of the same provision subordination of this Lease, other than Lease Agreement pursuant to Section 24 or an estoppel certificate pursuant to Section 35; D. The failure of Tenant to occupy the obligation to pay Rent, more than twice (2) in any Leased Premises during the entire Term for a period of twelve (12) month period; consecutive months (hother than reasonable cessations of operations in connection with fires or other casualties as described in Section 13 or a Taking as described in Section 14), provided that intermittent operations not exceeding six (6) Failure consecutive months in duration shall not serve to deliver, maintain or restore interrupt the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and running of such twelve (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.12)

Default by Tenant. The Any of the following will be events shall constitute an event of default (the "Event of Default") by Tenant under this Leasehereunder: (a) Failure failure to pay when due to Port any installment of Rent or any other payment required pursuant to this Lease within five sum payable hereunder when due, and such default continues for a period of three (53) days following written notice from Port. Notwithstanding the foregoing, Port shall not be required to provide such notice more than twice during any 12-month period, and any such failure by Tenant after ▇▇▇▇▇▇ has received two (2) such notices in such 12-month period shall constitute an Event of due date;Default by Tenant hereunder without any further action by Port or opportunity of Tenant to cure except as may be required by Section 1161 of the California Code of Civil Procedure; or (b) The filing failure by Tenant to deliver the Participation Rent Statement, revised or confirmation statement or Annual Statement when due and such default continues for a period of a petition for bankruptcy ten (10) days following written notice from Port. Notwithstanding the foregoing, Port shall not be required to provide such notice more than twice during any twelve (12) month period, and any such failure by Tenant after Tenant has received two (2) such notices in such twelve (12) month period shall, at the option of Port, constitute an Event of Default by Tenant hereunder without any further action by Port (including, but not limited to, notice to Tenant of such failure) or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication opportunity of bankruptcy or insolvency or an admission that it cannot meet its financial obligations Tenant to cure except as they become due, or the appointment or a receiver or trustee for all or substantially all may be required by Section 1161 of the assets California Code of TenantCivil Procedure; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”);or (c) A a second understatement by Tenant of its Gross Revenues for any audit period by five percent (5%) or more within any three (3) year period of the first such understatement; or (d) Failure to maintain and repair Port buildings or Port’s Equipment and such failure continues for a period of thirty (30) days after written notice by Port, provided that if such default is not capable of cure within such thirty (30) day period, Tenant shall have a reasonable period to complete such cure if Tenant promptly undertakes action to cure such default within such thirty (30) day period and thereafter diligently prosecutes the same to completion within sixty (60) days (or such longer period as determined by Port upon Tenant’s failure to cure after diligent prosecution) after the receipt of notice of default by Port. Port shall not be required to provide such notice more than twice in any twelve (12) month period with respect to any material non-monetary defaults and after the second notice in any calendar year, any subsequent failure by Tenant during such twelve (12) month period shall automatically constitute an Event of Default hereunder; or (e) failure to comply with Tenant's continuous operations covenant set forth in Section 5.1, as determined by Port in its sole and absolute discretion and such failure continues for a period of thirty (30) days following written notice from Port; or (f) abandonment or vacation of the Premises by Tenant; or (g) failure to conduct only the Permitted Use or failure to seek Port’s prior written consent for a material new or modified use, as determined by Port in its sole and absolute discretion and such failure continues for a period of forty-eight (48) hours following written notice from Port; or (h) failure by Tenant to execute and deliver to Port the estoppel certificate within the time period and in the manner required by Section 36 below, and ▇▇▇▇▇▇'s failure to cure the foregoing default within ten (10) days following written notice from Port; or (i) a Transfer, or attempted Transfer, of this Lease or the Premises by Tenant contrary to the provision of Section 23 above; or (j) failure by Tenant or Tenant's broker as applicable to provide evidence of insurance coverage complying with the provisions of Section 18 above, failure to maintain any insurance required to be maintained by Tenant pursuant to this Lease, or if any such insurance shall be canceled or terminated or shall expire or be reduced or materially changed, except as permitted in this Lease, and Tenant's or Tenant's broker's failure to deliver evidence of such coverage or failure to reinstate such coverage, all within three (3) business days following written notice from Port; or (k) failure by Tenant to comply with the provisions of Section 17 above and ▇▇▇▇▇▇'s failure to cure the foregoing default within twenty-four (24) hours following written notice from Port. If such default cannot reasonably be cured within such twenty-four (24) hour period, Tenant shall not be in default of this Lease if Tenant commences to cure the default within such twenty-four (24) hour period and diligently and in good faith continues to cure the default, provided, however, in no event shall Tenant have more than thirty (30) days to cure such default; or (l) failure by Tenant to discharge any lien or encumbrance placed on the Facility or any part thereof in violation of this Lease within ten (10) days after the date such lien or encumbrance is filed or recorded against the Facility or any part thereof, or if Tenant has no knowledge of such lien, then Tenant shall discharge such lien or encumbrance within fifteen (15) days following Tenant's knowledge of such lien or encumbrance; or (m) failure by Tenant to observe, keep or perform any of the other terms, covenants, agreements or conditions contained in this Lease and required to be observed or performed by Tenant and not specifically enumerated in this Section 24, and such failure continues for a period of thirty (30) days after written notice by Port, provided that if such default is not capable of cure within such thirty (30) day period, Tenant shall have a reasonable period to complete such cure if Tenant promptly undertakes action to cure such default within such thirty (30) day period and thereafter diligently prosecutes the same to completion within sixty (60) days (or such longer period as determined by Port upon Tenant’s failure to cure after diligent prosecution) after the receipt of notice of default by Port. Port shall not be required to provide such notice more than twice in any twelve (12) month period with respect to any material non-monetary defaults and after the second notice in any calendar year, any subsequent failure by Tenant during such twelve (12) month period shall automatically constitute an Event of Default hereunder; or (n) Tenant shall become bankrupt or insolvent or make a transfer in fraud of creditors creditors, or make an assignment for the benefit of creditors, whether by or bring or have brought against Tenant any action or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result proceedings of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of kind under any provision of this Lease the U.S. Bankruptcy Code or under any other lease insolvency, bankruptcy or agreement Landlord and reorganization act and, in the event such proceedings are involuntary, Tenant are a party to, other than is not discharged from the obligation to pay Rent, same within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice;thereafter; or (go) Tenant’s breach a receiver is appointed for a substantial part of the same provision assets of this Lease, other than the obligation to pay Rent, more than twice Tenant and such receiver is not discharged within sixty (260) in any twelve (12) month period;days; or (hp) Failure to deliver, maintain this Lease or restore the Security Deposit pursuant to Section 11.2 hereof any estate of Tenant under this Lease shall be levied upon by any attachment or execution and such attachment is not stayed or lifted within the timeframes providedsixty (60) days; andor (iq) Failure without limiting the provisions of any of Sections 24(d), 24(g), 24(k), or 24(m) or lengthening the guarantors cure periods under those subsections, failure by Tenant to fulfill comply with Laws and Tenant's failure to cure the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsforegoing default within forty-eight (48) hours following written notice from Port.

Default by Tenant. The following will be events occurrence of default by Tenant any of the events, acts or circumstances described in Sections 13.1.1 through 13.1.7 shall constitute an “Event of Default” under this Lease:. (a) 13.1.1 Failure by Tenant to pay when due in full any installment of Rent Basic Rent, Additional Rent, Net Profits or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant monetary obligation under this Lease when due, and the continuance of such Exhibit F - Form of Lease failure for ten (each10) days after Landlord has given Tenant written notice of such failure or, in the case of the Basic Rent, for such shorter period as may be set forth in the Loan Documents. 13.1.2 Failure by Tenant to observe, perform or comply with any of the terms, covenants, agreements or conditions contained in this Lease (other than as specified in Section 13.1.1 or Section 13.1.6), and the continuance of such failure for thirty (30) days after Landlord has given Tenant notice of such failure or for such shorter period as may be provided for the curing of such default under the terms of the Loan Documents. If Tenant has promptly commenced and diligently pursued remedial action within said thirty (30) day period but has been unable to cure its default (except for any default that can be reasonably cured by the payment of money) prior to the expiration thereof and if the Loan Documents provide for an extension of the cure period, said thirty (30) day period shall be extended for the minimum time reasonably required for the completion of Tenant’s remedial action but in no event for a “Guarantor”);period longer than authorized by the terms of the Loan Documents. Notwithstanding the foregoing, in the event any such failure of performance by Tenant is deemed to pose a substantial risk of harm to the patients of the Facility or to the licensure or, if applicable, certification status of the Facility, Tenant shall be required to cure such failure within a period of time as may be established by the state or federal authority having jurisdiction over the Facility or, if no such time frame is established, as soon as is reasonably practicable, but in no event within more than one (1) week from the determination of the existence of such condition; provided, however, that in the event Landlord is not satisfied that the Tenant is undertaking such cure within one half (1/2) of the time allocated by such authority or by the terms hereof, then Landlord shall have the right to enter into the Facility and to undertake the completion of such cure, in which case Landlord shall have no liability to Tenant with respect thereto except for liability which Tenant incurs as a result of the Landlord’s gross negligence or wrongful misconduct in undertaking such cure. (c) A transfer in fraud 13.1.3 The making by Tenant or any guarantor of creditors or this Lease of an assignment for the benefit of creditorsits creditors or the commencement of proceedings in a court of competent jurisdiction for the reorganization, whether by liquidation or involuntary dissolution of Tenant of any guarantor of this Lease or any Guarantor; (d) The filing for the adjudication of either such party as a bankrupt or imposition insolvent or for the appointment of a lien against receiver of the Premisesproperty of either such party, the Buildings which proceeding are not dismissed and any receiver, trustee or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety liquidator appointed therein is not discharged, within thirty (30) days after receipt the institution thereof. 13.1.4 The abandonment of notice the whole of same;the Premises by Tenant other than as a result of any repair or reconstruction following damage or destruction to, or any condemnation or taking of, the Premises. (e) 13.1.5 The liquidation, termination levying of a writ of execution or dissolution attachment on or against the property of Tenant or any Guarantor, orguarantor of this Lease which is not discharged or stayed by action of said party contesting the same within thirty (30) days after such levy or attachment and/or the sale of the interest of Tenant in the Premises under such a writ of execution or attachment. 13.1.6 If (a) any government agency having jurisdiction over the Facility revokes or terminates any license required for the operation of the Facility for the use set forth in Section 4.2.3 above; (b) there is any involuntary decertification of the Facility from participation Exhibit F - Form of Lease in any state or federal reimbursement program, if applicable; or (c) there is any action taken by a state or federal agency which results in the removal of patients from the Facility as a result of deficiencies cited by said agency in the care rendered by Tenant at the Facility. 13.1.7 If there is any generation, disposal, release or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach use of any provision hazardous substance upon or from the Premises in violation of the terms of this Lease or any other lease applicable local, state or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsfederal law.

Default by Tenant. The Each of the following will shall be events an "Event of default Default" by Tenant under this and a material breach of the Lease: (a) Failure The failure by Tenant to pay when due make any installment payment of Rent Rental or any other payment required pursuant to this Lease within five (5) be made by Tenant hereunder, as and when due, where such failure shall continue for a period of CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION days of due date;after written notice thereof from Landlord to Tenant. (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy observe or bond perform in all material respects any of the lien covenants, conditions or provisions of this Lease to be observed or performed by Tenant, other than described in its entirety within sub-paragraph (a) above, where such failure shall continue for a period of thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after written notice thereof from Landlord to Tenant; provided, however, that if the nature of the Tenant's default is such breach canthat more than thirty (30) days are reasonably required for its cure, then Tenant shall not be cured deemed to be in default if Tenant commences such cure within such 20 said thirty (30) day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then thereafter diligently pursues such cure period shall be extended to completion; (c) The vacating or abandonment of the Premises by Tenant; (d) The making by Tenant of any general assignment for so long as the benefit of creditors; (e) The filing by or against Tenant continues of a petition to use diligent efforts have Tenant adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to curebankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within ninety (90) days); (f) The appointment of a trustee or receiver to take possession of all or substantially all of Tenant's assets located at the Premises or of Tenant's interest in this Lease, where possession is not restored to exceed a total of sixty Tenant within ninety (6090) days from the date of Landlord’s notice;days; or (g) The attachment, execution or other judicial seizure of all or substantially all of Tenant’s breach 's assets located at the Premises, or of the same provision of Tenant's interest in this Lease, other than the obligation to pay Rent, more than twice where such seizure is not discharged within ninety (290) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsdays.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute a material default and breach of default this Lease by Tenant: (i) the abandonment of the Premises by Tenant under this Lease: or the vacating of the Premises for more than thirty (a30) Failure consecutive days; (ii) the failure by Tenant to pay when due make any installment of Rent or any other payment required pursuant to this Lease within be made by Tenant hereunder, and such failure continues for more than five (5) business days of due date; after written notice from Landlord; (biii) The filing of a petition for bankruptcy the failure by Tenant to observe or insolvency under perform any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each other covenants, conditions or provisions of the foregoing casesLease, if not dismissed within 30 days where such failure shall continue for a period of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of written notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantfrom Landlord; provided, however, that if such breach canmore than 30 days are reasonably required for its cure then Tenant shall not be cured deemed to be in default if Tenant commences such cure within such 20 said 30 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then thereafter diligently prosecutes such cure period shall be extended to completion; (iv) the making by Tenant of any general assignment or general arrangement for so long as the benefit of creditors; (v) the filing by or against Tenant continues of a petition to use diligent efforts have Tenant adjudged bankrupt or a petition for reorganization or arrangement under any law relating to curebankruptcy (unless, not to exceed in the case of a total of petition filed against Tenant, the same is dismissed within sixty (60) days from days); (vi) the date appointment of Landlord’s notice; a trustee or receiver to takepossessionofsubstantiallyallofTenant’sassetslocatedatthePremisesorofTenant’sinterestintheLease, where possession is not restored to Tenant within thirty (g30) Tenant’s breach of days; (vii) the same provision of this attachment, execution or other judicialseizureofsubstantiallyallofTenant’sassetslocatedatthePremisesorofTenant’sinterestinthisLease, wheresuchseizureis notdischarged within thirty (30) days; or (viii) the assignment or other transfer ofall or anyinterestof Tenantinthis Lease, other than the obligation to pay Rentorthesublettingofalloranyportion ofthe Premises, more than twice (2) ineithercasewhich is in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to violation of Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms 16 aboveand constitutes anon-curabledefault. Allnotice and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorscure periods set forth aboveareinlieuofandnotinadditiontoanynotice requiredpursuanttoapplicableunlawful detainer/eviction statutes.

