Common use of Default Provisions Clause in Contracts

Default Provisions. In addition to any Default arising under Section 20.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.

Default Provisions. 33.1 In addition the event that either party breaches any obligation under this Agreement (“the defaulting party”, the other party (the “aggrieved party”) shall be entitled to send a written notice to the defaulting party calling on the latter to rectify such breach within 7 days. 33.2 The defaulting party shall be obliged to make good the breach to which the said notice relates within 7 days of the receipt of the said notice. 33.3 If the defaulting party fails to comply with the said notice the aggrieved party shall be entitled to cancel this Agreement without prejudice to any Default arising under Section 20.1 above, each of other rights or remedies which the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay on aggrieved party may have in law. 33.4 In the due date; provided, however, event that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent this Agreement is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except terminated as is otherwise provided below in this Section 20.2, if Tenant fails, whether contemplated by action or inaction, to timely comply with, or satisfy, any or clause 33.3 above all of the obligations imposed on Tenant of the defaulting party shall immediately become due (notwithstanding the fact that the date for such performance may not yet have arrived), and:- (1) In the event that the defaulting party is the Purchaser,:- (a) all monies paid by the Purchaser shall be retained in the trust account of the Conveyancers, pending determination of damages suffered by the Seller; (b) the Purchaser shall compensate the Seller for any additional damages which it may have suffered; (2) In the event that the defaulting party is the Seller, the defaulting party shall:- (a) compensate the Purchaser for any damages which it may have suffered. 33.5 If the Purchaser is in occupation of the Property at the time when the Agreement is cancelled the Purchaser shall immediately vacate the Property: (1) The obligation to vacate the Property will arise even if the Purchaser disputes the cancellation or asserts a right to continue to occupy for any reason. (2) If the Purchaser for any reason fails to vacate the Property after cancellation: (a) the Purchaser shall be obliged to perform obligations under this Lease Agreement as if it had not been cancelled; (other than b) the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord Occupational Rental shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not in these circumstances be deemed to be a “Default” for purposes an amount equivalent to double the Occupational Rental as defined in clause 11 of this Lease; the Covering Schedule; (c) the occurrence Seller’s acceptance of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there such performance shall be no notice required without prejudice to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and its rights; (d) Guarantor defaults under the Seller shall, in addition, be entitled to claim all damages flowing from such unlawful occupation, including but not limited to: (i) the fair and reasonable costs of restoring the Property to the condition in which it was at the Possession Date; (ii) damages for holding over from the date on which the Agreement was cancelled to the date on which the Property is restored to the Seller, clause (a) above having been complied with (“the Restoration Date”) ; (iii) payment of an amount equivalent to all Levies, rates and taxes and service charges and all other amounts which the Seller has had to pay during the subsistence of the holding over; (iv) such further damages as the Seller may have suffered as a consequence of the Purchaser’s holding over, including a loss of profits arising out of any subsequent sale which the Seller may prove would have been concluded but for the holding over. (v) If it is held by a competent court that the Seller unlawfully cancelled the Agreement, the Seller shall be liable to the Purchaser for such damages as he may prove he has suffered. 33.6 Should the Transfer be delayed as a consequence of a breach on the part of the Seller, without derogating from any other rights or all remedies of the Purchaser in terms of this Agreement, the Seller shall be liable to compensate the Purchaser in respect of said delay by compensation in the form of damages actually suffered by the Purchaser, and which flow naturally from the breach, up to a maximum of:- (1) interest at the prime rate plus 3% (three per cent) on the purchase price of the Property; (2) the pro rata rates and taxes payable in respect of the Property; (3) the pro rata levies payable in respect of the Property; for the period calculated from the date upon which the Purchaser would have been able to take Transfer of the Property up until the Transfer Date. 33.7 The Seller shall be deemed to not be in breach of its obligations under in the event that certain Guaranty the delay is occasioned by circumstances which are beyond its control, such as, for example, delays caused by rain, strikes, building supply delays and/or litigation which prevents the completion of Leasethe building and/or the Subject Matter and/or any delays by and/or the failure of any regulatory body to grant any permission which may be necessary and/or delays occasioned by the conveyancing process including delays which may arise as a result of the Conveyancers having to do batched transfers and/or to co-ordinate the lodgement of title deeds in the deeds office. 33.8 Should the Transfer be delayed as a consequence of a breach on the part of the Purchaser, dated then without derogating from any other rights or remedies of even the Seller in terms of this Agreement, the Purchaser shall be liable to compensate the Seller in respect of said delay by making payment to the Seller of:- (1) the pro rata rates and taxes, and the pro rata levies, payable in respect of the Property for the period calculated from the date herewith upon which the Seller would have been able to pass transfer until the Transfer Date (the “Guaranty”Delay Period); (2) Interest, and fails to cure same within in respect of the time periodDelay Period, if any, provided calculated at the prime rate plus 3% (three per cent) on: (a) the Purchase Price; (b) the estate agent's commission contemplated in clause 14 of the Covering Schedule (in the Guaranty event that this does not form part of the Purchase Price which is payable by the Purchaser); (each, a “Guaranty Default”); upon 3) Any other damages which the occurrence Seller may suffer. 33.9 In the event that Transfer is delayed for more than 6 months after the estimated transfer date referred to in clause 6 of any Guaranty Default, there the Covering Schedule either party shall be no entitled to cancel this Agreement by notice required in writing to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseother.

Default Provisions. In addition to any Default arising under Section 20.1 21.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 twelve (12) month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten five (105) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 thirty (30) days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 thirty (30) day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 thirty (30) day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 sixty (60) days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; and, at Landlord’s election, (c) if Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTerm.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a Default: an event of default (aherein called an "EVENT OF DEFAULT") if under this Lease: (i) If Tenant, at any time during the continuance of this Lease (and regardless of the pendency of any bankruptcy, reorganization, receivership, insolvency or other proceedings, at law, in equity, or before any administrative tribunal, which have or might have the effect of preventing Tenant fails from complying with the terms of this Lease), shall (A) fail to pay Rent or make any other payment when due hereunder within of Basic Rent and such failure continues for ten (10) days after Business Days following written notice from Landlord to Tenant specifying such failure, (B) fail to make any payment when due of Additional Rent and such failure continues for twenty (20) Business Days following written notice from Landlord to Tenant specifying such failure, (C) fail to maintain any insurance required under this Lease and such failure continues for ten (10) Business Days following written notice from Landlord to Tenant specifying such failure, or (D) fail to observe or perform any other material provision hereof for thirty (30) Business Days following written notice from Landlord to Tenant specifying such failure, provided, that in the case of any default referred to in this Lease which is reasonably susceptible of cure but cannot with diligence be cured within such thirty (30) Business Day period, then, upon receipt by Landlord of a certificate of Tenant signed by an officer of Tenant stating the reason such default cannot be cured within thirty (30) Business Days, describing the efforts being undertaken by Tenant to cure such default and reasonably estimating the cure period, and provided that Tenant at all times proceeds with good faith due diligence to cure such default, the time within which such failure may be cured shall be extended for such period as may be necessary to complete the curing of the same with continuous, good faith due diligence (provided further that Tenant shall provide Landlord with an update of such failure original certificate, signed by an officer of Tenant, no less frequently than monthly, which update shall include a reasonably detailed description of what Tenant is continuing to pay on do and what Tenant has then accomplished, and a reasonable estimate of how long it will take to complete the due datecure); provided, however, that if or (ii) If any representation or warranty of Tenant set forth in this Lease or in any consecutive 12 month written certificate delivered pursuant to, or in connection with, this Lease shall prove to be incorrect in any material respect as of the time when the same shall have been made and as of the time when the incorrectness shall be discovered and if reasonably susceptible of cure shall not have been cured within thirty (30) Business Days after receipt of written notice to Tenant thereof, provided that, upon receipt by Landlord of a certificate of Tenant signed by an officer of Tenant stating the reason such incorrectness has not been cured within such thirty (30) Business Day period, describing the efforts being undertaken by Tenant shallto cure such default and reasonably estimating the cure period, on two and provided that Tenant at all times proceeds with good faith due diligence to cure such default, the time within which such incorrectness may be cured shall be extended for such period as may be necessary to complete the curing of the same with continuous, good faith due diligence (2provided further that Tenant shall provide Landlord with an update of such original certificate, signed by an officer of Tenant, upon Landlord's request, which update shall include a reasonably detailed description of what Tenant is continuing to do and what Tenant has then accomplished, and a reasonable estimate of how long it will take to complete the cure); or (iii) separate occasionsIf Tenant shall file a petition commencing a voluntary case under the Federal Bankruptcy Code or any other federal or state law (as now or hereafter in effect) relating to bankruptcy, fail insolvency, reorganization, winding-up or adjustment of debts (hereinafter singly a "BANKRUPTCY LAW" and collectively "BANKRUPTCY LAWS") or if Tenant shall (A) apply for or consent to pay the appointment of, or the taking of possession by, any installment receiver, custodian, trustee, United States Trustee or liquidator (or other similar official) of Rent the Premises or any part thereof or of any substantial portion of Tenant's property or (B) make a general assignment for the benefit of its creditors; or (iv) If an order for relief against Tenant shall be entered in any involuntary case under the Federal Bankruptcy Code or any similar order against Tenant shall be entered pursuant to any other Bankruptcy Law, or if a petition commencing an involuntary case against Tenant or proposing the reorganization of Tenant under any Bankruptcy Law shall be filed and not be discharged or denied within ninety (90) days after such filing, or if an order, judgment or decree by any court of competent jurisdiction approving or ordering (A) the liquidation, reorganization, dissolution, winding-up or adjustment of debts of Tenant, or (B) the appointment of a receiver, custodian, trustee, United States Trustee or liquidator (or any similar official) of the Premises or any part thereof or of Tenant or of any substantial portion of Tenant's property shall be entered and continue unstayed and in effect for ninety (90) days. (b) If an Event of Default shall have occurred and be continuing, Landlord shall have, in its sole discretion, the following rights: (i) To terminate the Term of this Lease by written notice to Tenant. Thereupon, the Term of this Lease and the estate hereby granted shall terminate on the date on which Landlord designates in such installment notice as completely and with the same effect as if such date were the date fixed herein for the expiration of the Term of this Lease, and all rights of Tenant hereunder shall terminate, but Tenant shall remain liable as provided herein. In the event of Landlord's termination of this Lease, Tenant shall pay to Landlord all Basic Rent and Additional Rent to and including the date of termination. (ii) If Landlord has terminated the Lease pursuant to clause (i) above, to (A) re-enter and repossess the Premises or any part thereof by summary proceedings, ejections or otherwise and (B) remove all persons and property therefrom. (iii) To use reasonable efforts to relet the Premises or any part thereof for the account of Tenant, in the name of Tenant or Landlord or otherwise, without notice to Tenant, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the term of this Lease) and on such conditions (which may include concessions or free rent) and for such uses as Landlord, in its absolute discretion, may determine; provided Landlord shall not be required to make any effort to relet the Premises except as required by applicable law. Landlord may collect and receive any rents payable by reason of such reletting. If the Premises are relet by Landlord for the account of Tenant, Tenant shall be liable to Landlord for, and shall pay to Landlord, as damages (A) all Basic Rent and all Additional Rent as and when such amounts would be payable under this Lease by Tenant in the absence of any such reletting, together with all reasonable expenses of Landlord in connection with such reletting efforts, if any (including, without limitation, all reasonable repossession costs, brokerage commissions, reasonable attorneys' fees and expenses, and reasonable repair costs), less (B) the net proceeds, if any, of any reletting. Notwithstanding the foregoing, in the event any such reletting is duefor a term longer than the balance of the Term, then, Tenant shall be responsible for only a proportionate part of the expenses based on the third balance of the Term as compared to the fixed minimum term of the reletting. Tenant shall pay such occasion damages on the dates on which Rent would be payable under this Lease in the absence of such reletting, and Landlord shall be entitled to recover the same from Tenant on each occasion thereafter on which such date. (iv) without thereby waiving such Event of Default, Landlord may, but shall not be obligated to, take all action, including, without limitation, entry upon the Premises, to perform the obligation of Tenant hereunder immediately and without notice in the case of any emergency as may be reasonably determined by Landlord and upon five (5) business days' notice to Tenant in other cases. All reasonable expenses incurred by Landlord in connection therewith, including, without limitation, reasonable attorneys' fees to the extent actually incurred and expenses (including, without limitation, those incurred in connection with any appellate proceedings), shall fail constitute Additional Rent under this Lease and shall be paid by Tenant to pay Landlord upon demand. (v) In the event of the termination of the Term by reason of the occurrence of an installment Event of Rent on Default, whether or not Landlord shall have collected any damages pursuant to clause (i) above with respect to the date period prior to such installment of Rent is duetermination, Landlord shall be relieved entitled to recover from any obligation to provide notice to Tenant, and Tenant shall pay to Landlord on demand, as damages for Tenant's default and in lieu of all liquidated and other damages in respect of Basic Rent and Additional Rent due beyond the date of such termination, an amount equal to the sum of: (I) the excess of (a) the aggregate of all Basic Rent and Additional Rent, in each case from the date of such termination for what is or would have been, in the absence of such termination, the then unexpired Term, discounted on a monthly basis at an annual rate equal to the lesser of (1) the interest rate then chargeable prior to a default under the note secured by the first Mortgage less one percent (1%) or (2) the then quoted semi-annual yields (which shall be converted to monthly yields) on U.S. Treasury securities maturing nearest the end of the Term (as if no longer have a ten termination had occurred) (10the "DISCOUNT RATE") day period in which to cure any such failure; over (b) except the then fair rental value of the Premises for the same period, discounted on a monthly basis at the Discount Rate, plus (II) Landlord's other reasonable out-of-pocket expenses incurred as is otherwise provided below a result of such Event of Default. If any applicable law shall limit the amount of damages described in this Section 20.2Subparagraph 19(b) to less than the foregoing amount, if Tenant failsLandlord shall be entitled to the maximum amount allowable under such law. (c) No termination of this Lease pursuant to Subparagraph 19(b)(i), whether by action operation of law or inactionotherwise, to timely comply with, or satisfy, any or all and no repossession of the obligations imposed on Premises or any part thereof pursuant to Subparagraph 19(b)(ii) or otherwise, and no reletting of the Premises or any part thereof pursuant to Subparagraph 19(b)(iii), and no payment of any amounts by Tenant under Subparagraph 19(b) or the exercise by Landlord of any of its other rights under Subparagraph 19(b) shall relieve Tenant of any liabilities under this Lease (other than the obligation to pay Rent) for a period which by express provision of 30 days after Landlord’s delivery to Tenant of written notice of this Lease survive such default under expiration, termination, repossession, reletting or purchase. Nothing in this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord Paragraph 19 shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be waive any duty of Landlord under applicable law to mitigate damages as a “result of an Event of Default” for purposes . (d) In the event of this Lease; (c) litigation between the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant parties with respect to the terms enforcement of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default Landlord's remedies under this Lease; , the losing party shall reimburse the prevailing party for all reasonable attorneys' fees and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (expenses incurred by the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseprevailing party with respect thereto.

Default Provisions. In addition to any Default arising under Section 20.1 21.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; and, at Landlord’s election, or (c) if Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTerm.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a Default: an event of default (each, an "EVENT OF DEFAULT") under this Lease: (i) if the Lessee shall fail to pay (a) any Fixed Rent within five days or Additional Rent within ten days after the date on which payment is due or (b) any other sum required to be paid hereunder on the date on which such payment is due; (ii) subject to the terms of paragraphs 11 and 18 relating to permitted contests, if Tenant fails the Lessee shall fail to pay any Charges when such payment shall become due or within any grace period provided for payment of such Charges; (iii) if the Lessee shall fail to comply with any Insurance Requirement; (iv) if the Lessee shall fail to comply with the requirements of paragraph 27(b) within the time periods provided therein; (v) if the Lessee shall grant, suffer to exist or create any Lien (other than Permitted Encumbrances) upon either Parcel, this Lease, or the Property or any part thereof or interest therein or upon any Fixed Rent, Additional Rent or other sum paid hereunder; (vi) if the Lessee shall fail to observe or perform any other covenant, condition or other provision hereof and such failure shall continue for fifteen (15) days after the earlier of (i) the date on which the Lessee becomes aware of such failure or (ii) notice by the Lessor, the Agent or the Trustee to the Lessee of such failure; PROVIDED, HOWEVER, that if such failure is of such nature that it cannot be corrected by the payment of money or otherwise within such 15-day period, such failure shall not constitute an Event of Default so long as (x) curative action reasonably satisfactory to the Lessor is instituted within such period and diligently pursued to completion thereafter and (y) periodic progress reports thereon are delivered to the Lessor; (vii) if an "Event of Default" (as defined in any such other Operative Document, but excluding any Unwind Event) under the Participation Agreement or any other payment when due hereunder within Operative Document shall have occurred; (viii) if the Lessee has elected not to purchase the Lessor's interest in the Property pursuant to paragraph 27(a)(ii), and if, ten (10) days after written notice from Landlord of such failure Business Days before the Expiration Date, either (a) the Lessee is then rebuilding or restoring, or would be required by the terms hereof to pay on rebuild or restore, the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2Property pursuant to paragraph 12(c) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; hereof or (b) a temporary Condemnation has occurred and is scheduled to continue after the Expiration Date; (ix) if any Operative Document shall for any reason no longer be in full force and effect (except as if such is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all the result of a purchase of the obligations imposed on Tenant under Property by the Lessee pursuant to this Lease Lease); (other than x) if the obligation to pay Rent) Lessee shall have abandoned the Property or the Improvements or if the Property or the Improvements become vacant for a period of 30 days thirty (30) consecutive days; (xi) if the Lessee shall lose any real property interests, licenses or rights to access it currently holds with respect to any sites on which any portion of the Improvements are from time to time located and such loss would prevent the Lessee from using such Improvements as contemplated by the Operative Documents or hinder the enforcement of the Trustee's remedies under the Services Agreement. (b) The Lessor may take all steps to protect and enforce the rights of the Lessor or obligations of the Lessee hereunder, whether by action, suit or proceeding at law or in equity (for the specific performance of any covenant, condition or agreement contained in this Lease, or in aid of the execution of any power herein granted or for any foreclosure, or for the enforcement of any other appropriate legal or equitable remedy) or otherwise as the Lessor shall deem necessary or advisable. (i) If an Event of Default shall have occurred and be continuing, including an Event of Default arising from the breach of a covenant, condition or other provision hereof, then upon five (5) Business Days' prior written notice by the Lessor to the Lessee, in addition to all other rights, remedies or recourses available, the Lessor may either (A) terminate this Lease or (B) terminate the Lessee's right to possession of the Property or any part thereof. If Lessor should elect to terminate this Lease as provided in subparagraph (c)(i)(A) above, then this Lease and the estate hereby granted shall expire and terminate at midnight on the fifth (5th) Business Day (or such later date as may be specified therein) after Landlord’s delivery the date of such notice, as fully and completely and with the same effect as if such date was the date herein fixed for the expiration of the Term and all rights of the Lessee shall terminate, but the Lessee shall remain liable as hereinafter provided. (ii) Should the Lessor elect not to Tenant terminate this Lease, this Lease shall continue in effect and Lessor may enforce all Lessor's rights and remedies under this Lease including the right to recover the Fixed and Additional Rent as each becomes due under this Lease. For the purposes hereof, the following do not constitute a termination of written this Lease: (A) Acts of maintenance or preservation of the Property or any part thereof or efforts to relet the Property or any part thereof, including, without limitation, termination of any sublease of the Property to a third party and removal of such subtenant from the Property; and/or (B) The appointment of a receiver upon initiative of the Lessor to protect the Lessor's interest under this Lease. (d) If an Event of Default shall have occurred and be continuing, and the Lessor has elected to terminate this Lease or terminate the Lessee's right to possession of the Property or part thereof, upon five (5) Business Days' notice, Lessor shall have (i) the right, whether or not this Lease shall have been terminated pursuant to paragraph 19(c) hereof, to re-enter and repossess the Property or any part thereof, as the Lessor may elect, by summary proceedings, ejectment, any other legal action or in any other lawful manner the Lessor determines to be necessary or desirable and (ii) the right to remove all Persons and property therefrom. The Lessor shall be under no liability by reason of any such re-entry, repossession or removal. No such re-entry or repossession of the Property or any part thereof shall be construed as an election by the Lessor to terminate this Lease unless a notice of such default termination is given to the Lessee pursuant to paragraph 19(c) hereof, or unless such termination is decreed by a court or other governmental tribunal of competent jurisdiction. Should the Lessor elect to re-enter the Property as herein provided or should the Lessor take possession pursuant to legal proceedings or pursuant to any notice provided for by Law or upon termination of this Lease of the Lessee's right to possession of the Property or any part thereof pursuant to paragraph 19(c) hereof or otherwise as permitted by Law, the Lessee shall peaceably quit and surrender the Property or any part thereof to the Lessor. In any such event, neither the Lessee nor any Person claiming through or under this Section 20.2(b); provided, however, that if the default cannotLessee, by its naturevirtue of any Law, shall be cured within entitled to possession or to remain in possession of the Property or any such 30 day periodpart thereof, but Tenant commences shall forthwith quit and diligently pursues a cure surrender the Property to the Lessor. (e) At any time or from time to time after the re-entry or repossession of the Property or any part thereof pursuant to paragraph 19(d) hereof, whether or not this Lease shall have been terminated pursuant to paragraph 19(c) hereof, the Lessor may (but shall be under no obligation to) relet the Property or any part thereof, for the account of the Lessee, without notice to the Lessee, for such term or terms and on such conditions and for such uses as the Lessor, in its sole and absolute discretion, may determine. The Lessor may collect and receive any rents payable by reason of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same reletting. The Lessor shall not be deemed liable for any failure to be a “Default” relet the Property or any part thereof or for purposes any failure to collect any rent due upon any such reletting. (f) No termination of this Lease; Lease or of the Lessee's right to possession of the Property or any part thereof pursuant to paragraph 19(c) hereof, or by operation of Law, and no re-entry or repossession of the Property or any part thereof, pursuant to paragraph 19(d) hereof, and no reletting of the Property or any part thereof pursuant to paragraph 19(e) hereof, shall relieve the Lessee of its liabilities and obligations hereunder, all of which shall survive such termination, re-entry, repossession or reletting. (cg) In the event of any termination of this Lease or of the Lessee's right to possession of the Property or any part thereof by reason of the occurrence of any Event of Default, the Lessee shall pay to the Lessor all Fixed Rent, Additional Rent and other sums required to be paid to and including the date of such termination of this Lease or of the Lessee's right to possession; and thereafter, until the end of the Term, whether or not the Property or any part thereof shall have been relet, the Lessee to the extent permitted by applicable Law shall be liable to the Lessor for, and shall pay to the Lessor, on the days on which such amounts would be payable under this Lease in the absence of such termination, re-entry or repossession, as agreed current damages and not as a default penalty: all Fixed Rent, Additional Rent and other sums which would be payable under this Lease by the Lessee, in the absence of such termination, re-entry or repossession, and all costs (including attorneys' fees and expenses incurred by the Lessor hereunder (payable on demand)) and all costs of any environmental remediation required by Environmental Law. To the extent permitted by Law, at such time after the termination or expiration of this Lease as the Lessee shall have paid all amounts required to be paid by it under this Lease and the Lessor shall have discharged any and all obligations to the Holders from time to time of the Instruments, then the Lessor shall pay to the Lessee, when received, the net proceeds, if any, of any reletting effected for the account of the Lessee pursuant to paragraph 19(e), after deducting from such proceeds all of the leases scheduled on Exhibit D Lessor's expenses in connection with such reletting (“Other Leases”including, but not limited to, all repossession costs, brokerage commissions, attorneys' fees and expenses, employees' expenses, alteration costs and expenses of preparation for such reletting and all costs at any environmental remediation required by Environmental Law). (h) Notwithstanding the foregoing, which default under one or more if an Event of Default shall have occurred, the Lessee may within five (5) Business Days of the Other Leases is not cured on a timely basisearliest of the Lessor's, pursuant Agent's or Trustee's notice of such occurrence thereafter pay to the terms Lessor an amount equal to the Offer Purchase Price in which event the Lessor shall be obliged to convey the Property to Lessee in compliance with paragraph 15. (i) At any time after such termination of the applicable Other Lease(s) (“Other Term of this Lease Default”); upon or re-entry or repossession of the Property by reason of the occurrence of an Other Lease Event of Default, there the Lessor shall be no notice required entitled to be delivered hereunderrecover from the Lessee, nor shall and the Lessee will pay to the Lessor on demand, in lieu of all liquidated damages in respect of Fixed Rent beyond the date of such demand (but in addition to any cure period be available claim for current damages in respect of Fixed Rent prior to Tenant hereunder; rather, the occurrence date of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”such demand), and fails an amount equal to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTermination Value.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Default: default by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment AS AND when due hereunder within ten (10) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failurehereunder; (b) except as is otherwise provided below in this Section 20.2TENANT'S ABANDONMENT OF THE LEASED PREMISES PROVIDED, if HOWEVER, TENANT SHALL NOT BE DEEMED TO HAVE ABANDONED THE LEASED PREMISES IF TENANT VACATES THE LEASED PREMISES BUT CONTINUES TO OPERATE THE AIR-CONDITIONING SYSTEMS AT REASONABLE TEMPERATURE SETTINGS AND OTHERWISE CONTINUES TO MAINTAIN THE LEASED PREMISES, AND CONTINUES TO PAY RENT AND ADDITIONAL RENT, AS REQUIRED HEREIN; or (c) Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s 's delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease's notice.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; or (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within deliver to Landlord prior written notice (accompanied by an additional security deposit equal to two monthly installments of Base Rent) before Tenant vacates or abandons the time period, if any, provided in Premises during the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTerm.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Each of the following events shall constitute a be deemed to be, and is referred to in this Lease as, an “Event of Default: ”: (a1) if A default by Tenant fails to pay in the due and punctual payment of (i) all Basic Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay due, by wire transfer, on the first business day of each calendar month, (ii) all Additional Charges (including but not limited to Tenant’s Additional Costs) as and when they become due dateas set forth herein, (iii) any amounts that become due and the entire balance due under the Promissory Note, representing the Security Deposit as set forth in Paragraph 19 hereof as and when such amounts become due, if applicable,; provided, however, that if in any consecutive 12 month period, Tenant shall, on two or (2) separate occasionsThe neglect or failure of Tenant to perform or observe any of the terms, fail covenants, or conditions contained in this Lease on Tenant’s part to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on be performed or observed (other than those referred to in paragraph (1) above for which Tenant shall fail does not have the right to pay an installment of Rent on the date such installment of Rent is due, a cure period) which if not remedied by Tenant within fifteen (15) business days after Landlord shall have given to Tenant written notice specifying such neglect or failure; if such condition can not practically be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten remedied within said fifteen (1015) day period Tenant shall have forty five days from the date of such notice to remedy the condition provided Tenant timely commences and diligently prosecutes such remedy unless the nature of such condition requires it to be remedied in which to cure any such failurea shorter period of time; or (b3) except as is otherwise provided below in this Section 20.2The assignment, if Tenant failstransfer, whether by action or inaction, to timely comply withmortgaging, or satisfy, encumbering of this Lease or the sub-leasing of any or all of the obligations imposed on Tenant under Leased Premises in a manner not strictly in accordance with and permitted by Section 15; or (4) The taking of this Lease or the Leased Premises, or any part thereof, upon execution or by other process of law directed against Tenant, or upon or subject to any attachment at the instance of any creditor of or claimant against Tenant, which execution or attachment shall not be discharged or disposed of within thirty (other than the obligation to pay Rent30) for a period of 30 days after Landlord’s delivery to Tenant the levy thereof; or (5) The abandonment of written notice of such default under this Section 20.2(b); providedthe Leased Premises, however, that if the default cannotin whole or in part, by its natureTenant, provided that no abandonment shall be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as considered to have occurred so long as Tenant continues to diligently pursue such a cure pay all amounts due Landlord, as and when due, and continues to completionmeet all other terms, Landlord shall not exercise its remedies conditions, and obligations of Tenant under Section 21 unless such default remains uncured for more than 270 days after this Lease, as reasonably determined by Landlord. (6) The failure of any sub-tenant occupying any portion of the initial delivery of Landlord’s original default notice Leased Premises to comply with each and same shall not be deemed to be a “Default” for purposes every provision of this Lease; . (cb) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon Upon the occurrence of an Other Lease Event of Default, there Landlord shall have the right, at its election, then or at any time thereafter while such Event of Default shall continue, either: (1) To give Tenant written notice that this Lease will terminate on a date to be specified in such notice, which date shall not be less than ten (10) business days after such notice, and on the date of such notice Tenant’s right to possession of the Leased Premises shall cease and this Lease shall thereupon be terminated, but Tenant shall remain liable as provided in subsection (c);or (2) Without demand or notice, to re-enter and take possession of the Leased Premises, or any part thereof, and repossess the same as of Landlord’s former estate and expel Tenant and those claiming through or under Tenant a right to occupy the Leased Premises, and remove the effects of both or either, either by summary proceedings, or by action at law or in equity or by force (if necessary) or otherwise, without being deemed guilty of any manner of trespass and without prejudice to any remedies for arrears of rent or preceding breach of covenant. If Landlord elects to re-enter the Leased Premises as set forth above, Landlord may terminate this Lease, or, from time to time, without terminating this Lease, may re-lease the Leased Premises, or any part thereof, as agent for Tenant for such term or terms and conditions as Landlord may deem advisable, with the right to make alterations and repairs to the Leased Premises. No such re-entry or taking of possession of the Leased Premises by Landlord shall be no construed as an election on Landlord’s part to terminate this Lease unless a written notice required to be delivered hereunder, nor shall any cure period be available of such intention is given to Tenant hereunder; ratheras set forth above or unless the termination thereof be decreed by a court of competent jurisdiction. Tenant waives any right to the service of any notice of Landlord’s intention to re-enter provided for by any present or future law. (c) If Landlord terminates this Lease pursuant to subsection (b), Landlord shall have the occurrence option to accelerate and declare the entire amount of an Other all Basic Rent and Additional Charges (including but not limited to Tenant’s Additional Costs) provided for herein until the date this Lease Default would have expired had such termination not occurred as the total rental set forth in Section (a) (1) of this Paragraph as due and payable forthwith. Tenant shall immediately constitute a Default under be liable (in addition to accrued liabilities) to the extent legally permissible for (i) the sum of (A) all Basic Rent and Additional Charges (including but not limited to Tenant’s Additional Costs) provided for in this Lease; Lease until the date this Lease would have expired had such termination not occurred, and (dB) Guarantor defaults under any or and all reasonable expenses incurred by Landlord in re-entering the Leased Premises, repossessing the same, making good any default of its obligations under that certain Guaranty of LeaseTenant, dated of even date herewith painting the same, adjoining the same with any adjacent space for any new tenants, putting the same in proper repair, re-letting the same (the “Guaranty”including any and all reasonable attorneys’ fees and disbursements and reasonable brokerage fees incurred with so doing), and fails to cure same within any and all expenses which Landlord may incur during the time period, if any, provided in occupancy of any new tenant (other than expenses of a type that are Landlord’s responsibility under the Guaranty (each, a “Guaranty Default”terms of this Lease); upon less (ii) the occurrence net proceeds of any Guaranty Defaultre-letting. In addition to the foregoing, there Tenant shall pay to Landlord such sums as the court which has jurisdiction thereover may adjudge reasonable as attorney’s fees with respect to any successful law suit or action instituted by Landlord to enforce the provisions of this Lease. Landlord shall have the right, at its sole option, to release the whole or any part of the Leased Premises for the whole of the un-expired Term, or longer, or from time to time for shorter periods, for any rental then obtainable, giving such concessions of rent and making such special repairs, alterations, decorations, and paintings for any new tenant as Landlord, in its sole and absolute discretion, may deem advisable. Tenant’s liability as aforesaid shall survive the institution of summary proceedings and the issuance of any warrant thereunder. Landlord shall be under no notice required obligation to be delivered hereunder, nor shall any cure period be available to Tenant hereunderre-lease the Leased Premises, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseagrees to use its best efforts to do so.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent Relit on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 of30 days after Landlord’s 's delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b ); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s 's original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasenotice.

Default Provisions. In addition Upon the occurrence of an Event of Default, Landlord may elect to any Default arising under Section 20.1 above, each immediately terminate this Lease by serving a written notice upon Tenant. Each of the following events shall constitute a Default: be deemed an Event of Default by Tenant within the meaning of this Lease: (a1) if Tenant fails the failure to pay Rent any installment of Basic Rental or any other payment additional rent when due hereunder within and payable if such failure continues for ten (10) days after written notice from the Landlord that the same are due; (2) the failure to perform any of the other covenants or conditions of this Lease on the part of Tenant to be performed within thirty (30) days after notice from the Landlord of such failure to pay on the due date; provided, however, perform provided that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail such failure to pay any installment of Rent on the date such installment of Rent perform is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which not susceptible to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but thirty (30) days then so long as the Tenant commences such cure within thirty (30) days and diligently pursues such cure, such failure to perform shall not be an Event of Default; (3) the making of an assignment by Tenant for the benefit of its creditors; (4) the appointment of a cure receiver or trustee of such default promptly within all or part of Tenant's property; (5) the initial 30 day cure periodfiling of a petition in bankruptcy by Tenant; (6) the filing of a petition by or against Tenant for its reorganization or for an arrangement under any bankruptcy law or other law; or (7) the filing of or petition by Tenant to effect a composition or an extension of time to pay its debts; provided that if an event referred to in sections (4) and (6) above shall have been involuntary on the part of Tenant, thenthe Tenant shall have sixty (60) days to discharge the receiver or trustee or dismiss the petition after the appointment or filing. In the event that this Lease is terminated in the manner provided for in this paragraph 20, as long as or by court proceedings or otherwise, or in the event that the Premises, or any part thereof, shall be abandoned by Tenant continues to diligently pursue such a cure to completionduring the said term, Landlord or Landlord's agents, servants or representatives may, at any time after written notice to Tenant and the times set forth in this paragraph 20, reenter and resume possession of said Premises, or any part thereof, and remove all persons and property therefrom, by any suitable action or proceeding at law, without being liable for any damages therefor. No reentry by Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be an acceptance of a “Default” for purposes surrender of this Lease; (c) . The Landlord shall not have the occurrence right to distrain or the right to place a lien in or on any of a default under the property of the Tenant. The Landlord, upon the happening of any or of the events giving it the right to annul and cancel this Lease, shall be entitled to the benefit of all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more provisions of law not in conflict with this Lease for the Other Leases is not cured on a timely basis, pursuant to the terms speedy recovery of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default lands and tenements under this Lease; and (d) Guarantor defaults under any Lease held over by the Tenant in ▇▇▇▇▇▇ County, Maryland that are now in force or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall may hereafter be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseenacted.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s 's delivery to Tenant of written notice of such default under this Section 20.2(bSECTION 21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 SECTION 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s 's original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; or (c) Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTerm.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasenotice.

Default Provisions. In addition to any Default arising The Foundation shall be in default under Section 20.1 above, each of the following shall constitute a Default: this Agreement if: (a) if Tenant The Foundation fails to pay Rent make any of the payments of money required by the terms of this Agreement and the Foundation fails to cure or any other payment when due hereunder remedy the same within ten (10) days after the City has given the Foundation written notice from Landlord of specifying such default; or (b) The Foundation fails to keep or perform any covenant or obligation herein contained on the Foundation’s part to be kept or performed, and the Foundation fails to remedy the same within thirty (30) days after the City has given the Foundation written notice specifying such failure to pay on the due dateand requesting that it be remedied; provided, however, that if in any consecutive 12 month default shall be such that it cannot be corrected within such period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on it shall not constitute a default if corrective action is instituted by the date Foundation within such installment of Rent is due, then, on the third such occasion period and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if diligently pursued until the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leaseis corrected; or (c) The Foundation shall file a voluntary petition under any bankruptcy law or an involuntary petition under any bankruptcy law is filed against any such party in a court having jurisdiction and said petition is not dismissed within sixty (60) days; or the occurrence Foundation generally is not paying its debts as such debts become due; or the Foundation or makes an assignment for the benefit of its creditors; or a custodian, trustee or receiver is appointed or retained to take charge of and manage any substantial part of the assets of the Foundation and such appointment is not dismissed within sixty (60) days; or any execution or attachment shall issue against the Foundation whereupon the Museum, or any part thereof, or any interest therein of the Foundation under this Agreement shall be taken and the same is not released prior to judicial sale thereunder (each of the events described in this subparagraph being deemed a default under any the provisions of this Agreement). In the event of such default, the City may take such actions, or pursue such remedies, as exist hereunder, or at law or in equity, and the Foundation covenants to pay and to indemnify the City against all reasonable costs and charges, including attorneys’ fees, lawfully and reasonably incurred by or on behalf of the leases scheduled on Exhibit D (“Other Leases”), which default under one City in connection with the enforcement of such actions or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseremedies.

Default Provisions. In addition to any Default arising Developer shall be in default under Section 20.1 above, each of the following shall constitute a Default: this Agreement if: (a) if Tenant Developer fails to pay Rent make any of the payments of money to the UG required by the terms of this Agreement, and Developer fails to cure or any other payment when due hereunder remedy the same within ten thirty (1030) days after the UG has given Developer written notice from Landlord of specifying such default; or (b) Developer fails to keep or perform any covenant or obligation herein contained on Developer's part to be kept or performed, and Developer fails to remedy the same within sixty (60) days after the UG has given Developer written notice specifying such failure to pay on the due dateand requesting that it be remedied; provided, however, that if in any consecutive 12 month event of default shall be such that it cannot be corrected within such period, Tenant shall, on two (2) separate occasions, fail to pay any installment it shall not constitute an event of Rent on the date default if corrective action is instituted by Developer within such installment of Rent is due, then, on the third such occasion period and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if diligently pursued until the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leaseis corrected; or (c) Developer or any Affiliate shall file a voluntary petition under any bankruptcy law or an involuntary petition under any bankruptcy law is filed against any such party in a court having jurisdiction and said petition is not dismissed within sixty (60) days; or Developer or any Affiliate generally is not paying its debts as such debts become due; or Developer or any Affiliate makes an assignment for the occurrence benefit of its creditors; or a custodian, trustee or receiver is appointed or retained to take charge of and manage any substantial part of the assets of Developer or any Affiliate and such appointment is not dismissed within sixty (60) days; or any execution or attachment shall issue against Developer whereupon the Project, or any part thereof, or any interest therein of Developer under this Agreement shall be taken and the same is not released prior to judicial sale thereunder (each of the events described in this subparagraph being deemed a default under any or all the provisions of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”this Agreement); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and or (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (Developer breaches the “Guaranty”), representations and warranties set forth in this Agreement and fails to cure or correct same within fifteen (15) days following Developer's receipt of written notice from the time periodUG specifying such breach. In the event of such default, if anythe UG may take such actions, or pursue such remedies, as exist hereunder, or at law or in equity, and Developer covenants to pay and to indemnify the UG against all reasonable costs and charges, including attorneys' fees, lawfully and reasonably incurred by or on behalf of the UG in connection with the enforcement of such actions or remedies, provided that the UG is the prevailing party in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasesuch actions.

Default Provisions. In addition to any Default arising under Section 20.1 21.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; and, at Landlord’s election, (c) if Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTerm.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a an event of default (herein called an "Event of Default: ") under this Lease: (ai) if If Tenant, at any time during the continuance of this Lease (and regardless of the pendency of any bankruptcy, reorganization, receivership, insolvency or other proceedings, at law, in equity, or before any administrative tribunal, which have or might have the effect of preventing Tenant fails from complying with the terms of this Lease), shall (A) fail to pay Rent or make any other payment when due hereunder within ten of Basic Rent and such failure continues for five (105) days after written notice from Landlord to Tenant thereof, (B) fail to make any payment when due of Additional Rent and such failure continues for fifteen (15) business days following receipt of written notice to Tenant thereof, (C) fail to maintain any insurance required under this Lease, or (D) fail to observe or perform any other provision hereof for thirty (30) business days after written notice to Tenant of such failure has been given, provided, that in the case of any default referred to in this Lease which is reasonably susceptible of cure but cannot with diligence be cured within such thirty (30) business day period, then, upon receipt by Landlord of a certificate of Tenant signed by an officer of Tenant stating the reason such default cannot be cured within thirty (30) business days, describing the efforts being undertaken by Tenant to cure such default and reasonably estimating the cure period, and provided that Tenant at all times proceeds with good faith due diligence to cure such default, the time within which such failure may be cured shall be extended for such period as may be necessary to complete the curing of the same with continuous, good faith due diligence (provided further that Tenant shall provide Landlord with an update of such original certificate, signed by an officer of Tenant, no less frequently than monthly, which update shall include a reasonably detailed description of what Tenant is continuing to do and what Tenant has then accomplished, and a reasonable estimate of how long it will take to complete the cure); or (ii) If any representation or warranty of Tenant set forth in this Lease or in any notice, certificate, demand, request or other instrument delivered pursuant to, or in connection with, this Lease shall prove to be incorrect in any material respect as of the time when the same shall have been made and as of the time when the incorrectness shall be discovered and if reasonably susceptible of cure shall not have been cured within thirty (30) business days after receipt of written notice to Tenant thereof, provided that, upon receipt by Landlord of a certificate of Tenant signed by an officer of Tenant stating the reason such incorrectness has not been cured within such thirty (30) business day period, describing the efforts being undertaken by Tenant to cure such default and reasonably estimating the cure period, and provided that Tenant at all times proceeds with good faith due diligence to cure such default, the time within which such incorrectness may be cured shall be extended for such period as may be necessary to complete the curing of the same with continuous, good faith due diligence (provided further that Tenant shall provide Landlord with an update of such original certificate, signed by an officer of Tenant, upon Landlord's request, which update shall include a reasonably detailed description of what Tenant is continuing to do and what Tenant has then accomplished, and a reasonable estimate of how long it will take to complete the cure) but in no event shall the allowable cure period exceed one hundred eighty (180) days; or (iii) If Tenant shall file a petition commencing a voluntary case under the Federal Bankruptcy Code or any other federal or state law (as now or hereafter in effect) relating to bankruptcy, insolvency, reorganization, winding-up or adjustment of debts (hereinafter singly a "Bankruptcy Law" and collectively "Bankruptcy Laws") or if Tenant shall (A) apply for or consent to the appointment of, or the taking of possession by, any receiver, custodian, trustee, United States Trustee or liquidator (or other similar official) of the Premises or any part thereof or of any substantial portion of Tenant's property, or (B) generally not pay its debts as they become due, or admit in writing its inability to pay its debts generally as they become due or (C) make a general assignment for the benefit of its creditors, or (D) fail to controvert in timely and appropriate manner, or in writing acquiesce to, any petition commencing an involuntary case against Tenant or otherwise filed against Tenant pursuant to any Bankruptcy Law, or (E) take any action in furtherance of any of the foregoing; or (iv) If an order for relief against Tenant shall be entered in any involuntary case under the Federal Bankruptcy Code or any similar order against Tenant shall be entered pursuant to any other Bankruptcy Law, or if a petition commencing an involuntary case against Tenant or proposing the reorganization of Tenant under any Bankruptcy Law shall be filed and not be discharged or denied within ninety (90) days after such filing, or if a proceeding or case shall be commenced in any court of competent jurisdiction seeking (A) the liquidation, reorganization, dissolution, winding-up or adjustment of debts of Tenant, or (B) the appointment of a receiver, custodian, trustee, United States Trustee or liquidator (or any similar official) of the Premises or any part thereof or of Tenant or of any substantial portion of Tenant's property, or (C) any similar relief as to Tenant pursuant to any Bankruptcy Law, and any such proceeding or case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered and continue unstayed and in effect for ninety (90) days. (b) If an Event of Default shall have happened and be continuing, Landlord shall have, in its sole discretion, the following rights: (i) To terminate the Term of this Lease by written notice to Tenant. Thereupon, the Term of this Lease and the estate hereby granted shall terminate on the date on which Landlord sends such notice as completely and with the same effect as if such date were the date fixed herein for the expiration of the term of this Lease, and all rights of Tenant hereunder shall terminate, but Tenant shall remain liable as provided herein. (ii) To (A) re-enter and repossess the Premises or any part thereof by force, summary proceedings, ejections or otherwise and (B) remove all persons and property therefrom, whether or not the Lease has been terminated pursuant to clause (i) above, Tenant hereby expressly waiving any and all notices to quit, cure or vacate provided by current or any future law. Landlord shall have no liability by reason of any such re-entry, repossession or removal. No such re-entry or taking of possession of the Premises by Landlord shall be construed as an election on Landlord's part to terminate the Term of this Lease unless a written notice of such intention be given to Tenant pursuant to clause (i) above. (iii) To use reasonable efforts to relet the Premises or any part thereof for the account of Tenant, in the name of Tenant or Landlord or otherwise, without notice to Tenant, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the term of this Lease) and on such conditions (which may include concessions or free rent) and for such uses as Landlord, in its absolute discretion, may determine; provided Landlord shall not be required to make any effort to relet the Premises except as required by applicable law. Landlord may collect and receive any rents payable by reason of such reletting. Landlord shall not be responsible or liable for any failure to relet the Premises or any part thereof or for any failure to collect any rent due dateupon any such reletting. (iv) In the event of re-entry or repossession of the Premises or removal of persons or property therefrom by reason of the occurrence of an Event of Default, Tenant shall pay to Landlord all Basic Rent and Additional Rent, in each case to and including the date of such re- entry, repossession or removal; providedand, howeverthereafter, that if in any consecutive 12 month perioduntil the Term has expired or has been terminated, Tenant shall, on two whether or not the Premises shall have been relet, be liable to Landlord for, and shall pay to Landlord, as liquidated and agreed current damages (2A) separate occasionsall Basic Rent and all Additional Rent as and when such amounts would be payable under this Lease by Tenant in the absence of any such re-entry, fail repossession or removal, together with all expenses of Landlord in connection with such reletting efforts, if any (including, without limitation, all repossession costs, brokerage commissions, reasonable attorneys' fees and expenses, employee's expenses, alteration costs and expenses of preparation for such reletting), less (B) the net proceeds, if any, of any reletting effected for the account of Tenant pursuant to pay Subparagraph 20(b)(iii) above. Notwithstanding the foregoing, in the event any installment such reletting is for a term longer than the balance of Rent the Term, Tenant shall be responsible for only a proportionate part of the expenses based on the date balance of the Term as compared to the fixed minimum term of the reletting. Tenant shall pay such installment of Rent is due, then, liquidated and agreed current damages on the third dates on which Rent would be payable under this Lease in the absence of such occasion re-entry, repossession or removal, and Landlord shall be entitled to recover the same from Tenant on each occasion thereafter on which Tenant such date. (v) In the event of the termination of the Term by reason of the occurrence of an Event of Default, whether or not Landlord shall fail have collected any damages pursuant to pay an installment of Rent on clause (iv) above with respect to the date period prior to such installment of Rent is duetermination, Landlord shall be relieved entitled to recover from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten pay to Landlord on demand, as and for liquidated and agreed final damages for Tenant's default and in lieu of all liquidated and agreed current damages in respect of Basic Rent and Additional Rent due beyond the date of such termination (10it being agreed that it would be impracticable or extremely difficult to fix the actual damages), an amount equal to the sum of (A) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2the excess, if Tenant failsany, whether by action of (I) the aggregate of all Basic Rent and Additional Rent, in each case from the date of such termination for what is or inactionwould have been, in the absence of such termination, the then unexpired Term, discounted on a monthly basis at the then quoted semi- annual yields (which shall be converted to timely comply with, or satisfy, any or all monthly yields) on U.S. Treasury securities maturing nearest the end of the obligations imposed Term (as if no termination had occurred) (the "Discount Rate") over (II) the then fair rental value of the Premises for the same period, discounted on Tenant a monthly basis at the Discount Rate, plus (B) the amount of all Prepayment Premiums which may be payable to any Mortgagee due to a default or required prepayment under this Lease any Mortgage (or under any other loan document entered into in connection with or pursuant to such Mortgage) which results from such Event of Default or termination of the Lease, plus (C) Landlord's other expenses incurred as a result of such Event of Default. If any applicable law shall limit the amount of liquidated final damages to less than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completionforegoing amount, Landlord shall not exercise its remedies be entitled to the maximum amount allowable under Section 21 unless such default remains uncured for more than 270 days after law. In no event will Landlord be obligated to pay any amount to Tenant or otherwise account to Tenant if the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes amount specified in clause (A)(II) of this Lease; Subparagraph 20(b)(v) is greater than the amount specified in clause (cA)(I) of this Subparagraph 20(b)(v). Tenant agrees that the occurrence credit provided to Tenant under clause (A)(II) of a default under this Subparagraph 20(b)(v) shall fulfill any or all of obligation imposed by law on Landlord to mitigate its damages. (vi) To accept Tenant's irrevocable purchase offer to purchase the leases scheduled on Exhibit D (“Other Leases”), Premises which default under one or more of Tenant shall be conclusively presumed to have made at the Other Leases is not cured on a timely basis, price determined pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); Exhibit 15-1 upon the occurrence of an Other Lease Default, there Event of Default (the "Default Purchase Offer"). The Default Purchase Offer shall be deemed to contain a closing date of sixty (60) days following the Event of Default and the purchase shall be governed by the terms and conditions set forth in Exhibit 15-2. (c) No termination of this Lease pursuant to Subparagraph 20(b)(i), by operation of law or otherwise, and no notice required repossession of the Premises or any part thereof pursuant to be delivered Subparagraph 20(b)(ii) or otherwise, and no reletting of the Premises or any part thereof pursuant to Subparagraph 20(b)(iii), and no payment of any amounts by Tenant under Subparagraph 20(b) or the exercise by Landlord of any of its other rights under Subparagraph 20(b) shall relieve Tenant of either (i) its liabilities and obligations hereunder, nor all of which shall survive such expiration, termination, repossession, reletting or purchase or (ii) any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default liabilities under this Lease; and Lease which by express provision of this Lease survive such expiration, termination, repossession, reletting or purchase. (d) Guarantor defaults under Tenant shall reimburse Landlord from time to time upon demand for all costs and expenses incurred by Landlord in successfully enforcing any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default Landlord's rights under this Lease, including reasonable attorneys' fees and expenses.

Default Provisions. In addition Manager shall be in default under this Agreement if: 8.1.1 Manager fails to make any Default arising under Section 20.1 above, each of the following shall constitute payments of money when due as required by the terms of this Agreement; or 8.1.2 Manager fails in a Default: (a) if Tenant material manner to keep or perform any covenant or obligation herein contained on Manager's part to be kept or performed, and Manager fails to pay Rent or any other payment when due hereunder remedy the same within ten thirty (1030) days after Manager's receipt of written notice from Landlord of specifying such failure and that the UG considers such failure to pay on the due datebe material and requesting that it be remedied; provided, however, that if in any consecutive 12 month event of default shall be such that it cannot reasonably be corrected within such period, Tenant shallit shall not constitute an event of default if corrective action is instituted by Manager within such period and diligently pursued until the default is corrected; or 8.1.3 Manager or any Affiliates of Manager shall file a voluntary petition under any bankruptcy law or an involuntary petition under any bankruptcy law is filed against any such party in a court having jurisdiction and said petition is not dismissed within sixty (60) days; or Manager generally is not paying its debts as such debts become due; or Manager or any Affiliates of Manager make an assignment for the benefit of its creditors; or a custodian, on two trustee or receiver is appointed or retained to take charge of and manage any substantial part of the assets of Manager or any Affiliates of Manager and such appointment is not dismissed within sixty (260) separate occasionsdays; or any execution or attachment shall issue against Manager whereupon the Grocery Store Site, fail to pay the Grocery Store Improvements, or any installment part thereof, or any interest therein of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord Manager under this Agreement shall be relieved from any obligation taken and the same is not released prior to provide notice to Tenant, and Tenant shall then no longer have a ten judicial sale thereunder (10) day period in which to cure any such failure; (b) except as is otherwise provided below each of the events described in this Section 20.2, if Tenant fails, whether by action or inaction, subparagraph being deemed a default under the provisions of this Agreement); or 8.1.4 Manager breaches its representations and warranties set forth in this Agreement and Manager fails to timely comply with, or satisfy, any or all of remedy the obligations imposed on Tenant under this Lease same within thirty (other than the obligation to pay Rent30) for a period of 30 days after Landlord’s delivery to Tenant Manager's receipt of written notice of from the UG specifying such default under this Section 20.2(b)failure and requesting that it be remedied; provided, however, that if any event of default shall be such that it cannot reasonably be corrected within such period, it shall not constitute an event of default if corrective action is instituted by Manager within such period and diligently pursued until the default cannotis corrected. In the event of such default, the UG may take such actions, or pursue such remedies, as exist hereunder, or at law or in equity, and Manager covenants to pay and to indemnify the UG against all reasonable costs and charges, including reasonable attorneys' fees, lawfully and reasonably incurred by its natureor on behalf of the UG in connection with the enforcement of such actions or remedies. Without limiting the generality of the foregoing, be cured within such 30 day periodand in addition to and not to the exclusion of any other rights or remedies of the UG hereunder, but Tenant commences and diligently pursues a cure in the event of such default promptly which is not cured within the initial 30 day applicable cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of UG may terminate this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseAgreement.

Default Provisions. In addition to any Default arising under Section 20.1 above, each 23.1 Each of the following shall constitute a Default: material breach of this Lease and an event of default by Tenant (a"EVENT OF DEFAULT") if Tenant fails to pay Rent or any other payment when due hereunder within ten hereunder: (10A) days after written notice from Landlord of such Tenant's failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment within fifteen (15) days of Rent is duereceipt of Notice of non-payment; or (B) Tenant violates, thenbreaches or fails to comply with any other term, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment condition or provision of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenantthis Lease, and Tenant shall then no longer have a ten (10) day period in which fails to cure any such failure; violation, breach or non-compliance within thirty (b30) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of Notice from Landlord specifying such default under this Section 20.2(b)violation, breach or non-compliance; provided, however, that if such violation, breach or non-compliance (excluding the default non-payment of any sum due Landlord hereunder) cannot, by its nature, not reasonably be cured within such 30 thirty (30) day period and Tenant commences such cure promptly upon receipt of such notice and thereafter diligently and continuously takes such action as may be necessary to effect such cure, then Tenant shall have such longer period of time, as may be reasonably necessary to cure such violation, breach or non-compliance, it being understood that the cure provisions of this Section 23.1(b) shall not apply to any of the other Events of Default provided for in this Section 23.1; or (C) If Tenant (a "Debtor") shall file a voluntary petition in bankruptcy or shall be adjudicated a bankrupt or insolvent or shall file any petition or answer seeking any reorganization, arrangement, recapitalization, readjustment, liquidation, dissolution or similar relief under any present or future federal bankruptcy code or any other present or future applicable Law ("Bankruptcy Law"), or shall seek or consent to or acquiesce in the appointment of any trustee, custodian, receiver or liquidator of such Debtor or of all or any substantial part of its properties or of Tenant's interests in the Premises or any portion thereof, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as the same become due; or (D) If, within ninety (90) days after the commencement of any proceedings against any Debtor seeking any reorganization, arrangement, recapitalization, readjustment, liquidation, dissolution or similar relief under any Bankruptcy Law, such proceedings shall not have been finally vacated and dismissed; or if , within sixty (60) days after the appointment, without the consent or acquiescence of any Debtor, of any trustee, custodian, receiver or liquidator of such Debtor or of all or any substantial part of its property or of Tenant's interests in the Premises or any portion thereof, such appointment shall not have been finally vacated and dismissed; or if, within thirty (30) days after the levying or fixing of any order or writ of execution, warrant, attachment or garnishment against Tenant's interests in the Premises or any portion thereof, or against any Debtor, such order or writ shall not have been finally vacated and dismissed; or (E) If Tenant commits waste or otherwise breaches any of the covenants contained in Sections 15 or 19 hereof, and Tenant fails to cure such violation, breach or non-compliance within thirty (30) days after Notice from Landlord specifying such violation, breach or non-compliance. 23.2 Upon the occurrence of any Event of Default and at any time thereafter, Landlord may, but shall not be required to, exercise any of the following remedies, in addition to any others now or hereafter available to Landlord at law or in equity, without such exercise being deemed (a) an acceptance of surrender of the Premises, (b) a discharge of Tenant from liability hereunder, or (c) a termination of this Lease (which only may occur by Landlord's giving the notice referred to in Section 23.2(e) below): (A) Re-enter and repossess the Premises or any part thereof by all lawful means, and dispossess and remove Tenant and all other Persons and property from the Premises, without liability therefor or for any loss or damage occurring in connection therewith and without being deemed guilty of trespass and without prejudice to any remedies which otherwise may be available to Landlord. In no event shall any re-entry be deemed an acceptance of surrender of the Premises and/or this Lease or construed as an election on Landlord's part to terminate this Lease (which only may occur by Landlord's giving the notice referred to in Section 23.2(e)below); nor shall it absolve or discharge Tenant from liability under this Lease. Notwithstanding any such re-entry, or reletting pursuant to Section 23.2(b) below, Landlord may, at any time thereafter, elect to terminate this Lease for any future Event of Default. (B) Attempt to re-let the Premises or any part thereof in the name of Landlord, Tenant or otherwise, for such term or terms (which may be greater or less that the period, but which would otherwise have constituted the balance of the Term) and on such conditions (which may include concessions or free rent) as Landlord, in its sole and absolute discretion, may determine, and collect and receive the rent therefor. In no event, however, shall Landlord be under any obligation to re-let the Premises or any part thereof other than to make reasonable efforts to do so and to mitigate its damages, and Landlord shall in no way be responsible or liable for any failure to re-let or for any failure to collect any rent due upon any such re-letting. Landlord, at Landlord's option, may make such renovations and repairs and other physical changes in and to the Premises as Landlord, in its sole and absolute discretion, considers advisable or necessary in connection with any such re-letting or proposed re-letting, without relieving Tenant commences of any liability under this Lease or otherwise affecting any such liability. Landlord may recover from Tenant Landlord's costs associated with the reasonable alteration or repair of the Premises that is necessary and diligently pursues proper in connection with preparing the Premises for reletting as office space; provided, however, (1) such right of recovery shall be limited to an initial amount of sixty percent (60%) of the Tenant Improvement Allowance in the first year of the Term and reduced by twenty percent (20%) per Lease year for each lease year thereafter such that in the sixth year of the lease Term landlord shall not be entitled to any recovery for such costs and expenses, and (2) such right of recovery shall not apply in the event of the termination of the Lease for any reason in accordance with Sections 11 (Damage or Destruction) or 12 (Condemnation) of this Lease. (C) Bring suit to recover possession of the Premises and/or to collect all Rent and other sums and charges payable by Tenant hereunder and/or to specifically enforce any provision hereof and/or to seek damages. (D) Collect, by suit or otherwise, each installment of Rent (together with other sums payable by Tenant hereunder) as they became due, and/or any deficiency (the "DEFICIENCY") between the Rent and the net proceeds of any re-letting of the Premises (after first deducting from any re-letting proceeds all of Landlord's reasonable expenses in connection with such re-entry and/or re-letting, including, without limitation, all repossession costs, brokerage and management commissions, operating expenses, reasonable attorneys' fees and disbursements, alteration costs and other expenses of preparing the Premises for such re-letting). In any proceeding to enforce its rights and remedies under this Lease, Landlord shall be entitled to collect all costs and expenses incurred by Landlord, including, without limitation, attorneys' fees and experts' fees. Landlord shall be entitled to recover all such amounts monthly or as the same shall arise and not suit to collect such amounts for any period shall prejudice Landlord's right to collect such amounts for any prior or subsequent period by a cure similar proceeding. Alternatively, Landlord shall have the right to (a) accumulate such amounts and sue to recover the same from time to time as Landlord may determine, ▇▇ (b) accelerate Rent due hereunder for a period of up to one (1) year from the period any Rent is past due and unpaid. Except as expressly set forth herein, in no event shall Tenant be entitled to a credit in respect of any proceeds from any re-letting and then only to the extent that such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completionproceeds are actually received by Landlord. Notwithstanding any other provision of this Agreement, Landlord shall not exercise have (and hereby waives same if provided by applicable law) any right to accelerate rent and all other amounts payable by Tenant hereunder. Landlord shall not have the right to sue Tenant for any consequential, punitive or special damages (inclu▇▇▇g, without limitation, any claims for lost profits and/or lost business opportunity), or sue Tenant for the cost to renovate the Premises for any prospective ▇▇nant except as described in Section 23.2(b) above. In the event of any default by Tenant under this Lease, Landlord shall use commercially reasonable efforts to mitigate its remedies damages. 23.3 Tenant, for and on behalf of itself and all Persons claiming by, through or under Section 21 unless Tenant (including, without limitation, Tenant's trustee-in-bankruptcy and all of Tenant's creditors), hereby expressly waives, so far as permitted by law, any and all rights which Tenant and all such default remains uncured for more than 270 days Persons have to (a) have a jury determine any issue in dispute between Landlord and Tenant, (b) redeem the Premises or any portion thereof, (c) re-enter or repossess the Premises or any portion thereof, and (d) restore the operation of this Lease after Tenant shall have been dispossessed by a judgment, writ or other court order, or after any re-entry or repossession by Landlord, or after any termination of this Lease, whether such dispossession, re-entry or termination shall be by operation of law or pursuant to the initial delivery provisions of Landlord’s original default notice this Lease. The terms "enter", "re-enter", "entry" or "re-entry", as used in this Lease, are not and same shall not be deemed to be a “Default” for purposes of this Lease; (c) restricted to their technical legal meanings. 23.4 If, following the occurrence of a default under any or all Event of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered Default hereunder, nor Landlord elects not to terminate this Lease or if this Lease shall terminate as a result of or while there exists an Event of Default hereunder, any cure period funds (including interest earned thereon, if any) then held by Landlord or a Landlord's Mortgagee in which Tenant has an interest may be available applied by Landlord for the purposes of curing any Event of Default and/or to Tenant pay any damages to which Landlord is entitled hereunder; rather. If this Lease is terminated, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time periodbalance remaining, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required paid to Tenant. 23.5 Landlord will not be delivered hereunderdeemed in default under this Lease unless Landlord violates, nor breaches or fails to comply with any term, condition or provision of this Lease, and Landlord fails to cure such violation, breach or non-compliance within thirty (30) days after Notice from Tenant specifying such violation, breach or non-compliance; provided, however, if such violation, breach or non-compliance cannot reasonably be cured within such thirty (30) day period and Landlord commences such cure promptly upon receipt of such Notice and thereafter diligently and continuously takes such action as may be necessary to effect such cure, then Landlord shall have such longer period of time (not to exceed sixty (60) days), as may be reasonably necessary to cure such violation, breach or non-compliance. Upon any cure period be available default by Landlord, Tenant may exercise any of its rights provided at law or in equity, subject to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under all limitations set forth elsewhere in this Lease.

Default Provisions. In addition to (a) Supplier will be in default under this Agreement if any Default arising under Section 20.1 above, each of the following shall constitute a Default: occur: (a1) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such Supplier’s failure to pay on the due date; provided, however, that if in make any consecutive 12 month period, Tenant shall, on two remittances required by this Agreement; (2) separate occasionsSupplier’s substantial breach of this Agreement, fail or any supplement or amendment to pay it; (3) Supplier’s making of any installment false warranty, representation, or statement with respect to this Agreement or the Project; (4) Dissolution or cessation of Rent operations by Supplier, termination of Supplier's existence, insolvency of Supplier, or filing of a voluntary or involuntary bankruptcy petition by or on the date such installment behalf of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failureSupplier; and/or (b) except as is otherwise provided below in this Section 20.2When an event of default occurs, if Tenant fails, whether by action or inaction, State may give Supplier notice of default. Supplier shall have thirty (30) calendar days from the date of such notice to cure the default. If Supplier fails to timely comply withcure the default to the satisfaction of State, or satisfy, then State may do any or all of the following: (1) Declare that any and all amounts disbursed to Supplier under the terms of this Agreement shall be deemed an obligation of Supplier and due and payable to State; (2) Declare Supplier's obligations imposed on Tenant immediately due and payable, with or without demand or notice to Supplier, which Supplier expressly waives; (3) Terminate any obligation of State to make further disbursements to Supplier under this Lease Agreement; (other than the obligation to pay Rent4) for a period Perform any of 30 days after Landlord’s delivery to Tenant of written notice of such default Supplier's obligations under this Section 20.2(b)Agreement for Supplier's account; provided, however, that if the default cannot, by and/or (5) Take any other action it deems necessary to protect its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; interests. (c) the occurrence Supplier agrees that any remedy provided in this Agreement is in addition to and not in derogation of any other legal or equitable remedy available to State as a result of a default under any breach of agreement by Supplier, whether such breach occurs before or all after completion of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and Project. (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence No waiver by State of any Guaranty Default, there shall breach or default will be no notice required to be delivered hereunder, nor shall a waiver of any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseother breach or default.