Default by Tenant. (a) The following events will be deemed to be events of default by Tenant under this Lease:Lease (hereinafter called an "Event of Default"): (a1) Failure Tenant fails to timely pay when due any installment Rent and such failure continues for a period of Rent or any other payment required pursuant to this Lease within five ten (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (3010) days after receipt of written notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof default has been delivered to Tenant; provided, however, that Landlord will not be obligated to give Tenant written notice of its failure to pay Rent more than two times in any 12-month period and after the second notice, an Event of Default will occur automatically upon Tenant's failure to timely pay any Rent within such 12-month period without the requirement of any further notice from Landlord; (2) Tenant fails to comply with any terms, provisions or covenants of this Lease or any other agreement between Landlord and Tenant not requiring the payment of Rent, all of which terms, provisions and covenants shall be deemed material, and such failure continues for a period of thirty (30) days after written notice of such failure is delivered to Tenant or, if such breach failure cannot reasonably be cured within such 20 thirty (30) day period using diligent efforts and period, Tenant promptly commenced efforts fails to commence to cure such breach upon receipt of Landlord’s notice thereof, then failure within such thirty (30) day period and/or thereafter fails to prosecute such cure period shall be extended for so long as Tenant continues diligently and continuously to use diligent efforts to cure, not to exceed a total of completion within sixty (60) days of the date of Landlord's notice of default; (3) Tenant or any Guarantor takes any action to, or notifies Landlord that Tenant or any Guarantor intends to, file a petition under any section or chapter of the United States Bankruptcy Code, as amended from time to time, or under any similar law or statute of the United States or any state thereof; or a petition shall be filed against Tenant or any Guarantor under any such statute and shall not be dismissed within sixty (60) days thereafter; (4) a receiver or trustee shall be appointed for ▇▇▇▇▇▇'s leasehold interest in the Premises or for all or a substantial part of the assets of Tenant or any Guarantor; or (5) Tenant abandons all, or substantially all, of the Premises and stops paying Rent. (b) Upon the occurrence of any Event of Default, Landlord may, at its option and without further notice to Tenant and without judicial process, in addition to all other remedies given hereunder or by law or equity, do any one or more of the following: (1) terminate this Lease, in which event ▇▇▇▇▇▇ will immediately surrender possession of the Premises to Landlord; (2) enter upon and take possession of the Premises and expel or remove Tenant therefrom, with or without having terminated this Lease; (3) apply any or all of the Security Deposit to amounts due by Tenant to Landlord under this Lease; (4) change or re-key all locks to entrances to the Premises, and Landlord will have no obligation to give Tenant a new key, key fob or access card to the Premises until such Event of Default is cured; and (5) remove from the Premises any furniture, fixtures, equipment or other personal property of Tenant, without liability for trespass or conversion, and store such items either in the Complex or elsewhere at the sole cost of Tenant and without liability to Tenant. Any of such furniture, fixtures, equipment or personal property not claimed within thirty (30) days from the date of Landlord’s notice;removal will be deemed abandoned. (gc) Tenant’s breach Exercise by Landlord of any one or more remedies hereunder will not constitute forfeiture or an acceptance of surrender of the same provision Premises by ▇▇▇▇▇▇, it being understood that such surrender can be effected only by the written agreement of Landlord and ▇▇▇▇▇▇. (d) If Landlord terminates this Lease by reason of an Event of Default, Tenant will pay to Landlord the sum of (1) the cost of recovering the Premises, (2) the cost of repairing any damage to the Premises, (3) any amounts owed by Tenant under this Lease that have accrued but not been paid, and (4) any other damages or relief which Landlord may be entitled to at law or in equity. In no event will Landlord have any obligation to refund to Tenant any of the Base Rental prepaid on this Lease, irrespective of whether Landlord relets all or any portion of the Premises following an Event of Default. (e) If Tenant should fail to make any payment, perform any obligation, or cure any default hereunder within ten (10) days after receipt of written notice thereof, Landlord, without obligation to do so and without thereby waiving such failure or default, may make such payment, perform such obligation, and/or remedy such other default for the account of Tenant (and enter the Premises for such purpose), and Tenant will, within ten (10) days following written demand, pay all costs, expenses and disbursements (including attorneys' fees) incurred by Landlord in taking such remedial action, plus, at the option of Landlord, interest thereon at the Default Rate. (f) Nothing in this Lease will be construed as imposing any duty upon Landlord to relet the Premises. To the extent Section 91.006 of the Texas Property Code or any other laws of the State of Texas imposing on a landlord a duty to mitigate damages is applicable to Landlord as a result of an Event of Default, Landlord's duty will be satisfied in full if Landlord undertakes to lease the Premises to another tenant (a "Substitute Tenant") in accordance with the following criteria: (a) Landlord will have no obligation to solicit or entertain negotiations with any other prospective tenants for the Premises until Landlord obtains full and complete possession of the Premises including, without limitation, the final and unappealable legal right to relet the Premises free of any claim of Tenant; (b) Landlord will not be obligated to lease or show the Premises on a priority basis, or offer the Premises to a prospective tenant when other space in the Building suitable for the prospective tenant's use is (or soon will be) available; (c) Landlord will not be obligated to lease the Premises to a Substitute Tenant for a base rental less than the obligation current fair market base rental then prevailing for similar uses in comparable buildings in the Market Area, nor will Landlord be obligated to pay Rent, more than twice enter into a new lease under other terms and conditions that are unacceptable to Landlord under Landlord's then current leasing policies for comparable space in the Building; (2d) in any twelve (12) month period; (h) Failure Landlord will not be obligated to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and enter into a lease with a Substitute Tenant whose use would (i) Failure violate any restriction, covenant, or requirement contained in the lease of another tenant of the Building; (ii) adversely affect the reputation of the Building; or (iii) be incompatible with other uses of the Building; (e) Landlord will not be obligated to enter into a lease with any proposed Substitute Tenant that does not have, in Landlord's reasonable opinion, sufficient financial resources to operate the Premises in a first class manner; and (f) Landlord will not be required to expend any amount of money to alter, remodel, or otherwise make the Premises suitable for use by a proposed Substitute Tenant unless: (i) Tenant pays any such sum to Landlord in advance of Landlord's execution of a lease with the proposed Substitute Tenant (which payment will not be in lieu of any damages or other sums to which Landlord may be entitled as a result of Tenant's default under this Lease); or (ii) Landlord, in Landlord's reasonable discretion, determines that any such expenditure is financially justified in connection with entering into a lease with the guarantors prospective Substitute Tenant; and (f) Tenant hereby waives any right to fulfill assert, claim or allege that Landlord has not fulfilled its duty to mitigate damages as a result of an Event of Default if ▇▇▇▇▇▇▇▇'s efforts to mitigate are in compliance with the terms and conditions provisions of the Guaranty or the breach of the Guaranty by one of the Guarantorsthis Section 27.

Default by Tenant. The Each of the following will be events an “Event of default Default” by Tenant under this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five Lease. Notwithstanding the foregoing, prior to such failure being deemed an Event of Default, Landlord will provide Tenant with ten (510) days days’ written notice and opportunity to cure such failure; provided, however, that in no event shall Landlord be obligated to provide such written notice more than two (2) times in any twelve (12) month period (the foregoing shall not be deemed to be a waiver of due dateany statutory notice requirements imposed upon Landlord in order to commence any eviction proceedings under Florida Statutes); (b) The filing by or against Tenant of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency lawlaw (unless, in the case of a petition filed against Tenant, such petition is not dismissed within seventy-five (75) days from the filing thereof); an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, ; or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer by Tenant in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of Any act which results in a lien being filed against the Premises, the Buildings or the Property Premises and is not discharged as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien provided in its entirety within thirty (30) days after receipt of notice of sameSection 4.3; (e) The liquidation, termination termination, or dissolution of Tenant Tenant, or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such GuarantorTenant; and; (f) Failure to cure the a breach of any non-monetary provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty thirty (2030) days after written notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts default reasonably requires more than thirty (30) days to cure, not Tenant shall have a reasonable time to exceed a total of sixty cure the default provided Tenant commences to cure within such thirty (6030) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation day period and thereafter diligently prosecutes such cure to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorscompletion.

Default by Tenant. The occurrence of any of the following will be events of shall constitute a default by Tenant under this Lease: : (a) Failure Tenant fails to pay when due in a timely manner any installment of Rent Basic Monthly Rent, Tenant’s Share of Operating Expenses or any other payment required pursuant to sum due under this Lease within five three (53) business days of due date; after written notice is given to Tenant that the same is past due; (b) The filing of Tenant fails to observe or perform in a petition for bankruptcy timely manner any other term, covenant or insolvency under any applicable federal condition to be observed or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of performed by Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) within66 business days after receipt written notice is given to Tenant of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantfailure; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts more than three67 business days is reasonably required to cure such breach upon receipt of Landlord’s notice thereoffailure, then Tenant shall not be in default if Tenant commences such cure within such68 day period shall be extended and diligently prosecutes such cure to completion; (c) Tenant or any guarantor of this Lease dies (if an individual), files a petition in bankruptcy, becomes insolvent, has taken against such party in any court, pursuant to state or federal statute, a petition in bankruptcy or insolvency or for reorganization or appointment of a receiver or trustee, petitions for or enters into an arrangement for the benefit of creditors or suffers this Lease to become subject to a writ of execution69; (d) Tenant abandons the Premises; or (e) any guarantor of this Lease attempts to rescind or terminate its guaranty.70 64 In addition, so long as Tenant continues to use diligent occupies at least 15,000 rentable square feet in the Building, Landlord shall exercise its best, commercially reasonable efforts to curecause each lender making a mortgage loan encumbering the Building to enter into a subordination, non-disturbance and attornment agreement. 65, and such successors and assigns shall recognize this Lease and not to exceed a total disturb Tenant’s use and occupancy of sixty the Premises so long as Tenant is not in default under this Lease 66 ten (6010) 67 ten (10) 68 ten (10) 69, which petition or writ is not dismissed or set aside within ninety (90) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision thereafter 70 For purposes of this Lease, other than Tenant shall be presumed or deemed to have abandoned the obligation to pay Rent, more than twice (2) Premises in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any either of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.following situations:

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute an Event of default by Tenant Default" under this Lease: (a) Failure the failure of Tenant to pay any Rent as and when due any installment of Rent or any other payment required pursuant to under this Lease within five and the continuance of such failure for a period of ten (510) days after receipt of due datewritten notice to Tenant; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy perform, comply with or bond observe any of the lien in its entirety within other covenants or conditions and the continuance of such failure for a period of thirty (30) days after receipt of written notice to Tenant; or, if such failure cannot reasonably be cured within said thirty (30) day period despite Tenant's diligent good faith efforts, the failure of sameTenant to promptly commence its diligent good faith efforts to cure such failure within said thirty (30) day period and complete curative action within a reasonable time thereafter; (c) the filing of a petition by or against Tenant or any guarantor of Tenant's obligations under this Lease (i) naming Tenant as debtor in any bankruptcy or other insolvency proceeding, (ii) for the appointment of a liquidator or receiver for all or substantially all of Tenant's property or for Tenant's interest in this Lease, or (iii) to reorganize or modify Tenant's capital structure; and in the case of filing against Tenant on an involuntary basis and any of the same is not dismissed within sixty (60) days thereafter; (d) the admission by Tenant in writing of its inability to meet its obligations as they become due or the making by Tenant of an assignment for the benefit of its creditors; (e) The liquidationexcept for any sale or exchange of Tenant's stock in a public offering and the subsequent sale of Tenant's stock on a nationally recognized exchange or NASDAQ, termination the transfer of ownership interests in Tenant in one or dissolution more transactions, the result of which is to change the majority ownership interest and/or control of Tenant from that which existed as of the date of execution of this Lease, unless Landlord consents to such change in ownership and/or control in advance (which consent will not be unreasonably withheld, conditioned or any Guarantor, delayed); or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach assignment or subletting of any provision of this Lease all or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach part of the same provision Leased Premises by Tenant without the prior written consent of this Lease, other than the obligation to pay Rent, more than twice (2) Landlord in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to accordance with Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors19.

Default by Tenant. The following will shall be deemed to be events of default by Tenant under this Lease:; (a1) Failure Tenant shall fail to pay when due any installment of Rent rent or any other payment required pursuant to this Lease within five three (53) days after written notice thereof to Tenant; (2) Tenant shall fail to commence business within thirty (30) days of due date; the Rent Commencement Date or shall abandon any substantial portion of the Leased Premises; (b3) The filing Tenant or any guarantor of Tenant's obligations hereunder shall file a petition for bankruptcy or insolvency be adjudged bankrupt or insolvent under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy law or insolvency or an admission admit that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee shall be appointed for all or substantially all of the assets of Tenant or any guarantor of Tenant's obligations hereunder; in each (4) Tenant or any guarantor of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing Tenant's obligations hereunder shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, make a “Guarantor”); (c) A transfer in fraud of creditors or shall make an assignment for the benefit of creditors, whether by ; (5) Tenant shall do or permit to be done any Guarantor; (d) The filing or imposition of act which results in a lien being filed against the Premises, the Buildings Leased Premises or the Property as a result of any act or omission of Tenant and Property; (6) the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination termination, dissolution or dissolution of (if the Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, ) the death of Tenant or such Guarantor; any guarantor of Tenant's obligations hereunder; or (f7) Failure to cure the breach Tenant shall be in default of any other term, provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision covenant of this Lease, other than the obligation those specified in subparts (1) through (6), above, and such default is not cured within ten(10) days after written notice thereof to pay RentTenant, more than twice (2) in any twelve (12) month period; (h) Failure to deliverprovided however, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any if such default is of the guarantors type which can not be cured within ten (10) days. Tenant shall not be in default if it commences to fulfill the terms cure within such ten (10) day period and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsdiligently prosecutes such cure to completion.

Default by Tenant. (a) The occurrence of any of the following will be events shall constitute an Event of default by Tenant under this LeaseDefault: (ai) Failure to pay when due any Any installment of Base Rent or Additional Rent required to be paid by Tenant hereunder, or any other payment required pursuant to this Lease within part thereof shall at any time be in arrears and unpaid for five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of written notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantthereof; provided, however, that if such breach cannot be cured within notice and such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure grace period shall be extended for so long as Tenant continues required to use diligent efforts to curebe provided by Landlord and shall be accorded Tenant, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Leaseif necessary, other than the obligation to pay Rent, more than twice only two (2) in times during any twelve (12) month period;, or (hii) Failure There is any default or breach on the part of Tenant in the observance or performance of any of the other covenants, agreements, or conditions of this Lease on the part of Tenant to deliverbe kept and performed and said default or breach shall continue for a period of thirty (30) days after written notice thereof from Landlord to Tenant (unless such default cannot reasonably be cured within thirty (30) days and in such case, maintain Tenant shall have commenced to cure said default within said thirty (30) days and thereafter continue diligently to pursue to completion the curing of same), or (iii) The leasehold estate hereby created shall be taken on execution or restore by other process of law, or (iv) Tenant shall fail to deliver within ten (10) days after a request therefor any document described in Sections 13 or 21 hereof. (b) If and whenever any Event of Default as defined above or elsewhere in this Lease shall occur, Landlord shall have the Security Deposit pursuant right at its election then or at any time thereafter to Section 11.2 hereof within pursue any one or more of the timeframes provided; andfollowing remedies in addition to all other rights or remedies provided herein or at law or in equity: (i) Failure Re-enter the Premises, and take possession thereof in accordance with the process of law, and eject all parties in possession therefrom, using such force for that purpose as may be necessary, without being liable to any prosecution for said re-entry or the use of such force, and, without terminating this Lease, at any time and from time to time relet the Premises or any part thereof for the account of Tenant or otherwise, receive and collect the rents therefor, applying the same first to payment of such reasonable expenses as Landlord may have paid, assumed or incurred in recovering possession of the Premises, including, without limitation, costs, expenses and reasonable attorney's fees, brokerage and reasonable remodeling of the Premises, paid, assumed or incurred by Landlord in connection with reletting the Premises, and then to the fulfillment of the covenants of Tenant. Any such reletting as provided for herein may be for the remainder of the Term as originally granted or for a longer or shorter period. Landlord may execute any lease made pursuant to the terms hereof in Landlord's own name and Tenant shall have no right or authority whatever to collect any rent whatever from such Subtenant. In any case and whether or not the Premises or any part thereof be relet, Tenant shall pay to Landlord all sums required to be paid by Tenant up to the time of re-entry by Landlord, and thereafter Tenant shall, if required by Landlord, pay to Landlord until the end of the Term, the equivalent amount of all rent and other charges required to be paid by Tenant under the terms of this Lease, less the rent actually received by Landlord from any such reletting during the Term, if any, after payment of the expenses of Landlord as aforesaid, and the same shall be due and payable on the several rent days herein specified. No such re-entry by Landlord shall constitute an election to terminate this Lease unless and until Landlord thereafter gives Tenant written notice of Landlord's election to terminate this Lease. Actions to collect any amounts due by Tenant as provided in this Section 15 may be brought from time to time on one or more occasions without the necessity of Landlord's waiting until expiration of the Term; (ii) Terminate this Lease, and with the process of law, expel and remove Tenant, or any other person or persons in occupancy from the Premises, together with their goods and chattels, using such force as may be necessary in the judgment of Landlord or its agents in so doing, and repossess and enjoy said Premises together with all improvements, additions, alterations, equipment and fixtures thereon, and in addition to any other remedy it may have, Landlord may recover from Tenant all reasonable damages it may incur by reason of such breach by Tenant. (c) Landlord shall use commercially reasonable efforts to re-let the Premises to mitigate its damages upon the occurrence of an event of default under this Lease. For the purposes hereof, “commercially reasonable efforts” shall mean the following actions, which actions shall create an irrebuttable presumption that Landlord has fulfilled such obligation: (i) Landlord shall include the availability of the Premises in Landlord’s leasing flyers sent to brokers (if any), commencing following Landlord’s recovery of possession of the Premises, and ending upon re-leasing of the Premises; and/or (ii) Landlord shall engage an independent commercial real estate broker to re-let the Premises, the cost and expense of which shall be an element of Landlord’s damages in addition to any other damages recoverable pursuant to this Lease. Nothing contained herein shall require Landlord to re-let the Premises prior to or with any preference over the leasing of any other similar premises of Landlord in the guarantors Project. (d) Notwithstanding anything in this Lease to fulfill the terms and conditions of contract, neither party shall be responsible or liable to the Guaranty other for any special, indirect, or the breach of the Guaranty by one of the Guarantorsconsequential damages (other than Tenant’s liability expressly described in Section 17 below if Tenant holds over). In addition, Landlord waives its right to distraint on Tenant’s Property, whether under common law or otherwise.

Default by Tenant. The Each of the following will be events shall constitute an Event of default Default (herein so called) by Tenant under this Lease: (ai) Failure Tenant fails to pay when due any installment of Base Rent or any other payment required pursuant to in full under this Lease within five (5) days of due dateafter notice from Landlord that such payment was not received when due; (bii) The filing Tenant fails to pay any installment of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; Additional Rent in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant full under this Lease within ten (each, a “Guarantor”)10) days after notice from Landlord that such payment was not received when due; (ciii) A transfer in fraud Tenant fails to observe or perform any other provision of creditors this Lease required to be observed or an assignment for the benefit of creditors, whether performed by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the does not cure such failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt notice thereof from Landlord; provided, that if such default is not capable of notice of samebeing cured within thirty (30) days and Tenant promptly commences such cure, said thirty (30) day period shall be extended so long as Tenant diligently and continuously pursues such cure; (eiv) The liquidation, termination Tenant or dissolution any guarantor of Tenant's obligations under this Lease (a "Guarantor") makes a general assignment for the benefit of creditors; (v) A receiver or trustee of Tenant or any Guarantor, or, if Tenant Guarantor or any Guarantor of their respective assets is appointed by entry of an order by a natural personcourt of competent jurisdiction and the same is not vacated, the death of Tenant discharged or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, dismissed within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s noticethereafter; (gvi) Tenant’s breach A petition for relief is filed by Tenant or any Guarantor under any bankruptcy or insolvency law seeking a plan of reorganization or arrangement under any law relating to bankruptcy, or any such petition is filed against Tenant or any Guarantor and same is not dismissed, discharged or vacated within sixty (60) days thereafter; (vii) The interest of Tenant in the Premises is sold under execution or other legal process; (viii) Tenant fails to maintain any insurance required under Section 12.1 of this Lease within five (5) days after notice from Landlord of such failure; or (ix) Tenant assigns this Lease or subleases any portion of the same provision Premises in violation of Section 13 of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The (a) Each of the following will be events shall constitute an “Event of default Default” by Tenant under this Lease: (ai) Failure if Tenant shall fail to pay when due (x) any installment of Rent or any other payment required pursuant Base Rental to this Lease be made by Tenant hereunder and shall not cure such failure within five (5) days of after the due date;, provided, however, that said grace period shall apply only with respect to the first two (2) times in a given calendar year that Tenant shall fail to pay Base Rental when due under this Lease, and Tenant shall be in default under this Lease on the first (1st) day after the due date thereof for any subsequent Base Rental payment not paid when due during such calendar year, or (y) within five (5) days after written notice thereof from Landlord as to any additional rental or other payments due hereunder, as the case may be; or (bii) The filing if Tenant shall violate or breach, or shall fail fully and completely to observe, keep, satisfy, perform, and comply with, any agreement, term, covenant, condition, requirement, restriction, or provision of this Lease (other than the payment of rent or any other payment to be made by Tenant), and shall not cure such failure within thirty (30) days after Landlord gives Tenant written notice thereof; or (iii) if the Premises are deserted or abandoned; or (iv) if T▇▇▇▇▇’s interest in the Premises is levied upon; or (v) if any petition is filed by or against Tenant under any Section or Chapter of the Federal Bankruptcy Code, and in the case of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become duefiled against Tenant, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if such petition is not dismissed within 30 sixty (60) days of such filing, adjudication, admission ; or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of if Tenant under this Lease (each, a “Guarantor”); (c) A transfer becomes insolvent or transfers property in fraud of creditors creditors; or Tenant, whether voluntarily or involuntarily, takes advantage of any debtor relief proceedings under any present or future law, whereby the rent or any part thereof is, or is proposed to be, reduced or payment thereof deferred; or if Tenant makes an assignment for the benefit of creditors; or if a receiver is appointed for any of Tenant’s assets. For the purposes of the Events of Default specified in clause (v) above, whether by Tenant the word “Tenant” shall include, without limitation; (i) any party comprising Tenant, should more than one person or entity execute this Lease as Tenant, or any Guarantor; (d) The filing manager, general partner or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution joint venturer of Tenant or any Guarantorsuch party; and (ii) any person or entity now or hereafter liable, orwhether primarily, if Tenant secondarily, or any Guarantor is a natural personcontingently, for the death performance of the duties and obligations of Tenant under this Lease, including without limitation any principal, maker, endorser, guarantor or such Guarantor;surety. (fb) Failure to cure Upon the breach occurrence of any provision Event of Default, Landlord may pursue any one or more of the following remedies, in addition to any other remedies provided under this Lease, at law or in equity, separately or concurrently or in any combination, without any notice (except as specifically provided herein) or demand whatsoever and without prejudice to any other remedy which it may have for possession of the Premises or for arrearages in rent or other amounts payable to Landlord: (i) Landlord may terminate this Lease or any other lease or agreement by giving Tenant written notice of termination, in which event Tenant shall immediately quit and vacate the Premises and deliver and surrender possession of the Premises to Landlord, and this Lease shall be terminated at the time designated by Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after in its notice thereof of termination to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts no termination of this Lease prior to cure such breach upon receipt of the normal expiration hereof shall affect Landlord’s notice thereofright to collect rent for the period prior to termination; or (ii) with or without terminating this Lease, then such cure period shall Landlord may enter upon and take possession of the Premises and expel or remove Tenant and any other person who may be extended occupying the Premises, by force if necessary, and do whatever Tenant is obligated to do under the terms of this Lease; and T▇▇▇▇▇ agrees to reimburse Landlord on demand for so long as Tenant continues to use diligent efforts to cureany expenses which Landlord may incur in thus effecting compliance with Tenant’s obligations under this Lease, not to exceed a total all without being liable for prosecution or any claim for damages; or (iii) Any damage or loss of sixty (60) days from the date of rent sustained by Landlord may be recovered by Landlord, at Landlord’s notice; (g) Tenant’s breach option, at the time of the same provision termination of this Lease, the time of the reletting, or in separate actions, from time to time, as said damage shall have been made more easily ascertainable by successive relettings, or at Landlord’s option in a single proceeding deferred until the expiration of the term (in which event Tenant 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. If Landlord elects to repossess the Premises without terminating this Lease, then Tenant shall be liable for and shall pay to Landlord all rent and other than indebtedness accrued to the date of such repossession, plus rent required to be paid by Tenant to Landlord during the remainder of this Lease until the date of expiration of the term, diminished by any net sums thereafter received by Landlord through reletting the Premises during such period (after deducting expenses incurred by Landlord). In no event shall Tenant be entitled to any excess of any rent obtained by reletting over and above the rent herein reserved. Actions to collect amounts due from Tenant as provided herein may be brought from time to time, on one or more occasions, without the necessity of Landlord’s waiting until expiration of the term. Upon termination of this Lease or repossession of the Premises, Landlord shall have no obligation to pay Rentrelet or attempt to relet the Premises or any portion thereof or to collect rental after reletting; and in the event of reletting Landlord may relet the whole or any portion of the Premises for any period, more than twice (2) to any tenant, and for any use and purpose on such terms and at such rentals as Landlord in any twelve (12) month period;its exclusive judgment may determine; or (hiv) Failure to deliverLandlord may recover from Tenant all damages it may incur by reason of such breach, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and including without limitation, (i) Failure the cost of any recovering the Premises, (ii) reasonable attorney’s fees and costs, and (iii) the difference between (A) the present value (discounted at eight percent (8%) per annum), as of the guarantors to fulfill the terms and conditions date of the Guaranty or the breach occurrence of the Guaranty by one Event of Default, of the GuarantorsBase Rental that would have become due and payable for the remainder of the term of this Lease, and (B) the present value (discounted to present value at eight percent (8%) per annum), as of the date of the occurrence of the Event of Default, of the Base Rental for the remainder of the term of this Lease if the Base Rental were set at the “Prevailing Market Rate” (as herein defined); provided, however, the difference between (iii) (A) and (iii) (B) (hereinafter referred to as the “Compensation for Lost Base Rent”) shall never be less than zero; provided further, however, that payment by Tenant of the Compensation for Lost Base Rental shall not constitute a penalty or forfeiture, but shall constitute full liquidated damages due to Landlord as a result of the Base Rental payments Landlord will not receive during the remainder of the term of this Lease as a result of Tenant’s default. Landlord and T▇▇▇▇▇ acknowledge that L▇▇▇▇▇▇▇’s actual damages in the event of a default by Tenant under this Lease will be difficult to ascertain, and that the liquidated damages provided above as to lost Base Rental payments are reasonable liquidated damages and represent the parties’ best estimate of such damages. The parties expressly acknowledge that the foregoing liquidated damages are intended not as a penalty, but as full liquidated damages, as permitted by O.C.G.A. § 13-6-7. The Compensation for Lost Base Rental shall be due and payable upon demand. If the Compensation for Lost Base Rental is not paid by Tenant to Landlord upon demand, the Compensation for Lost Base Rental shall bear interest at the Default Rate of Interest until the unpaid Compensation for Lost Base Rental and all interest accrued thereon at the Default Rate of Interest has been paid in full. The “Prevailing Market Rate” of the Premises means the rate at which a Landlord under no compulsion to lease the Premises and a Tenant under no compulsion to lease the Premises would determine as rent for the remainder of the term of this Lease, as of the date of occurrence of the Event of Default, assuming that rent payments would begin immediately, and also taking into consideration the quality, size, design, and location of the Premises, as well as the cost to retrofit and/or renovate the Premises, and the rent for comparable buildings located in the vicinity of the Premises.