Default Provisions. 1. BUILDER’s default – Cancellation by the BUYER The payments made by the BUYER prior to the delivery of the VESSEL shall be by way of advances to the BUILDER. In addition the event that the BUYER shall exercise its right of cancellation of this Contract under and pursuant to any Default arising of the provisions of this Contract specifically permitting the BUYER to do so, then the BUYER shall notify the BUILDER in writing by telefax confirmed by registered mail, and such cancellation shall be effective as of the date notice thereof is received by the BUILDER. Upon such cancellation the BUILDER shall promptly either accept the notice of cancellation or declare its intention to proceed to dispute same under Section 20.1 abovethe Provisions of Article XIX hereof. If cancellation is accepted, the BUILDER shall refund to the BUYER all sums paid by the BUYER to the BUILDER under Article II hereof, including interest thereon, from the date of payment to the date of refund at the rate of interest set out in Article II, Clause 3. The BUILDER shall also make available for the BUYER the Buyer’s Supply paid for by the BUYER, or if they cannot be returned, the BUILDER shall pay to the BUYER an amount equal to the BUYER’s costs for such equipment. If the cancellation is disputed by the BUILDER under the Provisions of Article XIXI hereof, the BUILDER shall have no obligation to return any amount until a final arbitration award is obtained in favour of the BUYER, expressly stating the amount to be refunded to the BUYER by the BUILDER. Upon acceptance by the BUILDER to the BUYER of the notice of cancellation and refund as aforesaid in this Article XI, Clause. 1, all obligations, duties and liabilities of each of the following Parties hereto to the other under this Contract shall constitute a Default: be forthwith completely discharged. If the BUILDER is declared bankrupt, the BUYER may cancel the Contract and claim compensation for its losses. 2. BUYER’s default – Cancellation by the BUILDER (a) if Tenant fails Failure by the BUYER to pay Rent duly make the payments provided for in Article II, Clause 3 within 7 Banking Days from receipt of notice from the BUILDER or any other payment when due hereunder within ten as provided for in Article II, Clause 3 (10a) and (e), will entitle the BUILDER - until the VESSEL has been delivered - to postpone the commencement of or stop the work on the VESSEL and correspondingly postpone the Delivery Date and enforce payment of their claim. If fourteen (14) days after written notice from Landlord have elapsed without the BUYER having paid, the BUILDER may cancel this Contract. In either case the BUILDER may claim compensation for all the losses that have been caused thereby. Notwithstanding the above, if there is a dispute in respect of such failure the BUYER’s payment obligation, the BUILDER has no right to pay on postpone the due date; providedcommencement or stop the work or cancel the Contract, howeverif the BUYER provides security acceptable to the BUILDER for the disputed unpaid amount. The BUILDER may retain the VESSEL until full payment has been made in accordance with the agreed payment terms or acceptable security has been provided in accordance with this Article XI, that if Clause 2. If the BUILDER is unable to present a final account at delivery, the BUYER may require the VESSEL to be delivered in any consecutive 12 month periodreturn for a bank guarantee or other security satisfactory to the BUILDER for the alleged balance owed to the BUILDER. Ulstein Verft AS ▇.▇. ▇▇▇ ▇▇▇, Tenant shall▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; ▇▇▇▇▇▇ Tel. +▇▇ ▇▇▇▇ ▇▇▇▇. Fax +▇▇ ▇▇▇▇ ▇▇▇▇ Ent. No: 912 447 561 ▇▇▇.▇▇▇▇▇▇▇.▇▇▇ Shipbuilding Contract (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, In the event of any or all dispute concerning the payment on delivery of the obligations imposed on Tenant under this Lease (VESSEL, including the question of the BUYER’s right to offset any claim it may have, the BUYER may by paying the entire amount demanded by the BUILDER require the BUILDER to provide a bank guarantee or other than adequate security for the obligation disputed amount. The BUILDER may in such case not refuse to pay Rent) deliver the VESSEL. If the BUILDER does not wish to issue security for a period the disputed part of 30 days after Landlord’s delivery the claim, the BUYER is entitled to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial take delivery of Landlord’s original default notice the VESSEL against payment of the undisputed amount and same provide a bank guarantee or other adequate security for the disputed part of the claim. Security which has been issued by a Party pursuant to this sub-clause terminates unless the other Party has brought legal action pursuant to Article XVIII below within three (3) months from the date of issue of the security. The costs of the security shall not be deemed shared proportionally between the Parties according to be a “Default” for purposes the settlement of this Lease; the dispute. (c) Any change in the occurrence of a default under any or all ultimate control of the leases scheduled on Exhibit D (“Other Leases”)BUYER, which default under one or more may result in a change in the effective voting control of the Other Leases is not cured BUYER and/or may influence on a timely basisthe financial situation of the BUYER and/or any company having issued any security for the BUYER’s obligations under this Contract, pursuant shall be subject to the terms BUILDER’s prior written consent. If such change of control has occurred without the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; ratherBUILDER’s prior written consent, the occurrence of an Other Lease Default shall immediately constitute a Default under BUILDER may cancel this Lease; Contract and claim compensation for its losses. (d) Guarantor defaults under any or all of If the BUYER is declared bankrupt, the BUILDER may cancel the Contract and claim compensation for its obligations under that certain Guaranty of Leaselosses. Ulstein Verft AS ▇.▇. ▇▇▇ ▇▇▇, dated of even date herewith (the “Guaranty”)▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease▇▇▇▇▇▇ Tel. +▇▇ ▇▇▇▇ ▇▇▇▇. Fax +▇▇ ▇▇▇▇ ▇▇▇▇ Ent. No: 912 447 561 ▇▇▇.▇▇▇▇▇▇▇.▇▇▇ Shipbuilding Contract

Default Provisions. In 18.4.1. The terms of this Agreement shall not entitle any Party to cancel, rescind, or otherwise terminate this Agreement. However, such limitations shall not affect in any manner any other rights or remedies which a Party may have hereunder or under applicable law by reason of any such breach. However, notwithstanding the preceding provisions of this Section, if Owner does not build the Rail Spur as and when required (unless Owner’s failure is as a result of an inability to acquire the Rail Spur ROW after the exercise of due diligence) City shall be entitled to recover costs previously incurred or spent by City regarding the Rail Spur construction, and such cost, when determined by a court of competent jurisdiction, shall constitute a lien on any portion of the Property then owned by Owner. 18.4.2. All easements, rights and covenants contained herein shall be enforceable by suit for specific performance and mandatory injunctive relief, in addition to any Default arising under Section 20.1 aboveother remedy provided by law or equity. 18.4.3. No Party shall be entitled to pursue any action for specific performance, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent injunctive relief, or any other payment when due hereunder available remedy arising out of a default under this Agreement until the non-defaulting Party has provided to the Party alleged to be in default a written Default Notice (with, if applicable, a copy to any other Party to this Agreement) specifying the specific nature of the default, and the alleged defaulting Party has failed to cure the default within ten thirty (1030) days after written notice from Landlord of such failure to pay on the due date; providedeffective date of the Default Notice. In the event the cure of a default reasonably requires greater than the thirty (30) day time period specified, however, that if in any consecutive 12 month period, Tenant the grace period granted herein shall, on two if the defaulting Party has initiated cure of the default within the thirty (230) separate occasionsday time period and is continuing to 18.4.4. In the event of a material default by Owner with respect to its obligations to either City or County (or both) under this Agreement, fail and failure of Owner to pay cure the default within the grace period set forth above, in addition to any installment other remedies available to them under the terms of Rent on the date such installment of Rent is due, then, on the third such occasion this Agreement City and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord County shall be relieved from any obligation entitled to provide notice withhold issuance of additional development permits or authorizations until the default has been cured. If Owner has, prior to Tenantthe occurrence of the default, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any conveyed some or all of the Property to unrelated third parties (such parcel or parcels then becoming a “Third Party Parcel”) and the default of Owner is not with respect to, or impact City or County obligations imposed on Tenant under this Lease (other than regarding, a Third Party Parcel, the obligation right of City and County to pay Rent) for withhold permits upon a period of 30 days after Landlord’s delivery default by Owner shall not extend to Tenant of written notice City or County permits pending or to be issued with respect to a successor owner of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseThird Party Parcel.

Default Provisions. In addition to any Default arising under Section 20.1 above, each If: (i) Tenant shall default in payment of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when rent due hereunder within and such default shall continue for a period of ten (10) days after the due date of the rent; or (ii) the Premises become deserted or stand vacant or are used for a purpose other than that stated in Article 1 herein; or (iii) Tenant be in default under any other covenant, agreement, obligations or condition of this Lease and fails to cure such default within thirty (30) days after written notice thereof from Landlord (of if such default shall be of such failure to pay on the due date; provided, however, a nature that if in any consecutive 12 month it cannot be cured completely within thirty (30) day period, Tenant shall not have properly commenced within such (30) day period and shall not thereafter proceed with reasonable diligence and good faith to remedy such default); (iv) Tenant shall file a voluntary petition in bankruptcy, reorganization or receivership, become insolvent, be adjudicated bankrupt, or make an assignment for the benefit of creditors, or if any involuntary petition in bankruptcy, reorganization or receivership is filed against Tenant and not dismissed within sixty (60) days, any such event shall, on two (2) separate occasionsat Landlord's option, fail constitute a default of Tenant hereunder and Landlord, at Landlord's option and without further notice to pay Tenant, which is hereby expressly waived, may at any installment of Rent on time declare this Lease terminated and this Lease shall expire as fully and completely as if that day were the date such installment herein originally fixed for the expiration of Rent is duethe term, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail quit and surrender the Premises to pay an installment Landlord, but Tenant shall nevertheless continue to remain liable hereunder. Landlord may at any time thereafter re-enter the Leased Premises and remove all persons and property therefrom by any suitable action or proceeding at law or in equity or by force or otherwise, without being liable for any prosecution thereof or any damages arising therefrom and repossess and enjoy the Leased Premises. Such re-entry shall not relieve Tenant of Rent on the obligation to make the rental payments required by this Lease at the time and in the manner provided herein. Upon such re-entry, Landlord may, but shall not be required to, repair, alter, remodel and/or change the character of the Leased Premises as Landlord may see fit and/or at any time relet the Premises in whole or in part for any period of time that Landlord elects, whether longer or shorter than the unexpired portion of the term of this Lease, as agent of Tenant, or otherwise, in the name of Landlord or of Tenant, as Landlord shall see fit, and Landlord may receive the rents therefor, applying the same first to the payment of such reasonable expenses as Landlord may have incurred in entering, dispossessing, reletting, repairing or altering the premises, and then to the fulfillment of the covenants of Tenant herein, including, but not limited to, the rental payments required hereunder, retaining any balances until the date the term of this Lease would otherwise have expired, as security for the payment of all obligations of Tenant which may arise and be unpaid during such installment of Rent is dueperiod. In attempting to relet the Leased Premises, Landlord shall be relieved from any obligation the sole judge as to provide notice to Tenant, whether or not a proposed Tenant is suitable and Tenant acceptable. Landlord shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its naturereceiving partial payments of rents in arrears, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” have waived any rights herein for purposes nonpayment of this Lease; (c) rent or for any other default on the occurrence of a default under any or all part of the leases scheduled on Exhibit D (“Other Leases”)Tenant. Should Landlord at any time terminate this Lease for any default, which default under one or more in addition to any other remedies it may have, it may recover from Tenant all damages it may incur of such default, including the cost of recovering the Premises, reasonable attorney's fees and the worth at the time of such termination of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time periodexcess, if any, of the amount of rent and charges equivalent to rent reserved in this Lease for the remainder of the Term over the then reasonable rental value over the remainder of the term, all of which amounts shall be immediately due and payable. The rights and remedies provided in the Guaranty (eachthis Article 17 shall be cumulative and shall be in addition to every other right provided in this Lease, a “Guaranty Default”); upon the occurrence at law or in equity. The exercise of any Guaranty Default, there right or remedy by Landlord hereunder shall be no notice required to be delivered hereunder, nor shall not preclude the simultaneous or later exercise by Landlord of any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under or all other rights or remedies provided in this Lease, at law or in equity.

Default Provisions. In addition to any Default arising Developer shall be in default under Section 20.1 above, each of the following shall constitute a Default: this Agreement if: (a) if Tenant Developer fails to pay Rent make any of the payments of money required by the terms of this Agreement or any other payment when due hereunder of the Transaction Documents, and Developer fails to cure or remedy the same within ten (10) 30 days after the UG has given Developer written notice from Landlord of specifying such default; or (b) Developer fails to keep or perform any covenant or obligation herein contained on Developer's part to be kept or performed, and Developer fails to remedy the same within 60 days after the UG has given Developer written notice specifying such failure to pay on the due dateand requesting that it be remedied; provided, however, that if in any consecutive 12 month event of default shall be such that it cannot be corrected within such period, Tenant shall, on two (2) separate occasions, fail to pay any installment it shall not constitute an event of Rent on the date default if corrective action is instituted by Developer within such installment of Rent is due, then, on the third such occasion period and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if diligently pursued until the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leaseis corrected; or (c) A default shall exist or occur with respect to any of the occurrence duties or obligations of Developer or any Affiliates of Developer under any of the Transaction Documents, which Developer or such Affiliates fail to cure or remedy within any cure period provided in the Transaction Documents; or (d) Developer or any Affiliates of Developer shall file a voluntary petition under any bankruptcy law or an involuntary petition under any bankruptcy law is filed against any such party in a court having jurisdiction and said petition is not dismissed within 60 days; or Developer or any Affiliates of Developer generally is not paying its debts as such debts become due; or Developer or any Affiliate of Developer makes an assignment for the benefit of its creditors; or a custodian, trustee or receiver is appointed or retained to take charge of and manage any substantial part of the assets of Developer or any Affiliates of Developer and such appointment is not dismissed within 60 days; or any execution or attachment shall issue against Developer whereupon the Project, or any part thereof, or any interest therein of Developer under this Agreement shall be taken and the same is not released prior to judicial sale thereunder (each of the events described in this subparagraph being deemed a default under any or all the provisions of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”this Agreement); upon or (e) Developer breaches the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under representations and warranties set forth in this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), Agreement and fails to cure or correct same within 30 days of notice from the time periodUG. In the event of such default, if anythe UG may take such actions, provided in the Guaranty (eachor pursue such remedies, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered as exist hereunder, nor shall under any cure period be available of the other Transaction Documents or at law or in equity, and Developer covenants to Tenant hereunderpay and to indemnify the UG against all reasonable costs and charges, including attorneys' fees, lawfully and reasonably incurred by or on behalf of the UG in connection with the enforcement of such actions or remedies, but rather only to the occurrence extent the Person against whom the UG initiated the enforcement action actually violated the requirements of a Guaranty Default shall immediately constitute a Default under this LeaseAgreement.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a Default: an Event of Default under this Lease: (ai) if Tenant fails to pay, within 5 days after notice from Landlord or any of its assignees to Tenant, any installment of Basic Rent. (ii) Tenant fails to pay Rent any payment of Additional Rent, or any other payment when due hereunder within ten (10) required to be paid by Tenant hereunder, including, without limitation, payment of Impositions and insurance premiums, and such failure continues for 30 days after written notice from thereof shall have been given to Tenant by Landlord. (iii) Tenant fails to observe or perform any other provision hereof for 30 days (or such shorter period of time as Landlord may reasonably determine if such default endangers life or property) after Landlord shall have delivered to Tenant written notice (except in the case of an emergency) of such failure (provided that, in the case of any default referred to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action clause (iii) which does not endanger life or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default property and which cannot, by its nature, not with diligence be cured within such 30 day period, but if Tenant commences shall proceed promptly to cure the same and diligently pursues a cure thereafter shall prosecute the curing of such default promptly with diligence, then upon receipt by Landlord of a certificate from an authorized officer of Tenant stating the reason that such default cannot be cured within 30 days and stating that Tenant is proceeding with diligence to cure such default, the initial 30 day cure periodtime within which such failure may be cured shall be extended for such additional period as may be necessary to complete the curing of the same with diligence. (iv) An Act of Bankruptcy occurs with respect to Tenant, thenor Tenant becomes generally unable to pay its debts as they become due; provided, as long as Tenant continues however, if a proceeding with respect to diligently pursue such a cure to completionan Act of Bankruptcy is filed or commenced against Tenant, Landlord the same shall not exercise its remedies under Section 21 unless constitute an Event of Default if such proceeding is dismissed within 90 days from the date of such Act of Bankruptcy. (v) Default is made (A) with respect to any evidence of indebtedness of liability for borrowed money of Tenant to either of the Credit Facility Providers, or (B) with respect to any evidence of indebtedness or liability of Tenant to any other 34 37 Person for borrowed money or pursuant to a lease obligation, if the effect of such default remains uncured described in clause (A) or (B) above is to accelerate the maturity of such evidence of indebtedness or liability prior to its stated maturity (whether automatically, following an election by the holder or obligee thereof to accelerate, or otherwise) or any such indebtedness is not paid as and when due and payable; provided, however, that it shall not constitute an Event of Default if the outstanding principal balance of such indebtedness or liability of Tenant to any Person other than either of the Credit Facility Providers or the State is not in excess of $1,000,000 or Tenant certifies to the Credit Facility Providers, the State and MIDFA that it is contesting such default in good faith and by appropriate and diligent proceedings. (vi) Any amendment to this Lease shall have been made without the prior written consent of the Credit Facility Providers, the State and MIDFA, which consent shall not be unreasonably withheld, conditioned or delayed, and, except for more than 270 material changes which would require the consent or approval of the State Board of Public Works or the State Legislative Policy Committee, which consent shall be deemed given by the Credit Facility Providers, the State or MIDFA if the Credit Facility Providers, the State or MIDFA does not object to any proposed amendment within 15 business days after the initial delivery receipt thereof by the Credit Facility Providers, the State or MIDFA. (vii) Tenant abandons the Leased Premises. (viii) The interest of Tenant in the Leased Premises or any part thereof shall be assigned or subleased in violation of Paragraph 17, or shall be levied upon or attached in any proceeding involving a claim in excess of $1,000,000 and such proceeding is not vacated, discharged or bonded against to the reasonable satisfaction of Landlord’s original default notice , the Credit Facility Providers, the State and same shall not be deemed to be a “Default” for purposes of MIDFA within 30 days thereafter. (ix) Any representation or warranty made by Tenant or its representatives in this Lease; (c) the occurrence of a default under Lease or any or all of the leases scheduled on Exhibit D Lease Documents executed and delivered by Tenant or any statement or representation made by Tenant or its representatives in any certificate, report or opinion (“Other Leases”), which default under one including legal opinions) financial statement or more other instrument furnished in connection with this Lease or any of the Other Leases is not cured Lease Documents executed and delivered by Tenant proves to have been incorrect, false or misleading in any material respect when made. (x) Any judgment against Tenant or any attachment or other levy against the property of Tenant with respect to a claim for an amount in excess of $1,000,000 remains unpaid, unstayed on appeal, undischarged, unbonded or undismissed for a timely basis, pursuant to the terms period of the applicable Other Lease(s60 days. (xi) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same comply with any material requirement of any governmental authority having jurisdiction over the Leased Premises within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”)required by such governmental authority; upon the occurrence of or any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.proceeding is commenced or action taken to

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Default------------------- default by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s 's delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s 's original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; or (c) Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTerm.

Default Provisions. In addition to any Default arising under Section 20.1 21.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten five (105) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 twelve (12) month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 thirty (30) days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 thirty (30) day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 thirty (30) day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 ninety (90) days after the initial delivery of Landlord’s original default notice notice; and, at Landlord’s election, and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there it shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence an automatic Event of an Other Lease Default shall immediately constitute a Default under this Lease; Lease (for which no notice or cure period shall be required) in the event that (i) Tenant transfers all of some portion of its assets to another party, regardless of a.) the nature of the assets and b.) whether that transferee is an affiliate of Tenant or an unrelated third party, and (dii) Guarantor defaults under any as a result (directly or all indirectly) of its such transfer, Tenant no longer has sufficient assets to permit Tenant to timely and fully satisfy the obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default monetary or otherwise) imposed on it under this Lease. 22.

Default Provisions. In addition to If any Default arising under Section 20.1 above, each of the following events (herein referred to as "events of default") shall constitute occur, namely, if any default shall be made by Tenant in the payment punctually when due and payable of any rent or other monies due hereunder and such default shall continue for a Default: period of three (a3) days after the date due; or if Tenant fails shall fail to pay Rent furnish all insurance coverage as required pursuant to the terms of this Lease; or if default shall be made by Tenant in the performance of any other payment when due hereunder within ten of the terms, covenants, or conditions herein contained to be performed by Tenant and such default shall continue for a period of thirty (1030) days after written notice from Landlord thereof to Tenant (provided that in the case of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether default which cannot be cured by action or inaction, to timely comply with, or satisfy, any or all the payment of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default money and cannot, by its nature, not with diligence be cured within such 30 thirty (30) day period, but if Tenant commences shall commence promptly to cure the same and diligently pursues a cure of thereafter prosecute the curing thereof with diligence, the time within which such default promptly within may be cured shall be extended for such period as is necessary to complete the initial 30 day cure periodcuring thereof with diligence); or if Tenant shall abandon the Premises, then, as long as provided that Tenant shall not be in default hereunder for abandonment of the Premises if Tenant continues to diligently pursue pay the rent and all other sums due hereunder and continues to perform its covenants with respect to the maintenance of the Premises; or if Tenant shall admit in writing its inability to pay its debts generally as they become due, file a petition in bankruptcy, insolvency, reorganization, readjustment of debt, dissolution, or liquidation under any law or statute of the federal government or any state government or any subdivision of either, now or hereafter in effect, make an assignment for the benefit of its creditors, consent to or acquiesce in the appointment of a receiver of itself or of the whole or any substantial part of the Premises; if there shall be filed against Tenant any involuntary petition in bankruptcy, insolvency, reorganization, readjustment of debt, dissolution, or liquidation under any law or statute of the federal government or any state government or any subdivision of either, now or hereafter in effect, and such petition shall not have been dismissed within ninety (90) days after the filing thereof; or if an order, judgment, or decree shall be entered by any court of competent jurisdiction appointing, without the consent of Tenant, a cure to completionreceiver of Tenant or of the whole or any substantial part of the Premises, and such order, judgment, or decree shall not be vacated or set aside or stayed within ninety (90) days from the date of such appointment; or if a court of competent jurisdiction shall enter an order, judgment, or decree approving a petition filed against Tenant under any bankruptcy, insolvency, reorganization, arrangement, readjustment of debt, dissolution, or liquidation law or statute of the federal government or any state government or any subdivision of either, now or hereafter in effect, and such order, judgment, or decree shall not be set aside or stayed within ninety (90) days from the date of entry of such order, judgment, or decree, or a stay of such proceedings be thereafter set aside; or if under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or control of Tenant or of the whole or any substantial part of the Premises and such custody or control shall not be terminated within ninety (90) days from the date of assumption of such custody or control; then in any of such event of default, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after have the initial delivery following options: (a) To collect, by suit or otherwise, each installment of Landlord’s original default notice rent or other sum as it becomes due and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered payable hereunder, nor shall any cure period be available to Tenant hereunder; rather, together with interest at the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.Interest Rate

Default Provisions. In addition to any Default arising under Section 20.1 21.1 above, each of the following shall constitute a Default: (aDefault:(a) if Tenant ifTenant fails to pay Rent or any other payment when due hereunder within ten (10) days after five daysafter written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, ,on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on Renton the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, ,whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s 's delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s 's original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; and, at Landlord's election, (c) if Tenant abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”)Term, which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all the guarantor set forth in Section 1.7 of its obligations this Lease ("Guarantor") under that certain Guaranty of LeaseGuaranty, dated of even date herewith and attached to, and hereby made a part of this Lease, as Exhibit G (the “"Guaranty”"), and breaches, defaults under, or fails to comply with any or all of the requirements of the Guaranty. In connection with any default notice given pursuant to Sub-Section (b) above, Landlord agrees, in connection with any attempt of Tenant to cure same within the time period, if any, any default referenced in such notice,to reasonably respond to any inquiries or reasonable requests for clarification concerning any such default or curative action required by Landlord provided in the Guaranty (each, that such obligation ofreasonable responsiveness and any actual response undertaken by Landlord shall not constitute a “Guaranty Default”); upon the occurrence waiver under any provision of law or equity of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default Landlord's rights or remedies held by Landlord under this LeaseLease or at law.

Default Provisions. In addition LESSEE’s failure to comply with any Default arising under Section 20.1 above, each of the following provisions or conditions of this Lease, or violation of any Rules or Regulations established for the LESSOR, shall constitute a Default: (a) if Tenant fails be cause for termination of this Lease agreement. In the event of such an occurrence, except for ipso facto default matters, i.e., failure to pay Rent the rent when due, failure to pay those costs or any other payment when due hereunder within charges indicated elsewhere in this Lease, and failure to keep on file with LESSOR proper insurance certificates, LESSOR shall give LESSEE notice in writing, setting forth the nature of the breach committed by LESSEE. LESSEE shall have ten (10) days after written from the date of said notice from Landlord of such to remedy the breach set forth in said notice. Upon LESSEE’s failure to pay on the due date; providedtimely remedy any such breach, howeverLESSOR may, that if in any consecutive 12 month periodat its option, Tenant shallterminate this Lease, on two (2) separate occasions, fail to pay any installment reserving unto LESSOR all rights against LESSEE for breach of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenantthis Lease, and Tenant shall then no longer have to collect any sums due or retain any sum paid hereunder, until such time as a new lease for the slip is executed on terms equal to those set forth herein is effective. LESSEE expressly agrees that the LESSOR will suffer damage as a result of any breach of this Lease by LESSEE, whether said breach is cured or not within the ten (10) day period in which grace period, and, accordingly, LESSEE consents and agrees to cure any such failure; pay an administrative fee equal to one (b1) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant quarterly rental payment due under this Lease (other than in the obligation event of any such default. Failure to pay Rent) for a period said fee shall constitute an additional default and LESSOR shall have the option of 30 days after Landlord’s delivery canceling this lease without further notice orformality. In addition to Tenant of written notice of such default any and all rights granted to LESSOR under this Section 20.2(b); provided, however, that if Lease in the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence event of a default by LESSEE, LESSOR shall be entitled to exercise any and all rights upon a default by LESSEE authorized under any existing law or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be law hereinafter enacted providing for remedies available to Tenant hereunder; rathera LESSOR upon default by a LESSEE. In the event of default, the occurrence of an Other Lease Default Lessor shall immediately constitute have a Default under this Lease; privilege on Lessee's vessel for rent or other charges and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.for

Default Provisions. In addition to any Default arising under Section 20.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice In the event of a default by Buyer under this Agreement resulting from Landlord of such Buyer’s failure to pay close in accordance with the terms and provisions of this Agreement, without default on Seller’s part, Seller shall receive the due date▇▇▇▇▇▇▇ Money, together with all interest earned thereon, as Seller’s sole and exclusive remedy and as agreed and liquidated damages, whereupon the parties shall be relieved of all further obligations hereunder except Buyer’s obligations under Section 6 hereof, which shall survive termination, in lieu of all other remedies available to the Seller at law or in equity for such default. Buyer and Seller acknowledge and agree that, in such event, actual damages are difficult or impossible to ascertain and the ▇▇▇▇▇▇▇ Money, together with all interest earned thereon, is a fair and reasonable estimation of the damages of Seller. Recognizing that Seller will suffer irreparable injury from Buyer’s refusal or failure to buy the Property to Seller, Seller may also elect the remedy of specific performance; provided, however, that if in any consecutive 12 month period, Tenant shall, on two such action must be commenced within six (26) separate occasions, fail to pay any installment months of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; Buyer’s default. (b) except as is otherwise provided below in In the event of a default by Seller under this Section 20.2Agreement, if Tenant failswithout any default of Buyer, whether by action or inaction, Buyer at its option shall have the right to timely comply with, or satisfy, any or all receive the return of the ▇▇▇▇▇▇▇ Money together with all interest earned thereon and reimbursement of actual out-of-pocket costs incurred in connection with Buyer’s inspection in an amount not to exceed Twenty-Five Thousand and 00/100 Dollars ($25,000.00), whereupon this Agreement shall terminate and the parties shall be released from all further obligations imposed on Tenant hereunder except Buyer’s obligations under this Lease (Section 6 hereof, which shall survive termination, in lieu of all other than remedies available to the obligation Buyer at law or in equity for such default. Buyer and Seller acknowledge and agree that, in such event, actual damages are difficult or impossible to pay Rent) for ascertain and the ▇▇▇▇▇▇▇ Money, together with all interest earned thereon, is a period fair and reasonable estimation of 30 days after Landlordthe damages of Buyer. Recognizing that Buyer will suffer irreparable injury from Seller’s delivery refusal or failure to Tenant sell the Property to Buyer, Buyer may also elect the remedy of written notice of such default under this Section 20.2(b)specific performance; provided, however, that if the default cannot, by its nature, such action must be cured commenced within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; six (c6) the occurrence of a default under any or all months of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseSeller’s default.

Default Provisions. In addition to If, during the term of this Lease, default shall be made in the due and punctual payment of any Default arising rent or any additional rent or Impositions payable under Section 20.1 abovethis Lease, each when and as the same shall become due and payable, and such default shall continue for a period of thirty (30) days after written notice, or if default by the Tenant shall be made in the performance or compliance with any of the following covenants, agreements, terms, or conditions contained in this Lease other than those referred to above in this paragraph and such default shall constitute continue for a Default: period of thirty (a30) if days after written notice thereof from the Landlord to Tenant, or in the case of default or contingency which cannot with due diligence be cured within such period of thirty (30) days the Tenant fails to pay Rent proceed with all due diligence to cure the same and thereafter to prosecute the curing of such default with all due diligence (it being intended that in connection with a default not susceptible of being cured with due diligence within thirty days that the time of Tenant within which to cure the same shall be extended for such period as may be necessary to complete the same with all due diligence); or If the Tenant shall file a voluntary petition in bankruptcy or shall be adjudicated a bankrupt or insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the present or any future federal bankruptcy act or any other payment when due hereunder present or future applicable federal, state or other statute or law or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the demised premises or if within thirty (30) days after the commencement of any proceeding against Tenant seeking any such reorganization, arrangement, readjustment, liquidation, dissolution or similar relief, such proceeding shall not have been dismissed, or if within thirty (30) days after the appointment without the consent or acquiescence of Tenant of any Trustee, receiver or liquidator of Tenant or all or any substantial part of its properties or of the demised premises, such appointment shall not have been vacated or stayed or appealed or otherwise, or if within thirty (30) days after the expiration of any such stay, such appointment shall not have been vacated, then and in any such of the events hereinabove set forth Landlord at any time thereafter may give written notice to Tenant specifying any event or events of default and stating that this Lease and the term hereby demised shall expire and terminate on the day specified in the notice, which shall be at least ten (10) days after written notice from Landlord the giving of such failure notice and upon the date specified in such notice, this Lease and the term hereby demised and all rights of the Tenant under this Lease shall expire and terminate and Tenant shall remain liable as hereinafter set forth. Upon any such expiration or termination of this Lease due to pay on any of the due date; provided, however, that if in provisions herein or any consecutive 12 month periodtermination by summary proceedings or otherwise, Tenant shallshall quit and peacefully return the demised premises and the then building thereon to the Landlord without any payment therefor by Landlord and Landlord upon, on two (2) separate occasionsor at any time after any such expiration or termination may, fail without further notice, enter upon and re-enter the demised premises, possess and repossess itself thereof by force, summary proceedings, ejectment or otherwise and may dispossess Tenant and remove Tenant and all other persons and property from the demised premises and may have, hold and enjoy the demised premises and the building thereon and the right to pay receive all rental income of and from the same. At any installment of Rent on time or from time to time after any such expiration or termination pursuant to the date such installment of Rent is duepreceding paragraphs hereof, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is dueor any other termination by summary proceedings or otherwise, Landlord shall be relieved free to relet the demised premises or any part thereof in the name of the Landlord or otherwise for such terms or terms which may be greater or less than the period which would otherwise be constituting the balance of the term of this Lease, and all such conditions, which may include concessions of free rent, as Landlord, in its uncontrolled discretion, may determine, and may collect and receive the rents thereof. Landlord shall, in no way, be responsible or liable for any failure to relet the demised premises or any part thereof or any failure to collect any rent due upon any such reletting. No expiration or termination of this Lease, pursuant to any of the paragraphs of this Article or any termination by summary proceedings or otherwise, shall relieve Tenant of its liability and obligation under this Lease and such liability and obligation shall survive any such expiration or termination. In the event of any expiration or termination, whether or not the demised premises or any part thereof have been relet, Tenant shall pay to the Landlord the net rent and all other charges required to be paid by Tenant to the time of such expiration or termination of this Lease, and thereafter Tenant, until the end of what would have been the term of this Lease in the absence of such expiration or termination, shall be liable to Landlord for, and shall pay to Landlord, as and for liquidated and current damages for Tenant's default the equivalent of the amount of the rents, additional rents, charges and Impositions which would be payable under this Lease by Tenant, if this Lease were still in effect, less the net proceeds of any reletting effected pursuant to the provisions of a paragraph of this Article, after deducting all Landlord's expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage and management commissions, operating expenses, legal expenses, reasonable attorney's fees, alteration costs and expenses of preparation of such reletting. Tenant shall pay such current damages (herein called "deficiency") to Landlord monthly on the 1st day of each month as the same would have been payable under this Lease if this Lease were still in effect, and Landlord shall be entitled to recover from Tenant any obligation monthly deficiency as the same shall arise. At any time after such expiration or termination, whether or not Landlord shall have collected any monthly deficiency as aforesaid, Landlord as its option, shall be entitled to provide notice to recover from Tenant, and Tenant shall then pay to Landlord on demand, as and for liquidated and current final damages for Tenant's default, (a) an amount equal to the present worth of the rents reserved under this Lease from the date of such expiration and termination for what would be the natural unexpired term of this Lease as if the same had remained in force or (b), the fair market rental value of the demised premises for the same term. Tenant for itself and anyone having any interest in the leasehold, hereby expressly waives, so far as permitted by law, service of any notice of intention to re- enter provided for by statute or of the institution of legal proceedings to that end. Tenant also waives any and all right of redemption or re-entry or repossession or to restore the operation of this Lease in case Tenant shall be dispossessed by a judgment or by warrant of any court or judge or in case of re-entry or repossession by Landlord or in case of any expiration or termination of this Lease. The terms "enter", "re-enter", "entry", or "re-entry", as used in this Lease are not restricted to their technical legal meaning. No failure by Landlord to insist upon the strict performance of any covenant, agreement, term or condition of this Lease or to fail to exercise any right or remedy consequent upon a breach thereof, and no longer have acceptance of full or partial rent during the continuation of such breach shall constitute a ten (10) day period in which to cure waiver of any such failure; breach or of such covenant, agreement, term or condition. No covenant, agreement, term or condition of this Lease to be performed or complied with by either party and no breach thereof, shall be waived, altered or modified except by a written instrument executed by the other party. No waiver or breach shall affect or alter this Lease, but each and every covenant, agreement, term and condition of this Lease shall continue in full force and effect with respect to any now existing or subsequent breach thereof. In the event of any breach or threatened breach by Tenant of any of the covenants, agreements, terms or conditions contained in this Lease, Landlord shall be entitled to enjoin such breach or threatened breach and shall have the right to invoke any right or remedy allowed at law or in equity or by statute or otherwise, through re-entry, summary proceedings and other remedies which are provided for in this Lease. Each right and remedy of Landlord provided in this Article XIV shall be cumulative and shall be in addition to (a) 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, and (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether the exercise or beginning of any exercise by action or inaction, to timely comply with, or satisfy, Landlord of any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other rights or remedies provided for in this Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasenow or hereafter existing at law or equity or by statute or otherwise.