Default by Tenant. The occurrence or existence of any one or more of the following will be events or circumstances shall constitute an Event of default Default hereunder by Tenant under this Leaseand, subject to the provisions hereof and the rights of an Agreed-Upon Indebtedness Lender, shall give rise to the right of Landlord, by notice to Tenant, to exercise its remedies in accordance with Section 15.2: (a) Failure Tenant fails to pay when due any installment of Rent or Required Interest Payments, and from and after October 1, 2012, any other payment required pursuant to this Lease Required Quarterly Payments or, from and after September 30, 2013, any Revenue-Based Annual Payment, and does not cure such failure within five (5) business days of due dateafter Landlord shall have given to Tenant written notice specifying such failure; (b) The filing Tenant fails in any material respect to perform or observe any of the material covenants or conditions to be performed or observed by Tenant under this Agreement or any of the related documents hereto so as to have a petition for bankruptcy Material Adverse Effect on Landlord, and Tenant does not cure such failure within thirty (30) days after Landlord shall have given to Tenant written notice specifying such failure (or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication within such period, if any, as may be reasonably required to cure such failure if it is of bankruptcy or insolvency or an admission such nature that it cannot meet its financial obligations as they become duebe cured within such period, or on the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed condition that Tenant commences to cure such default within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply period and proceeds with reasonable diligence thereafter to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”cure such default fully); (c) A transfer Intrawest Development Corp. or its successor or assignee is in fraud default of creditors the Option Agreement and all opportunities to cure the same have expired by the terms of such agreement; (d) Tenant shall become insolvent (as such term is defined under Section 101 of the Federal Bankruptcy Code, 11 U.S.C. 101 et seq. (the “Federal Bankruptcy Code”), or an any successor statute thereto); or shall fail to pay its debts generally as they mature; or shall seek the benefit of any present or future federal or state insolvency statute; or shall make a general assignment for the benefit of creditors, whether by Tenant or file a voluntary petition in bankruptcy or a petition or answer seeking an arrangement of its indebtedness under the Federal Bankruptcy Code or under any Guarantor; (d) The filing other law or imposition statute of the United States or of any state thereof, or consent to the appointment of a lien receiver, trustee, custodian, liquidator or other similar official, of all or substantially all of its property; or an order for relief shall be entered by or against Tenant under any chapter of the Premises, the Buildings Federal Bankruptcy Code and shall not be dismissed or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety stayed within thirty sixty (3060) days after receipt the entering of notice the order of sameappointment of receiver or trustee; (e) The liquidationBy order or decree of a court, termination Tenant shall be adjudged a debtor or dissolution bankrupt, or an order shall be made approving a petition filed by any of Tenant its creditors or by any of its stockholders, seeking its reorganization or the readjustment of its indebtedness under the Federal Bankruptcy Code or under any other law or statute of the United States or any Guarantorstate, orand such adjudication, if Tenant order or any Guarantor is a natural person, the death decree shall not be stayed or vacated within sixty (60) days of Tenant or such Guarantorits issuance; (f) Failure to cure A petition under any chapter of the breach of Federal Bankruptcy Code or an action under any provision of this Lease federal or any other lease state insolvency law or agreement Landlord statute shall be filed against Tenant and Tenant are a party to, other than the obligation to pay Rent, shall not be dismissed or stayed within twenty sixty (2060) days after notice thereof to the filing thereof; (g) By or pursuant to, or under authority of any legislative act, resolution or rule, or any order or decree of any court or governmental board, agency or officer, a receiver, trustee, custodian, liquidator or other similar official shall take possession or control of the Leased Assets or all or substantially all of the property of Tenant; provided, however, that if and such breach cannot be cured within such 20 day possession or control shall continue in effect for a period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month perioddays; (h) Failure to deliver, maintain or restore the Security Deposit Except in conjunction with a permitted assignment pursuant to Section 11.2 hereof within the timeframes provided; and16.2, Tenant shall become a Person in legal dissolution, liquidation or otherwise in termination; (i) Failure Except in conjunction with a permitted assignment pursuant to Section 16.2, the leasehold, license or other interest of or rights of Tenant hereunder shall be transferred to, pass to, or devolve upon, by operation of law or otherwise, any other person, firm, corporation or other entity, by, in connection with, or as a result of, any bankruptcy, insolvency, trusteeship, liquidation or other proceeding or occurrence; (j) Except in conjunction with a permitted assignment pursuant to Section 16.2, Tenant shall become a merged corporation in a merger or a constituent corporation in a consolidation subsequent to which the surviving corporation does not comply with the requirements of an approved assignee or otherwise transfers its interest under this Agreement without the prior written consent of the Landlord if such consent is required; (k) Intrawest Corporation, Tenant or any of the guarantors to fulfill the terms Tenant’s subsidiaries, or any of their respective executive officers and conditions directors, shall be or have been convicted of a felony or misdemeanor, in either case which involves dishonesty, misrepresentation, fraud, deceit, misappropriation or theft, and any such Person shall not have been removed from his position within ninety (90) days after Tenant or Intrawest Corporation has actual knowledge of the Guaranty or the breach fact of such conviction; (1) Tenant knowingly permits any Person to use for any illegal purpose any portion of the Guaranty by one of the Guarantors.Leased Assets;

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute a material Default of default this Lease by Tenant: 11.1.1. The vacation or abandonment of the Premises by Tenant. Vacation of the Premises shall include the failure to occupy the Premises for a continuous period of thirty (30) days or more, whether or not the rent is paid. 11.1.2. The failure by Tenant under this Lease: (a) Failure to pay when due make any installment payment of Rent rent or any other payment required to be made by Tenant hereunder, as and when due, where such failure shall continue for a period of three (3) days after written notice thereof from Landlord to Tenant. In the event that Landlord serves Tenant with a Notice to Pay Rent or Quit pursuant to applicable unlawful detainer statutes such Notice to Pay Rent or Quit shall also constitute the notice required by this subsection. 11.1.3. The failure by Tenant to observe or perform any of the express or implied covenants, conditions or provisions of this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy to be observed or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether performed by Tenant or any Guarantor; (d) The filing or imposition other than that referenced in subsection 11.1.2 above, where such failure shall continue for a period of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after written notice thereof from Landlord to Tenant; provided, however, that if the nature of Tenant's noncompliance is such breach canthat more than thirty (30) days are reasonably required for its cure, then Tenant shall not be cured deemed to be in default if Tenant commenced such cure within such 20 said thirty (30) day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then thereafter diligently pursues such cure period to completion. To the extent permitted by law, such thirty (30) day notice shall constitute the sole and exclusive notice required to be given to Tenant under applicable unlawful detainer statutes. 11.1.4. The making by Tenant of a general assignment for the benefit of creditors; (b) Tenant's becoming a "debtor" as defined in 11 U.S.C. ss.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 within thirty (30) 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 thirty (30) days. In the event that any provision of this subsection 11.1.4 is contrary to any applicable law, such provision shall be extended for so long as Tenant continues of no force or effect. 11.1.5. The discovery by Landlord that any financial statement given to use diligent efforts Landlord by Tenant, or is successor in interest or by any guarantor of Tenant's obligation hereunder was materially false or misleading. 11.1.6. If the performance of Tenant's obligations under this Lease is guaranteed: (a) the termination of a guarantor's liability with respect to curethis Lease other than in accordance with the terms of such guaranty, not (b) a guarantor's becoming insolvent or the subject of a bankruptcy filing, (c) a guarantor's refusal or inability to exceed honor the guarantee, or (d) a total guarantor's breach of its guarantee obligation, and Tenant's failure within sixty (60) days from following written notice by or on behalf of Landlord to Tenant of any such event, to provide Landlord with written alternative assurance or security, which, when coupled with the date then existing resources of Landlord’s notice; (g) Tenant’s breach , equals or exceeds the combined financial resources of Tenant and the same provision guarantors that existed at the time of execution of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The following will be events of default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent or any other payment required pursuant to this Lease within five Lease; provided that Landlord shall give Tenant notice of the first two (52) such instances of non-payment in each calendar year of the Term and Tenant shall have a period of ten (10) days of due dateafter receipt thereof to cure such non-payment before a default shall be deemed to have occurred; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or of a receiver or trustee for all all, or substantially all all, of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any each party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property Premises as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice by Landlord of sameits filing; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party toLease, other than the obligation to pay Rent, within twenty thirty (2030) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 30 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty ninety (6090) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The Landlord may treat the occurrence of any one or more of the following will be events as a breach of default by Tenant under this Lease: Lease (each, an “Event of Default”): (a) Failure Tenant fails to pay when due any installment Base Rent, Tenant’s Share of Rent Operating Cost or Tenant’s Share of Taxes, or any other payment required pursuant to sums, charges, expenses and costs of any kind or nature identified in this Lease within five as additional rent, in full on the date such sums are due, and such failure to pay rent continues for a period of ten (510) calendar days of due date; after written notice addressed to Tenant has been delivered by Landlord to Tenant; (b) The filing default shall be made in the performance of any of the other, non-monetary covenants or conditions which Tenant is required to observe and to perform, and such default shall continue for thirty (30) days after notice thereof (or such additional time as is reasonably necessary, provided Tenant commenced to cure such default within such thirty (30) day period and is diligently prosecuting such cure to completion, which additional time, however, shall in no event exceed one hundred twenty (120) days after Landlord’s default notice); (c) if a petition is filed by or against Tenant (the term “Tenant” shall include, for the purpose of this paragraph of Section 25, any guarantor of Tenant’s obligations hereunder): (i) in any bankruptcy or other insolvency proceeding; (ii) seeking any relief under any state or federal debtor relief law; (iii) for the appointment of a petition for bankruptcy liquidator or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of Tenant’s property or for Tenant’s interest in this Lease; or (iv) for the assets reorganization or modification of Tenant’s capital structure; in each of the foregoing caseshowever, if such a petition is filed against Tenant, then such filing shall not be a default unless Tenant fails to have the proceedings initiated by such petition dismissed within 30 ninety (90) calendar days of such filingafter the filing thereof, adjudication, admission or appointment, as applicableif Tenant shall be liquidated or dissolved; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition Tenant fails to make the deliveries required pursuant to Section 17 of a lien against this Lease within the Premisesten (10) Business Day period required for such deliveries, the Buildings or the Property as a result of any act or omission of Tenant and the such failure of Tenant to satisfy or bond the lien in its entirety within thirty continues for five (305) days after receipt of following Landlord’s notice of same; to Tenant thereof; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, fails to maintain the death of Tenant or insurance coverage required by Section 29 hereof and such Guarantor; failure continues for more than ten (10) Business Days following the date on which Tenant’s insurance coverage lapsed; (f) Failure Tenant shall permanently vacate the Premises for a period in excess of three hundred sixty five (365) days (for reasons other than casualty, condemnation or remodeling as permitted in this Lease) during the Term or any renewals or extensions thereof with the intent not to cure the return; or (g) there shall occur any breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if expressly provides such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt constitutes an “Event of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the GuarantorsDefault”.