Default Provisions. In addition to any Default arising under Section 20.1 above, each a. Any of the following occurrences or acts shall constitute a Defaultan Event of Default under this Lease: If (ai) if Tenant fails Lessee shall fail to pay any Basic Rent, Supplemental Rent or Additional Rent when due and such failure shall continue for ten (10) days (except that Basic Rent must in all cases be paid prior to the last day of the applicable month), (ii) Lessee shall fail to observe or perform any other provision hereof and such failure shall continue for forty-five (45) days after notice to Lessee of such failure (provided that in the case of any such default which cannot be cured by the payment of money and cannot with diligence be cured within such forty-five (45) day period, if Lessee shall commence promptly to cure the same and thereafter prosecute the curing thereof with diligence, the time within which such default may be cured shall be extended for such period as is necessary to complete the curing thereof with diligence), (iii) Lessee shall suffer Bankruptcy, or (iv) an Event of Default shall occur and be continuing under the Loan Agreement other than pursuant to Section 6.1(r) thereof. b. If an Event of Default shall have occurred and be continuing for (i) a period of twenty-five (25) days or more and the Agent (as such term is defined in the Loan Agreement) shall have directed Lessor to suspend Lessee's rights under this Lease, or (ii) a period of one hundred twenty (120) days or more (whether or not the Agent shall have so directed Lessor), Lessor shall have the right to suspend, and if directed to do so by the Agent shall suspend, Lessee's rights under this Lease and prohibit Lessee and its employees, contractors, patrons, invitees and agents from entering onto the Premises and Ground Lease Property or any part thereof until such time as the Event of Default has been cured. c. If the Event of Default shall have occurred and be continuing for (i) a period of twenty-five (25) days or more and the Agent shall have directed Lessor to terminate this Lease, or (ii) a period of two hundred seventy (270) days or more (whether or not the Agent shall have so directed Lessor), Lessor may, and if directed to do so by the Agent shall, terminate this Lease by providing Lessee with written notice to that effect. Upon such termination, Lessor shall have the right to evict and dispossess Lessee from the Premises and Ground Lease Property by appropriate proceedings. d. Unless Lessor shall have previously terminated this Lease pursuant to Section 15(c) hereof, no eviction or any other exercise of rights or remedies by Lessor shall prevent Lessee from curing a default under this Lease within two hundred seventy (270) days of an Event of Default, provided that if any payment when due obligation of Lessee hereunder (i) is not paid within ten (10) days after written notice the same has become an Event of Default, interest shall commence to acrue thereon at the rate of interest announced from Landlord of such failure time to pay on time by Chase Manhattan Bank as its "prime rate" plus five (5%) percent (but in no event shall said rate exceed the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenantmaximum interest rate permitted by applicable law), and Tenant shall then no longer have a ten (10ii) day period in which to cure any such failure; is not paid within thirty (b30) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery same has become an Event of Landlord’s original default notice and same Default, the amount necessary to cure (exclusive of any interest penalty amounts) shall not be deemed to be a “Default” for purposes increased by one hundred (100%) percent. e. No expiration or termination of this Lease; Lease and no re-entry or repossession of the Premises and Ground Lease Property, whether any of the foregoing occur pursuant to this Section 15, by operation of law or otherwise shall, except to the extent provided by law, relieve Lessee of its liabilities and obligations hereunder, all of which shall survive such expiration, termination, re-entry or repossession. f. If Lessee's right to possession of the Premises and Ground Lease Property has been terminated (c) or if such right has terminated because of any expiration or termination of this Lease or re-entry or repossession of the Premises and Ground Lease Property by reason of the occurrence of a default under any an Event of Default and the following remedy should be available at law), Lessee will pay to Lessor all Basic Rent, Supplemental Rent and Additional Rent and other sums required to be paid by Lessee to and including the date of such expiration, termination, re-entry or all repossession, if any; and, thereafter, Lessee shall, until the end of the leases scheduled on Exhibit D period that would have been the term of this Lease in the absence of such expiration, termination, re-entry or repossession, and whether or not the Premises and Ground Lease Property shall have been relet, be liable to Lessor for, and shall at Lessor's option either (“Other Leases”), which default under one or more of the Other Leases is not cured i) continue to pay to Lessor on a timely basismonthly basis all Basic Rent, Supplemental Rent, Additional Rent and other sums which would have otherwise been required to be paid by Lessee pursuant to the terms of this Lease until the applicable Other Lease(send of the period that would have been the full Term of this Lease, or (ii) (“Other Lease Default”); upon the occurrence of an Other Lease Defaultpay to Lessor as liquidated and agreed current damages, there shall all Basic Rent, Supplemental Rent, Additional Rent and other sums that would be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default payable under this Lease; and (d) Guarantor defaults under any Lease by Lessee in the absence of such expiration, termination, re-entry or all of its obligations under that certain Guaranty of Leaserepossession, dated of even date herewith (less the “Guaranty”), and fails to cure same within the time periodnet proceeds, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Defaultreletting of the Premises and Ground Lease Property by or on behalf of Lessor, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunderafter deducting from such proceeds all Lessor's expenses in connection with such reletting (including, but rather not limited to, all repossession costs, brokerage commissions, reasonable attorneys' fees and expenses incurred in connection with the occurrence termination of a Guaranty Default shall immediately constitute a Default under this LeaseLease and with such reletting, employees' expenses, alteration costs and expenses of preparation for such reletting).

Default Provisions. In addition The following events shall be deemed to any Default arising be events of default by Tenant under Section 20.1 above, each of the following this lease: a. Tenant shall constitute a Default: (a) if Tenant fails have failed to pay Rent any installment of rent or any other payment when due hereunder charge provided herein, or any portion thereof within five days of Tenant's receipt of written notice from Landlord, provided, however, that Landlord shall only be obligated to provide notice to Tenant 2 times in any 12 month period, it shall be an automatic default; or b. Tenant shall have failed to comply with any other provision of this lease and shall not cure such failure within ten (10I0) days after Tenant's receipt of written notice from Landlord of such failure noncompliance (in the case of a default that cannot with due diligence be cured within a period of ten (10) days, Tenant shall have such additional time to cure same as may reasonably be necessary, provided Tenant proceeds promptly, expeditiously, and diligently to cure such default after receipt of said notice). Landlord, upon an event of default by Tenant, may elect to seek any and all legal remedies to cause the Tenant to cure such default, including, but not limited to commencement of eviction proceedings, retaking possession of the Premises and/or any other legal remedy allowed at law or in equity. No action taken by the Landlord shall relieve Tenant of the obligation to pay on rent for the due date; provided, however, that if full term of this Lease. Landlord may relet the Premises upon such terms and conditions as Landlord deems appropriate in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion its sole and on each occasion thereafter on which subjective discretion. Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, remain responsible for all charges hereunder and Tenant shall then be responsible for all costs of reletting the premises, including costs of putting the Premises back into their original condition, costs of clean up, court costs, attorney and brokerage fees and any other costs. Tenant obligations may be offset by such new Tenant but under no longer circumstances shall Tenant be entitled to any offset or be entitled to any rent or other charges paid by the replacement tenant in excess of the Rent and due under this Lease. Landlord's Default Landlord shall not be deemed in default hereunder unless Tenant shall have a given Landlord written notice of such default specifying such default with particularity and Landlord shall thereupon have ten (I0) days in which to cure any default unless such default cannot reasonably be cured within such period wherein Landlord shall not be in default if it commences to cure the default within the ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure completion of such same. In the event of any default promptly within by either party in any way connected with the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after enforcement of the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes provisions of this Lease; (c) , or for the occurrence recovery of a default under any or all possession of the leases scheduled on Exhibit D (“Other Leases”), which default under one leased premises or more for collection of the Other Leases is not cured on a timely basisrental due, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there prevailing party shall be no notice required entitled to attorney's fees whether or not court action is instituted. In addition, either party shall be delivered hereunderentitled to seek such damages and relief as provided in law and/or equity to remedy such breach, nor shall including, but not limited to seek rental and other payments, cure of any cure period be available breach, commencement of eviction proceedings and filing suit to Tenant hereunder; ratherrecover damages, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Leasecosts, dated of even date herewith (the “Guaranty”)expert witness fees, and fails to cure same within the time period, if any, provided other damages allowed in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaselaw or equity.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a Defaultan Event of Default under this Lease: (i) If Tenant shall: (a1) if Tenant fails fail to pay any Base Rent, Additional Rent or other sum within five (5) business days of the date such payment is required to be paid by Tenant hereunder, provided that not more than twice per calendar year, Landlord shall provide Tenant with written notice of its failure to make such payments and an additional five (5) days to cure; or (2) fail to observe or perform any other payment when due hereunder within ten provision hereof and such nonmonetary failure shall continue for thirty (1030) days after written notice to Tenant of such failure (provided, that, in the case of any such failure which cannot be cured by the payment of money and cannot with diligence be cured within such 30-day period, if Tenant shall promptly commence to cure the same and thereafter prosecute the curing thereof with diligence, the time within which such failure may be cured shall be extended for such period not to exceed ninety (90) days as is necessary to complete the curing thereof with diligence); (ii) If any representation or warranty of Tenant set forth herein or in any certificate provided by Tenant pursuant to this Lease, shall prove to be incorrect in any material adverse respect as of the time when the same shall have been made in a way adverse to Landlord and Landlord shall suffer a loss or detriment as a result thereof, including, without limitation, the taking of any action (including, without limitation, the demise of the Premises to Tenant herein) in reliance upon such representation or warranty and, in each case, the facts shall not be conformed to the representation and warranty as soon as practicable in the circumstances (but in no event to exceed thirty (30) days) after written notice to Tenant from Landlord of such inaccuracy and Landlord restored to the position it would have enjoyed had such representation or warranty been accurate at the time it was made; (iii) If Tenant shall file a petition in bankruptcy or for reorganization or for an arrangement pursuant to any federal or state law or shall be adjudicated a bankrupt or become insolvent or shall make an assignment for the benefit of creditors, or if a petition proposing the adjudication of Tenant as a bankrupt or its reorganization pursuant to any federal or state bankruptcy law or any similar federal or state law shall be filed in any court and Tenant shall consent to or acquiesce in the filing thereof or such petition shall not be discharged or denied within sixty (60) days after the filing thereof; (iv) If a receiver, trustee or conservator of Tenant, or of all or substantially all of the assets of Tenant, or of the Premises or Tenant’s estate therein shall be appointed in any proceeding brought by or against Tenant, or if any such receiver, trustee or conservator shall be appointed in any proceeding brought against Tenant and shall not be discharged within sixty (60) days after such appointment, or if Tenant shall consent to or acquiesce in such appointment; or (v) If the Premises shall not be maintained or secured in the manner required hereunder for a period of thirty (30) consecutive days. (b) If an Event of Default shall have occurred and be continuing beyond the applicable cure period, if any, Landlord shall have the right to give Tenant notice of Landlord’s termination of the Lease Term. Upon the giving of such notice, the Lease Term and the estate hereby granted shall expire and terminate on such date as fully and completely and with the same effect as if such date were the date herein fixed for the expiration of the Lease Term, and all rights of Tenant hereunder shall expire and terminate, but Tenant shall remain liable as hereinafter provided. (c) If an Event of Default shall have occurred and be continuing, Landlord shall have the immediate right, whether or not the Lease Term shall have been terminated pursuant to subsection 12.01(b), to reenter and repossess the Premises and the right to remove all persons and property therefrom by summary proceedings, ejectment or any other legal action or in any lawful manner Landlord determines to be necessary or desirable. Landlord shall be under no liability by reason of any such reentry, repossession or removal. No such reentry, repossession or removal shall be construed as an election by Landlord to terminate the Lease Term unless a notice of such termination is given to Tenant pursuant to subsection 12.01(b) or unless such termination is decreed by a court. (d) At any time or from time to time after a reentry, repossession or removal pursuant to subsection 12.01(c), whether or not the Lease Term shall have been terminated pursuant to subsection 12.01(b) Landlord may relet the Premises for the account of Tenant, in the name of Tenant or Landlord or otherwise, without notice to Tenant, for such term or terms and on such conditions and for such uses as Landlord, in its absolute discretion, may determine. Landlord may collect any rents payable by reason of such reletting. Landlord shall not be liable for any failure to relet the Premises or for any failure to collect any rent due upon any such reletting. (e) No expiration or termination of the Lease Term pursuant to subsection 12.01(b), by operation of law or otherwise, and no reentry, repossession or removal pursuant to subsection 12.01(c) or otherwise, and no reletting of the Premises pursuant to subsection 12.01(d) or otherwise, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive such expiration, termination, reentry, repossession, removal or reletting. (f) In the event of any expiration or termination of the Lease Term or reentry or repossession of the Premises or removal of persons or property therefrom by reason of the occurrence of an Event of Default, Tenant shall pay on to Landlord all Base Rent, Additional Rent and other sums required to be paid by Tenant, in each case to and including the due date; provideddate of such expiration, howevertermination, that if in any consecutive 12 month periodreentry, repossession or removal, and, thereafter, Tenant shall, on two until the end of what would have been the Lease Term in the absence of such expiration, termination, reentry, repossession or removal and whether or not the Premises shall have been relet, be liable to Landlord for, and shall pay to Landlord, as liquidated and agreed current damages: (2i) separate occasionsall Base Rent, fail all additional rent and other sums which would be payable under this Lease by Tenant in the absence of any such expiration, termination, reentry, repossession or removal, together with all expenses of Landlord in connection with such reletting (including, without limitation, all repossession costs, brokerage commissions, reasonable attorneys’ fees and expenses (including, without limitation, fees and expenses of appellate proceedings), employee’s expenses, alteration costs and expenses of necessary preparation for such reletting), less (ii) the net proceeds, if any, of any reletting effected for the account of Tenant pursuant to subsection 12.01(d). Tenant shall pay any installment of Rent such liquidated and agreed current damages on the date dates on which rent would be payable under this Lease in the absence of such installment of Rent is dueexpiration, thentermination, on reentry, repossession or removal, and Landlord shall be entitled to recover the third such occasion and same from Tenant on each occasion thereafter on which Tenant such date. (g) At any time after any such expiration or termination of the Lease Term or reentry or repossession of the Premises or removal of persons or property therefrom by reason of the occurrence of an Event of Default, whether or not Landlord shall fail have collected any liquidated and agreed current damages pursuant to pay an installment of Rent on the date such installment of Rent is duesubsection 12.01(f), Landlord shall be relieved entitled to recover from any obligation to provide notice to Tenant, and Tenant shall pay to Landlord on demand, as and for liquidated and agreed final damages for Tenant’s default and in lieu of all liquidated and agreed current damages beyond the date of such demand (it being agreed that it would be impracticable or extremely difficult to fix the actual damages), an amount equal to the excess, if any, of (a) the aggregate of all Base Rent, additional rent and other sums which would be payable under this Lease, in each case from the date of such demand (or, if it be earlier, to date to which Tenant shall have satisfied in full its obligations under subsection 12.01(f) to pay liquidated and agreed current damages) for what would be the then no longer have a ten (10) day period unexpired Lease Term in which to cure any the absence of such failure; expiration, termination, reentry, repossession or removal, discounted at the rate of 5% per annum, over (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all the then fair rental value of the obligations imposed on Tenant under this Lease (other Premises, discounted at the rate of 5% per annum for the same period. If any law shall limit the amount of liquidated final damages to less than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completionamount above agreed upon, Landlord shall not exercise be entitled to the maximum amount allowable under such law. (h) If Landlord terminates this Lease or Tenant’s right to possession, Landlord shall use its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of reasonable efforts to mitigate Landlord’s original default notice and same damages. Such mitigation shall be subject to the following: (a) reasonable efforts to mitigate shall not exceed such efforts as Landlord generally uses to lease other space, (b) Landlord will not be deemed to be a “Default” for purposes have failed to mitigate if Landlord leases any other portions of this Lease; the Building before reletting all or any portion of the Premises, (c) Landlord may relet the occurrence Premises for a term greater or lesser than that remaining under the Lease Term, as a part of a default under any larger area, and the right to change the character or all use made of the leases scheduled on Exhibit D (“Other Leases”)Premises, which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all failure to mitigate as described herein with respect to any period of its obligations under that certain Guaranty time shall only reduce the Rent and other amounts to which Landlord is entitled hereunder by the reasonable rental value of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time Premises during such period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.

Default Provisions. Section 15.01. In addition to any Default arising under Section 20.1 above, each case one or more of the following events (an "Event of Default") shall constitute have occurred and shall not have been remedied then Landlord may, at Landlord's option, give to Tenant a Default: (a) notice of election to end the Term of this Lease and, if said notice is given, then the Term of this Lease and all right, title and interest of Tenant fails hereunder shall expire as fully and completely as if the termination date specified in such notice were the date herein specifically fixed for the expiration of the Term of this Lease, and Tenant will then quit and surrender the Premises to pay Landlord, but Tenant shall remain liable for all its obligations under this Lease: A. Default shall be made in the payment of the Basic Rent or any other payment when due hereunder within and such default shall continue for a period of ten (10) days after written the date on which such payment was due, or default shall be made in the payment of any item of additional rent or any other sum due to Landlord under this Lease and such latter default shall continue for a period of thirty (30) days after notice from Landlord thereof, specifying such default, shall have been given to Tenant; or B. Default shall be made in the performance of any other covenant or agreement on the part of Tenant to be performed hereunder, and such default shall continue for a period of thirty (30) days (or such longer time as may be permitted by this Section 15.01 B) after notice thereof, specifying such default, shall have been given to Tenant; provided, that in the case of a default which cannot with due diligence be remedied by Tenant within a period of thirty (30) days, if Tenant proceeds as promptly as may be reasonably possible after the service of such notice and with all due diligence to remedy the default and thereafter to prosecute the remedying of such default with all due diligence, the period of time after the giving of such notice within which to remedy the default shall be extended for such period as may be necessary to remedy the same with all due diligence but in any event no longer than ninety (90) days; C. Tenant shall be (1) adjudicated bankrupt or insolvent pursuant to the laws of the United States or the State of Maryland, or (2) an order for its reorganization is entered against Tenant under the provisions of the Federal Bankruptcy Code, or (3) a receiver of the Tenant's property is appointed due to its insolvency or failure to pay on its debts, and the due date; providedsaid receiver is not discharged within sixty (60) days after appointment, howeveror (4) Tenant shall make an assignment for the benefit of its creditors, that or (5) if in any consecutive 12 month perioda committee of creditors, sequestrator, conservator or trustee is appointed to take control of Tenant shall, on two (2) separate occasions, fail because of the inability of Tenant to pay any installment of Rent on its debts when and as the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which same mature; D. Tenant shall fail to pay an installment of Rent on maintain in force at all times the date such installment of Rent is due, Landlord insurance coverages required by Article 4 hereof; E. The Premises shall be relieved from any obligation to provide notice to Tenant, and de-certified or de-licensed as a 181 bed nursing home facility or Tenant shall then no longer have lose its license to operate the Premises as such a ten (10) day period in which to cure facility; F. An Event of Default shall occur under any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations seven leases identified in Schedule 15.01; or G. There shall be imposed on Tenant under this Lease (other than by any governmental authority or agency having jurisdiction a ban on the obligation admission of nursing home patients to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); providedthe Premises, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same which ban shall not be deemed terminated or withdrawn within ninety (90) days. Section 15.02. Tenant waives the service of notice of Landlord's intention to re-enter as provided for in any statute, or to institute legal proceedings to that end, and also waives any and all right of redemption in case Tenant shall be dispossessed by a “Default” for purposes judgment or by warrant of any court or judge. Landlord and Tenant each waives and shall waive any and all right to a trial by a jury in the event that summary proceedings or other proceedings available to Landlord by law or by statute shall be instituted by Landlord. The terms "enter", "re-enter", "entry" or "re-entry", as used in this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is are not cured on a timely basis, pursuant restricted to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasetheir technical legal meanings.

Default Provisions. In addition to any Default arising Developer shall be in default under Section 20.1 above, each of the following shall constitute a Default: this Agreement if: (a) if Tenant Developer fails to pay Rent make any of the payments of money required by the terms of this Agreement or any other payment when due hereunder of the Transaction Documents, and Developer fails to cure or remedy the same within ten twenty (1020) days after the UG has given Developer written notice from Landlord of specifying such default; or (b) Developer fails to keep or perform any covenant or obligation herein contained on Developer's part to be kept or performed, and Developer fails to remedy the same within sixty (60) days after the UG has given Developer written notice specifying such failure to pay on the due dateand requesting that it be remedied; provided, however, that if in any consecutive 12 month event of default shall be such that it cannot be corrected within such period, Tenant shall, on two (2) separate occasions, fail to pay any installment it shall not constitute an event of Rent on the date default if corrective action is instituted by Developer within such installment of Rent is due, then, on the third such occasion period and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if diligently pursued until the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leaseis corrected; or (c) Developer or any Affiliate shall file a voluntary petition under any bankruptcy law or an involuntary petition under any bankruptcy law is filed against any such party in a court having jurisdiction and said petition is not dismissed within sixty (60) days; or Developer or any Affiliate generally is not paying its debts as such debts become due; or Developer or any Affiliate makes an assignment for the occurrence benefit of its creditors; or a custodian, trustee or receiver is appointed or retained to take charge of and manage any substantial part of the assets of Developer or any Affiliate, and such appointment is not dismissed within sixty (60) days; or any execution or attachment shall issue against Developer whereupon the Project, or any part thereof, or any interest therein of Developer under this Agreement shall be taken and the same is not released prior to judicial sale thereunder (each of the events described in this subparagraph being deemed a default under any or all the provisions of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”this Agreement); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and or (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (Developer breaches the “Guaranty”), representations and warranties set forth in this Agreement and fails to cure or correct the same within thirty (30) days of written notice from the time periodUG. In the event of such default, if anythe UG may take such actions, provided in the Guaranty (eachor pursue such remedies, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered as exist hereunder, nor shall any cure period be available or at law or in equity, and Developer covenants to Tenant hereunderpay and to indemnify the UG against all reasonable costs and charges, but rather including attorneys' fees, lawfully and reasonably incurred by or on behalf of the occurrence UG in connection with the enforcement of a Guaranty Default shall immediately constitute a Default under this Leasesuch actions or remedies.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) three separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; or (c) Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTerm.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a an "Event of Default" under this Lease: if Lessee, at any time during the continuance of this Lease (aand with regard to subparagraphs (i) if Tenant fails and (ii), regardless of the pendency of any bankruptcy, reorganization, receivership, insolvency or other proceedings, at law, in equity or before any administrative tribunal, which have or might have the effect of preventing Lessee from complying with the terms of this Lease), shall (i) fail to pay Rent make any payment of Basic Rent, additional rent or any other payment when due hereunder within sum herein required to be paid by Lessee for ten (10) days after written notice from Landlord thereof, or (ii) fail to observe or perform any other provision hereof for thirty (30) days after Lessor shall have delivered to Lessee notice of such failure (provided that in the case of any default referred to in this clause (ii) which cannot be cured by the payment of money and cannot with diligence be cured within such thirty (30) day period, if Lessee shall commence promptly to cure the default with diligence, then upon receipt by Lessor of a certificate duly authorized on behalf of Lessee stating the reason that such default cannot be cured within thirty (30) days and stating that Lessee is proceeding with diligence to cure such default, the time within which such failure may be cured shall be extended for such period as may be necessary to complete the curing of the same with diligence), or (iii) file a petition for relief under the Bankruptcy Code or for reorganization thereunder or pursuant to any federal or state bankruptcy law or any similar federal or state law, or if Lessee shall be granted an order for relief under the Bankruptcy Code or become insolvent or shall make an assignment for the benefit of creditors or shall admit in writing its inability to pay its debts generally as they become due, or if a petition or answer proposing relief under the Bankruptcy Code be filed against the Lessee or proposing its reorganization thereunder or pursuant to any federal or state bankruptcy law or any similar federal or state law shall be filed in any court and Lessee shall consent to or acquiesce in the filing thereof or such petition or answer shall not be discharged or denied within 90 days after the filing thereof or if a receiver, trustee or liquidator of Lessee or of all or substantially all of the assets of Lessee or of Lessee's Estate shall be appointed in any proceeding brought by Lessee, or if any such receiver, trustee or liquidator shall be appointed in any proceeding brought against Lessee and shall not be discharged within 90 days after such appointment, or if Lessee shall consent to or acquiesce in such appointment. Notwithstanding the foregoing, (i) the happening of an act or occurrence described in this Paragraph 17(a) shall not constitute an Event of Default under this Lease if the happening of such act or occurrence also constitutes an event of default on the due date; providedpart of the LOL Sublessee under the LOL Sublease, however, that if and (ii) the events of default referred to in paragraph 17(a)(iii) shall apply only with respect to the Owner from time to time of the Lessee's Estate and shall not in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay event constitute an event of default hereunder while the Mortgage remains in effect or any installment rights of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved redemption from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; foreclosure thereof remain. (b) except as is otherwise provided below in this Section 20.2If an Event of Default shall have happened and be continuing, if Tenant fails, whether by action Lessor shall have the right at its election then or inactionat any time thereafter while such Event of Default shall continue, to timely comply withgive Lessee written notice of Lessor's intention to terminate the term of this Lease on a date specified in such notice. Upon the giving of such notice, or satisfy, any or all the term of this Lease and the estate hereby granted shall expire and terminate on such date as fully and completely and with the same effect as if such date were the date herein fixed for the expiration of the obligations imposed on Tenant term of this Lease, and all rights of Lessee hereunder shall expire and terminate, but Lessee shall remain liable as hereinafter provided. Unless such notice shall have been given, this Lease shall not terminate, notwithstanding any default under this Lease and the abandonment of the Project by Lessee. If an Event of Default shall have happened and be continuing and Lessee shall have abandoned the Project, Lessor may, at its option, enforce all of its rights and remedies under this Lease, including the right to receive Basic Rent, additional rent and all other sums payable hereunder as they become due. In addition, Lessor shall be entitled to recover from Lessee all costs of maintenance and preservation of the Leased Premises, and all costs (other than including attorney's and receiver's fees), incurred in connection with the obligation appointment of and performance by a receiver to pay Rentprotect the Leased Premises and Lessor's interest under this Lease. (c) for If an Event of Default shall have happened and be continuing, Lessor shall have the immediate right, whether or not the term of this Lease shall have been terminated pursuant to Paragraph 17(b), to re-enter and repossess the Project or any part thereof by force, summary proceedings, ejectment or otherwise and the right to remove all persons and property therefrom. Lessor shall be under no liability by reason of any entry, repossession or removal. No such re-entry or taking of possession of the Project by Lessor shall be construed as an election on Lessor's part to terminate the term of this Lease unless a period of 30 days after Landlord’s delivery to Tenant of written notice of such default intention be given to Lessee pursuant to Paragraph 17(b), or unless the termination of this Lease be decreed by a court of competent jurisdiction. (d) At any time or from time to time after the repossession of the Project or any part thereof pursuant to Paragraph 17(c), whether or not the term of this Lease shall have been terminated pursuant to Paragraph 17(b), Lessor may (but shall be under no obligation to) relet the Project or any part thereof for the account of Lessee, in the name of Lessee or Lessor or otherwise without notice to Lessee, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the term of this Section 20.2(b); providedLease) and on such conditions (which may include concessions or free rent) and for such uses as Lessor, howeverin its absolute discretion, that if the default cannotmay determine, and Lessor may collect and receive any rents payable by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure reason of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same reletting. Lessor shall not be deemed responsible or liable for any failure to be a “Default” relet the Project or any part thereof or for purposes any failure to collect any rent due upon such reletting. (e) No expiration or termination of the term of this Lease; (cLease pursuant to Paragraph 17(b), by operation of law or otherwise, and no repossession of the Project or any part thereof pursuant to Paragraph 17(c) or otherwise, and no reletting of the occurrence Project or any part thereof pursuant to Paragraph 17(d), shall relieve Lessee of a default under any or its liabilities and obligations hereunder, all of which shall survive such expiration, termination, repossession or reletting. (f) In the leases scheduled on Exhibit D (“Other Leases”), which default under one event of any expiration or more termination of this Lease or repossession of the Other Leases is not cured on a timely basis, pursuant to the terms Project or any part thereof by reason of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Event of Default, there shall be no notice Lessee will pay to Lessor the Basic Rent, additional rent and other sums required to be delivered hereunderpaid by Lessee to and including the date of such expiration, nor termination or repossession; and, thereafter, Lessee shall, until the end of what would have been the term of this Lease in the absence of such expiration, termination or repossession, and whether or not the Project or any part thereof shall any cure period have been relet, be available liable to Tenant hereunder; ratherLessor for, and shall pay to Lessor, as liquidated and agreed current damages (i) the occurrence of an Other Lease Default shall immediately constitute a Default Basic Rent, additional rent and other sums which would be payable under this Lease; and Lease by Lessee in the absence of such expiration, termination or repossession, less (dii) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time periodnet proceeds, if any, of any reletting effected for the account of Lessee pursuant to Paragraph 17(d), after deducting from such proceeds all of Lessor's expenses in connection with such reletting (including without limitation, all repossession costs, brokerage commissions, attorney's fees, alteration costs and expenses of preparation for such reletting). Lessee will pay such current damages on the days on which the Basic Rent would have been payable under this Lease in the absence of such expiration, termination recovery or repossession, and Lessor shall be entitled to recover the same from Lessee on each such day. (g) At any time after the termination of this Lease, pursuant to Paragraph 17(b), whether or not Lessor shall have collected any current damages pursuant to Paragraph 17(f), Lessor shall be entitled to recover from Lessee and Lessee will pay to or on demand as and for liquidated and agreed final damages for Lessee's default (it being agreed that it would be impractical or extremely difficult to fix actual damages), and in lieu of all current damages provided in Paragraph 17(f) beyond the Guaranty date to which the same shall have been paid, an amount equal to the excess, if any, of (eachi) the sum of (1) any past due Basic Rent or additional rent together with a late charge thereon (to the extent permitted by law) computed from the due date thereof to the date of payment of such liquidated damages at the rate of twelve percent per annum (or, a “Guaranty Default”if lower, the maximum rate permitted by applicable law); upon , (2) an amount equal to the occurrence sum of the future payments of Basic Rent otherwise payable in respect of the Leased Premises for the remainder of the Primary Term or any Extended Term then in effect (regardless of any Guaranty Defaulttermination), there each such future payment discounted at the rate of four percent per annum (the "Discounted Future Basic Rent") from the date otherwise payable to the later of (x) the date to which Basic Rent shall have been paid or (y) the date to which Lessee shall have paid current damages pursuant to Paragraph 17(f), together with a late charge thereon (to the extent permitted by law) computed from the later of such dates to the date of payment of such liquidated damages at the rate of twelve percent per annum (or, if lower, the maximum rate permitted by applicable law), and (3) the additional rent and other charges (as reasonably estimated by Lessor) which would be no notice required payable hereunder for what would have been the then unexpired current term had this Lease not been terminated, such additional rent and such other charges to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.be

Default Provisions. 34.1 In addition the event that either party breaches any obligation under this Agreement (“the defaulting party”, the other party (the “aggrieved party”) shall be entitled to send a written notice to the defaulting party calling on the latter to rectify such breach within 7 days. 34.2 The defaulting party shall be obliged to make good the breach to which the said notice relates within 7 days of the receipt of the said notice. 34.3 If the defaulting party fails to comply with the said notice the aggrieved party shall be entitled to cancel this Agreement without prejudice to any Default arising under Section 20.1 above, each of other rights or remedies which the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay on aggrieved party may have in law. 34.4 In the due date; provided, however, event that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent this Agreement is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except terminated as is otherwise provided below in this Section 20.2, if Tenant fails, whether contemplated by action or inaction, to timely comply with, or satisfy, any or clause 34.3 above all of the obligations imposed on Tenant of the defaulting party shall immediately become due (notwithstanding the fact that the date for such performance may not yet have arrived), and:- (1) In the event that the defaulting party is the Purchaser,:- Initial here (a) all monies paid by the Purchaser shall be retained in the trust account of the Conveyancers, pending determination of damages suffered by the Seller; (b) shall compensate the Seller for any additional damages which it may have suffered; (2) In the event that the defaulting party is the Seller, the defaulting party shall:- (a) compensate the Purchaser for any damages which it may have suffered. 34.5 If the Purchaser is in occupation of the Property at the time when the Agreement is cancelled the Purchaser shall immediately vacate the Property: (1) The obligation to vacate the Property will arise even if the Purchaser disputes the cancellation or asserts a right to continue to occupy for any reason. (2) If the Purchaser for any reason fails to vacate the Property after cancellation: (a) the Purchaser shall be obliged to perform obligations under this Lease Agreement as if it had not been cancelled; (other than b) the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord Occupational Rental shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not in these circumstances be deemed to be a “Default” for purposes an amount equivalent to double the Occupational Rental as defined in clause 10 of this Lease; the Covering Schedule; (c) the occurrence Seller’s acceptance of a default under such performance shall be without prejudice to any or of its rights; (d) the Seller shall, in addition, be entitled to claim all damages flowing from such unlawful occupation, including but not limited to: (i) the fair and reasonable costs of restoring the leases scheduled Property to the condition in which it was at the Possession Date; (ii) damages for holding over from the date on Exhibit D which the Agreement was cancelled to the date on which the Property is restored to the Seller, clause (a) above having been complied with (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease DefaultRestoration Date”); upon the occurrence and (iii) payment of an Other Lease Defaultamount equivalent to all Levies, there rates and taxes and service charges and all other amounts which the Seller has had to pay during the subsistence of the holding over; (iv) such further damages as the Seller may have suffered as a consequence of the Purchaser’s holding over, including a loss of profits arising out of any subsequent sale which the Seller may prove would have been concluded but for the holding over. (v) If it is held by a competent court that the Seller unlawfully cancelled the Agreement, the Seller shall be no notice required liable to the Purchaser for such damages as he may prove he has suffered. 34.6 Should the Transfer be delivered hereunderdelayed as a consequence of a breach on the part of the Seller, nor shall without derogating from any cure period be available to Tenant hereunder; ratherother rights or remedies of the Purchaser in terms of this Agreement, the occurrence Seller shall be liable to compensate the Purchaser in respect of an Other Lease Default said delay by compensation in the form of damages actually suffered by the Purchaser, and which flow naturally from the breach, up to a maximum of:- (1) interest at the prime rate plus 3% (three per cent) on the purchase price of the Property; (2) the pro rata rates and taxes payable in respect of the Property; (3) the pro rata levies payable in respect of the Property; for the period calculated from the date upon which the Purchaser would have been able to take Transfer of the Property up until the Transfer Date. 34.7 The Seller shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all be deemed to not be in breach of its obligations under in the event that certain Guaranty the delay is occasioned by circumstances which are beyond its control, such as, for example, delays caused by rain, strikes, building supply delays and/or litigation which prevents the completion of Leasethe building and/or the Subject Matter and/or any delays by and/or the failure of any regulatory body to grant any permission which may be necessary and/or delays occasioned by the conveyancing process including delays which may arise as a result of the Conveyancers having to do batched transfers and/or to co-ordinate the lodgement of title deeds in the deeds office. 34.8 Should the Transfer be delayed as a consequence of a breach on the part of the Purchaser, dated then without derogating from any other rights or remedies of even the Seller in terms of this Agreement, the Purchaser shall be liable to compensate the Seller in respect of said delay by making payment to the Seller of:- (1) the pro rata rates and taxes, and the pro rata levies, payable in respect of the Property for the period calculated from the date herewith upon which the Seller would have been able to pass transfer until the Transfer Date (the “Guaranty”Delay Period); (2) Interest, and fails to cure same within in respect of the time periodDelay Period, if any, provided calculated at the prime rate plus 3% (three per cent) on: (a) the Purchase Price; (b) the estate agent's commission contemplated in clause 13 of the Covering Schedule (in the Guaranty event that this does not form part of the Purchase Price which is payable by the Purchaser); (each, a “Guaranty Default”); upon 3) Any other damages which the occurrence Seller may suffer. 34.9 In the event that Transfer is delayed for more than 6 months after the estimated transfer date referred to in clause 6 of any Guaranty Default, there the Covering Schedule either party shall be no entitled to cancel this Agreement by notice required in writing to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseother.