Default by Tenant. The occurrence of any one or more of the following will be events of shall constitute a default by Tenant under this Lease: (a) Failure Tenant shall fail to pay when due perform, observe or comply with any installment of Rent the terms, provisions, agreements, covenants or conditions of this Lease or any other payment required pursuant guaranty now or hereafter executed relating to this Lease (other than the failure specified in Section 7.02(b) hereof), such failure continuing for twenty (20) days after written notice from Landlord to Tenant of such failure or if the nature of the default is such that it cannot reasonably be cured or remedied within twenty (20) days, then so long as Tenant has commenced the cure or remedy, the cure period shall be extended for such reasonable period, up to but not exceeding an additional twenty-five (525) days of due datedays, as may be necessary to complete the cure or remedy; provided, however, that Landlord shall not be required to provide such notice (x) with respect to any default which is by its nature incurable, or (y) with respect to any nonmonetary default (or substantially similar nonmonetary default), be obligated to provide such written notice more than two (2) times during the Term, the third such default not requiring such notice by Landlord; (b) The filing Tenant shall fail to pay to Landlord any Rent or any other monetary charge due from Tenant hereunder as and when due and payable and such failure shall continue for a period of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or ten (10) days after the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”)due date; (c) A transfer Transfer (hereinafter defined) shall occur of all or a part of (i) this Lease or (ii) the Leased Premises, without the prior written approval of Landlord; (d) The interest of Tenant under this Lease shall be levied on under execution or other legal process and the same has not been stayed or removed within thirty (30) days; (e) Any petition in fraud bankruptcy or other insolvency proceedings shall be filed by or against Tenant, or any petition shall be filed or other action taken to declare Tenant a bankrupt or to delay, reduce or modify Tenant's debts or obligations or to reorganize or modify Tenant's capital structure or indebtedness or to appoint a trustee, receiver or liquidator of creditors Tenant or of any property of Tenant, or any proceeding or other action shall be commenced or taken by any governmental authority for the dissolution or liquidation of Tenant and in the case of any involuntary proceeding commenced against Tenant, the same has not been dismissed within sixty (60) days; (f) Tenant shall become insolvent, or Tenant shall make an assignment for the benefit of creditors, whether by or Tenant shall make a transfer in fraud of creditors, or a receiver or trustee shall be appointed for Tenant or any Guarantorof its properties; (dg) The filing Tenant shall desert, abandon or imposition of a lien against vacate the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant Leased Premises or any Guarantor, or, if substantial portion thereof unless Tenant or any Guarantor is a natural person, shall continue to timely pay all Rent due hereunder and provide Landlord with adequate security for the death payment of Tenant or such Guarantor; (f) Failure to cure future Rent through the breach remainder of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to TenantTerm; provided, however, that if notwithstanding continued payment and providing for security, upon any such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereofdesertion, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach abandonment or vacation of the same provision Leased Premises, Tenant's rights under Sections 2.04, 2.05 and 2.06 shall forthwith terminate and be of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month periodno further force or effect; (h) Failure Tenant shall fail to deliver, maintain operate its business in the Leased Premises for more than fifteen (15) days for any reason other than destruction or restore condemnation of the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; andLeased Premises; (i) Failure of any of Tenant shall do or permit to be done anything which creates a lien upon the guarantors to fulfill the terms and conditions of the Guaranty Leased Premises or the breach Project unless the same shall be removed or bonded around with thirty (30) days; or (j) The death or legal incapacity of Tenant, if Tenant is an individual person, or the Guaranty termination, dissolution or liquidation of Tenant, if Tenant is a corporation, partnership or other entity. (k) The occurrence of a default by one of the Guarantorstenant under the Other Lease, following any period for notice and opportunity to cure provided therein.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute a material default and breach of default this Lease by Tenant under this LeaseTenant: (ai) The vacating or abandonment of the Premises by Tenant. (Failure to pay when due use or occupy the Premises for fifteen (15) consecutive days shall be deemed a vacation or abandonment.) (ii) The failure by Tenant to make any installment payment of Rent rental, or any other payment required pursuant to be made by Tenant hereunder, as and when due, where such failure shall continue for a period of ten (10) days after notice thereof by Landlord to Tenant. (iii) The failure by Tenant to observe or perform any of the terms, covenants or conditions of this Lease within five to be observed or performed by Tenant, other than described in Sub-sections (5A (i)) days and (A (ii)) hereinabove, where such failure shall continue for a period of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof by Landlord to Tenant; provided, however, that if the nature of Tenant's default and breach is such breach canthat more than thirty (30) days are reasonably required for its cure, then Tenant shall not be cured deemed to be in default and breach if Tenant commences such cure within such 20 said thirty (30) day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then thereafter diligently prosecutes such cure period shall be extended to completion within ninety (90) days. (iv) The making by Tenant of any general assignment or general arrangement for so long as the benefit of creditors; or the filing by or against Tenant continues of a petition to use diligent efforts have Tenant adjudged a bankrupt, or a petition or reorganization or arrangement under any law relating to curebankruptcy (unless, not to exceed in the case of a total of petition filed against Tenant, the same is dismissed within sixty (60) days from days); or the date appointment of Landlord’s notice; (g) a trustee or a receiver to take possession of substantially all of Tenant’s breach 's personal property at the Premises or of the same provision of Tenant's interest in this Lease, other than the obligation where possession is not restored to pay Rent, more than twice Tenant within thirty (230) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provideddays; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach attachment, execution or other judicial seizure of substantially all of a Tenant's personal property at the Guaranty by one Premises or of the GuarantorsTenant's interest in this Lease, where such seizure is not discharged within thirty (30) days.

Default by Tenant. The occurrence of any one or more of the following will be events of shall constitute a default by Tenant under this Lease: (a) Failure of the Tenant to pay when due any installment of Rent rent or any other payment required pursuant to amount due under this Lease as and when due and payable within five (5) days after Tenant's receipt of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days Landlord's written notice of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply failure to pay. Failure to pay any party guaranteeing the obligations of Tenant other amount due under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon 's receipt of Landlord’s 's written notice thereof, then of such cure period failure to pay. Landlord shall be extended for so long as Tenant continues required to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than give such notice only twice (2) in any twelve (12) month period; (b) Failure of the Tenant to perform, observe, or comply with or default under any of the terms, covenants, conditions or provisions contained in Section 4.1 of this Lease within twenty-four (24) hours after written notice to Landlord with respect thereto, provided that Landlord shall be required to give such notice only twice in any twelve (12) month period and the third violation of the provisions contained in 23 Section 4.1 hereof by Tenant shall constitute a default by Tenant hereunder whether or not Landlord shall provide Tenant with notice thereof, (c) Failure of the Tenant to perform, observe, or comply with or default under any negative covenant or agreement set forth in the Lease and all other covenants and agreements set forth in this Lease which prohibit or restrict Tenant from taking or omitting to take any action without the consent of the Landlord or which requires the Tenant to take action upon the request of the Landlord; (d) Failure of the Tenant to perform, observe, or comply with or default under any of the terms, covenants, conditions or provisions contained in this Lease (other than covenants to pay rent, the covenants set forth in Section 4.1 of this Lease, negative covenants and agreements set forth in this Lease and all other covenants and agreements set forth in this Lease which prohibit or restrict the Tenant from taking or omitting to take any action upon request of the Landlord) and such failure or default is not cured to Landlord's satisfaction within fifteen (15) calendar days after the Landlord has given Tenant written notice thereof, (e) The interest of Tenant under this Lease shall be levied on under execution or other legal process; (f) Any petition in bankruptcy or other insolvency proceedings shall be filed by or against Tenant, or any petition shall be filed or other action taken to declare Tenant a bankrupt or to delay, reduce or modify Tenant's debts or obligations or to reorganize or modify Tenant's capital structure or indebtedness or to appoint a trustee, receiver or liquidator of Tenant or of any property of Tenant, or any proceeding or other action shall be commenced or taken by any governmental authority for the dissolution or liquidation of Tenant; (g) Tenant shall become insolvent, or Tenant shall make an assignment for the benefit of creditors, or Tenant shall make a transfer in fraud of creditors, or a receiver or trustee shall be appointed for Tenant or any of its properties; (h) Failure to deliver, maintain Tenant shall abandon or restore vacate the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; andLeased Premises or any substantial portion thereof, (i) Failure Tenant shall do or permit to be done anything which creates or causes to be filed a lien, security interest or other encumbrance (whether consensual or created by operation of law or otherwise) against all or any part of the guarantors to fulfill Leased Premises, the terms and conditions Building or any property situated therein or Tenant's interest in this Lease; or (j) The death or legal incapacity of the Guaranty Tenant if Tenant is an individual person or the breach termination, dissolution or liquidation of the Guaranty by one of the Guarantors.Tenant, if Tenant is a corporation, partnership, or other entity. 24

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute a material default and breach of default this Lease by Tenant: (i) the abandonment of the Premises by Tenant under this Lease: or the vacating of the Premises for more than thirty (a30) Failure consecutive days; (ii) the failure by Tenant to pay when due make any installment payment of Rent or any other payment required pursuant to this Lease be made by Tenant hereunder, within five (5) business days of date due provided, however, if Tenant makes any payment due hereunder after the due date, Tenant shall be in default if, within twelve months of the overdue payment, Tenant fails to pay Rent or any other payment due hereunder within five (5) days of due date; the date due; (biii) The filing of a petition for bankruptcy the failure by Tenant to observe or insolvency under perform any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each other covenants, conditions or provisions of the foregoing casesLease, where such failure shall continue for a period of twenty (20) days following written notice from Landlord; provided, however, if more than twenty (20) days are reasonably required for its cure then Tenant shall not dismissed be deemed to be in default if Tenant commences such cure within 30 days said 20-day period and thereafter diligently prosecutes such cure to completion; (iv) the making by Tenant of such filing, adjudication, admission any general assignment or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment general arrangement for the benefit of creditors, whether creditors other than in the normal course of business; (v) the filing by or against Tenant or any Guarantor; (d) The filing or imposition of a lien petition to have Tenant adjudged bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against the PremisesTenant, the Buildings same is dismissed within sixty (60) days); (vi) the appointment of a trustee or receiver to take possession of substantially all of Tenant's assets located at the Property as a result Premises or of any act or omission of Tenant's interest in the Lease, where possession is not restored to Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt days; or (vii) the attachment, execution or other judicial seizure of notice substantially all of same; (e) The liquidation, termination Tenant's assets located at the Premises or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of 's interest in this Lease, other than where such seizure is not discharged within thirty (30) days. The above notice periods may, at the obligation to pay Rentelection of Landlord, more than twice (2) in run concurrently with any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsstatutorily required notice periods.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute a material default and breach of default this Lease by Tenant: (i) the abandonment of the Premises by Tenant under this Lease: or the vacating of the Premises for more than thirty (a30) Failure consecutive days; (ii) the failure by Tenant to pay when due make any installment of Rent or any other payment required pursuant to this Lease within be made by Tenant hereunder, and such failure continues for more than five (5) business days of due date; after written notice from Landlord; (biii) The filing of a petition for bankruptcy the failure by Tenant to observe or insolvency under perform any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each other covenants, conditions or provisions of the foregoing casesLease, if not dismissed within 30 days where such failure shall continue for a period of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of written notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantfrom Landlord; provided, however, that if such breach canmore than 30 days are reasonably required for its cure then Tenant shall not be cured within such 20 day period using diligent efforts and deemed to be in default if Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then commences such cure within said 30day period shall be extended and thereafter diligently prosecutes such cure to completion; (iv) the making by Tenant of any general assignment or general arrangement for so long as the benefit of creditors; (v) the filing by or against Tenant continues of a petition to use diligent efforts have Tenant adjudged bankrupt or a petition for reorganization or arrangement under any law relating to curebankruptcy (unless, not to exceed in the case of a total of petition filed against Tenant, the same is dismissed within sixty (60) days from days); (vi) the date appointment of Landlord’s notice; (g) a trustee or receiver to take possession of substantially all of Tenant’s breach assets located at the Premises or of Tenant’s interest in the same provision Lease, where possession is not restored to Tenant within thirty (30) days; (vii) 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 thirty (30) days; (viii) the assignment or other than transfer of all or any interest of Tenant in this Lease, or the obligation subletting of all or any portion of the Premises, in either case which is in violation of Section 17 above; or (viii) a material default under the terms of the Clinic Support Agreement. All notice and cure periods set forth above are in lieu of and not in addition to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit notice required pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsapplicable unlawful detainer/eviction statutes.