Default Provisions. In 11.4.1 The terms of this Agreement shall not entitle any Party to cancel, rescind, or otherwise terminate this Agreement. However, except as expressly set forth herein (e.g., in paragraph 8.4.5), such limitations shall not affect in any manner any other rights or remedies which a Party may have hereunder or under applicable law by reason of any such breach. 11.4.2 All easements, rights and covenants contained herein shall be enforceable by suit for specific performance and mandatory injunctive relief, in addition to any Default arising under Section 20.1 aboveother remedies provided by law or equity except as expressly set forth herein (e.g., each of the following in paragraph 8.4.5). 11.4.3 No Party shall constitute a Default: (a) if Tenant fails be entitled to pay Rent pursue any action for specific performance, injunctive relief, or any other payment when due hereunder available remedy arising out of a default under this Agreement until the non-defaulting Party has provided to the Party alleged to be in default a written Default Notice specifying the specific nature of the default, and the alleged defaulting Party has failed to cure the default within ten sixty (1060) days after written notice from Landlord of such failure to pay on the due date; providedeffective date of the Default Notice. In the event the cure of a default reasonably requires greater than the 60 day time period specified, however, that if in any consecutive 12 month period, Tenant the grace period granted herein shall, on two (2) separate occasionsif the defaulting Party has initiated cure of the default within the 60 day time period and is continuing to pursue completion of the cure with due diligence, fail extend the reasonable time period required for the cure of the default to pay the period which is a reasonable time period. 11.4.4 In the event of a material default by Owner with respect to its obligations to City under this Agreement, and failure of Owner to cure the default within the grace period set forth above, in addition to any installment other remedies available to them under the terms of Rent on the date such installment of Rent is duethis Agreement, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord City shall be relieved from any obligation entitled to provide notice withhold issuance of additional development permits or authorizations until the default has been cured. If Owner has, prior to Tenantthe occurrence of the default, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any conveyed some or all of the Property to unrelated third parties (such parcel or parcels then becoming a “Third Party Parcel”) and the default of Owner is not with respect to, or impact City obligations imposed on Tenant regarding, the Third-Party Parcel, the right of City to withhold permits upon a default by Owner shall not extend to City permits pending or to be issued with respect to a successor owner of such Third-Party Parcel. 11.4.5 In the event of a material default by City with respect to its obligations to Owner under this Lease (other than the obligation Agreement, and failure of City to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if cure the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure periodgrace period set forth above, thenOwner may seek relief as set forth in paragraph 8.4.2 against City but may not seek damages (including, as long as Tenant continues to diligently pursue such a cure to completionwithout limitation, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any compensatory damages or all of the leases scheduled on Exhibit D (“Other Leases”lost profits), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasesuch relief being expressly waived by Owner.

Default Provisions. In addition to any Default arising under Section 20.1 above, each 22.1 Each of the following shall constitute a Default: material breach of this Lease and an event of default by Tenant ("EVENT OF DEFAULT") hereunder: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such Tenant's failure to pay on the any installment of Rent when first due datewhich continues for five days after Notice thereof from Landlord; provided, however, that if in any consecutive 12 month period, Tenant shall, on Landlord shall not be obligated to provide more than two (2) separate occasions, fail such notices in any consecutive twelve (12) month period (and if two (2) such notices have already been given in any twelve month period Tenant's failure to pay any future installment of Rent on the date such installment shall constitute an Event of Rent is dueDefault if not due when paid); or (b) Tenant violates, thenbreaches or fails to comply with any other term, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment condition or provision of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenantthis Lease, and Tenant shall then no longer have a ten (10) day period in which fails to cure any such failure; violation, breach or non-compliance within thirty (b30) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of Notice from Landlord specifying such default under this Section 20.2(b)violation, breach or non-compliance; provided, however, that if such violation, breach or non-compliance (excluding the default non-payment of any sum due Landlord hereunder) cannot, by its nature, not reasonably be cured within such 30 thirty (30) day periodperiod and Tenant commences such cure promptly upon receipt of such notice and thereafter diligently and continuously takes such action as may be necessary to effect such cure, then Tenant shall have such longer period of time (not to exceed sixty (90) days), as may be reasonably necessary to cure such violation, breach or non-compliance, it being understood that the cure provisions of this Section 22.1(b) shall not apply to any of the other Events of Default provided for in this Section 22.1; or (c) If Tenant, a Guarantor or any other Person liable for any of the obligations of the "Tenant" hereunder (a "DEBTOR") shall file a voluntary petition in bankruptcy or shall be adjudicated a bankrupt or insolvent or shall file any petition or answer seeking any reorganization, arrangement, recapitalization, readjustment, liquidation, dissolution or similar relief under any present or future federal bankruptcy code or any other present or future applicable Law ("BANKRUPTCY LAW"), or shall seek or consent to or acquiesce in the appointment of any trustee, custodian, receiver or liquidator of such Debtor or of all or any substantial part of its properties or of Tenant's interests in the Premises or any portion thereof or "shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as the same become due; or (d) If, within ninety (90) days after the commencement of any proceedings against any Debtor seeking any reorganization, arrangement, recapitalization, readjustment, liquidation, dissolution or similar relief under any Bankruptcy Law, such proceedings shall not have been finally vacated and dismissed; or it: within sixty (60) days after the appointment, without the consent or acquiescence of any Debtor, of any trustee, custodian, receiver or liquidator of such Debtor or of all or any substantial part of its properties or of Tenant's interests in the Premises or any portion thereof such appointment shall not have been finally vacated and dismissed; or it: within thirty (30) days after the levying or fixing of any order or writ of execution, warrant, attachment or garnishment against Tenant's interests in the Premises or any ETelecare Global Solutions 7/01/05 portion thereof, or against any Debtor, such order or writ shall not have been finally vacated and dismissed; or (e) If Tenant commits waste or otherwise breaches any of the covenants contained in Sections 14 or 19 hereof. 22.2 Upon the occurrence of any Event of Default and at any time thereafter, Landlord may, but shall not be required to, exercise any of the following remedies, in addition to any others now or hereafter available to Landlord at law or in equity, without such exercise being deemed (a) an acceptance of surrender of the Premises, (b) a discharge of Tenant commences from liability hereunder, or (c) a termination of this Lease (which only may occur by Landlord's giving the notice referred to in Section 22.2(e) below): (a) Re-enter and diligently pursues a cure repossess the Premises or any part thereof by all lawful means, and dispossess and remove Tenant and all other Persons and property from the Premises, without liability therefor or for any loss or damage occurring in collection therewith and without being deemed guilty of trespass and without prejudice to any remedies which otherwise maybe available to Landlord. In no event shall any re-entry be deemed an acceptance of surrender of the Premises and/or this Lease or construed as an election on Landlord's part to terminate this Lease (which only may occur by Landlord's giving the notice referred to in Section 22.2(e) below); nor shall it absolve or discharge Tenant from any liability under this Lease. Notwithstanding any such default promptly within re-entry, or re-letting pursuant to Section 22.2(b) below, Landlord may, at any time thereafter, elect to terminate this Lease for any previous or any future Event of Default (b) Attempt to re-let the initial 30 day cure periodPremises or any part thereof in the name of Landlord, thenTenant or otherwise, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the Term) and on such conditions (which may include concessions or free rent) as long Landlord, in its sole and absolute discretion, may determine, and collect and receive the rent therefor. In no event, however, shall Landlord be under any obligation to re-let the Premises or any part thereof other than to make reasonable efforts to do so and to mitigate its damages, and Landlord shall in no way be responsible or liable for any failure to re-let or for any failure to collect any rent due upon any such re-letting. Landlord, at Landlord's option, may make such renovations and repairs and other physical changes in and to the Premises as Landlord, in its sole and absolute discretion, considers advisable or necessary in collection with any such re-letting or proposed re-letting, without relieving Tenant continues of any liability under this Lease or otherwise affecting any such liability. In no event shall Tenant be entitled to diligently pursue receive any proceeds of any re-letting, even if they exceed the sums payable by Tenant hereunder. (c) Bring suit to recover possession of the Premises and/or to collect all Rent and other sums and charges payable by Tenant hereunder and/or to specifically enforce any provision hereof and/or to seek damages. (d) Collect, by suit or otherwise, each installment of Rent (together with other sums payable by Tenant hereunder) as they became due, and/or any deficiency (the "DEFICIENCY") between the Rent and the net proceeds of any re-letting of the Premises (after first deducting from any re-letting proceeds all of Landlord's expenses in collection with such a cure re-entry and/or re-letting, including, without limitation, all repossession costs, brokerage and management commissions, operating expenses, reasonable attorneys' fees and disbursements, alteration costs and other expenses of preparing the Premises for such re-letting). In any proceeding to completionenforce its rights and remedies under this Lease, Landlord shall be entitled to collect all costs and ETelecare Global Solutions 7/01/05 expenses incurred by Landlord, including, without limitation, attorneys' fees and experts' fees. Landlord shall be entitled to recover all such amounts monthly or as the same shall arise and no suit to collect such amounts for any period shall prejudice Landlord's right to collect such amounts for any prior or subsequent period by a similar proceeding. Alternatively, Landlord shall have the right to accumulate such amounts and ▇▇▇ to recover the same from time to time as Landlord may determine. Except as expressly set forth herein, in no event shall Tenant be entitled to a credit in respect of any proceeds from any re-letting and then only to the extent that such proceeds are actuary received by Landlord. (e) Even if Landlord has previously exercised one or more other rights, give Notice to Tenant stating that this Lease shall terminate on the date specified in such Notice, in which event Tenant shall remain liable for damages as provided in this Section 22.2(e). Upon any termination of this Lease, Tenant shall immediately quit and peaceably surrender the Premises to Landlord in the condition required by Section 19.2 above. If Tenant remains in possession or occupancy after any termination of this Lease, it shall become a holdover tenant under a tenancy at sufferance. At any time after termination of this Lease, Landlord shall be entitled to recover an amount equal to the sum of (i) all amounts due Landlord hereunder through the termination, together with interest thereon at the Lease Interest Rate, plus (ii) the then present worth (computed on the basis of applying a discount rate of 9% per annum) of the amount by which the Rent during what would have been the balance of the Term (including any then applicable renewal periods) exceeds the amount of such rental loss that reasonably could have been avoided, plus (iii) any other sums necessary to compensate Landlord for all of the damages proximately Caused by Tenant's failure to perform its obligations hereunder. For the purposes of this Section 22.2(e), Additional Rent for each remaining Lease Year during what would have been the balance of the Term (including any renewal periods) shall be deemed to be the amount of Additional Rent payable by Tenant for the most recent twelve full calendar months immediately preceding the termination (or, if there have not exercise its remedies been twelve full calendar months following the Rent Commencement Date, for the number of full calendar , months since the Rent Commencement Date projected over a twelve month period), prorated for any partial Lease Year. Upon any termination of this Lease, Landlord shall be entitled to retain all monies, if any, previously paid by Tenant as rental advances, security or otherwise, but such monies shall be credited by Landlord against any Rent or other damages to which Landlord is entitled hereunder. 22.3 Tenant, for and on behalf of itself and all Persons claiming by, through or under Section 21 unless Tenant (including, without limitation, Tenant's trustee-in-bankruptcy and all of Tenant's creditors), hereby expressly waives, so far as permitted by Law, any and all rights which Tenant and all such default remains uncured Persons have to (a) have a jury determine any issue in dispute between Landlord and Tenant, (b) terminate this Lease or vacate the Premises or receive a Rent abatement (except as and to the extent specifically provided for more than 270 days in this Lease), (c) redeem the Premises or any portion thereof, (d) re-enter or repossess the Premises or any portion thereof, and (e) restore the operation of this Lease after Tenant shall have been dispossessed by a judgment, writ or other court order, or after any re-entry or repossession by Landlord, or after any termination of this Lease, whether such dispossession, re-entry or termination shall be by operation of law or pursuant to the initial delivery provisions of Landlord’s original default notice this Lease. The terms "enter", "re-enter', "entry" or" re-entry," as used in this Lease, are not and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant restricted to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasetheir technical legal meanings.

Default Provisions. In addition to any Bankruptcy Default arising under Section 20.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten five (105) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 twelve (12) month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 thirty (30) days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b)Section; provided, however, that if the default cannot, by its nature, be cured within such 30 thirty (30) day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 thirty (30) day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 any Landlord Remedies (as hereinafter defined) unless such default remains uncured for more than 270 sixty (60) days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; and, at Landlord’s election; (c) if Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D Term; (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(sd) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there . It shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence an automatic Event of an Other Lease Default shall immediately constitute a Default under this Lease; and Lease (dfor which no notice or cure period shall be required) Guarantor defaults under any or all of in the event that Tenant violates its obligations under that certain Guaranty Section 8 of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.

Default Provisions. In addition to any Default arising under Section 20.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or If any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases following events (hereinafter sometimes referred to as "Events of Default") happens: ----------------- (1) Tenant defaults in the due and punctual payment of the Basic Rent or any Additional Rent payable under this Lease when and as the same shall become due and payable, and such default shall continue for more than thirty (30) days after a written notice thereof shall have been given by Landlord to Tenant; or (2) if Tenant defaults in keeping, observing or performing any of the terms, covenants or conditions contained in this Lease on Tenant's part to be kept, performed or observed (other than those referred to in Section 13(a)(l)), and if such default is not remedied by Tenant (A) within sixty (60) days after Landlord shall have given Tenant a written notice specifying such default, or (B) in the case of any such default which cannot with due diligence be cured on a timely basiswithin sixty (60) days, pursuant within such additional period as may be reasonably required to cure such default with due diligence (it being intended that, in connection with any such default which is not susceptible of being cured with due diligence within sixty (60) days, the terms of time within which Tenant is required to cure such default shall be extended for such additional period as may be necessary for the applicable Other Lease(scuring thereof with due diligence but in no event by more than ninety (90) (“Other Lease Default”days); upon the occurrence of an Other Lease Defaultthen, there shall be no notice required to be delivered hereunder, nor shall and in any cure period such event and without limiting any other rights and remedies that may be available to Landlord at law or in equity, Landlord shall have the right to give written notice to Tenant hereunder; ratherspecifying such Event(s) of Default and stating that this Lease and the term hereby demised shall expire and terminate on the date specified in such notice, which shall be at least fifteen (15) days after the occurrence giving of an Other such notice, and on the date specified in such notice this Lease Default shall immediately constitute a Default and all rights of Tenant under this Lease; Lease shall expire and terminate unless the default shall have been cured prior to the expiration date specified in such notice. (db) Guarantor defaults In the event that any Basic Rent payable under this Lease is not paid within thirty (30) days after the date on which such payment of Basic Rent is due, such defaulted payment shall bear interest at the Default Interest Rate calculated from the due date of such default payment to the date of payment thereof by Tenant to Landlord. (c) Upon any expiration or all termination of its obligations under that certain Guaranty of this Lease, dated of even date herewith Tenant shall quit and peacefully surrender the Leased Premises to Landlord, and Landlord, upon or at any time after any such expiration or termination, may without further notice enter upon and re-enter the Leased Premises and possess and repossess itself thereof, by force (the “Guaranty”if necessary), summary proceedings, ejectment or otherwise, and fails may dispossess Tenant and remove Tenant and all other persons and property from the Leased Premises and may have, hold and enjoy the Leased Premises and the right to cure same within receive all rental income of and from the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasesame.

Default Provisions. In addition to (a) The occurrence of any Default arising under Section 20.1 above, each one or more of the following events shall constitute an “Event of Default” under this Lease: Lease Agreement for Forest Park Medical Center at Southlake (i) a Default: failure by Tenant to make (aregardless of the pendency of any bankruptcy, reorganization, receivership, insolvency or other proceedings, at law, in equity or before any administrative tribunal which had or might have the effect of preventing Tenant from complying with the provisions of this Lease) if Tenant fails to pay any payment of Basic Rent, Additional Rent or any other payment when due hereunder within sum herein required to be paid by Tenant under this Lease which continues unremedied for a period of ten (10) days after written notice from in accordance with Paragraph 22 below given to Tenant by Landlord of such failure to pay on the due dateor Lender or Lender's designee; provided, however, that if in any consecutive 12 month period, Landlord shall not be required to give Tenant shall, on more than two (2) separate occasionssuch notices in any twelve (12) month period, fail and if Tenant fails to make any such payment after Landlord has delivered two (2) such notices in any twelve (12) month period, any subsequent failure in such twelve (12) month period to timely pay any installment shall be an Event of Rent Default hereunder on the date day after the due date, without notice; (ii) Tenant's failure to deliver any documents or to comply with any of its other obligations pursuant to Paragraphs 17 or 23, respectively, within the applicable time period set forth in those Paragraphs, or Tenant's breach of the provisions of Paragraph 18; (iii) Tenant's failure to comply with the Permitted Uses set forth herein and such installment failure continues for a period of Rent fifteen (15) Business Days after Landlord has delivered to Tenant written notice thereof; (iv) Tenant's failure to comply with the terms of any Permitted Encumbrance, REA, Legal Requirement, or Insurance Requirement within the times set forth therein, or if no time is duespecified therein, thenthen within thirty (30) days after written notice thereof is given by Landlord or Lender or Lender's designee to Tenant (“Nonperformance Notice”) or if such default is of such a nature that it cannot reasonably be cured within such period of thirty (30) days, on the third such occasion period shall be extended for such longer time as is reasonably necessary provided that Tenant has commenced to cure such default within said period of thirty (30) days and on each occasion thereafter on which Tenant shall fail is actively, diligently and in good faith proceeding with continuity to pay an installment of Rent on remedy such default and completes same no later than one hundred twenty (120) days after the date such installment of Rent is due, Landlord shall be relieved from any obligation the Nonperformance Notice; (v) failure by Tenant to provide notice to Tenant, perform and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply withobserve, or satisfya violation or breach of, any or all of the obligations imposed on Tenant under provision in this Lease (other than the obligation to pay Rentthose provisions specifically addressed otherwise in this Paragraph 20(a)) and such default shall continue for a period of 30 thirty (30) days after Landlord’s delivery a Nonperformance Notice is given by Landlord or Lender or Lender's designee to Tenant or if such default is of such a nature that it cannot reasonably be cured within such period of thirty (30) days, such period shall be extended for such longer time as is reasonably necessary provided that Tenant has commenced to cure such default within said period of thirty (30) days and is actively, diligently and in good faith proceeding with continuity to remedy such default and completes same no later than ninety (90) days after the date of the Nonperformance Notice; (vi) Tenant shall (A) voluntarily be adjudicated a bankrupt or insolvent, (B) voluntarily consent to the appointment of a receiver or trustee for itself or for any of the Leased Premises, (C) voluntarily file a petition seeking relief under the bankruptcy or other similar Laws of the United States, any state or any jurisdiction, (D) voluntarily file Lease Agreement for Forest Park Medical Center at Southlake a general assignment for the benefit of creditors, or (E) admit in writing its inability to pay its debts generally as they become due; (vii) a court shall enter an order, judgment or decree appointing, with the voluntary consent of Tenant or any guarantor of Tenant's obligations hereunder, a receiver or trustee for Tenant or for the Leased Premises or approving a petition filed against Tenant or any guarantor of Tenant's obligations hereunder which seeks relief under the bankruptcy or other similar Laws of the United States or any State, and such order, judgment or decree shall remain in force, undischarged or unstayed, ninety (90) days after it is entered; (viii) Tenant shall in any insolvency proceedings be liquidated or dissolved or shall voluntarily commence proceedings towards its liquidation or dissolution; (ix) the estate or interest of Tenant in the Leased Premises shall be levied upon or attached in any proceeding and such estate or interest is about to be sold or transferred or such process shall not be vacated or discharged within ninety (90) days after such levy or attachment; (x) any representation or warranty made by Tenant in this Lease was untrue in any material respect when made, and Landlord is adversely affected thereby; (xi) any default shall occur under any guaranty of this Lease, after the expiration of all notice and cure periods set forth therein, and Tenant fails to provide a substitute guaranty or guarantor reasonably acceptable to Landlord within thirty (30) days of receipt of written notice of such default under from Landlord; (xii) Tenant's violation of any of Tenant's Loan Covenants (as defined in Paragraph 36), after the expiration of all notice and cure periods set forth in the Construction Loan (also defined in Paragraph 36) documents; (xiii) Tenant's failure to maintain the insurance required by Paragraph 15 of this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences Lease. (b) If any Event of Default shall have occurred and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completionremains uncured, Landlord shall not exercise have the right at its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed option, then or at any time thereafter, to be a “Default” for purposes of this Lease; (c) the occurrence of a default under do any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is following without demand upon or notice to Tenant: (i) Landlord may immediately terminate this Lease by written notice to Tenant of such termination, and in such event the Term and the estate hereby granted and all rights of Tenant hereunder shall thereupon expire and terminate as if such date were the date fixed for the expiration of the Term as described in Paragraph 6, but Tenant shall remain liable for all its obligations accrued hereunder through the date of Termination, including, including without limitation, its liability for Basic Rent and Additional Rent as provided in Paragraph 20(c). (ii) Whether or not cured Landlord elects to terminate this Lease pursuant to clause (i) above, Landlord may give Tenant notice (following the occurrence and during Lease Agreement for Forest Park Medical Center at Southlake the existence of an Event of Default) to surrender the Leased Premises to Landlord on a timely basis, pursuant to the terms of the applicable Other Lease(s) date specified in such notice (“Other Lease Default”); upon the occurrence of an Other Lease Default, there which date shall be no sooner than ten (10) days after the date of the notice), at which time Tenant shall surrender and deliver possession of the Leased Premises to Landlord. Upon or at any time after taking possession of the Leased Premises, Landlord may remove any persons or property therefrom. Landlord shall be under no liability for or by reason of any such entry, repossession or removal. No such entry or repossession shall be construed as an election by Landlord to terminate this Lease unless Landlord has given Tenant a notice of termination under clause (i) above. (iii) After repossession of any of the Leased Premises pursuant to clause (ii) above, whether or not this Lease shall have been terminated pursuant to clause (i) above, Landlord may relet the Leased Premises or any part thereof to such tenant or tenants for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the Term) for such rent, on such conditions (which may include market rate concessions or free rent) and for such uses as Landlord, in its sole and absolute discretion, may determine; and Landlord shall collect and receive any rents payable by reason of such reletting. The rents received on such reletting shall be applied (A) first to the actual expenses of such reletting and collection, including without limitation necessary renovation and alterations of the Leased Premises (including but not limited to tenant improvement or construction allowances), reasonable attorneys' fees and any actual, market-based real estate commissions paid, and (B) thereafter toward payment of all sums due or to become due Landlord hereunder. If a sufficient amount to pay such expenses and sums shall not be realized or secured, then Tenant shall pay Landlord any such deficiency monthly, and Landlord may bring an action therefor as such monthly deficiency shall arise. Landlord shall not, in any event, be required to be delivered hereunder, nor shall pay Tenant any cure period be available to Tenant hereunder; rather, sums received by Landlord on a reletting of the occurrence Leased Premises in excess of an Other Lease Default shall immediately constitute a Default under the Basic Rent and Additional Rent provided in this Lease, but such excess shall reduce any accrued present or future obligations of Tenant hereunder as they arise. Landlord's re-entry and reletting of the Leased Premises without termination of this Lease shall not preclude Landlord from subsequently terminating this Lease as set forth above. Tenant agrees to pay Landlord, as Additional Rent, immediately upon demand, all reasonable expenses actually incurred by Landlord in obtaining possession, in performing repairs or maintenance in preparation for reletting any of the Leased Premises, including fees and commissions of attorneys, architects, agents and brokers. (iv) If Tenant shall fail to make payment of any installment of Basic Rent or any Additional Rent after the date when each such payment is due (after expiration of any applicable notice and cure periods), in addition to the Late Charge due under Paragraph 7, Tenant shall pay to Landlord a sum equal to the lesser of: (x) the highest lawful interest rate in the State; and or (dy) Guarantor defaults under any or all four percent (4%) per annum above the then current Prime Rate, as hereinafter defined, of its obligations under that certain Guaranty of Lease, dated of even date herewith the amount unpaid (the “GuarantyDefault Rate”), ) computed from the date such payment of Basic Rent or Additional Rent was due to and fails to cure same within including the time period, if any, provided date of payment. The term “Prime Rate” shall mean the prime rate of interest published in the Guaranty (eachWall Street Journal or its successor, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required from time to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasetime.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Each of the following events shall constitute a be deemed to be, and is referred to in this Lease as, an "Event of Default: ": (a1) if A default by Tenant fails to pay in the due and punctual payment of any Rent or any other payment when charges due hereunder within which continues for more than ten (10) days after written notice from Landlord of such failure to pay on the amounts shall be due dateand payable; provided, however, that if in any consecutive 12 month period, Tenant shall, on two or (2) separate occasionsThe neglect or failure of Tenant to perform or observe any of the terms, fail covenants or conditions contained in this Lease on Tenant's part to pay be performed or observed (other than those referred to in paragraph (1) above) which is not remedied by Tenant within 20 days after Landlord shall have given to Tenant written notice specifying such neglect or failure; or (3) The assignment, transfer, mortgaging or encumbering of this Lease or the subletting of the Premises in a manner not permitted by this Lease; or (4) The taking of this Lease or the Premises, or any installment part thereof, upon execution or by other process of Rent law directed against Tenant, or upon or subject to any attachment at the instance of any creditor of or claimant against Tenant, which execution or attachment shall not be discharged within 30 days after the levy thereof; or (b) Upon the occurrence of an Event of Default, Landlord shall have the right, at its election, then or at any time thereafter which such Event of Default shall continue, either: (1) To give Tenant written notice that this Lease will terminate on a date to be specified in such notice, which date shall not be less than five days after such notice, and on the date specified in such installment notice. Tenant's right to possession of Rent is duethe Premises shall cease and this Lease shall thereupon be terminated, then, on the third such occasion and on each occasion thereafter on which but Tenant shall fail remain liable as provided in Subparagraph (d) of this section; or (2) Without demand or notice, to pay an installment reenter to take possession of Rent on the date Premises or any part thereof, and repossess the same and expel Tenant and those claiming through or under Tenant and remove the effects of both or either summary proceedings, or by action at law or in equity or otherwise, without being deemed guilty of any manner of trespass and without prejudice to any remedies to collect rent due from Tenant. (c) If Landlord elects to reenter under subparagraph (b) above, Landlord may terminate this Lease, or, from time to time, without terminating this Lease, may relet the Premises, or any part thereof, as agent for Tenant for such installment terms and at such rentals and upon such other terms and conditions as Landlord may deem advisable, with the right to make alterations and repairs to the premises. No such reentry or taking of Rent is due, possession of the Premises by Landlord shall be relieved from any obligation construed as an election on Landlord's part to provide notice to Tenant, and Tenant shall then no longer have terminate this lease unless a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such intention is given to Tenant under Subparagraph (b) above or unless the termination thereof be decreed by a court of competent jurisdiction. (d) If Landlord terminates this Lease pursuant to Subparagraph (b) above, Tenant shall remain liable to the extent legally permissible for (i) the sum of (A) all Rent or any other charges due hereunder or provided for in this Lease until the date this Lease would have expired had such termination not occurred, and (B) any and all reasonable expenses incurred by Landlord in reentering the Premises, repossessing the same, making good any default of Tenant, painting, altering or dividing the Premises, combining the same with any adjacent space for any new tenants, putting the same in proper repair, reletting the same (including any and all reasonable attorney's fees and disbursements and reasonable brokerage fees incurred in so doing), and any and all expenses which Landlord may incur during the occupancy of any new tenant (other than expenses of a type that are Landlord's responsibility under the terms of this Section 20.2(bLease); providedless (ii) the net proceeds of any reletting. Tenant agrees to pay to Landlord the difference between items (i) and (ii) above with respect to each month during the Term, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 five days after the initial delivery end of Landlord’s original default notice and same such month. Any suit brought by landlord to enforce collection of such difference for any one month shall not be deemed prejudice Landlord's right to be a “Default” enforce the collection of any difference for purposes any subsequent month. In addition to the foregoing, Tenant shall pay to the Landlord reasonable attorney's fees with respect to any successful lawsuit or action instituted by land lord to enforce the provisions of this Lease; (c) . Landlord shall have the occurrence of a default under right, at its sole option, to relet the whole or any or all part of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more Premises for the whole of the Other Leases is not cured on a timely basisunexpired Term, pursuant or longer, or from time to time for shorter periods, for any rental then obtainable giving such concessions of rent and making such special repairs, alterations, decorations and paintings for any new tenant as Landlord in its sole and absolute discretion, may deem advisable. Tenant's liability as aforesaid shall survive the terms institution of summary proceedings and the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence issuance of an Other Lease Default, there any warrant thereunder. Landlord shall be under no notice required obligation to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, relet the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunderPremises, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseagrees to use its best efforts to do so.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a Default: an event of default (aherein called an "EVENT OF DEFAULT") if under this Lease: (i) If Tenant, at any time during the continuance of this Lease (and regardless of the pendency of any bankruptcy, reorganization, receivership, insolvency or other proceedings, at law, in equity, or before any administrative tribunal, which have or might have the effect of preventing Tenant fails from complying with the terms of this Lease), shall (A) fail to pay Rent or make any other payment when due hereunder within ten of Basic Rent or Additional Rent and such failure continues for five (105) days after written notice from Landlord to Tenant thereof, or (B) fail to observe or perform any other provision hereof for thirty (30) days after written notice to Tenant of such failure has been given, provided, that in the case of any default referred to in this Lease which is reasonably susceptible of cure but cannot with diligence reasonably be cured within such 30-day period, then upon receipt by Landlord of a certificate of Tenant signed by an officer of Tenant stating the reason such default cannot be cured within thirty (30) days, describing the efforts being undertaken by Tenant to cure such default and reasonably estimating the cure period and provided that Tenant is proceeding with due diligence to cure such default, the time within which such failure may be cured shall be extended for such period as may be necessary to complete the curing of the same with continuous, good faith due diligence (provided further that Tenant shall provide Landlord with an update of such original certificate, signed by an officer of Tenant, upon Landlord's request, which update shall include a reasonably detailed description of what Tenant is continuing to do and what Tenant has then accomplished, and a reasonable estimate of how long it will take to complete the cure); or (ii) If any material representation or warranty of Tenant set forth in any notice, certificate, demand, request or other instrument delivered pursuant to, or in connection with, this Lease shall prove to be either false or misleading in any material respect as of the time when the same shall have been made; or (iii) If Tenant shall file a petition commencing a voluntary case under the Federal Bankruptcy Code or any other federal or state law (as now or hereafter in effect) relating to bankruptcy, insolvency, reorganization, winding-up or adjustment of debts (hereinafter collectively called "BANKRUPTCY LAW") or if Tenant shall (A) apply for or consent to the appointment of, or the taking of possession by, any receiver, custodian, trustee, United States Trustee or liquidator (or other similar official) of the Premises or any part thereof or of any substantial portion of Tenant's property, or (B) generally not pay its debts as they become due, or admit in writing its inability to pay its debts generally as they become due or (C) make a general assignment for the benefit of its creditors, or (D) fail to controvert in timely and appropriate manner, or in writing acquiesce to, any petition commencing an involuntary case against Tenant or otherwise filed against Tenant pursuant to any Bankruptcy Law, or (E) take any significant action in furtherance of any of the foregoing; or (iv) If any order for relief against Tenant shall be entered in any involuntary case under the Federal Bankruptcy Code or any similar order against Tenant shall be entered pursuant to any other Bankruptcy Law, or if a petition commencing an involuntary case against Tenant or proposing the reorganization of Tenant under any Bankruptcy Law shall be filed and not be discharged or denied within sixty (60) days after such filing, or if a proceeding or case shall be commenced in any court of competent jurisdiction seeking (A) the liquidation, reorganization, dissolution, winding-up or adjustment of debts of Tenant, or (B) the appointment of a receiver, custodian, trustee, United States Trustee or liquidator (or any similar official) of the Premises or any part thereof or of Tenant or of any substantial portion of Tenant's property, or (C) any similar relief as to Tenant pursuant to any Bankruptcy Law, and any such proceeding or case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered and continue unstayed and in effect for sixty (60) days; or (v) Tenant shall be in default with respect to any obligations for borrowed money under which an aggregate principal amount of Twenty-Five Million Dollars ($25,000,000) or more is then outstanding or under any agreement securing or relating to such borrowed money, and a lender with respect thereto has either accelerated the debt or exercised any other remedy with respect to such default; provided that the foregoing shall not constitute an Event of Default unless and until Tenant shall not have, within thirty (30) days thereafter (A) caused such obligation to be paid in full or (B) cured such default. (b) If an Event of Default shall have happened and be continuing, Landlord shall have, in its sole discretion, the following rights: (i) To give Tenant at least one (1) days' written notice of Landlord's intention to terminate the Term of this Lease on a date specified in such notice. Thereupon, the Term of this Lease and the estate hereby granted shall terminate on such date as completely and with the same effect as if such date were the date fixed herein for the expiration of the term of this Lease, and all rights of Tenant hereunder shall terminate, but Tenant shall remain liable as provided herein. (ii) To (A) re-enter and repossess the Premises or any part thereof by force, summary proceedings, ejections or otherwise and (B) remove all persons and property therefrom, whether or not the Lease has been terminated pursuant to clause (i) above, Tenant hereby expressly waiving any and all notices to quit, cure or vacate provided by current or any future law, to the extent permitted by any such law. Landlord shall have no liability by reason of any such re-entry, repossession or removal. No such re-entry or taking of possession of the Premises by Landlord shall be construed as an election on Landlord's part to terminate the Term of this Lease unless a written notice of such intention by given to Tenant pursuant to clause (i) above. (iii) To use reasonable efforts to relet the Premises or any part thereof for the account of Tenant, in the name of Tenant or Landlord or otherwise, without notice to Tenant, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the term of this Lease) and on such conditions (which may include concessions or free rent) and for such uses Landlord, in its absolute discretion, may determine; provided Landlord shall not be required to make any effort to relet the Premises except as required by applicable law. Landlord may collect and receive any rents payable by reason of such reletting. Landlord shall not be responsible or liable for any failure to relet the Premises or any part thereof or for any failure to collect any rent due dateupon any such reletting. (iv) In the event of re-entry or repossession of the Premises or removal of persons or property therefrom by reason of the occurrence of an Event of Default, Tenant shall pay to Landlord all Basic Rent and Additional Rent, in each case to and including the date of such re-entry, repossession or removal; and, thereafter, until the Term has expired or has been terminated, Tenant shall, whether or not the Premises shall have been relet, be liable to Landlord for, and shall pay to Landlord, as liquidated and agreed current damages (A) all Basic Rent and all Additional Rent as and when such amounts would be payable under this Lease by Tenant in the absence of any such re-entry, repossession or removal, together with all reasonable expenses of Landlord in connection with such reletting efforts, if any (including, without limitation, all repossession costs, brokerage commissions, reasonable attorneys' fees and expenses, employee's expenses, alteration costs and expenses of preparation for such reletting), less (B) the net proceeds, if any, of any reletting effected for the account of Tenant pursuant to subparagraph 20(b)(iii) above; provided, however, that if Landlord fails to make such efforts as may be required under applicable law, if any, to relet the Premises, then the damages calculated under this sentence may be reduced by a court of competent jurisdiction to take into account the effect of such failure by Landlord. Notwithstanding the foregoing, in the event any consecutive 12 month periodsuch reletting is for a term longer than the balance of the Term, Tenant shall, on two (2) separate occasions, fail to pay any installment shall be responsible for only a proportionate part of Rent the expenses based on the date balance of the Term as compared to the fixed minimum term of the reletting. Tenant shall pay such installment of Rent is due, then, liquidated and agreed current damages on the third dates on which Rent would be payable under this Lease in the absence of such occasion re-entry, repossession or removal, and Landlord shall be entitled to recover the same from Tenant on each occasion thereafter on which Tenant such date. (v) In the event of the termination of the Term by reason of the occurrence of an Event of Default, whether or not Landlord shall fail have collected any damages pursuant to pay an installment of Rent on clause (iv) above with respect to the date period prior to such installment of Rent is duetermination, Landlord shall be relieved entitled to recover from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten pay to Landlord on demand, as and for liquidated and agreed final damages for Tenant's default and in lieu of all liquidated and agreed current damages in respect of Basic Rent and Additional Rent due beyond the date of such termination (10it being agreed that it would be impracticable or extremely difficult to fix the actual damages), an amount equal to the sum of (A) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2the excess, if Tenant failsany, whether by action of (I) the aggregate of all Basic Rent and Additional Rent, in each case from the date of such termination for what is or inactionwould have been, in the absence of such termination, the then unexpired Term, discounted on a monthly basis at the then quoted semi-annual yields (which shall be converted to timely comply with, or satisfy, any or all monthly yields) on U.S. Treasury securities maturing nearest the end of the obligations imposed Term (as if no termination had occurred) (the "DISCOUNT RATE") over (II) the then fair rental value of the Premises for the same period, discounted on Tenant a monthly basis at the Discount Rate, plus (B) the amount of all Prepayment Premiums (as defined in EXHIBIT 15-2)) which may be payable to any Mortgagee due to a default or required prepayment under this Lease any Mortgage (or under any other loan document entered into in connection with or pursuant to such Mortgage) which results from such Event of Default or termination of the Lease, plus (C) Landlord's other actual, reasonable expenses incurred as a result of such Event of Default. If any applicable law shall limit the amount of liquidated final damages to less than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completionforegoing amount, Landlord shall not exercise its remedies be entitled to the maximum amount allowable under Section 21 unless such default remains uncured for more than 270 days after law. In no event will Landlord be obligated to pay any amount to Tenant or otherwise account to Tenant if the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes amount specified in clause (A)(II) of this Lease; subparagraph 20(b)(v) is greater than the amount specified in clause (cA)(I) of this subparagraph 20(b)(v). Tenant agrees that the occurrence credit provided to Tenant under clause (A)(II) of a default under this subparagraph 20(b)(v) shall fulfill any or all of obligation imposed by law on Landlord to mitigate its damages. (vi) To accept Tenant's irrevocable purchase offer to purchase the leases scheduled on Exhibit D (“Other Leases”), Premises which default under one or more of Tenant shall be conclusively presumed to have made at the Other Leases is not cured on a timely basis, price determined pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); EXHIBIT 15-1 upon the occurrence of an Other Lease Default, there Event of Default (the "DEFAULT PURCHASE OFFER"). The Default Purchase Offer shall be deemed to contain a closing date of sixty (60) days following the Event of Default and the purchase shall be governed by the terms and conditions set forth in EXHIBIT 15-2. (c) No termination of this Lease pursuant to subparagraph 20(b)(i), by operation of law or otherwise, and no notice required repossession of the Premises or any part thereof pursuant to be delivered hereundersubparagraph 20(b)(ii) or otherwise, nor shall and no reletting of the Premises or any cure period be available part thereof pursuant to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”subparagraph 20(b)(iii), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence no payment of any Guaranty Default, there amounts by Tenant under subparagraph 20(b) or the exercise by Landlord of any of its other rights under subparagraph 20(b) shall be no notice required to be delivered relieve Tenant of either (i) its unpaid or unperformed liabilities and obligations hereunder, nor all of which shall survive such expiration, termination, repossession, reletting or purchase or (ii) any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default unpaid or unperformed liabilities and obligations under this LeaseLease which by express provision of this Lease survive such expiration, termination, repossession, reletting or purchase.