Default by Tenant. The following will 14.1 Tenant shall be events deemed in default (i) in the event Tenant fails to pay the Rent within ten (10) days after the date such is due, (ii) in the performance of default by Tenant under any of the terms and provisions of this Lease: (a) Failure to pay when due any installment , other than the payment of Rent or any other payment required pursuant to this Lease within five (5) days of charges due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing caseshereunder, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; it has failed to cure the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment breach for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety nonperformance within thirty (30) days after receipt written notice from Landlord; provided, however, if Tenant is diligently pursuing a cure, but the default cannot be cured within thirty (30) days, Tenant shall have such additional time needed to cure the default as is commercially reasonable, or (iii) in the event any proceedings under any bankruptcy law or insolvency act of notice of same; (e) The liquidation, termination or for the dissolution of Tenant shall be instituted against, or any Guarantorby, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and proceeding is involuntary, Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of have sixty (60) days to cure. In the event Tenant is in default hereunder beyond any applicable notice and/or cure period, then, as its sole and exclusive ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Landlord, its certain attorney, representatives and assigns, upon ten (10) days’ written notice to Tenant, may terminate this Lease and lawfully re-enter into and repossess the Premises and remove Tenant and any other persons occupying the Premises. If an Advisory Board is in place for the District under Act 436, any termination of this Lease by the District or repossession of the Premises by the District requires the approval of the Advisory Board. 14.2 If Tenant fails to pay any sum of money, other than Rent, required to be paid hereunder or fails to perform any act on its part to be performed hereunder, including without limitation the performance of all covenants pertaining to the condition and repair of the Premises, above, and such failure shall continue for a period of thirty (30) days (or a reasonable period of less than thirty (30) days when life, person or property is in jeopardy) after notice thereof by Landlord, Landlord may but shall not be required to, and without waiving or releasing Tenant from any of Tenant’s obligations, make any such payment or perform any such other act. All sums so paid by ▇▇▇▇▇▇▇▇ and all necessary incidental costs, including without limitation the cost of repair, maintenance or restoration of the Premises if so performed by Landlord hereunder, shall be deemed Additional Rent and, together with interest thereon at the rate set forth in Section 4, from the date of payment by Landlord until the date of repayment by Tenant to Landlord’s notice;, shall be payable to Landlord within five (5) days after receipt of invoice by Tenant. On default in such payment, Landlord shall have the same remedies as on default in payment of Rent. The rights and remedies granted to Landlord under this Section shall be in addition to, and not in lieu of all other remedies, if any, available to Landlord under this Lease or otherwise, and nothing herein contained shall be construed to limit such other remedies of Landlord with respect to any matters covered herein. (g) Tenant’s 14.3 Each and every of the rights, remedies and benefits provided by this Lease are cumulative, and are not exclusive of any other of said rights, remedies and benefits, or of any other rights, remedies and benefits allowed by law. One or more waivers of any covenant or condition by Landlord will not be construed as a waiver of a further or subsequent breach of the same provision of this Leasecovenant or condition, other than and the obligation consent or approval by Landlord to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any act by Tenant requiring Landlord’s consent or approval will not be deemed to waive or render unnecessary Landlord’s consent or approval to or of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty any subsequent similar act by one of the GuarantorsTenant.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute a material default and breach of default this Lease by Tenant under this LeaseTenant: (ai) The vacating or abandonment of the Premises by Tenant. (Failure to pay when due use or occupy the Premises for fifteen (15) consecutive days shall be deemed a vacation or abandonment.) The failure by Tenant to make any installment payment of Rent rental, or any other payment required pursuant to be made by Tenant hereunder, as and when due, where such failure shall continue for a period of ten (10) days after notice thereof by Landlord to Tenant. (ii) The failure by Tenant to observe or perform any of the terms, covenants or conditions of this Lease within five to be observed or performed by Tenant, other than described in Sub-sections (5A (i)) days and (A (ii)) hereinabove, where such failure shall continue for a period of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof by Landlord to Tenant; provided, however, that if the nature of Tenant's default and breach is such breach canthat more than thirty (30) days are reasonably required for its cure, then Tenant shall not be cured deemed to be in default and breach if Tenant commences such cure within such 20 said thirty (30) day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then thereafter diligently prosecutes such cure period shall be extended to completion within ninety (90) days. (iii) The making by Tenant of any general assignment or general arrangement for so long as the benefit of creditors; or the filing by or against Tenant continues of a petition to use diligent efforts have Tenant adjudged a bankrupt, or a petition or reorganization or arrangement under any law relating to curebankruptcy (unless, not to exceed in the case of a total of petition filed against Tenant, the same is dismissed within sixty (60) days from days); or the date appointment of Landlord’s notice; (g) a trustee or a receiver to take possession of substantially all of Tenant’s breach 's personal property at the Premises or of the same provision of Tenant's interest in this Lease, other than the obligation where possession is not restored to pay Rent, more than twice Tenant within thirty (230) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provideddays; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach attachment, execution or other judicial seizure of substantially all of a Tenant's personal property at the Guaranty by one of the Guarantors.Premises

Default by Tenant. The Landlord and Tenant hereby agree that the occurrence of any one or more of the following will be events of is a default by Tenant under this Lease:Lease and that said default shall give Landlord the rights described in Section 13.2. Landlord or Landlord’s authorized agent shall have the right to execute and deliver any notice of default, notice to pay rent or quit or any other notice Landlord gives Tenant. (a) Failure Tenant’s failure to pay when due make any installment payment of Rent Rent, late charges, or any other payment required pursuant to this Lease within five be made by Tenant hereunder, as and when due, where such failure shall continue for a period of ten (510) days of due date;after written notice thereof from Landlord to Tenant (provided however that in no event shall Landlord be obligated to provide written notice more than twice in any twelve month period). (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all abandonment of the assets Premises by Tenant in which event Landlord shall not be obligated to give any notice of default to Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”);. (c) A transfer in fraud Tenant’s failure to comply with any of creditors the covenants, conditions or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision provisions of this Lease to be observed or any other lease or agreement Landlord and performed by Tenant are a party to, (other than the obligation to pay Rentthose referenced in Sections 13.1(a) and (b) above), within where such failure shall continue for a period of twenty (20) days after written notice thereof from Landlord to Tenant; provided, however, that if the nature of Tenant’s nonperformance is such breach canthat more than twenty (20) days are reasonably required for its cure, then Tenant shall be allowed additional time (not be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to exceed 60 days) as is reasonably necessary to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for the failure so long as Tenant continues commences such cure within said twenty (20) day period and thereafter diligently pursues such cure to use diligent efforts completion. In the event that Landlord serves Tenant with a notice to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, quit or any other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit notice pursuant to applicable unlawful detainer statutes, said notice shall also constitute the notice required by this Section 11.2 hereof within the timeframes provided; and13.1(c). (i) Failure The making by Tenant or any guarantor of Tenant’s obligations hereunder of any general arrangement or general assignment for the benefit of creditors; (ii) the guarantors appointment of a trustee or receiver to fulfill take possession of substantially all of Tenant’s assets located at the terms and conditions Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; (iii) the Guaranty attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the breach Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within thirty (30) days; or (iv) the Guaranty by one insolvency of Tenant or Tenant becoming subject to state insolvency or federal bankruptcy. In the Guarantorsevent that any provision of this Section 13.1(d) is unenforceable under applicable law, such provision shall be of no force or effect.

Default by Tenant. The (a) Any of the following will be events shall constitute events of default by Tenant under this Lease: (a1) Failure to pay when due a default by Tenant in the payment of any installment of Rent rent or any other payment sum payable hereunder which continues for 10 days after written notice from Landlord (which notice may be that required or permitted pursuant to Section 1161 et seq. of the California Code of Civil Procedure or successor -- --- statutes, with the provisions of this Lease within five (5) days not requiring the giving of due datea notice in addition to such statutory notice to terminate this Lease and Tenant's right to possession of the Premises); (b2) The filing a default by Tenant in the performance of any of the other terms, covenants, agreements or conditions contained herein and, if the default is curable, the continuation of such default for a petition period of 30 days after notice by Landlord or beyond the time reasonably necessary for cure if the default is of the nature to require more than 30 days to remedy, provided that if Tenant has defaulted in the performance of the same obligation more than one time in any twelve-month period and notice of such default has been given by Landlord in such instance, no cure period shall thereafter be applicable hereunder; (3) the bankruptcy or insolvency under of Tenant, any applicable federal or state bankruptcy or insolvency law; an adjudication transfer by ▇▇▇▇▇▇ in fraud of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become duecreditors, assignment by ▇▇▇▇▇▇ for the benefit of creditors, or the commencement of any proceedings of any kind by or against Tenant under any provision of the Federal Bankruptcy Act or under any other insolvency, bankruptcy or reorganization act unless, in the event any such proceedings are involuntary, Tenant is discharged from the same within 60 days thereafter; the appointment or of a receiver or trustee for all or substantially all a substantial part of the assets of Tenant; in each or the levy upon this Lease or any estate of Tenant hereunder by any attachment or execution; or (4) the abandonment of the foregoing casesPremises. (b) Upon the occurrence of any event of default by Tenant hereunder, if not dismissed within 30 days Landlord may, at its option and without any further notice or demand, in addition to any other rights and remedies given hereunder or by law, do any of the following: (1) Landlord shall have the right, so long as such default continues, to give notice of termination to Tenant, and on the date specified in such notice this Lease shall terminate. (2) In the event of any such termination of this Lease, Landlord may then or at any time thereafter, re-enter the Premises and remove therefrom all persons and property and again repossess and enjoy the Premises, without prejudice to any other remedies that Landlord may have by reason of Tenant's default or of such filingtermination. (3) In the event of any such termination of this Lease, adjudication, admission or appointment, as applicable; the foregoing shall also apply and in addition to any party guaranteeing other rights and remedies Landlord may have, Landlord shall have all of the obligations rights and remedies of a landlord provided by Section 1951.2 of the California Civil Code. The amount of damages which Landlord may recover in event of such termination shall include, without limitation, (i) the worth at the time of award (computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent) of the amount by which the unpaid rent for balance of the term after the time of award exceeds the amount of rental loss that Tenant under proves could be reasonably avoided, (ii) all legal expenses and other related costs incurred by Landlord following Tenant's default, (iii) all costs incurred by Landlord in restoring the Premises to good order and condition, or in remodeling, renovating or otherwise preparing the Premises for reletting, and (iv) all costs (including, without limitation, any brokerage commissions) incurred by Landlord in reletting the Premises. (4) For the purpose of determining the unpaid rent in the event of a termination of this Lease, or the rent due hereunder in the event of a reletting of the Premises, the monthly rent reserved in this Lease shall be deemed to be the sum of the rental due under paragraph 3 above and the amounts last payable by Tenant pursuant to paragraph 4 above and any "free rent" or rent waived or abated by Landlord as an inducement for Tenant to enter into this Lease. (each5) Landlord's acceptance of payment from Tenant of less than the amount of rent then due shall not constitute a waiver of any rights of Landlord or Tenant including, without limitation, any right of Landlord to recover possession of the Premises. (6) After terminating this Lease, Landlord may remove any and all personal property located in the Premises and place such property in a “Guarantor”);public or private warehouse or elsewhere at the sole cost and expense of Tenant. (c) A transfer Even though ▇▇▇▇▇▇ has breached this Lease and abandoned the Premises, this Lease shall continue in fraud effect for so long as Landlord does not terminate Tenant's right to possession, and Landlord may enforce all its rights and remedies under this Lease, including the right to recover rental as it becomes due under this Lease. Acts of creditors maintenance or an assignment for preservation, efforts to relet the benefit Premises, or the appointment of creditorsa receiver upon initiative of Landlord to protect ▇▇▇▇▇▇▇▇'s interest under this Lease, whether by Tenant or any Guarantor;shall not constitute a termination of Tenant's right to possession. (d) The filing Tenant hereby waives all rights under California Code of Civil Procedure Section 1179 and California Civil Code Section 3275 providing for relief from forfeiture, and any other right now or imposition of a lien against hereafter existing to redeem the Premises, the Buildings Premises or the Property as a result reinstate this Lease after termination pursuant to this paragraph or by order or judgment of any act court or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same;by any legal process. (e) The liquidationLandlord and Tenant hereby waive trial by jury in any action, termination proceeding or dissolution counterclaim brought by either of Tenant the parties hereby against the other on any matters not relating to personal injury or property damage but otherwise arising out of or in any way connected with this Lease, the relationship of Landlord and Tenant, ▇▇▇▇▇▇'s use or occupancy of the Premises, and any emergency statutory or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor;other statutory remedy. (f) Failure to cure the breach of any provision of The remedies provided for in this Lease or are in addition to any other lease remedies available to Landlord at law or agreement Landlord and Tenant are a party toin equity, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain by statute or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsotherwise.

Default by Tenant. (a) The following will shall be deemed to be events of default by Tenant under this Lease: Lease (aeach, a “Tenant Default”): (i) Failure Tenant shall fail to pay when due any installment of Rent or any other payment required pursuant to this Lease within five twenty (520) days after Tenant’s receipt of due date; written notice of nonpayment thereof (ba “Monetary Default”); or (ii) The filing Tenant shall fail to comply with any term, provision or covenant of this Lease, other than the payment of Rent, and the failure is not cured within thirty (30) days after Tenant’s receipt of written notice thereof, or such longer period as may be reasonable under the circumstances so long as Tenant commences to cure within such thirty (30) day period and thereafter diligently prosecutes such cure to completion (a “Non-Monetary Default”); or (iii) Tenant shall file a petition for bankruptcy or insolvency be adjudged bankrupt or insolvent under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment law or a receiver or trustee shall be appointed for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission Tenant or appointment, as applicable; the foregoing Tenant shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, make a “Guarantor”); (c) A transfer in fraud of creditors or shall make an assignment for the benefit of creditors, whether by creditors and same is not dismissed within ninety (90) days thereafter; or (iv) this Lease or the Tenant’s Leasehold Estate is transferred in violation of the requirements of this Lease. Any permitted assignee or lender (including a Leasehold Mortgagee) may cure any Tenant or any Guarantor;Default hereunder. (db) The filing If Landlord shall claim that Tenant Default exists, Landlord shall have the right, subject to the provisions of Exhibit “E” and any Recognition Agreement executed pursuant to the provisions of this Lease, to institute from time to time an action or imposition actions (i) to recover damages (exclusive of consequential, punitive, or special damages), (ii) for injunctive and/or other equitable relief, or (iii) only in the event of Monetary Default, or a lien against Non-Monetary Default which has resulted or is reasonably likely to result in irreparable and material damage to the Leased Premises, to recover possession of the Buildings or Leased Premises and terminate this Lease. Notwithstanding the Property as a result of any act or omission of foregoing, Landlord agrees that Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within shall have thirty (30) days after receipt commencement by Landlord of notice any proceedings to file an appropriate pleading in the action initiated by Landlord to contest the claim of same;Tenant Default or to cure such Tenant Default; no action shall be taken by Landlord during such thirty (30) day period to regain possession of the Leased Premises from Tenant or to terminate this Lease. If the Tenant Default is not cured, Landlord’s rights and Tenant’s obligations shall be resolved by the final determination made by the court in which Landlord’s proceedings were initiated. For purposes hereof, a “final determination” shall occur when the judgment or order entered can be enforced by execution, issuance of a writ of restitution, judicial sale or specific enforcement and no such judgment or order shall be considered final for purposes hereof during the pendency of a stay of execution in connection with an appeal. Notwithstanding anything herein to the contrary, if there is a Monetary Default which arises out of a dispute as to an amount owed or the amount of an offset, this Lease shall not terminate if Tenant pays to Landlord the amount the court determines to be owed within the period of time permitted by law, or ten (10) days after such determination if no such grace period is permitted. (ec) The liquidationTenant shall have no personal, termination corporate or dissolution entity liability under this Lease, and in the event of a Tenant Default, (i) the recourse of Landlord against Tenant with respect to any Tenant Default shall extend only to Tenant’s Leasehold Estate, and not to any other assets of Tenant or any Guarantorof its directors, orofficers, if shareholders, employees, agents, constituent partners, members, beneficiaries, trustees or representatives; and (ii) except to the extent of Tenant’s interest in the Leasehold Estate (and the proceeds therefrom), no personal liability or personal responsibility shall be asserted or enforceable against Tenant or any Guarantor is a natural personof its directors, the death of Tenant officers, shareholders, employees, agents, constituent partners, members, beneficiaries, trustees or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach canrepresentatives. The foregoing paragraph shall not be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts applicable to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (gA) Tenant’s breach of the same provision liability under Section 4.02(b) of this Lease, (B) misappropriation of insurance or condemnation proceeds in contravention of this Lease, (C) conversion of Sublease rentals and other than income from the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any operation of the guarantors Leased Premises following a court order to fulfill deliver such amounts to Landlord, (D) willful failure to maintain the terms insurance coverages required of Tenant hereunder, and conditions (E) a sale, transfer, or assignment of this Lease and/or the Guaranty or the breach Leased Premises in contravention of the Guaranty by one of the GuarantorsArticle 9.0 hereof.