Default Provisions. In addition to any Default arising Developer shall be in default under Section 20.1 above, each of the following shall constitute a Default: this Agreement if: (a) if Tenant Developer fails to pay Rent make any of the payments of money to the UG required by the terms of this Agreement or any other payment when due hereunder of the Transaction Documents, and Developer fails to cure or remedy the same within ten twenty (1020) days after the UG has given Developer written notice from Landlord of specifying such default; or (b) Developer fails to keep or perform any covenant or obligation herein contained on Developer's part to be kept or performed, and Developer fails to remedy the same within sixty (60) days after the UG has given Developer written notice specifying such failure to pay on the due dateand requesting that it be remedied; provided, however, that if in any consecutive 12 month event of default shall be such that it cannot be corrected within such period, Tenant shall, on two (2) separate occasions, fail to pay any installment it shall not constitute an event of Rent on the date default if corrective action is instituted by Developer within such installment of Rent is due, then, on the third such occasion period and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if diligently pursued until the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leaseis corrected; or (c) Developer or any Affiliate shall file a voluntary petition under any bankruptcy law or an involuntary petition under any bankruptcy law is filed against any such party in a court having jurisdiction and said petition is not dismissed within sixty (60) days; or Developer or any Affiliate generally is not paying its debts as such debts become due; or Developer or any Affiliate makes an assignment for the occurrence benefit of its creditors; or a custodian, trustee or receiver is appointed or retained to take charge of and manage any substantial part of the assets of Developer or any Affiliate and such appointment is not dismissed within sixty (60) days; or any execution or attachment shall issue against Developer whereupon the Project, or any part thereof, or any interest therein of Developer under this Agreement shall be taken and the same is not released prior to judicial sale thereunder (each of the events described in this subparagraph being deemed a default under any or all the provisions of the leases scheduled on Exhibit D (“Other Leases”this Agreement), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and ; (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (Developer breaches the “Guaranty”), representations and warranties set forth in this Agreement and fails to cure or correct same within fifteen (15) days following Developer's receipt of written notice from the time periodUG specifying such breach; In the event of such default, if anythe UG may take such actions, or pursue such remedies, as exist hereunder, or at law or in equity, and Developer covenants to pay and to indemnify the UG against all reasonable costs and charges, including attorneys' fees, lawfully and reasonably incurred by or on behalf of the UG in connection with the enforcement of such actions or remedies, provided that the UG is the prevailing party in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasesuch actions.

Default Provisions. In addition Section 9.01. This Lease Agreement is subject to termination if at any Default arising under Section 20.1 above, each time during the term of this Lease Agreement any one or more of the following events (each, an “Event of Default”) shall constitute a Default: occur: (a) if Tenant fails If Lessee files or has filed against it any form of petition or institution of any proceedings under the United States Bankruptcy Code as now existing or as hereafter amended, or shall attempt to pay Rent or shall effect an assignment for the benefit of creditors, or any other payment when due hereunder within ten (10) days after written notice from Landlord proceeding for which a trustee or receiver of all or a substantial part of the property of Lessee shall be appointed by any court, and any such petition or proceeding shall not be set aside or dismissed or the appointment of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two trustee or receiver revoked within one hundred twenty (2120) separate occasions, days; (b) If Lessee shall fail to pay any installment of Rent on the date Lease Fees within five (5) business days after same became due and owing and such installment failure continues for a period of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant ten (10) business days following written notice by Lessor to Lessee; (c) If Lessee shall fail to pay an installment any charges set forth herein other than Lease Fees and such failure continues for a period of Rent on five (5) business days following written notice by Lessor to Lessee; (d) If Lessee shall fail to perform or observe any of the date requirements of this Lease Agreement (other than as set forth in Section 9.01 (b) or (c)) and such installment failure continues for a period of Rent fifteen (15) days following written notice by Lessor to Lessee, unless it is dueimpossible for Lessee to cure its failure to perform within fifteen (15) days as herein provided, Landlord shall be relieved from any obligation to provide and Lessee sets forth the reasons in a written notice to TenantLessee delivered before the expiration of fifteen (15) days following written notice from Lessor to Lessee, and Tenant shall then no longer have a ten (10) day explaining why Lessee’s performance or observation of said requirements is impossible, then, at Lessor’s sole discretion, the period in which to cure any said failure of performance shall be extended an additional fifteen (15) days or for such failureother period as Lessor shall indicate in writing; or (be) except as is otherwise provided below in this Section 20.2If Lessee shall fail, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease following fifteen (other than the obligation to pay Rent15) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); providedby Lessor to Lessee, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences actively and diligently pursues a cure to make and seek approval of such default promptly within appropriate applications for the initial 30 day cure periodissuance of permits, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured lease or other authorizations required for more than 270 days after the initial delivery maintenance and operation of LandlordLessee’s original default notice and same shall not be deemed to be a “Default” for purposes Equipment. Upon the happening of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basisaforementioned Events of Default, Lessor may terminate this Lease Agreement. Section 9.02. If this Lease Agreement shall be terminated as set forth in Section 9.01 hereof, Lessee shall vacate the Premises and remove from the Premises all or any of Lessee’s Equipment or any of its other property. Upon expiration of the Term and/or any renewals thereof or any termination other than pursuant to Section 9.01 of this Lease Agreement, Lessee shall have ninety (90) days to remove from the terms Premises all or any of Lessee’s Equipment or any of its other property. In either of the applicable Other Lease(s) aforementioned circumstances, if Lessee does not remove its Equipment in accordance with the time frames mentioned above, Lessor, or Lessor’s agents or servants, may immediately or at any time thereafter remove from the Premises all or any of Lessee’s Equipment or any of its other property, by any suitable action or proceeding at law or by legally permissible force or otherwise, without being liable therefore, and repossess and enjoy and re-lease the Premises, together with all additions, alterations and improvements thereto. In the event that Lessor removes Lessee’s Equipment as provided in this Section 9.02, Lessee shall be liable for the cost of such removal. Once removed by Lessor as herein provided, or at such time as Lessor is entitled to remove Lessee’s Equipment, Lessee’s Equipment shall be deemed abandoned and thereby become the property of Lessor (“Other Lease DefaultEvent of Abandonment”); upon . Lessee shall continue to pay the Monthly Lease Fee, or any portion thereof, until such time as Lessee’s Equipment is removed from the Premises or until the occurrence of an Other Event of Abandonment. Section 9.03. In any case of any such termination, re-entry or dispossession, the Lease Default, there shall be no notice Fees and all other charges required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default paid by Lessee under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails Lease Agreement shall thereupon immediately become due up to cure same within the time periodof such termination, if anyincluding reasonable costs incurred. In no event, provided in however, shall Lessee be relived of liability or damages suffered by Lessor resulting from Lessee’s wrongful default and termination of this Lease Agreement prior to completion of the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasedesignated term thereof.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Events of Default. Each of the following events shall constitute a be deemed to be, ----------------- and is referred to in this Lease as, an "Event of Default: ": (a1) if A default by Tenant fails to pay in making any payment of Basic Rent or any other Additional Charges on the day such payment when is due hereunder within ten and payable, which default continues for more than five (105) days after Landlord shall have given Tenant a written notice from specifying such default; or (2) If, within any period of six (6) consecutive months, Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on shall have given two (2) separate occasionswritten notices of default to Tenant pursuant to paragraph (1), fail to pay a further default by Tenant occurs, within the six (6) month period after the giving of the second such notice, in making any installment payment of Basic Rent or Additional Charges on the date such installment payment is due and payable which continues for more than five (5) days; or (3) The neglect or failure of Rent is dueTenant to perform or observe any of the terms, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below covenants or conditions contained in this Section 20.2, if Tenant fails, whether by action Lease on Tenant's part to be performed or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease observed (other than the obligation those referred to pay Rentin paragraphs (1) for a period of 30 above and (4) and (5) below) which is not remedied by Tenant (i) within thirty (30) days after Landlord’s delivery Landlord shall have given to Tenant notice specifying such neglect or failure, or (ii) in the case of written notice of any such default under this Section 20.2(b); provided, however, that if the default neglect or failure which cannot, by its nature, not with due diligence and in good faith be cured within thirty (30) days, within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time additional period, if any, as may be reasonably required to cure such default with due diligence and in good faith, provided that Tenant commences the curing of the same within the thirty (30) day period (it being intended that, in connection with any such default which is not susceptible of being cured with due diligence and in good faith within thirty (30) days, the Guaranty (each, a “Guaranty Default”time within which Tenant is required to cure such default shall be extended For such additional period as may be necessary for the curing thereof with due diligence and in good faith); or (4) The assignment, transfer, mortgaging or encumbering of this Lease or the subletting of the Leased premises in a manner not permitted by Section 15; or (5) The taking of this Lease or the Leased Premises, or any part thereof, upon execution or by other process of law directed against Tenant, or upon or subject to any attachment at the occurrence instance of any Guaranty Defaultcreditor of or claimant against Tenant, there which execution or attachment shall not be no notice required discharged or disposed of within sixty (60) days after the levy thereof; or (6) The abandonment of the Leased Premises by Tenant and failure by Tenant to be delivered pay the Basic Rent and the Additional Charges hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a an event of default (herein called an "Event of Default: ") under this Lease: (ai) if If Tenant, from and after the commencement of the Term and during the continuance of this Lease (and regardless of the pendency of any bankruptcy, reorganization, receivership, insolvency or other proceedings, at law, in equity, or before any administrative tribunal, which have or might have the effect of preventing Tenant fails from complying with the terms of this Lease), shall (A) fail to pay Rent or make any other payment when due hereunder within ten of Basic Rent and such failure continues for five (105) days after written notice from Landlord to Tenant thereof, (B) fail to make any payment when due of Additional Rent and such failure continues for fifteen (15) days following receipt of written notice to Tenant thereof, (C) fail to maintain any insurance required under this Lease in any material respect, or (D) fail to observe or perform any other provision hereof for thirty (30) days after written notice to Tenant of such failure to pay on the due date; has been given, provided, however, that if in the case of any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail default referred to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all Lease which is reasonably susceptible of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cure but cannot, by its nature, not with diligence be cured within such 30 thirty (30) day period (other than by the payment of money which can be cured within such thirty (30) day period), then, upon receipt by Landlord of a certificate of Tenant signed by an officer of Tenant stating the reason such default cannot be cured within thirty (30) days, describing the efforts being undertaken by Tenant to cure such default and reasonably estimating the cure period, and provided that Tenant at all times proceeds with good faith due diligence to cure such default, the time within which such failure may be cured shall be extended for such period as may be necessary to complete the curing of the same with continuous, good faith due diligence (provided further that Tenant shall provide Landlord with an update of such original certificate, signed by an officer of Tenant, no less frequently than monthly, which update shall include a reasonably detailed description of what Tenant is continuing to do and what Tenant has then accomplished, and a reasonable estimate of how long it will take to complete the cure), but in no event shall the allowable cure period exceed one hundred eighty (180) days; or (ii) If any representation or warranty of Tenant set forth in the Participation and Loan Agreement or this Lease, or in any certificate or other instrument delivered in connection with the requirements of this Lease, shall prove to be incorrect in any material respect as of the time when the same shall have been made and as of the time when the incorrectness shall be discovered and if reasonably susceptible of cure shall not have been cured within thirty (30) days after receipt of written notice to Tenant thereof, provided that, upon receipt by Landlord of a certificate of Tenant signed by an officer of Tenant stating the reason such incorrectness has not been cured within such thirty (30) day period, but describing the efforts being undertaken by Tenant commences and diligently pursues a to cure of such default promptly within and reasonably estimating the initial 30 day cure period, thenand provided that Tenant at all times proceeds with good faith due diligence to cure such default, the time within which such incorrectness may be cured shall be extended for such period as long as may be necessary to complete the curing of the same with continuous, good faith due diligence (provided further that Tenant continues to diligently pursue shall provide Landlord with an update of such a cure to completionoriginal certificate, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery signed by an officer of Tenant, upon Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”)request, which default update shall include a reasonably detailed description of what Tenant is continuing to do and what Tenant has then accomplished, and a reasonable estimate of how long it will take to complete the cure) but in no event shall the allowable cure period exceed one hundred eighty (180) days; or (iii) If Tenant shall file a petition commencing a voluntary case under one the Federal Bankruptcy Code or more any other federal or state law (as now or hereafter in effect) relating to bankruptcy, insolvency, reorganization, winding-up or adjustment of the Other Leases is not cured on debts (hereinafter singly a timely basis, pursuant "Bankruptcy Law” and collectively "Bankruptcy Laws") or if Tenant shall (A) apply for or consent to the terms appointment of, or the taking of the applicable Other Lease(s) possession by, any receiver, custodian, trustee, United States Trustee or liquidator (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.other similar

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten five (105) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) three day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 75 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; or (c) Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D Term. Notwithstanding the immediately preceding item (“Other Leases”c), which default under one or more of Tenant shall be permitted to vacate the Other Leases is not cured on a timely basisPremises so long as Tenant continues to pay Rent, pursuant to and maintains and secures the Premises in accordance with the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseconditions set forth herein.

Default Provisions. In addition to A. The happening of any Default arising under Section 20.1 above, each one or more of the following shall events shall, at the option of Lessor, constitute a Default: breach of this Lease on the part of the Lessee and Lessor shall have such remedies as are herein provided. (a1) if Tenant If Lessee defaults in the payment of any rents payable to Lessor hereunder and fails to pay Rent same within ten (10) days of such default; or (2) If Lessee fails to provide Lessor with insurance policies on any one of the following: (i) within ten (10) days after the Commencement Date; or any other payment when due hereunder (ii) within ten (10) days after January 1 of each year; or (iii) within ten (10) days after Landlord's request for copies of such policy; or (3) If Lessee fails to provide Lessor with such Tenant Estoppel Letters as described in Paragraph 16 of this Lease within ten (10) days after written request of Lessor. (4) If Lessee petitions or applies to any tribunal for the appointment of a trustee or receiver of Lessee or commences any proceedings relating to Lessee under any bankruptcy, reorganization, arrangements, insolvency, readjustment, dissolution, liquidation law of any jurisdiction whether or not hereinafter in effect; or (5) If any such petition or application is filed or any proceedings are commenced against Lessee and Lessee, by any act, indicates its approval thereof, consents thereto or acquiesces therein, or an order is entered appointing such trustee or receiver, or adjudicating Lessee bankrupt or insolvent, or approving the petition in any such proceedings, and such order remains in effect for more than ninety (90) days; or (6) If Lessee fails to fully and promptly perform any act, term or provisions required of it in the performance of this Lease. If a default is claimed under this subparagraph, written notice from Landlord specifically specifying the nature of such failure claimed default shall be mailed to pay on Lessee and Lessee shall have fifteen (15) days to cure said default or such longer time as may reasonably be necessary due to the due datenature of said default. B. Upon the happening of any of the above events of default, Lessor may, at 24 Lessor's option: (1) Terminate and end this Lease and re-enter upon the Leased Premises and at Lessor's options, all of Lessee's rights, title, and interest under this Lease shall end and Lessee shall become a tenant at sufferance; provided, however, that if in any consecutive 12 month period, Tenant shall, on two or (2) separate occasionsElect to declare the entire rent for the balance of the term, fail or any part thereof, during which Lessee may remain in possession due and payable forthwith, and may proceed to pay any installment collect the same by distress or otherwise, and thereupon said term shall terminate at the option of Rent on Lessor except that, to the date extent rents have been collected in such installment of Rent is duefashion, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord Lessee shall be relieved from any obligation entitled to provide notice remain in possession to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all the exhaustion of the obligations imposed on Tenant under this Lease period covered by the rentals so collected; or (other than 3) Take possession of the obligation to pay Rent) Premises and rent the same for a period the account of 30 days after Landlord’s delivery to Tenant Lessee. The exercise of written notice any of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same above options shall not be deemed to be the exclusive remedy of Lessor. In addition thereto, Lessor shall have the right of any of the provisions of the laws of the State of Florida governing default by Lessee, and, in any event of default by Lessee, Lessor shall take all reasonable action to mitigate damages. C. Lessee agrees to pay a “Default” reasonable attorneys' fee and all costs if it becomes necessary for purposes Lessor to employ an attorney to collect any of the rent agreed to be paid or to enforce performance of any of the provisions of this Lease; (c) the occurrence of a default under any , provided Lessor is successful, or all to obtain possession of the leases scheduled Leased Premises or otherwise to exercise any option or enforce any right given to Lessor upon default by Lessee on Exhibit D (“Other Leases”)any term, which default under one condition, stipulation or more obligation of the Other Leases is not cured on a timely basis, pursuant to Lease. D. Should Lessor default in the terms of and covenants herein contained and should Lessee be required to secure the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence services of an Other Lease Defaultattorney and should such default be proven, there shall be no notice required then Lessor agrees to be delivered hereunder, nor shall any cure period be available pay a reasonable attorneys' fee to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseLessee.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Any of the following events shall constitute a be an "Event of Default: " by Tenant under this Lease: (a) If default shall be made in the due and punctual payment of any rent or additional rent payable under this Lease when and if Tenant fails to pay Rent or any other payment when the same shall become due hereunder within and payable, and such default shall continue for a period of ten (10) days; or (b) If any default shall be made by Tenant in the performance of, or compliance with, any of the covenants, agreements, terms or provisions contained in this Lease, other than those referred to in the foregoing subparagraph (a), and such default shall continue for a period of thirty (30) days after written notice thereof from Landlord to Tenant, or if such default is of a nature which cannot be cured within thirty (30) days, if Tenant fails to commence to cure such failure default within thirty (30) days after written notice thereof from Landlord to pay on Tenant, and thereafter fails to diligently cure such default; or (c) If the due dateLeased Premises shall be deserted or vacated by Tenant prior to the expiration of the Lease Term; providedor (d) If a voluntary or involuntary petition in bankruptcy shall be filed by or against Tenant, however, that or if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay be adjudicated a bankrupt or insolvent, or shall make an installment assignment for the benefit of Rent on creditors, or shall file any petition of answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the date such installment present or any future federal or state insolvency act, all of Rent which is duenot either dismissed or terminated within sixty (60) days. Landlord may, Landlord shall be relieved from any obligation to provide upon an Event of Default, terminate this Lease by written notice to Tenant, and Tenant the Lease Term shall then no longer have a ten (10) day period terminate on the date specified in such notice, which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord date shall not exercise its remedies under Section 21 unless such default remains uncured for more be less than 270 five (5) business days after the initial delivery date of the notice. 27.1 Upon any such termination of this Lease for an Event of Default, Tenant shall quit and peacefully surrender the Leased Premises to Landlord’s original default notice , and same Landlord, upon or at any time after such termination, may without further notice, enter upon the Leased Premises and repossess itself thereof, by force, summary proceedings, ejectment or otherwise, and may dispossess Tenant and remove Tenant and all other persons and property from the Leased Premises, without being liable for any prosecution or damage therefor. 27.2 At any time or from time to time after such termination after an Event of Default, Landlord may relet the Leased Premises or any part thereof, in the name of Landlord or otherwise, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the Lease Term) and on such conditions and at such rental as Landlord in its discretion shall not be deemed deem to be a “Default” for purposes appropriate. 27.3 No such termination of this Lease; (c) Lease after an Event of Default or re-entry by Landlord, whether or not the occurrence Leased Premises be relet, shall relieve Tenant of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default its liability and obligations under this Lease; such liability and (d) Guarantor defaults under obligations shall survive any such termination or re-entry and shall continue during the remainder of the Lease Term. 27.4 For the purpose of reletting the Leased Premises after an Event of Default, Landlord may make such repairs to the Leased Premises as may be necessary to place the same in good order. Tenant shall be liable to Landlord for the reasonable cost of such repairs and alterations, and all expenses of its obligations under that certain Guaranty of reletting. If the sum realized from the reletting is insufficient to satisfy the rent and additional rent required by this Lease, dated Tenant shall be liable for the deficiency, which the Landlord may require Tenant to pay either month by month or in a lump sum in advance. Tenant shall not be entitled to any surplus accruing as a result of even date herewith (the “Guaranty”)reletting. 27.5 Tenant shall pay all reasonable costs, including attorneys fees, collection agency fees, court costs and fails to cure same within disbursements that shall be incurred by Landlord in collecting delinquent rent or additional rent, obtaining possession and other expenses incurred by Landlord in enforcing any of the time periodother obligations and covenants under this Lease including, if anybut not limited to, provided in Events of Default. 27.6 No acceptance of full or partial rent during the Guaranty (each, a “Guaranty Default”); upon the occurrence continuance of any Guaranty Event of Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasewaiver of any such Event of Default.

Default Provisions. A. In addition to any Default arising under Section 20.1 abovethe rights conferred upon Owner in the printed form of the Lease, each of the following shall constitute an “Event of Default” hereunder: i. The failure of the Tenant to utilize and occupy the Demised Premises for the purpose set forth herein for a Default: period of thirty (a30) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) consecutive days after written notice from Landlord during the term hereof shall constitute a material breach of such this entire Lease. ii. The failure to pay on of the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail tenant to pay any installment of Minimum Rent or any amount of Additional rent (collectively, the “Rent”) and such failure shall continue for more than three (3) business days after Tenant’s receipt of Owner’s notice (facsimile receipt being deemed to notice hereunder) of such failure. If Owner, at its option, gives written notice to Tenant stating that the Lease and Term shall expire and terminate on a date set forth in the Notice, which date shall be not less than three (3) days after the giving of the Notice, and if, on the date such installment of Rent is duespecified in the Notice the tenant has not cured the default by paying the Rent, thenplus accrued late charges, on the third such occasion then this Lease and on each occasion thereafter on which Term and all rights that Tenant has under this Lease shall fail to pay an installment of Rent on terminate and expire as if the date such installment herein were definitely fixed for the expiration of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, the Term and Tenant shall then no longer immediately quit and surrender the premises, but tenant shall be nonetheless liable for its obligations under Paragraph 17 of the Lease. iii. The failure of the Tenant to pay the minimum annual rent on the first day of each month, plus any applicable grace periods, for three (3) consecutive months, or for a total of five (5) months in any particular twelve (12) month period shall constitute a material breach of this entire Lease. B. In the event Tenant threatens to do or actually does any act prohibited by the terms of this Lease, Owner shall have a ten (10) day period the right of injunction to restrain the same and the right to invoke any other remedy at law or in which to cure any such failure; (b) except equity as is otherwise if specific remedies, indemnity or reimbursement were provided below for in this Section 20.2Lease. C. The rights and remedies given to Owner in this lease are distinct, if Tenant fails, cumulative and separate and no one of them whether or not exercised by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord Owner shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes in exclusion of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one others. D. In any proceeding or more action instituted by the Owner to enforce this or any other provision of the Other Leases is not cured on a timely basisLease, pursuant the Owner shall be entitled to recover from the terms Tenant his reasonable attorney’s fees, costs and disbursements. In the case Owner institutes such proceeding or action, the amount of such expenses, attorney’s fees, costs and disbursements shall, at the option of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease DefaultOwner, there be deemed to be additional rent hereunder, and shall be no notice required due from Tenant to be delivered hereunderOwner on the respective expenses, nor shall any cure period be available to Tenant hereunder; rather, or on the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence first day of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasesucceeding month.

Default Provisions. In addition to any Default arising under Section 20.1 above, each the event of the failure or refusal of Purchaser to close this transaction in violation of the terms of this Agreement, without fault on Seller’s part and without failure of title or any conditions precedent to Purchaser’s obligations hereunder, Seller, as its sole and exclusive remedy, shall have the right to terminate this Agreement, whereupon Purchaser shall pay Seller liquidated damages in the amount of One Thousand and No/100 Dollars ($100,000.00), and the parties shall be relieved of all further obligations and liability hereunder. In no event shall Purchaser be liable to Seller for any damages hereunder or in connection herewith as a result of Purchaser’s default, or otherwise, other than the payment expressly stated herein following a termination of this Agreement due to Purchaser’s failure or refusal to close in violation of the terms of this Agreement. In the event of a default by Seller under this Agreement, Purchaser at its option shall constitute a Defaulthave the right to: (ai) if Tenant fails terminate this Agreement, in which event (A) Seller shall reimburse Purchaser for Purchaser’s actual out-of-pocket costs and expenses (including reasonable attorneys’ fees, costs and disbursements) related to pay Rent or the negotiation of this Agreement and the transactions contemplated hereby and Purchaser’s due diligence, up to a maximum of One Hundred Thousand and 00/100 Dollars ($100,000.00), and (B) the parties shall be discharged from all duties and performance hereunder, except for any obligations which by their terms survive any termination of this Agreement, or, alternatively, (ii) seek specific performance (and/or any other payment when due hereunder within ten (10equitable remedies) days after written notice from Landlord of such failure to pay on the due date; providedSeller’s obligations hereunder, however, that if specific performance is not available as a remedy, Purchaser shall have the right to pursue an action against Seller for damages, including without limitation all of its out-of-pocket costs and expenses (including reasonable attorneys’ fees, costs and disbursements) related to the negotiation of this Agreement and the transactions contemplated hereby and Purchaser’s due diligence, up to a maximum of One Hundred Thousand and 00/100 Dollars ($100,000.00). Notwithstanding the foregoing, in the event of a default by either party of any consecutive 12 month periodobligations which specifically survive Closing, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on then the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord non-defaulting party shall be relieved from entitled to seek any obligation legal redress permitted by law or equity. The provisions hereof shall survive Closing. Notwithstanding anything to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below the contrary contained in this Section 20.2Agreement, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of no default shall be declared unless the obligations imposed on Tenant under this Lease (other than non-defaulting party has given the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of defaulting party written notice as to the existence of such default under this Section 20.2(b); provided, however, that if and the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a defaulting party has failed to cure of such default promptly within the initial 30 day cure periodfive (5) days thereafter, then, as long as Tenant continues except for a failure to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseclose.