Default by Tenant. The following will be events occurrence of default by Tenant under this Lease: (a) Failure to pay when due any installment of Rent one or any other payment required pursuant to this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all more of the assets following shall constitute an “Event of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant Default” under this Lease Agreement: A. The failure of Tenant to pay any Rent within ten (each10) days after receipt of written notice from Landlord of Tenant’s failure to pay such Rent on the due date therefor under this Lease Agreement; B. The failure of Tenant to perform, comply with or observe any of the other covenants or conditions contained in this Lease Agreement and the continuance of such failure for the period of time as may be specified elsewhere in this Lease Agreement for such specific covenant or condition, or should no period of time be specified elsewhere in this Lease Agreement with respect to such specific covenant or condition, a “Guarantor”); period of ten (c10) A transfer in fraud of creditors or an assignment for the benefit of creditorsdays after written notice to Tenant; or, whether by Tenant or any Guarantor; if such failure cannot reasonably be cured within said ten (d10) The filing or imposition of a lien against the Premisesday period despite Tenant’s diligent good faith efforts, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in promptly commence its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced good faith efforts to cure such breach upon receipt failure within said ten (10) day period and/or the continuance of Landlordsuch failure for a period of one hundred twenty (120) days notwithstanding Tenant’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not ; C. Tenant shall fail to exceed a total of sixty execute and acknowledge or otherwise respond in good faith and in writing within ten (6010) days from after submission to Tenant of a request for confirmation of the date subordination of Landlord’s noticethis Lease Agreement pursuant to Section 24 or an estoppel certificate pursuant to Section 35; D. The failure of Tenant to occupy the Leased Premises during the entire Term for a period of twelve (g12) Tenant’s breach of the same provision of this Lease, consecutive months (other than reasonable cessations of operations in connection with fires or other casualties as described in Section 13 or a Taking as described in Section 14), provided that intermittent operations not exceeding six (6) consecutive months in duration shall not serve to interrupt the obligation to pay Rent, more than twice (2) in any running of such twelve (12) month period; (h) Failure to deliver, maintain E. The filing of a petition by or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and against Tenant of Tenant’s obligations under this Lease Agreement (i) Failure naming Tenant or as debtor in any bankruptcy or other insolvency proceeding, (ii) for the appointment of a liquidator or receiver for all or substantially all of Tenant’s property or for Tenant’s interest in this Lease Agreement, or (iii) to reorganize or modify Tenant’s capital structure, to the extent such petition is not removed or rescinded within ninety (90) days after the filing date; F. The admission by Tenant in writing of its inability to meet its obligations as they become due or the making by Tenant of an assignment for the benefit of its creditors; G. The attempt by Tenant to assign this Lease Agreement or to sublet all or any part of the guarantors Leased Premises without the prior written consent of Landlord in accordance with Section 12, to fulfill the terms and conditions of extent Landlord’s consent was required; or H. The failure by Tenant to comply with the Guaranty or the breach of the Guaranty by one of the Guarantors.insurance requirements set forth in Exhibit E.

Default by Tenant. The occurrence of any one or more of the following will be events shall constitute a material default and breach of default this Lease by Tenant: (i) the abandonment of the Premises by Tenant under this Lease: or the vacating of the Premises for more than thirty (a30) Failure consecutive days; (ii) the failure by Tenant to pay when due make any installment payment of Rent or any other payment required pursuant to this Lease within five be made by Tenant hereunder, where that failure shall continue for a period of three (53) business days after Landlord gives written notice to Tenant of that failure; (iii) the failure by Tenant to observe or perform any of the other covenants, conditions or provisions of the Lease, where such failure shall continue for a period of twenty (20) days; provided, however, if more than twenty (20) days are reasonably required for its cure then Tenant shall not be deemed to be in default if Tenant commences such cure within said 20-day period and thereafter diligently prosecutes such cure to completion; (iv) the making by Tenant of due date; (b) The filing of a petition for bankruptcy any general assignment or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment general arrangement for the benefit of creditors, whether ; (v) the filing by or against Tenant or any Guarantor; (d) The filing or imposition of a lien petition to have Tenant adjudged bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against the PremisesTenant, the Buildings same is dismissed within sixty (60) days); (vi) the appointment of a trustee or receiver to take possession of substantially all of Tenant's assets located at the Property as a result Premises or of any act or omission of Tenant's interest in the Lease, where possession is not restored to Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt days; or (vii) the attachment, execution or other judicial seizure of notice substantially all of same; (e) The liquidation, termination Tenant's assets located at the Premises or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of 's interest in this Lease, other than the obligation to pay Rent, more than twice where such seizure is not discharged within thirty (230) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsdays.

Default by Tenant. The following will be events of default by Tenant under this Lease: (a) 16.1.1 Failure to pay when due any installment of Rent or any Rent; 16.1.2 Any other payment required pursuant to this Lease within five (5) days of due dateafter notice from Landlord to Tenant that such payment is past due; (b) 16.1.3 The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or of a receiver or trustee for all all, or substantially all all, of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any each party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) 16.1.4 A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) 16.1.5 The filing or imposition of a lien against the Premises, the Buildings or the Property Premises as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice by Landlord of sameits filing; (e) 16.1.6 The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) 16.1.7 Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party toLease, other than the obligation to pay Rent, within twenty thirty (2030) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 30 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty ninety (6090) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The occurrence of any one or more of the ----------------- following will be events of shall constitute a default (a "Default") by Tenant under this ------- Lease: (a) Failure Tenant shall fail to pay to Landlord any Rent, Additional Rent or other monetary charges due (after ten (10) days prior written notice or as otherwise specifically provided herein) from Tenant hereunder as and when due any installment of Rent or any other payment required pursuant to this Lease within five and payable (5) days of due datea "Monetary Default"); (b) The filing Tenant breaches or fails to comply with any term, provisions, conditions or covenant of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations this Lease, other than as they become duedescribed in Section 8.1(a), or the appointment or a receiver or trustee for all or substantially all with any of the assets of Tenant; in each Building rules and regulations now or hereafter established to govern the operation of the foregoing casesProject, if provided that such breach or failure is not dismissed cured within 30 thirty (30) days after written notice from Landlord of such filingdefault or such longer period of time as may be reasonably necessary if Tenant is proceeding with its best efforts to cure such default, adjudication, admission or appointment, as applicable; but in no event later than ninety (90) days from the foregoing shall also apply to any party guaranteeing the obligations date Tenant receives notice of Tenant under this Lease (each, a “Guarantor”)such default; (c) A transfer Transfer (hereinafter defined) other than a Permitted Transfer (as hereinafter defined) shall occur, without the prior written approval of Landlord; (d) The interest of Tenant under this Lease shall be levied on under execution or other legal process; (e) Any petition in fraud bankruptcy or other insolvency proceedings shall be filed by or against Tenant, or any petition shall be filed or other action taken to declare Tenant a bankrupt or to delay, reduce or modify Tenant's debts or obligations or to reorganize or modify Tenant's capital structure or indebtedness or to appoint a trustee, receiver or liquidator of creditors Tenant or of any property of Tenant, or any proceeding or other action shall be commenced or taken by any governmental authority for the dissolution or liquidation of Tenant and, within thirty (30) days hereafter, Tenant fails to secure a discharge thereof; (f) Tenant shall become insolvent, or Tenant shall make an assignment for the benefit of creditors, whether by or Tenant shall make a transfer in fraud of creditors, or a receiver or trustee shall be appointed for Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantproperties; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice;and (g) Tenant’s breach of Tenant shall do or permit to be done anything which creates a lien upon the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty Premises or the breach of the Guaranty by one of the GuarantorsProject.

Default by Tenant. 17.1 The occurrence of any of the following will be events shall constitute a breach of the Lease, and a default if not cured by Tenant under this Leasewithin the time provided below to cure such breach: (a) 17.1.1 Failure by Tenant to pay when due any installment of Rent or any other payment required pursuant to amount due hereunder when such amount becomes payable in accordance with this Lease within five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become dueLease, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing casesto duly, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to promptly and completely perform any party guaranteeing the obligations obligation of Tenant under this Lease Articles 14 or 15 above, and continuation of such failure for a period of three (each, a “Guarantor”);3) business days after receipt of the written statutory notice from Landlord to Tenant specifying the nature of such failure. (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether 17.1.2 Failure by Tenant in the due, prompt and complete performance or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result observance of any act other express or omission implied covenant, agreement or obligation of Tenant contained in this Lease, and the continuation of such failure for a period of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt written notice from Landlord to Tenant specifying the nature of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenantfailure; provided, however, that if any such breach failure cannot reasonably be cured within such 20 day period using diligent efforts and period, Tenant shall not be deemed to be in default hereunder if Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then commences such cure within such period shall be extended for so long as Tenant continues and thereafter diligently pursues such cure to use diligent efforts to cure, not to exceed a total of sixty completion and completes such cure within ninety (6090) days from the date of Landlord’s notice;days. (g) 17.1.3 Tenant’s breach abandoning the Premises, which shall mean for these purposes, Tenant’s absence for a period of the same provision of this Lease, other than the obligation to pay Rent, more than twice two (2) weeks from the Premises while otherwise in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure default of any of the guarantors to fulfill the terms and conditions of this Lease. 17.1.4 Tenant, its assignee, sublessee, other transferee, successor or any guarantor of this Lease gives to Landlord any financial statement or representation which proves to be materially false or materially misleading. 17.1.5 The insolvency of Tenant; the Guaranty making by Tenant of any assignment for the benefit of creditors; the filing by or against Tenant of a petition to have Tenant adjudged bankrupt or of a petition for reorganization or arrangement under any law relating to bankruptcy, insolvency or creditors’ rights in general (unless in the breach case of a petition filed against Tenant, the same is dismissed within sixty (60) days); the appointment of a trustee or receiver to take possession of all or a substantial part of Tenant’s assets or of Tenant’s interest under this Lease, where such seizure is not discharged within sixty (60) days. The occurrence of any of the Guaranty by one acts or events referred to in this Article with respect to any Guarantor of this Lease shall also constitute a default hereunder. 17.1.6 The attachment, execution or other judicial seizure of a substantial portion of Tenant’s assets or of Tenant’s interest in this Lease, where such seizure is not discharged within sixty (60) days. 17.2 The notices referred to in Article 17.1.1 and 17.1.2 above shall be in lieu of, and not in addition to, any notice required under Section 1161 et seq. of the GuarantorsCalifornia Code of Civil Procedure.