Default Provisions. In addition to any Default arising under Section 20.1 20.1, above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b)20.2; provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a an event of default (herein called an “Event of Default: ”) under this Lease: (ai) if If Tenant, at any time during the continuance of this Lease (and regardless of the pendency of any bankruptcy, reorganization, receivership, insolvency or other proceedings, at law, in equity, or before any administrative tribunal, which have or might have the effect of preventing Tenant fails from complying with the terms of this Lease), shall (A) fail to pay Rent or make any other payment when due hereunder within of Basic Rent and such failure continues for ten (10) days after Business Days following written notice from Landlord to Tenant specifying such failure, (B) fail to make any payment when due of Additional Rent and such failure continues for twenty (20) Business Days following written notice from Landlord to Tenant specifying such failure, (C) fail to maintain any insurance required under this Lease and such failure continues for ten (10) Business Days following written notice from Landlord to Tenant specifying such failure, or (D) fail to observe or perform any other material provision hereof for thirty (30) Business Days following written notice from Landlord to Tenant specifying such failure, provided, that in the case of any default referred to in this Lease which is reasonably susceptible of cure but cannot with diligence be cured within such thirty (30) Business Day period, then, upon receipt by Landlord of a certificate of Tenant signed by an officer of Tenant stating the reason such default cannot be cured within thirty (30) Business Days, describing the efforts being undertaken by Tenant to cure such default and reasonably estimating the cure period, and provided that Tenant at all times proceeds with good faith due diligence to cure such default, the time within which such failure may be cured shall be extended for such period as may be necessary to complete the curing of the same with continuous, good faith due diligence (provided further that Tenant shall provide Landlord with an update of such failure original certificate, signed by an officer of Tenant, no less frequently than monthly, which update shall include a reasonably detailed description of what Tenant is continuing to pay on do and what Tenant has then accomplished, and a reasonable estimate of how long it will take to complete the due datecure); providedor (ii) If Tenant shall file a petition commencing a voluntary case under the Federal Bankruptcy Code or any other federal or state law (as now or hereafter in effect) relating to bankruptcy, howeverinsolvency, that reorganization, winding-up or adjustment of debts (hereinafter singly a “Bankruptcy Law” and collectively “Bankruptcy Laws”) or if Tenant shall (A) apply for or consent to the appointment of, or the taking of possession by, any receiver, custodian, trustee, United States Trustee or liquidator (or other similar official) of the Premises or any part thereof or of any substantial portion of Tenant’s property or (B) make a general assignment for the benefit of its creditors; or (iii) If an order for relief against Tenant shall be entered in any consecutive 12 month periodinvoluntary case under the Federal Bankruptcy Code or any similar order against Tenant shall be entered pursuant to any other Bankruptcy Law, or if a petition commencing an involuntary case against Tenant shallor proposing the reorganization of Tenant under any Bankruptcy Law shall be filed and not be discharged or denied within ninety (90) days after such filing, on two or if an order, judgment or decree by any court of competent jurisdiction approving or ordering (2A) separate occasionsthe liquidation, fail reorganization, dissolution, winding-up or adjustment of debts of Tenant, or (B) the appointment of a receiver, custodian, trustee, United States Trustee or liquidator (or any similar official) of the Premises or any part thereof or of Tenant or of any substantial portion of Tenant’s property shall be entered and continue unstayed and in effect for ninety (90) days. (b) If an Event of Default shall have occurred and be continuing, Landlord shall have, in its sole discretion, the following rights: (i) To terminate the Term of this Lease by written notice to pay any installment Tenant. Thereupon, the Term of Rent this Lease and the estate hereby granted shall terminate on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Landlord designates in such notice as completely and with the same effect as if such date were the date fixed herein for the expiration of the Term of this Lease, and all rights of Tenant hereunder shall terminate, but Tenant shall fail remain liable as provided herein. In the event of Landlord’s termination of this Lease, Tenant shall pay to pay an installment of Landlord all Basic Rent on and Additional Rent to and including the date such installment of Rent is duetermination. (ii) If Landlord has terminated this Lease pursuant to clause (i) above, to (A) re-enter and repossess the Premises or any part thereof by summary proceedings, ejections or otherwise and (B) remove all persons and property therefrom. (iii) To use reasonable efforts to relet the Premises or any part thereof for the account of Tenant, in the name of Tenant or Landlord shall be relieved from any obligation to provide or otherwise, without notice to Tenant, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the term of this Lease) and on such conditions (which may include concessions or free rent) and for such uses as Landlord, in its absolute discretion, may determine; provided Landlord shall not be required to make any effort to relet the Premises except as required by applicable law. Landlord may collect and receive any rents payable by reason of such reletting. If the Premises are relet by Landlord for the account of Tenant, Tenant shall then no longer have a ten be liable to Landlord for, and shall pay to Landlord, as damages (10A) day period in which to cure any all Basic Rent and all Additional Rent as and when such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant amounts would be payable under this Lease by Tenant in the absence of any such reletting, together with all reasonable expenses of Landlord in connection with such reletting efforts, if any (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(bincluding, without limitation, all reasonable repossession costs, brokerage commissions, reasonable attorneys’ fees and expenses, and reasonable repair costs); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; less (cB) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time periodnet proceeds, if any, provided of any reletting. Notwithstanding the foregoing, in the Guaranty event any such reletting is for a term longer than the balance of the Term, Tenant shall be responsible for only a proportionate part of the expenses based on the balance of the Term as compared to the fixed minimum term of the reletting. Tenant shall pay such damages on the dates on which Rent would be payable under this Lease in the absence of such reletting, and Landlord shall be entitled to recover the same from Tenant on each such date. (eachiv) without thereby waiving such Event of Default, a “Guaranty Default”); Landlord may, but shall not be obligated to, take all action, including, without limitation, entry upon the occurrence Premises, to perform the obligation of Tenant hereunder immediately and without notice in the case of any Guaranty Defaultemergency as may be reasonably determined by Landlord and upon five (5) business days’ notice to Tenant in other cases. All reasonable expenses incurred by Landlord in connection therewith, there including, without limitation, reasonable attorneys’ fees to the extent actually incurred and expenses (including, without limitation, those incurred in connection with any appellate proceedings), shall constitute Additional Rent under this Lease and shall be paid by Tenant to Landlord upon demand. (c) No termination of this Lease pursuant to Subparagraph 17(b)(i), by operation of law or otherwise, and no notice required repossession of the Premises or any part thereof pursuant to Subparagraph 17(b)(ii) or otherwise, and no reletting of the Premises or any part thereof pursuant to Subparagraph 17(b)(iii), and no payment of any amounts by Tenant under Subparagraph 17(b) or the exercise by Landlord of any of its other rights under Subparagraph 17(b) shall relieve Tenant of any liabilities under this Lease which by express provision of this Lease survive such expiration, termination, repossession, reletting or purchase. Nothing in this Paragraph 17 shall be delivered hereunder, nor shall deemed to waive any cure period be available duty of Landlord under applicable law to Tenant hereunder, but rather mitigate damages as a result of an Event of Default. (d) In the occurrence event of a Guaranty Default shall immediately constitute a Default litigation between the parties with respect to the enforcement of Landlord’s remedies under this Lease, the losing party shall reimburse the prevailing party for all reasonable attorneys’ fees and expenses incurred by the prevailing party with respect thereto.

Default Provisions. In addition This Lease and the term and estate hereby granted are subject to any Default arising under Section 20.1 above, each of the following shall constitute a Default: limitation that: (a) if Whenever Tenant fails shall default in the payment of any installment of rent or of any other sum payable by Tenant to Landlord and Tenant shall fail to pay Rent or any other payment when due hereunder the same within ten (10) days after written notice from Landlord; except that Landlord of shall not be required to give more than four (4) such notices in any consecutive twelve month period in which event the failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord same shall be relieved from any obligation to provide a default without such notice to Tenant, and Tenant shall then no longer have a if payment is not made within ten (10) day period in days after the date upon which the same ought to cure any such failurebe paid; or (b) except as is otherwise provided below in this Section 20.2Whenever Tenant shall do, if Tenant failsor permit anything to be done, whether by action or inaction, contrary to timely comply withany covenant or agreement on the part of Tenant herein contained or contrary to any of the covenants, agreements, terms or provisions of this Lease, or satisfy, shall fail in the keeping or performance of any or all of the obligations imposed covenants, agreements, terms or provisions contained in this Lease which on the part or behalf of Tenant are to be kept or performed and Tenant shall fail to cure the same within twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same; provided, if it is of such a nature that it cannot be cured within such twenty (20) day period, if Tenant shall have failed to commence the cure within such twenty (20) day period and thereafter to diligently and continually prosecute the cure until fully corrected; or (c) Whenever an involuntarily petition shall be filed against Tenant under any bankruptcy or insolvency law or under the reorganization provisions of any law or like import, or a receiver of or for Tenant or the property of Tenant shall be appointed without the acquiescence of Tenant, and such situation under this paragraph 23(c) shall continue and shall not be remedied by Tenant within sixty (60) days after the happening of any such event; or (d) Whenever Tenant shall make an assignment of the property of Tenant for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or whenever any court of competent jurisdiction shall approve a petition filed by Tenant under the reorganization provisions of the United States Bankruptcy Code or under the provisions of any law of like import, or whenever a petition shall be filed by Tenant under Chapter 11 of the United States Bankruptcy Code or under the provisions of any law of like import, or whenever Tenant shall vacate or desert or abandon the Demised Premises; then, and in addition to any other rights or remedies Landlord may have under this Lease, at law, or in equity, Landlord shall have the following rights: (1) To accelerate the whole or any part of the rent for the entire unexpired balance of the term of this Lease, as well as all charges, payments, costs and expenses herein agreed to be paid by Tenant, and any rent or other charges, payments, costs and expenses if so accelerated shall, in addition to any and all installments of rent already due and payable and in arrears, and/or any other charges or payment herein reserved, included or agreed to be treated or collected as rent and/or any other charges, expense or costs herein agreed to be paid by Tenant which may be due and payable and in arrears, be deemed due and payable as if, by the terms and provisions of this Lease, such accelerated rent and other charges, payments, costs and expenses were on that date payable in advance. (2) To re-enter the Demised Premises and remove all persons and all or any property therefrom by summary dispossess proceedings or by any suitable action or proceeding at law, without being liable to indictment, prosecution or damages therefor, and repossess and enjoy the Demised Premises, together with all additions, alterations and improvements. Upon recovering possession of the Demised Premises by reason of or based upon or arising out of a default on the part of Tenant, Landlord may, at Landlord's option, either terminate this Lease (or make such alterations and repairs as may be necessary in order to relet the Demised Premises and relet the Demised Premises or any part or parts thereof, for a term or terms which may at Landlord's option be less than or exceed the period which would otherwise have constituted the balance of the term of this Lease and at such rent or rents and upon such other terms and conditions as in Landlord's sole discretion may seem advisable and to such person or persons as may in Landlord's discretion seem best; upon each such reletting all rents received by Landlord from such reletting shall be applied: first, to the payment of any indebtedness other than rent due hereunder from Tenant to Landlord; second, to the obligation payment of any costs and expenses of such reletting, including brokerage fees and attorney's fees and all costs of such alterations and repairs; third, to the payment of rent due and unpaid hereunder; and the residue, if any, shall be held by Landlord and applied in payment of future rent as it may become due and payable hereunder. If such rentals received from such reletting during any month shall be less than that to be paid during that month by Tenant hereunder, Tenant shall pay Rent) for a period any such deficiency to Landlord. Such deficiency shall be calculated and paid monthly. No such re-entry or taking possession of 30 days after Landlord’s delivery the Demised Premises or the making of alterations and/or improvements thereto or the reletting thereof shall be construed as an election on the part of Landlord to Tenant of terminate this Lease unless written notice of such default intention be given to Tenant. Landlord shall in no event be liable in any way whatsoever for failure to relet the Demised Premises or, in the event that the Demised Premises or any part or parts thereof are relet, for failure to collect the rent thereof under such reletting. Notwithstanding any such reletting without termination, Landlord may at any time thereafter elect to terminate this Section 20.2(b); providedLease for such previous breach. (3) To terminate this Lease and the term hereby created without any right on the part of Tenant to waive the forfeiture by payment of any sum due or by other performance of any condition, howeverterm or covenant broken. Whereupon Landlord shall be entitled to recover, that if in addition to any and all sums and damages for violation of Tenant's obligations hereunder in existence at the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure time of such termination, damages for Tenant's default promptly within in an amount equal to the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured amount of the rent reserved for more than 270 days after the initial delivery balance of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes the term of this Lease; , as well as all other charges, payments, costs and expenses herein agreed to be paid by Tenant, all discounted at the rate of six (c6%) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”)percent per annum to their then present worth, which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there amount shall be no notice required immediately due and payable from Tenant to Landlord. (4) No right or remedy herein conferred upon or reserved to Landlord is intended to be delivered hereunderexclusive of any other right or remedy herein or by law or in equity provided, but each shall be cumulative and in addition to every other right or remedy given herein or now or hereafter existing at law or in equity or by statute. (5) No waiver by Landlord of any breach by Tenant of any of Tenant's obligations, agreements or covenants herein shall be a waiver of any subsequent breach or of any obligation, agreement or covenant, nor shall any cure period forbearance by Landlord to seek a remedy for any breach by Tenant be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence waiver by Landlord of any Guaranty Default, there shall be no notice required rights and remedies with respect to be delivered hereunder, nor shall such or any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasesubsequent breach.

Default Provisions. In addition to any Default arising under Section SECTION 20.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten five (105) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s 's delivery to Tenant of written notice of such default under this Section 20.2(bSECTION 20.2(B); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completioncure, Landlord shall not exercise its remedies under Section SECTION 21 unless such default remains uncured for more than 270 120 days after the initial delivery of Landlord’s 's original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; and, at Landlord's election, (c) if Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or Term for more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasethan 45 consecutive days.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a an "Event of Default" under this Lease: (ai) if Tenant fails Lessee's failure to (1) pay any Basic Rent, Additional Rent or any other payment when due sum required to be paid by Lessee hereunder within and such failure shall continue for ten (10) days after written notice from Landlord to Lessee of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two or (2) separate occasionsobserve or perform any other provision hereof and such failure shall continue for thirty days after notice to Lessee of such failure (provided, fail that in the case of any such default which cannot be cured by the payment of money and cannot with diligence be cured within such thirty-day period, if Lessee shall commence promptly to cure the same and thereafter prosecute such cure with diligence, the time within which such default may be cured shall be extended for such period as is necessary to complete such cure with diligence); or (ii) the filing by Lessee of a petition in bankruptcy or for reorganization or for an arrangement pursuant to any federal or state bankruptcy law or any similar federal or state law; or (iii) Lessee shall be granted relief under the Bankruptcy Code or become insolvent or shall make an assignment for the benefit of creditors or become unable to pay any installment of Rent on the date such installment of Rent is its debts generally as they become due, then, on or if a petition or answer proposing relief under the third such occasion and on each occasion thereafter on which Tenant shall fail Bankruptcy Code be filed against the Lessee or proposing its reorganization pursuant to pay an installment of Rent on the date such installment of Rent is due, Landlord any federal or state bankruptcy law or any similar federal or state law shall be relieved from filed in any obligation court and Lessee shall consent to provide notice to Tenantor acquiesce in the filing thereof or such petition or answer shall not be discharged or denied within ninety days after the filing thereof; or (iv) the appointment of a receiver, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action trustee or inaction, to timely comply with, liquidator of Lessee or satisfy, any of all or substantially all of the obligations imposed on Tenant under this Lease assets of Lessee or of the Premises or Lessee's estate therein in any proceeding brought by Lessee, or if any such receiver, trustee or liquidator shall be appointed in any proceeding brought against Lessee and shall not be discharged within ninety days after such appointment, or if Lessee shall consent to or acquiesce in such appointment; or (other than v) if the obligation to pay Rent) Premises shall have been left unoccupied and unattended for a period of 30 thirty days; or (vi) if any representation or warranty made by the Lessee herein shall prove to be or have been untrue in any material respect as of the date of the making thereof. (b) If an Event of Default shall have happened and be continuing, Lessor shall have the right to give Lessee notice of Lessor's intention to terminate the term of this Lease on a date not less than five days after Landlord’s delivery the date of such notice. Upon the giving of such notice, the term of this Lease and the estate hereby granted shall expire and terminate on the specified date as fully and completely and with the same effect as if such date were the date herein fixed for the expiration of the term of this Lease, and all rights of Lessee hereunder shall expire and terminate, but Lessee shall remain liable as hereinafter provided. (c) If an Event of Default shall have happened and be continuing, Lessor shall have the immediate right, whether or not the term of this Lease shall have been terminated pursuant to Tenant Paragraph 19(b) to re-enter and repossess the Premises by summary proceedings, ejectment or in any manner Lessor determines to be necessary or desirable, and to remove all persons and property therefrom. Lessor shall be under no liability by reason of written any such re-entry, repossession or removal. No such re-entry or repossession of the Premises shall be construed as an election by Lessor to terminate the term of this Lease unless a notice of such default intention is given to Lessee pursuant to Paragraph 19(b), or unless such termination is decreed by a court of competent jurisdiction. (d) At any time or from time to time after the re-entry or repossession of the Premises pursuant to Paragraph 19(c), whether or not the term of this Lease shall have been terminated pursuant to Paragraph 19(b), Lessor may (but shall be under this Section 20.2(b); providedno obligation to) relet the Premises for the account of Lessee, howeverin the name of Lessee or Lessor or otherwise, that if without notice to Lessee, for such term or terms and on such conditions and for such uses as Lessor, in its absolute discretion, may determine, subject to the default cannot, provisions of the Ground Lease. Lessor may collect and receive for Lessee's account any rents payable by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure reason of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same reletting. Lessor shall not be deemed liable for any failure to relet the Premises or for any failure to collect any rent due upon any such reletting. (e) No expiration or termination of the term of this Lease pursuant to Paragraph 19(b), by operation of law or otherwise, and no re-entry or repossession of the Premises pursuant to Paragraph 19(c) or otherwise, and no reletting of the Premises pursuant to Paragraph 19(d) or otherwise, shall relieve Lessee of its liabilities and obligations hereunder, all of which shall survive such expiration, termination, re-entry, repossession or reletting. (f) In the event of any expiration or termination of the term of this Lease or re-entry or repossession of the Premises by reason of the occurrence of an Event of Default, Lessee will pay to Lessor all Basic Rent, Additional Rent and other sums required to be paid by Lessee to and including the date of such expiration, termination, re-entry or repossession; and thereafter, until the end of what would have been the term of this Lease in the absence of such expiration, termination, re-entry or repossession (whether or not the Premises shall have been relet) Lessee shall be liable to Lessor for, and shall pay to Lessor, as liquidated and agreed current damages all Basic Rent, Additional Rent and other sums which would be payable under this Lease by Lessee in the absence of such expiration, termination, re-entry or repossession, less the net proceeds, if any, of any reletting effected for the account of Lessee pursuant to Paragraph 19(d), after deducting from such proceeds all Lessor's expenses in connection with such reletting (including, without limitation, all repossession costs, brokerage commissions, property management fees, attorney fees and expenses, employees' expenses, alteration costs and expenses of preparation for such reletting). Lessee will pay such current damages on the days on which Basic Rent would be payable under this Lease in the absence of such expiration, termination, re-entry or repossession, and Lessor shall be entitled to recover the same from Lessee on each such day. (g) At any time after the termination of this Lease pursuant to Paragraph 19(b), whether or not Lessor shall have collected any current damages pursuant to Paragraph 19(f), Lessor shall be entitled to recover from Lessee and Lessee will pay to or on demand as and for liquidated and agreed final damages for Lessee's default (it being agreed that it would be impractical or extremely difficult to fix actual damages), and in lieu of all current damages provided in Paragraph 19 (f) beyond the date to which the same shall have been paid, an amount equal to the excess, if any, of (A) the sum of (i) any past due Basic Rent or Additional Rent together with a “Default” late charge thereon (to the extent permitted by law) computed from the due date thereof to the date of payment of such liquidated damages at the rate of twelve percent per annum (or, if lower, the maximum rate permitted by application law), (ii) the present value of the aggregate future payments of Basic Rent otherwise payable in respect of the Premises for the remainder of the Primary Term or any Extended Term then in effect (regardless of any termination), each such payment discounted at the rate of four percent per annum (the "Discounted Future Basic Rent") from the date otherwise payable hereunder to the later of the date to which Basic Rent shall have been paid or the date to which Lessee shall have paid current damages pursuant to Paragraph 19(f), together with a late charge thereon (to the extent permitted by law) computed from the later of such dates to the date of payment of such liquidated damages at the rate of twelve percent per annum (or, if lower, the maximum rate permitted by applicable law), and (iii) the Additional Rent and other charges (as reasonably estimated by Lessor) which would be payable hereunder from such date for what would have been the then unexpired current term had the same not been terminated, the Additional Rent and such other charges to be discounted to the date of payment at the rate of four percent per annum, calculated on a monthly basis, over (B) the then Fair Market Rental Value of the Premises for the period from the date of payment of such liquidated damages to the date which would have been the expiration date of the then current term had this Lease not been terminated (after deducting all reasonable estimated expenses to be incurred in connection with reletting the Premises, including, without limitation, repossession costs, brokerage commissions, attorneys' fees and expenses and repair and alteration costs and expenses), discounted to the date of payment at the rate of four percent per annum calculated on a monthly basis. For purposes of this Lease; , the term "Fair Market Rental Value" shall be and hereby is understood to mean the amount for which the Premises could be leased for the balance of the existing Primary Term or Extended Term in an arm's-length transaction upon the same terms and conditions (cother than Basic Rent) as this Lease, assuming both the lessor and lessee to be prudent persons willing to enter into such a lease but under no compulsion to do so. In the event the parties are unable to agree upon such Fair Market Rental Value, the question shall be submitted to appraisal in the same manner set forth in Paragraph 15(d) hereof. If any statute or rule of law shall validly limit the amount of such liquidated final damages to less than the amount above agreed upon, Lessor shall be entitled to the maximum amount allowable under such statute or rule of law. (h) If Lessor shall elect the remedy provided for in Paragraph 19(g), Lessee shall have the option to immediately prepay all Basic Rent and Additional Rent for the balance of the then current term, discounted at the rate of four percent per annum calculated on a monthly basis, as though expressly made payable in advance prior to the occurrence of a default under any or such Event of Default. If Lessee shall exercise such right and shall prepay in full all such Basic Rent and Additional Rent, Lessee shall thereafter have the right to possession of the leases scheduled on Exhibit D Premises under the terms of this Lease for the entire period in respect of which Basic Rent and Additional Rent shall have been so prepaid, unless and until a further Event of Default shall occur, at which time Lessee's right of possession shall immediately terminate. (“Other Leases”)i) If this Lease is terminated pursuant to this Paragraph 19, Lessee waives, to the extent permitted by applicable la▇, (▇) ▇▇▇ ▇▇▇▇▇ ▇▇▇ch may require Lessor to sell, lease or otherwise use the Premises or any part thereof in mitigation of Lessor's damages as set forth in this Paragraph 19, (ii) any right of redemption, re-entry or re-possession, (iii) any right to a trial by jury in the event of summary proceedings to enforce the remedies set forth in this Paragraph 19, (iv) the benefit of any laws now or hereafter in force exempting property from liability for rent or for debt, and (v) any other rights which default might otherwise limit or modify any of Lessor's rights or remedies under one this Paragraph 19. (j) The words "re-enter" or more "re-entry" as used in this Paragraph 19 are not restricted to their technical meaning. (k) If, during the first three Lease Years of the Other Leases is not cured on a timely basisPrimary Term of this Lease, pursuant to Lessor shall be in default for 45 days under the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; ratherMortgage Note, the occurrence Lessee shall cure such default within 15 days after notice. Immediately upon curing such default, Lessee may, at its sole option either: (i) terminate this Lease by purchasing the Lessor's Interest in the Premises for an amount equal to the aggregate amount of an Other Lease Default shall immediately constitute a Default Debt Service Shortfall paid by Lessor as of such termination date (Debt Service Shortfall being defined herein as the quarterly amount by which (i) quarterly Basic Rent payable under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of the Operating Lease, dated of even date herewith minus (ii) quarterly Basic Rent payable under the “Guaranty”Ground Lease, is exceeded by (iii) Lessor's quarterly Debt Service obligation pursuant to the Mortgage), and fails by taking title to the Lessor's Interest in the Premises subject to the Mortgage, expressly assuming and agreeing to be personally liable to perform all of the terms, covenants and conditions of the Mortgage and to repay, in the manner therein stated, the indebtedness evidenced by the Mortgage Note; or (ii) continue this Lease in full force and effect and institute appropriate proceedings at law or in equity to recover from the Lessor any costs incurred by Lessee to cure same within the time periodLessor's default under the Mortgage Note. Nothing herein shall be deemed to create in Lessee a right to set off or otherwise deduct any such amounts from future installments of Basic Rent, Additional Rent, if any, or other sums due hereunder, except that Lessee shall be entitled to deduct from each future quarterly installment of Basic Rent the amount by which such Basic Rent installment exceeds the sum of (i) Lessor's quarterly Debt Service obligation under the Mortgage Note and (ii) rent payable under the Ground Lease. In no event shall the aggregate amount of such deductions exceed the total of the costs incurred by Lessee to cure Lessor's default as provided in the Guaranty clause (eachii), a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseabove.

Default Provisions. In addition to any Default arising under Section 20.1 21.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten five (105) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 twelve (12) month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 thirty (30) days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 thirty (30) day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 thirty (30) day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 ninety (90) days after the initial delivery of Landlord’s original default notice notice; and, at Landlord’s election, and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there it shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence an automatic Event of an Other Lease Default shall immediately constitute a Default under this Lease; Lease (for which no notice or cure period shall be required) in the event that (i) Tenant transfers all of some portion of its assets to another party, regardless of a.) the nature of the assets and b.) whether that transferee is an affiliate of Tenant or an unrelated third party, and (dii) Guarantor defaults under any as a result (directly or all indirectly) of its such transfer, Tenant no longer has sufficient assets to permit Tenant to timely and fully satisfy the obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default monetary or otherwise) imposed on it under this Lease.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a an "Event of Default" by Tenant under this Lease: (a) if Tenant fails to pay Net Base Rent or any other payment when due hereunder within ten five (105) days after written notice from Landlord of such failure the delinquency thereof; or (b) if Tenant fails to pay on Additional Rent or any other sum due to Landlord within fifteen (15) days after written notice from Landlord with respect to the due date; delinquency thereof, provided, however, that if and to the extent that Tenant fails to pay Rent or any other payment required hereunder when due hereunder more than twice in any consecutive 12 twelve (12) month period, Tenant shall, on Landlord shall have no obligation whatsoever for a period of two (2) separate occasionsyears after the latter of such two delinquencies to provide (x) any written notice to Tenant of any further delinquency or (y) any grace period with respect to Net Base Rent, fail to pay Additional Rent or any installment other sum due hereunder, and, after the expiration of Rent on the date any such installment of Rent is duetwo (2) year period, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail again be entitled to pay an installment of Rent on written notice and the date such installment of Rent is due, Landlord shall be relieved from above described grace period for up to two (2) delinquencies in any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten consecutive twelve (1012) day period in which to cure any such failuremonth period; or (bc) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply in any material respect with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 thirty (30) days after Landlord’s ▇▇▇▇▇▇▇▇'s delivery to Tenant of written notice of such default under this Section 20.2(bsubsection 20.2(c); provided, however, that if the default cannot, by its nature, be cured within such 30 thirty (30) day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 thirty (30) day cure period, then, as long as Tenant period and thereafter continues to diligently pursue such a cure to completioncure, then Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 one hundred eighty (180) days after the ▇▇▇▇▇▇▇▇'s initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all notice of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasesuch default.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten five (105) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 twelve (12) month period, Tenant shall, on two three (23) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third (3rd) such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten five (105) day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 thirty (30) days after Landlord’s 's delivery to Tenant of written notice of such default under this Section 20.2(bsubsection 21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 thirty (30) day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 thirty (30) day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 sixty (60) days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease's notice; or (c) Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under Term. Except for notices expressly provided for in this Lease; and (d) Guarantor defaults under , Tenant hereby waives all notices of any or all of its obligations under that certain Guaranty of Leasenature, dated of even date herewith (the “Guaranty”)including, and fails to cure same within the time period, if any, provided in the Guaranty (eachwithout limitation, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasequit.

Default Provisions. In addition to any Default arising under Section 20.1 above17.1 Should the Seller or the Purchaser, each of as the following shall constitute a Default: case may be (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay on “the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, defaulting party”): 17.1.1 fail to pay any installment amount due by the defaulting party in terms of Rent this agreement on due date and remain in default for more than 7 days after being notified in writing to do so by the date such installment other party (“the aggrieved party”); or 17.1.2 commit any other breach of Rent is due, then, on any of the third such occasion provisions of this agreement and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for commence remedying that breach within a period of 30 7 days after Landlord’s delivery to Tenant the receipt of written notice to that effect by the other party (“the aggrieved party”) and complete the remedying of such default under breach within a reasonable time; then and in either such event, the aggrieved party shall forthwith be entitled (but not obliged) without prejudice to any other rights or remedies which the aggrieved party may have in law, including the right to claim damages: 17.1.3 to cancel this Section 20.2(b); providedagreement and in the event of the Purchaser being the defaulting party, howeverthe defaulting party shall forfeit all monies paid to the Sellers, that if the default cannot, by or its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes attorneys or agent/s in terms of this Leaseagreement; (c) or 17.1.4 to claim immediate performance and/or payment of all the occurrence of a default under any or all obligations of the leases scheduled on Exhibit D (“Other Leases”)defaulting party in terms of this agreement, which default under one or more including immediate payment of the Other Leases is not cured balance of the purchase price of the subject matter in the event of the Purchaser being the defaulting party. 17.2 Should the Purchaser dispute the right of the Seller to cancel this agreement, then pending the determination of that dispute, the Purchaser shall be obliged to continue payment of all amounts payable by it in terms of this agreement on a timely basis, pursuant the due dates thereof and the Seller shall be entitled to recover and accept those payments without prejudice to the Seller's claim for cancellation of this agreement or any other rights of the Seller’s whatsoever. 17.3 Upon cancellation of this agreement for any reason whatsoever, the Purchaser hereby undertakes to vacate forthwith the apartment and all exclusive use areas. 17.4 If transfer of the apartment is delayed by the Purchaser for whatever reason, then the Purchaser shall pay the Seller interest on the purchase price at 3% above the prime rate calculated from the date on which transfer ought to have been registered but for such delay (as certified by the Seller’s attorneys acting as experts) until the date of registration of transfer thereof, both dates inclusive, less any interest paid by the Purchaser in terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseclauses 8.2 and/or 8.3 above.

Default Provisions. In addition to any Default arising under Section 20.1 22.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) 5 business days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) 5 business day period in which to cure any such failurefailure or if Tenant fails to pay when due any amounts required to be paid by Tenant pursuant to Exhibit B of this Lease; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the material obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b22.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 23 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; and, at Landlord’s election, (c) if Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTerm.

Default Provisions. In addition to the event of any Default arising under Section 20.1 abovedefault of Tenant in paying any installment of Basic Rental, each of the following shall constitute a Default: (a) if Tenant fails to pay Additional Rent or any other payment when due hereunder within sums payable hereunder, Landlord shall provide written notice to Tenant of such default and Tenant shall have ten (10) days after to cure. If Tenant has not cured, Landlord may elect to immediately terminate this Lease by serving a written notice from upon Tenant. In the event of any other event of default of Tenant hereinafter mentioned in this Paragraph 20, then Landlord may elect to terminate this Lease by serving a written notice upon Tenant of Landlord's election to terminate this Lease upon a specified date, not less than thirty (30) days after the day of serving of such failure to pay notice. If said event of default shall not be corrected within said thirty (30) day period, this Lease shall then expire on the due datedate specified, as if that date had originally fixed as the expiration of the term hereinafter granted; provided, provided however, that this Lease shall not terminate or expire if in any consecutive 12 month Tenant undertakes diligently to remedy a default within such thirty (30) day period, . Each of the following events shall be deemed an event of default by Tenant shall, on two within the meaning of this paragraph 20: (2a) separate occasions, fail the failure to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion Basic Rental or additional rent when due and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; payable; (b) except as the failure to perform any of the other covenants or conditions of this Lease on the part of Tenant to be performed; (c) the making of an assignment by Tenant for the benefit of its creditors; (d) the appointment of a receiver or trustee of all or part of Tenant's property; (e) the filing of a petition in bankruptcy by Tenant; (f) the filing of a petition by or against Tenant for its reorganization or for an arrangement under any bankruptcy law or other law; or (g) the filing of or petition by Tenant to effect a composition or an extension of time to pay its debts; provided that if an event referred to in sections (d) and (f) above shall have been involuntary on the part of Tenant, the Tenant shall have sixty (60) days to discharge the receiver or trustee or dismiss the petition after the appointment of filing. In the event that this Lease is otherwise terminated in the manner provided below for in this Section 20.2paragraph 20, if or by court proceedings or otherwise, Landlord or Landlord's agents, servants, or representatives may, at any time after written notice to Tenant failsand the times set forth in this paragraph 20, whether reenter and resume possession of said Leased Premises, or any part thereof, and remove all persons and property there from, either by any suitable action or inactionproceeding at law or by force or otherwise, to timely comply with, or satisfy, without being liable for any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, damages thereof. No reentry by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be an acceptance of a “Default” for purposes surrender of this Lease; (c) . In case the occurrence rent or any installment of a default under said rent hereby agreed to be paid shall at any or time be in default, the Landlord shall have the right to distrain therefor. The Landlord, upon the happening of any of the events giving it the right to annul and cancel this Lease, shall be entitled to the benefit of all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more provisions of law for the Other Leases is not cured on a timely basis, pursuant to the terms speedy recovery of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default lands and tenements under this Lease; and (d) Guarantor defaults under any Lease held over by the Tenant in New Castle County, Delaware that are now in force or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall may hereafter be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseenacted.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s 's delivery to Tenant of written notice of such default under this Section 20.2(bSECTION 21.2(B); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 SECTION 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s 's original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; or (c) Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseTerm.