Default by Tenant. The following will be events of default by Tenant under this Lease: A. If (a) Failure Tenant defaults in fulfilling any of the covenants of this Lease on Tenant’s part to pay when due be fulfilled, other than the covenants for the payment of Fixed Rent or additional rent, then, in any installment one or more of such events, upon Landlord serving a ten (10) days’ Notice upon Tenant specifying the nature of said default, and upon the expiration of said ten (10) days, if Tenant shall have failed to comply with or remedy such default, or if the said default or omission complained of shall be of such a nature that the same cannot be completely cured or remedied within said ten (10) day period, and if Tenant shall not have diligently commenced curing such default within such ten (10) day period, and shall not thereafter with reasonable diligence and in good faith proceed to remedy or cure such default or (b) Tenant shall default in the performance of any term or condition of this Lease (other than the payment of Fixed Rent or additional rent) more than three (3) times in any period of nine (9) months, or, with respect to the payment of any item of Fixed Rent or additional rent, more than two (2) times in any period of six (6) months, and notwithstanding that such defaults shall have each been cured within the applicable period, as above provided, if any further similar default shall occur or (c) Tenant shall default in the payment of Fixed Rent or any other payment required pursuant to this Lease within item of additional rent hereunder for more than five (5) days of due date; (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all of the assets of Tenant; in each of the foregoing cases, if not dismissed within 30 days Business Days after Notice from Landlord of such filing, adjudication, admission default or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”); (c) A transfer in fraud of creditors or an assignment for the benefit of creditors, whether by Tenant or any Guarantor; (d) The filing a Bankruptcy Event, then (in the event of (a), (b), (c), or imposition (d) above) Landlord may serve a three (3) days’ Notice of a lien against cancellation of this Lease upon Tenant, and upon the Premisesexpiration of said three (3) days, this Lease and the Buildings or Term shall end and expire as fully and completely as if the Property date of expiration of such three (3) day period were the Expiration Date set forth herein and Tenant shall then quit and surrender the Premises to Landlord, but Tenant shall remain liable as a result of any act or omission hereinafter provided. B. If the Notices provided for in Section 20.01A hereof shall have been given, and the Term shall expire as aforesaid; then Landlord may, without additional Notice, dispossess Tenant and the legal representative of Tenant and any other occupant of the failure of Tenant to satisfy Premises by self-help, summary proceedings or bond other legal actions or proceedings, and remove their effects and hold the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, Premises as if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and had not been made, but Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; shall remain liable hereunder as hereinafter provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantors.

Default by Tenant. The Landlord and Tenant hereby agree that the occurrence of any one or more of the following will be events of is a default by Tenant under this Lease:Lease and that said default shall give Landlord the rights described in Section 13.2. Landlord or Landlord’s authorized agent shall have the right to execute and to deliver any notice of default, notice to pay rent or quit or any other notice Landlord gives Tenant. (a) Failure Tenant’s failure to pay when due make any installment payment of Rent Base Rent, Tenant’s Share of Operating Expense increases, Tenant’s Share of Real Property Taxes, parking charges, Non-Business Hours HVAC Charges, late charges, or any other payment required to be made by Tenant hereunder, as and when due, where such failure shall continue for a period of three (3) days after written notice thereof from Landlord to Tenant. In the event that Landlord serves Tenant with a notice to pay rent or quit pursuant to applicable unlawful detainer statutes, such notice shall also constitute the notice required by this Lease within five (5) days of due date;Section 13.1(a). (b) The filing of a petition for bankruptcy or insolvency under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee for all or substantially all abandonment of the assets Premises by Tenant coupled with the nonpayment of rent in which event Landlord shall not be obligated to give any notice of default to Tenant; in each of the foregoing cases, if not dismissed within 30 days of such filing, adjudication, admission or appointment, as applicable; the foregoing shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, a “Guarantor”);. (c) A transfer in fraud The failure of creditors Tenant to comply with any of its obligations under Sections 6.1, 6.2(b), 7.2, 7.3, 8, 12, 18, 19, 21, 23, 24, 26, 34, 35 and 56 where Tenant fails to comply with its obligations or an assignment for fails to cure any earlier breach of such obligation within ten (10) days following written notice from Landlord to Tenant. In the benefit of creditors, whether by event Landlord serves Tenant with a notice to quit or any Guarantor;other notice pursuant to applicable unlawful detainer statutes, said notice shall also constitute the notice required by this Section 13.1(c). (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of by Tenant to satisfy observe or bond perform any of the lien covenants, conditions or provisions of this Lease to be observed or performed by Tenant (other than those referenced in its entirety within thirty Sections 13.1(a), (30b) and (c), above), where such failure shall continue for a period of ten (10) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or any other lease or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after written notice thereof from Landlord to Tenant; provided, however, that if the nature of Tenant’s non-performance is such breach canthat more than ten (10) days are reasonably required for its cure, then Tenant shall not be cured deemed to be in default if Tenant commences such cure within such 20 said ten (10) day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then thereafter diligently pursues such cure period to completion. In the event that Landlord serves Tenant with a notice to quit or any other notice pursuant to applicable unlawful detainer statutes, said notice shall be extended also constitute the notice required by this Section 13.1(d). (i) The making by Tenant or any guarantor of Tenant’s obligations hereunder of any general arrangement or general assignment for so long the benefit of creditors; (ii) Tenant or any guarantor becoming 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 continues to use diligent efforts to cureor guarantor, not to exceed a total of the same is dismissed within sixty (60) days from days); (iii) the date appointment of Landlorda trustee or receiver to take possession of substantially all of Tenant’s notice;assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; (iv) 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 thirty (30) days; or (v) the insolvency of Tenant. In the event that any provision of this Section 13.1(e) is unenforceable under applicable law, such provision shall be of no force or effect. (f) The discovery by Landlord that any financial statement, representation or warranty given to Landlord by Tenant, or by any guarantor of Tenant’s obligations hereunder, was materially false at the time given. Tenant acknowledges that Landlord has entered into this Lease in material reliance on such information. (g) If Tenant is a corporation, limited liability company or a partnership, the dissolution or liquidation of Tenant unless such dissolution or liquidation is part of an acquisition of Tenant otherwise permitted by this Lease and such acquisition results in a contemporaneous assignment of the Lease to the acquiring entity and the acquiring entity has a net worth based on generally accepted accounting principles that is equal to or greater than Tenant’s breach of net worth immediately prior to the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period;acquisition. (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and If Tenant’s obligations under this Lease are guaranteed: (i) Failure the death of any a guarantor, (ii) the termination of a guarantor’s liability with respect to this Lease other than in accordance with the terms of such guaranty, (iii) a guarantor’s becoming insolvent or the subject of a bankruptcy filing, (iv) a guarantor’s refusal to honor the guaranty, (v) a guarantor’s breach of its guaranty obligation on an anticipatory breach basis or (vi) if the guarantor is a corporation, limited liability company or partnership, the dissolution of the guarantors to fulfill guarantor or the terms and conditions termination of the Guaranty or the breach of the Guaranty by one of the Guarantorsguarantor’s existence.

Default by Tenant. The Each of the following will occurrences shall be events deemed an event of default (“Default”) by Tenant under this Lease: (a1) Failure to pay when Tenant has not paid any past due any installment of Rent or any other payment required pursuant to this Lease within five (5) days after Landlord gives written notice of due date;nonpayment to Tenant; or (b2) The filing Tenant has not complied with any term, provision or covenant of this Lease, other than the payment of Rent, and has not cured such noncompliance within thirty (30) days after written notice to Tenant, or such longer period as may be reasonably required, not to exceed an additional forty-five (45) days, if the nature of cure is such that it cannot be completed within thirty (30) days, so long as Tenant commenced cure within the initial thirty (30) day period and thereafter diligently pursues cure to completion; or (3) Tenant files a petition, or an involuntary petition for bankruptcy is filed against Tenant (and is not dismissed within sixty (60) days), or insolvency Tenant becomes insolvent under any applicable federal or state bankruptcy or insolvency law; an adjudication of bankruptcy , or insolvency or an admission Tenant admits that it cannot meet its financial obligations as they become due, or the appointment or a receiver or trustee shall be appointed for all or substantially all of the assets of Tenant; in each of the foregoing cases, if Tenant (and is not dismissed within 30 days of such filingsixty (60) days), adjudication, admission or appointment, as applicable; the foregoing Tenant shall also apply to any party guaranteeing the obligations of Tenant under this Lease (each, make a “Guarantor”); (c) A transfer in fraud of creditors or shall make an assignment for the benefit of creditors; or (4) Tenant does or permits to be done any act which results in a lien being filed against the Premises or the Project, whether and such lien is not discharged or bonded over pursuant to Section 11.H. of this Lease. If a Default under Section 18.A.(3) occurs, nothing contained herein shall be construed to express or imply that Landlord consents to any assumption and/or assignment of the Lease by Tenant or any Guarantor; (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision inclusion of this Lease within Tenant’s bankruptcy estate, and Landlord expressly reserves the right to object to any assumption and/or assignment of the Lease and to any inclusion of this Lease within Tenant’s bankruptcy estate. Neither Tenant nor any trustee who may be appointed in such case shall conduct or permit of any “fire”, “bankruptcy”, “going out of business”, auction sale or other lease public sale in or agreement Landlord and Tenant are a party to, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the GuarantorsPremises.

Default by Tenant. (a) The following will be events shall constitute events of default by Tenant under this Lease: (a1) Failure a default by Tenant in the payment of any rent or other sum payable hereunder for a period of 10 days after the same is due, provided that if Tenant has failed one or more times in any twelve-month period to pay when due any installment of Rent rent or any other payment required pursuant to this Lease sum within five (5) 10 days of after the due date, no grace period shall thereafter be applicable hereunder; (b2) The filing a default by Tenant in the performance of any of the other terms, covenants, agreements, or conditions contained herein and, if the default is curable, the continuation of such default for a petition period of 10 days after notice by Landlord or beyond the time reasonably necessary for cure if the default is of the nature to require more than 10 days to remedy, provided that if Tenant has defaulted in the performance of the some obligation one or more times in any twelve-month period and notice of such default has been given by Landlord in each instance, no cure period shall thereafter be applicable hereunder: (3) the bankruptcy or insolvency under of Tenant, any applicable federal or state bankruptcy or insolvency law; an adjudication transfer by Tenant in fraud of bankruptcy or insolvency or an admission that it cannot meet its financial obligations as they become duecreditors, assignment by Tenant for the benefit of creditors, or the commencement of any proceedings of any kind by or against Tenant under any provision of the Federal Bankruptcy Act or under any other insolvency, bankruptcy or reorganization act unless, in the event any such proceedings are involuntary, Tenant is discharged from the same within 60 days thereafter; the appointment or of a receiver or trustee for all or substantially all a substantial part of the assets of Tenant; in each or the levy upon this Lease or any estate of Tenant hereunder by any attachment or execution; or (4) the abandonment of the foregoing casespremises. (b) Upon the occurrence of any event of default by Tenant hereunder, if not dismissed within 30 days Landlord may, at its option and without any further notice or demand, in addition to any other rights and remedies given hereunder or by law, do any of the following: (1) Landlord shall have the right, so long as such default continues, to give notice of termination to Tenant, and on the date specified in such notice this Lease shall terminate. (2) In the event of any such termination of this Lease, Landlord may then or at any time thereafter, re-enter the premises and remove therefrom all persons and property and again repossess and enjoy the premises, without prejudice to any other remedies that Landlord may have by reason of Tenant's default or of such filingtermination. (3) In the event of any such termination of this Lease, adjudication, admission or appointment, as applicable; the foregoing shall also apply and in addition to any party guaranteeing other rights and remedies Landlord may have, Landlord shall have all of the obligations rights and remedies of a landlord provided by Section 1951.2 of the California Civil Code. The amount of damages which Landlord may recover in event of such termination shall include, without limitation, (i) the worth at the time of award (computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent) of the amount by which the unpaid rent for balance of the term after the time of award exceeds the amount of rental loss that Tenant under proves could be reasonably avoided, (ii) all legal expenses and other related costs incurred by Landlord following Tenant's default, (iii) all costs incurred by Landlord in restoring the premises to good order and condition, or in remodeling, renovating or otherwise preparing the premises for reletting, and (iv) all costs (including, without limitation, any brokerage commissions) incurred by Landlord in reletting the premises. (4) For the purpose of determining the unpaid rent in the event of a termination of this Lease, or the rent due hereunder in the event of a reletting of the premises, the monthly rent reserved in this Lease shall be deemed to be the sum of the rental due under paragraph 3 above and the amounts last payable by Tenant pursuant to paragraph 4 above. (each5) After terminating this Lease, Landlord may remove any and all personal property located in the premises and place such property in a “Guarantor”);public or private warehouse or elsewhere at the sole cost and expense of Tenant. (c) A transfer Even though Tenant has breached this Lease and abandoned the premises, this Lease shall continue in fraud effect for so long as Landlord does not terminate Tenant's right to possession, and Landlord may enforce all its rights and remedies under this Lease, including the right to recover rental as it becomes due under this Lease. Acts of creditors maintenance or an assignment for preservation, efforts to relet the benefit premises, or the appointment of creditorsa receiver upon initiative of Landlord to protect Landlord's interest under this Lease, whether by Tenant or any Guarantor;shall not constitute a termination of Tenant's right to possession. (d) The filing or imposition of a lien against the Premises, the Buildings or the Property as a result of any act or omission of Tenant and the failure of Tenant to satisfy or bond the lien remedies provided for in its entirety within thirty (30) days after receipt of notice of same; (e) The liquidation, termination or dissolution of Tenant or any Guarantor, or, if Tenant or any Guarantor is a natural person, the death of Tenant or such Guarantor; (f) Failure to cure the breach of any provision of this Lease or are in addition to any other lease remedies available to Landlord at law or agreement Landlord and Tenant are a party toin equity, other than the obligation to pay Rent, within twenty (20) days after notice thereof to Tenant; provided, however, that if such breach cannot be cured within such 20 day period using diligent efforts and Tenant promptly commenced efforts to cure such breach upon receipt of Landlord’s notice thereof, then such cure period shall be extended for so long as Tenant continues to use diligent efforts to cure, not to exceed a total of sixty (60) days from the date of Landlord’s notice; (g) Tenant’s breach of the same provision of this Lease, other than the obligation to pay Rent, more than twice (2) in any twelve (12) month period; (h) Failure to deliver, maintain by statute or restore the Security Deposit pursuant to Section 11.2 hereof within the timeframes provided; and (i) Failure of any of the guarantors to fulfill the terms and conditions of the Guaranty or the breach of the Guaranty by one of the Guarantorsotherwise.