Default Provisions. In addition to any Default arising Developer shall be in default under Section 20.1 above, each of the following shall constitute a Default: this Agreement if: (a) if Tenant Developer fails to pay Rent make any of the payments of money required by the terms of this Agreement or any other payment when due hereunder of the Transaction Documents, and Developer fails to cure or remedy the same within ten twenty (1020) days after the UG has given Developer written notice from Landlord of specifying such default; (b) Developer fails to keep or perform any covenant or obligation herein contained on Developer's part to be kept or performed, and Developer fails to remedy the same within sixty (60) days after the UG has given Developer written notice specifying such failure to pay on the due dateand requesting that it be remedied; provided, however, that if in any consecutive 12 month event of default shall be such that it cannot be corrected within such period, Tenant shall, on two (2) separate occasions, fail to pay any installment it shall not constitute an event of Rent on the date default if corrective action is instituted by Developer within such installment of Rent is due, then, on the third such occasion period and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if diligently pursued until the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; is corrected; (c) Developer or any Affiliate shall file a voluntary petition under any bankruptcy law or an involuntary petition under any bankruptcy law is filed against any such party in a court having jurisdiction and said petition is not dismissed within sixty (60) days; or Developer or any Affiliate generally is not paying its debts as such debts become due; or Developer or any Affiliate makes an assignment for the occurrence benefit of its creditors; or a custodian, trustee or receiver is appointed or retained to take charge of and manage any substantial part of the assets of Developer, or any Affiliate, and such appointment is not dismissed within sixty (60) days; or any execution or attachment shall issue against Developer whereupon the Project, or any part thereof, or any interest therein of Developer under this Agreement shall be taken and the same is not released prior to judicial sale thereunder (each of the events described in this subparagraph being deemed a default under any or all the provisions of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”this Agreement); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and or (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (Developer breaches the “Guaranty”), representations and warranties set forth in this Agreement and fails to cure or correct same within fifteen (15) days of notice from the time periodUG. In the event of such default, if anythe UG may take such actions, provided in the Guaranty (eachor pursue such remedies, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered as exist hereunder, nor shall any cure period be available or at law or in equity, and Developer covenants to Tenant hereunderpay and to indemnify the UG against all reasonable costs and charges, but rather including attorneys' fees, lawfully and reasonably incurred by or on behalf of the occurrence UG in connection with the enforcement of a Guaranty Default shall immediately constitute a Default under this Leasesuch actions or remedies.

Default Provisions. In addition to any Default arising under Section 20.1 21.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten five (105) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 twelve (12) month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten five (105) day period in which to cure any such failure; and (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 thirty (30) days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 thirty (30) day period, but then Landlord shall not exercise its remedies under Section 22 if Tenant commences and diligently pursues a cure of such default promptly within the initial 30 thirty (30) day cure periodperiod until such default has been cured. Notwithstanding the foregoing sentence, then, as long as if Tenant continues to diligently pursue such does not obtain a cure to completion, Landlord shall not exercise its remedies under Section 21 unless of such default remains uncured for more than 270 within ninety (90) days after from the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”)notice, which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there then Landlord shall be no notice required permitted to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default exercise its remedies under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseSection 22.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a an event of default (each, an "Event of Default: ") under this Lease: (i) if the Lessee shall fail to pay (a) if Tenant fails to pay any Basic Rent, Additional Rent or any other payment when due amounts required to be paid hereunder within ten (10) five business days after written notice from Landlord of such failure to pay the date on which payment is due or (b) Purchase Price on the due date; provideddate on which payment is due; (ii) subject to paragraph 18, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, the Lessee shall fail to pay any installment Imposition when such payment shall become due or within any grace period provided for payment of Rent on such Imposition; (iii) if the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant Lessee shall fail to pay an installment comply with any Insurance Requirement or, if such failure is due to a downgrading in the rating of any insurer in Best's Key Guide to a level below that required pursuant to paragraph 16(a) hereof, the Lessee's failure to replace such insurer with another insurer having the required rating within thirty-five (35) days of such downgrading; (iv) if the Lessee shall grant, suffer to exist (for ten Business Days without removal or full bonding) or create any Lien (other than Permitted Encumbrances) upon this Lease or the Property or any part thereof or interest therein or upon any Basic Rent, Additional Rent on or other sum payable hereunder; (v) if the Lessee shall fail to comply with the requirements of paragraph 27(b)(i) within the time periods provided therein; (vi) if the Lessee has elected to abandon the Property pursuant to paragraph 27(a), and does not comply with the provisions of paragraph 27(a); (vii) if the Lessee shall fail to observe or perform any other provision hereof and such failure shall continue until the earlier of (a) 30 days after the date on which the Lessee becomes aware of such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; failure or (b) except as is otherwise provided below in this Section 20.2, 10 days after notice by the Lessor to the Lessee of such failure; (viii) if Tenant fails, whether by action an Event of Default under the Participation Agreement or inaction, to timely comply with, or satisfy, any or all of other Operative Document shall have occurred; (ix) if the obligations imposed on Tenant under this Lease (other than Lessee shall have abandoned the obligation to pay Rent) Property for a period of 30 days after Landlord’s delivery to Tenant consecutive days; or (x) if any entity comprising the Lessee shall commence an action for the partition of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of Lessee's interest in this Lease; . (b) The Lessor may take all steps to protect and enforce the rights of the Lessor or obligations of the Lessee hereunder, whether by action, suit or proceeding at law or in equity (for the specific performance of any covenant, condition or agreement contained in this Lease, or in aid of the execution of any power herein granted or for any foreclosure, or for the enforcement of any other appropriate legal or equitable remedy) or otherwise as the Lessor shall deem necessary or advisable. (c) (i) subject to paragraph 14(c), if an Event of Default shall have occurred and be continuing, then upon five days' written notice by the occurrence of a default under any Lessor to the Lessee, in addition to all other rights or all remedies available, the Lessor may terminate this Lease and the Lessee's right to possession of the leases scheduled Property or any part thereof. This Lease and the estate hereby granted shall expire and terminate at midnight on Exhibit D the fifth day (“Other Leases”)or such later date as may be specified therein) after the date of such notice, which default under one or more as fully and completely and with the same effect as if such date were the date herein fixed for the expiration of the Other Leases is not cured on a timely basis, pursuant to the terms Term and all rights of the applicable Other Lease(s) (“Other Lease Default”); upon Lessee shall terminate but the occurrence of an Other Lease Default, there Lessee shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseremain liable as hereinafter provided.

Default Provisions. In addition to any Default arising under Section 20.1 21.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten five (105) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 twelve (12) month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten five (105) day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 thirty (30) days after Landlord’s delivery to Tenant of written notice of such default noncompliance or failure to satisfy under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 thirty (30) day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 thirty (30) day cure period, then, as long as Tenant continues then such Tenant’s failure to diligently pursue such a cure to completion, comply shall not constitute an Event of Default and Landlord shall not exercise its remedies under Section 21 22 unless such default noncompliance remains uncured for more than 270 sixty (60) days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”)and, which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseat Landlord’s election. 22.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following items shall constitute a Defaultdefault under this Lease by Lessee: (a) if Tenant Lessee fails to pay Base Rent or any other payment Additional Rent when due hereunder within hereunder, and such failure continues for more than ten (10) days after Lessor delivers written notice from Landlord to Lessee advising Lessee of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, Lessee fails to timely comply withsatisfy any monetary obligation imposed under this Lease, or satisfyother than the payment of Base Rent and Additional Rent, and such failure continues for more than fifteen (15) days after Lessor delivers written notice to Lessee advising Lessee of such failure; (c) if Lessee fails to cure any or all of the obligations imposed on Tenant non-monetary default under this Lease within thirty (other than the obligation to pay Rent30) for a period of 30 days after Landlord’s delivery to Tenant of Lessor delivers written notice advising Lessee of such default, or in the case of a non-monetary default under this Section 20.2(b); provided, however, that if the default which cannot, by its nature, be cured within such 30 a period of thirty (30) days and the continuance of which for the period required for cure will not (i) subject Lessor to any litigation; or (ii) subject the Premises, or any part thereof, to condemnation; (iii) subject the Premises, or any part thereof, to any lien or encumbrance; or (iv) result in the termination of the Lease or foreclosure of any superior mortgage, and if Lessee shall not have (x) within said thirty (30) day period, but Tenant commences and diligently pursues a cure advised Lessor of ▇▇▇▇▇▇'s intention to take all steps necessary to remedy such default promptly default; (y) duly commenced, within the initial 30 said thirty (30) day cure period, then, as long as Tenant continues to and thereafter diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after all steps necessary to remedy the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Leasedefault; and (z) completed such remedy within a reasonable time; (d) Guarantor defaults under if any event shall occur, or all any contingency shall arise, whereby this Lease or the estate hereby granted, or the unexpired balance of its obligations under that certain Guaranty the Term, would, by operation of Leaselaw or otherwise, dated of even date herewith devolve upon or pass to any person, firm or corporation other than Lessee, except for a sub-let or assignment consented to by Lessor; or (e) if ▇▇▇▇▇▇ abandons the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeasePremises.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute an event of Tenant default (each a “Event of Tenant Default: ”) under this Lease: (ai) if If Tenant fails shall fail to pay any Base Rent or any other payment when due required to be paid by Tenant hereunder within by the tenth (10th) day of each calendar month during the Term of this Lease; (ii) If Tenant shall fail after ten (10) days’ written notice and opportunity to cure from Landlord, to pay any Additional Rent required to be paid by Tenant hereunder; (iii) If Tenant shall fail to observe or perform any other provisions of this Lease and such failure shall continue for thirty (30) days after written notice from Landlord of to Tenant specifically identifying such failure to pay on the due date; failure, provided, however, that if in the case of any consecutive 12 month period, Tenant shall, on two such default that cannot be cured by the payment of money and cannot with commercially-reasonable diligence be cured within such thirty (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (1030) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2period, if Tenant failsshall commence promptly to cure the same and thereafter prosecute the curing thereof with commercially-reasonable diligence, whether by action the time within which such default may be cured shall be extended for such period as is reasonably necessary to complete the curing thereof with commercially-reasonable diligence; (iv) If any representation or inactionwarranty of Tenant set forth in any notice, certificate, demand or request delivered pursuant hereto shall prove to timely comply with, or satisfy, be incorrect in any or all material and adverse respect as of the obligations imposed on Tenant under this Lease time when the same shall have been made and, in each case, the facts shall not be conformed to the representation or warranty within thirty (other than the obligation to pay Rent30) for a period of 30 days after Landlord’s delivery written notice to Tenant of written notice of such default under this Section 20.2(b); inaccuracy, provided, however, that if in the default case of any such inaccuracy that cannot, not be cured by its nature, the payment of money and cannot with commercially-reasonable diligence be cured within such 30 thirty (30) day period, but if Tenant commences shall commence promptly to cure the same and diligently pursues thereafter prosecute the curing thereof with commercially-reasonable diligence, the time within which such inaccuracy may be cured shall be extended for such period as is reasonably necessary to complete the curing thereof with commercially-reasonable diligence; (v) To the extent allowed by present or future law, if Tenant shall file a cure petition in bankruptcy or for reorganization or for an arrangement pursuant to any federal or state bankruptcy or debtor relief law or any similar federal or state law, or shall be adjudicated a bankrupt or become insolvent or shall make an assignment for the benefit of creditors or shall admit in writing its inability to pay its debts generally as they become due, or if a petition or answer proposing the adjudication of Tenant as bankrupt under bankruptcy law or any similar federal or state law shall be filed in any court and Tenant shall consent to or acquiesce in the filing thereof or such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord petition or answer shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 be discharged or denied within ninety (90) days after the initial delivery filing thereof; (vi) If a receiver, trustee or liquidator of LandlordTenant or of all or substantially all of the assets of Tenant or of the Premises or Tenant’s original default notice estate therein shall be appointed in any proceeding brought by Tenant, as the case may be, or if any such receiver, trustee or liquidator shall be appointed in any proceeding brought against Tenant and same shall not be deemed discharged within ninety (90) days after such appointment, or if Tenant shall consent to or acquiesce in such appointment; and/or (vii) If Tenant abandons the Premises (whether or not there has in fact been an abandonment to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all determined pursuant to internal laws of the leases scheduled on Exhibit D (“Other Leases”State of Connecticut), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.;

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following events shall constitute a Default: be deemed an event of default by Tenant within the meaning of this Paragraph 20: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such the failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent Basic Rental or Additional Rental when due and payable; (b) the failure to perform any of the material non-monetary covenants or conditions of this Lease on the part of Tenant to be performed; (c) if Tenant shall abandon the Leased Premises or removes Tenant's property therefrom other than in the ordinary course of business; (d) the making of an assignment by Tenant or Guarantor (as hereinafter defined) for the benefit of its creditors; (e) the appointment of a receiver or trustee of all or part of Tenant's or Guarantor's property; (f) the filing of a petition in bankruptcy by Tenant or Guarantor; (g) the filing of a petition by or against Tenant or Guarantor for its reorganization or for an arrangement under any bankruptcy law or other law; or (h) the filing of or petition by Tenant or Guarantor to effect a composition or an extension of time to pay its debts; provided that if an event referred to in sections (e) and (g) above shall have been involuntary on the part of Tenant or Guarantor, the Tenant shall have sixty (60) days to discharge the receiver or trustee or dismiss the petition after the appointment or filing. Upon the occurrence of any event of default described above (except for an event of default under subparagraph (b) above), Landlord may elect to terminate this Lease immediately upon serving a written notice of termination upon Tenant. Upon the occurrence of an event of default described in subparagraph (b) above, then Landlord may elect to terminate this Lease by serving a written notice upon Tenant of Landlord's election to terminate this Lease upon a specified date, not less than thirty (30) days after the day of serving of such notice. If said event of default shall not be corrected within said thirty (30) day period, this Lease shall then expire on the date such installment specified, as if that date had originally fixed as the expiration of Rent the Term. In the event that this Lease is dueterminated in the manner provided for in this Paragraph 20, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is dueor by court proceedings or otherwise, Landlord shall be relieved from or Landlord's agents, servants, or representatives may, at any obligation to provide time after written notice to TenantTenant and the times set forth in this Paragraph 20, reenter and resume possession of said Leased Premises, or any part thereof, and Tenant shall then no longer have a ten remove all persons and property therefrom (10) day period in which to cure at the cost and expense of Tenant), either by any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by suitable action or inactionproceeding at law or otherwise, to timely comply with, or satisfy, without being liable for any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, damages thereof. No reentry by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be an acceptance of a “Default” for purposes surrender of this Lease; (c) . In case the occurrence Basic Rental or any installment of a default under said Basic Rental hereby agreed to be paid shall at any time be in default, the Landlord shall have the right to distrain therefor. The Landlord, upon the happening of any of the events giving it the right to cancel and terminate this Lease, shall be entitled to the benefit of all of the provisions of law for the speedy recovery of lands and tenements in the State of Delaware that are now in force or may hereafter be enacted and as such Landlord shall be entitled to exercise any or all rights or remedies available to landlords in the State of the leases scheduled on Exhibit D (“Other Leases”), which default Delaware at law or in equity following a tenant default. All remedies available to Landlord under one this Lease and at law or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there in equity shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; cumulative and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseconcurrent.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a Default: an Event of Default under this Lease: (ai) if Tenant fails to pay, within 5 days after notice from Landlord or any of its assignees to Tenant, any installment of Basic Rent. (ii) Tenant fails to pay Rent any payment of Additional Rent, or any other payment when due hereunder within ten (10) required to be paid by Tenant hereunder, including, without limitation, payment of Impositions and insurance premiums, and such failure continues for 30 days after written notice from thereof shall have been given to Tenant by Landlord. (iii) Tenant fails to observe or perform any other provision hereof for 30 days (or such shorter period of time as Landlord may reasonably determine if such default endangers life or property) after Landlord shall have delivered to Tenant written notice (except in the case of an emergency) of such failure (provided that, in the case of any default referred to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action clause (iii) which does not endanger life or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default property and which cannot, by its nature, not with diligence be cured within such 30 day period, but if Tenant commences shall proceed promptly to cure the same and diligently pursues a cure thereafter shall prosecute the curing of such default promptly with diligence, then upon receipt by Landlord of a certificate from an authorized officer of Tenant stating the reason that such default cannot be cured within 30 days and stating that Tenant is proceeding with diligence to cure such default, the time within which such failure may be cured shall be extended for such additional period as may be necessary to complete the curing of the same with diligence. (iv) An Act of Bankruptcy occurs with respect to Tenant, or Tenant becomes generally unable to pay its debts as they become due; provided, however, if a proceeding with respect to an Act of Bankruptcy is filed or commenced against Tenant, the same shall not constitute an Event of Default if such proceeding is dismissed within 90 days from the date of such Act of Bankruptcy. (v) Default is made (A) with respect to any evidence of indebtedness of liability for borrowed money of Tenant to the Credit Facility Provider, or (B) with respect to any evidence of indebtedness or liability of Tenant to any other Person for borrowed money or pursuant to a lease obligation, if the effect of such default described in clause (A) or (B) above is to accelerate the maturity of such evidence of indebtedness or liability prior to its stated maturity (whether automatically, following an election by the holder or obligee thereof to accelerate, or otherwise) or any such indebtedness is not paid as and when due and payable; provided, however, that it shall not constitute an Event of Default if the outstanding principal balance of such indebtedness or liability of Tenant to any Person other than the Credit Facility Provider or the State is not in excess of $1,000,000 or Tenant certifies to the Credit Facility Provider and the State that it is contesting such default in good faith and by appropriate and diligent proceedings. (vi) Any amendment to this Lease shall have been made without the prior written consent of the Credit Facility Provider and the State, which consent shall not be unreasonably withheld, conditioned or delayed, and, except for material changes which would require the consent or approval of the State Board of Public Works or the State Legislative Policy Committee, which consent shall be deemed given by the Credit Facility Provider or the State if the Credit Facility Provider or the State does not object to any proposed amendment within 15 business days after the receipt thereof by the Credit Facility Provider or the State. (vii) Tenant abandons the Leased Premises. (viii) The interest of Tenant in the Leased Premises or any part thereof shall be assigned or subleased in violation of Paragraph 17, or shall be levied upon or attached in any proceeding involving a claim in excess of $1,000,000 and such proceeding is not vacated, discharged or bonded against to the reasonable satisfaction of Landlord, the Credit Facility Provider and the State within 30 days thereafter. (ix) Any representation or warranty made by Tenant or its representatives in this Lease or any of the Lease Documents executed and delivered by Tenant or any statement or representation made by Tenant or its representatives in any certificate, report or opinion (including legal opinions) financial statement or other instrument furnished in connection with this Lease or any of the Lease Documents executed and delivered by Tenant proves to have been incorrect, false or misleading in any material respect when made. (x) Any judgment against Tenant or any attachment or other levy against the property of Tenant with respect to a claim for an amount in excess of $1,000,000 remains unpaid, unstayed on appeal, undischarged, unbonded or undismissed for a period of 60 days. (xi) Tenant fails to comply with any material requirement of any governmental authority having jurisdiction over the Leased Premises within the initial 30 day cure periodtime required by such governmental authority; or any proceeding is commenced or action taken to enforce any remedy for a violation of any material requirement of a governmental authority or any restrictive covenant affecting the Leased Premises or any part thereof; provided, thenhowever, it shall not constitute an Event of Default if Tenant is contesting the validity or applicability of any such requirement or covenant, at its sole cost and expense, in good faith and by appropriate and diligent proceedings. (xii) If any material provision of this Lease at any time for any reason ceases to be valid and binding on Tenant, or is declared to be null and void, or the validity or enforceability thereof is contested by Tenant or any governmental agency or authority, or Tenant denies that it has any further liability or obligation under this Lease or any of the Lease Documents executed and delivered by Tenant. (xiii) Landlord, the Credit Facility Provider or the State, or any of their respective representatives are not permitted, at all reasonable times (after at least 48 hours prior written notice to Tenant, unless an Event of Default shall have occurred and be continuing in which event notice will not be required), to enter upon the Leased Premises, to inspect the Leased Premises and all materials, equipment, fixtures and other items used or to be used in the construction thereof, and to examine all detailed plans, shop drawings and specifications which relate to or the appurtenances thereto or to be used in the operation thereof, provided, however, any person conducting such inspection shall comply with Tenant’s safety and operating policies and procedures. (xiv) An Event of Default (as long as Tenant continues to diligently pursue such a cure to completiondefined in the 1997 Lease) occurs under the 1997 Lease. (b) If an Event of Default shall have happened and be continuing, Landlord shall not exercise have the right at its remedies under Section 21 unless election, then or at any time thereafter while such default remains uncured for more than 270 days after the initial delivery Event of Default shall continue, to give Tenant written notice of Landlord’s original default intention to terminate this Lease on a date specified in such notice (such termination being hereinafter referred to as a “Default Termination” and such notice being hereinafter referred to as a “Default Termination Notice”). Upon giving a Default Termination Notice, the Term and the estate hereby granted shall terminate on the date specified in the Default Termination Notice as fully and completely and with the same effect as if such date were the date hereinbefore fixed for the expiration of the Term, and all rights of Tenant hereunder shall terminate, but Tenant shall remain liable as hereinafter provided. Notwithstanding the foregoing, no Default Termination Notice shall be effective unless it is also executed by the Credit Facility Provider. (c) If an Event of Default shall have happened and be continuing, Landlord shall have the immediate right, whether or not the Term shall have been terminated pursuant to Paragraph 19(b), to re-enter and repossess the Leased Premises or any part thereof by force (if legally permitted in the State of Maryland), summary proceedings, ejectment or otherwise and the right (subject to the rights and interests of equipment lessors) to remove all Persons and property therefrom. Landlord shall be under no liability for or by reason of any such entry, repossession or removal. No such re-entry or taking of possession of the Leased Premises by Landlord shall be construed as an election on Landlord’s part to terminate this Lease unless a Default Termination Notice shall have been given to Tenant, or unless the termination of this Lease be finally decreed by a court of competent jurisdiction. (d) At any time or from time to time after the repossession of the Leased Premises or any part thereof pursuant to Paragraph 19(c), whether or not this Lease shall have been terminated pursuant to Paragraph 19(b), Landlord shall use reasonable efforts to relet the Leased Premises or any part thereof for the account of Tenant or Landlord or otherwise, without notice to Tenant, for such term or terms and on such conditions (which may include concessions of free rent) and for such uses as Landlord, in its absolute discretion, may determine, and Landlord may collect and receive any rents payable by reason of such reletting. Landlord shall not be deemed responsible or liable for any failure to be a “Default” relet the Leased Premises or any part thereof or for purposes any failure to collect any rent due upon any such reletting. (e) In the event of the termination of this Lease; (c) the occurrence Lease upon an Event of a default under any Default or all repossession of the leases scheduled on Exhibit D (“Other Leases”Leased Premises or any part thereof pursuant to Paragraph 19(c) or otherwise, or the reletting of the Leased Premises or any part thereof pursuant to Paragraph 19(d), which default under one Tenant shall remain liable as hereinafter provided. (f) In the event of any Default Termination or more repossession of the Other Leases is not cured on a timely basis, pursuant to the terms Leased Premises or any part thereof by reason of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Event of Default, there shall be no notice Tenant will pay to Landlord Basic Rent, Additional Rent and other sums required to be delivered hereunderpaid by Tenant to and including the date of such termination or repossession (including, nor shall any cure period be available to Tenant hereunder; ratherwithout limitation, the occurrence amount of an Other Lease Default all sums which have become due and payable by Landlord under the Credit Facility Documents and the Bond Documents and the State Loan Documents); and, thereafter, Tenant shall, until the end of what would have been the Term in the absence of such termination or repossession, and whether or not the Leased Premises or any part thereof shall immediately constitute a Default have been relet, be liable to Landlord for, and shall pay to Landlord, as liquidated and agreed current damages on each Basic Rent Payment Date and on any other date when due and payable: (i) Basic Rent, Additional Rent and other sums which would be payable under this Lease; and Lease by Tenant in the absence of such termination or repossession, less (dii) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time periodnet proceeds, if any, provided of any reletting effected for the account of Tenant pursuant to Paragraph 19(d), after deducting from such proceeds all Landlord’s expenses in connection with such reletting (including, without limitation, all repossession costs, brokerage commissions, legal expenses, attorneys’ fees, employees’ expenses, alteration costs and expenses of preparation for such reletting). Tenant will pay such current damages on the days on which Basic Rent would have been payable under this Lease in the Guaranty absence of such termination or repossession, and Landlord shall be entitled to recover the same from Tenant on each such day. (eachg) At any time after a Default Termination, a Landlord shall be entitled to recover from Tenant, and Tenant will pay to Landlord within 120 days of demand therefor, an amount equal to Basic Rent, Additional Rent and other sums which would be payable under this Lease, from the date to which Tenant shall have satisfied in full its obligations under Paragraph 19(f) to pay current damages, to the end of the remaining Term of this Lease in the absence of such termination (assuming, in computing the amount of Basic Rent that would have been due under Paragraph 7, an interest rate which is equal to the rate applicable to such obligations on the date the Default Termination Notice is issued “Guaranty Defaultthe “Assumed Rate”); upon , discounted at the occurrence of any Guaranty DefaultAssumed Rate, there or such lower rate as shall be no notice required necessary to be delivered hereunderprovide that the sum payable by Tenant hereunder shall satisfy in full the sum of (I) all “Landlord’s Credit Facility Obligations” and “Landlord’s Bond Obligations” accrued through the date of the payment due under this Paragraph 19(g), nor including without limitation, all accrued fees, costs and expenses payable to the Trustee, the Remarketing Agent, the Rating Agency and the Credit Facility Provider, plus (II) all costs and expenses (including reasonable attorneys’ fees and expenses) of the Credit Facility Provider and Landlord in connection with such Default Termination. (h) The words “enter”, “re-enter” or “re-entry”, as used in this Paragraph 19, are not restricted to their technical meaning. (i) An Event of Default (as defined in this Lease) under this Lease shall any cure period be available to Tenant hereunder, but rather constitute an Event of Default (as defined in the occurrence 1997 Lease) under the 1997 Lease; and an Event of a Guaranty Default (as defined in the 1997 Lease) under the 1997 Lease shall immediately constitute a an Event of Default (as defined in this Lease) under this Lease.

Default Provisions. In addition to any Default arising Tenant shall be in default under Section 20.1 above, each of the following shall constitute a Default: (a) this Lease if Tenant (A) fails to pay Rent any Basic Rent, Additional Charges or any other payment when due hereunder sum required under this Lease within ten seven (107) days after written notice from Landlord of that such failure payment is due; (B) fails to pay on the furnish any statement required under this Lease within fifteen (15) days after its due date; (C) fails to maintain any insurance required under this Lease; (D) abandons the Premises and fails to pay any rent due hereunder; (E) assigns, mortgages or encumbers this Lease or sublets all or any portion of the Premises in violation of Section 16; (F) files for relief under the United States Bankruptcy Code (the "Bankruptcy Code") or under any other state or federal bankruptcy or insolvency law, or files an assignment for the benefit of creditors, or if an involuntary proceeding under the Bankruptcy Code or under any other federal or state bankruptcy or insolvency law is commenced against Tenant; or (G) defaults in any other obligation under this Lease and such default is not remedied within fifteen (15) days after written notice of the default by Landlord or its agent; provided that, if any non-monetary default shall reasonably require more than fifteen (15) days to cure, Tenant shall be allowed such longer period, not to exceed forty-five (45) days from the date of Landlord's default notice to Tenant, as is necessary to effect such cure, so long as Tenant's efforts to cure are commenced within the aforesaid 15-day period and are diligently pursued to completion; and provided, howeverfurther, that if in any consecutive 12 month period, Tenant shall, on Tenant's failure to comply with the provisions of this Lease two (2) separate occasions, fail to pay times in any installment six (6) month period shall effect an immediate default (without the expiration of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day applicable cure period, then, as long as ) with respect to all subsequent failures by Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after comply with the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes provisions of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails Landlord thereupon may exercise any remedy set forth in Section 18 without affording Tenant any opportunity to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasesuch default.

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) three separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s 's delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease's notice.

Default Provisions. In addition to any Default arising under Section 20.1 above, each The following provision may be inserted as a separate provision in the Subscription Agreement (usually as a sub-clause of the following clause entitled "Issue of the Notes" or "Agreement by the Managers" or other) but instructions from the Lead Managers should be sought before it is included. Some Lead Managers may prefer not to include this wording as it obliges them to take up some of the Defaulted Notes (up to the 10% overall threshold), which goes against the concept of a "several only" underwriting. [ ] Default [ ] If any of the Managers shall, prior to the time at which the Settlement Lead Manager pays or causes to be paid the net subscription moneys for the Notes9, fail to, or indicate that it does not intend to, subscribe and pay for any of the Notes agreed to be subscribed and paid for by such Manager under this Agreement (the “Defaulted Notes”), and such failure or indication shall constitute a Default: (a) if Tenant fails default in the performance of its obligations under this Agreement, the remaining Managers shall be obligated severally to take up and pay Rent or any other payment when due for the Defaulted Notes, and such Defaulted Notes shall be allotted for subscription among the remaining Managers in the proportions that their respective underwriting obligations hereunder within ten (10) days after written notice from Landlord bear to the underwriting obligations of such failure to pay on the due dateall non-defaulting Managers; provided, however, that, in the event that if in any consecutive 12 month periodthe aggregate principal amount of Defaulted Notes exceeds 10 per cent. of the aggregate principal amount of the Notes, Tenant shallthe remaining Managers shall have the right to purchase all, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant but shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall not be relieved from under any obligation to provide notice to Tenantpurchase any, of the Defaulted Notes, and Tenant shall then no longer have a ten (10) day period in which if such non-defaulting Managers do not purchase all the Defaulted Notes, this Agreement and the AAM will terminate without liability to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under non-defaulting Managers [,/or] the Issuer [or the Guarantor]. [ ] Any Defaulted Notes subscribed in accordance with this Lease (other than Clause [ ] shall be subscribed at the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, price that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all would have been payable in respect of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of Defaulted Notes by the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.relevant defaulting

Default Provisions. In addition to (a) The happening of any Default arising under Section 20.1 above, each one or more of the following shall events shall, at the option of Lessor, constitute a Default: default of this Lease on the part of Lessee and Lessor shall have such remedies as are herein provided: (a1) if Tenant If Lessee fails to timely pay any installment of any Base Rent or any other payment when Additional Rental due hereunder and such failure continues for ten (10) days after notice that such amount is due (except that Lessor shall not be required to provide more than two such notices in any calendar year, after which Lessee shall be deemed in default if any such payment is not paid within ten (10) days after written notice from Landlord of such failure to pay on the due datedate due); provided, however, that if in any consecutive 12 month period, Tenant shall, on two or (2) separate occasionsIf Lessee fails to fully and promptly perform any non-monetary act, fail to pay any installment term or provision required of Rent on it in the date performance of this Lease. If a breach is claimed under this subparagraph, written notice specifying the nature of such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord claimed breach shall be relieved from given to Lessee and Lessee shall have fifteen (15) days to cure such breach or such longer time as may reasonably be necessary due to the nature of such breach; or (3) If Lessee petitions or applies to any obligation tribunal for the appointment of a trustee or receiver of Lessee or commences any proceedings relating to provide notice to TenantLessee under any bankruptcy, reorganization, arrangements, insolvency, readjustment, dissolution, liquidation law of any jurisdiction whether or not hereinafter in effect; or (4) If any such petition or application is filed or any proceedings are commenced against Lessee and Lessee, by any act, indicates its approval thereof, consents thereto or acquiesces therein, or an order is entered appointing such trustee or receiver, or adjudicating Lessee bankrupt or insolvent, or approving the petition in any such proceedings, and Tenant shall then no longer have a ten (10) day period such order remains in which to cure any such failure; effect for more that 180 days. (b) except as is otherwise provided below in Upon the happening of any of the above events of default, Lessor may, at Lessor’s option: (1) Terminate and end this Section 20.2Lease and re-enter upon the Premises and at Lessor’s option, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant Lessee’s rights, title and interest under this Lease shall end and Lessee shall become a tenant at sufferance; or (other than 2) Elect to declare the obligation entire rent for the balance of the remainder of the term, reduced by the fair market value of the Premises for the remainder of the term, and thereupon said term shall terminate at the option of Lessor except that, to pay Rentthe extent rents have been collected, Lessee shall be entitled to remain in possession to the exhaustion of the period covered by the rentals so collected; or (3) Take possession of the Premises and rent the same for a period the account of 30 days after Landlord’s delivery to Tenant Lessee. The exercise of written notice any of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same above options shall not be deemed to be a “Default” for purposes the exclusive remedy of this Lease; Lessor. In addition thereto, Lessor shall have the right of any of the provisions of the laws of the State of Florida governing default by Lessee, and, in any event of default by Lessee, Lessor shall take all reasonable action to mitigate damages. (c) the occurrence of a If Lessee is in default under this Lease more than two (2) times within any twelve (12) month period, regardless of whether or all of the leases scheduled on Exhibit D (“Other Leases”)not such default is cured, which default under one then, without limiting Lessor’s other rights and remedies provided for in this Lease or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; ratherat law or in equity, the occurrence of security deposit shall automatically be increased by an Other Lease Default shall immediately constitute a Default under this Lease; and amount equal to or greater than two (d2) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (times the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseoriginal Security Deposit.

Default Provisions. In addition the event of a failure of NBI to make any Default arising under Section 20.1 above------------------ payment provided in paragraph 1. hereof, each an event of the following default shall constitute a Default: have occurred fifteen (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (1015) days after written notice and demand from Landlord IRS to NBI in respect of such payment unless NBI has previously (a) cured the default by payment of the amount due, or (b) given written notice to IRS that it disputes the existence of the default with a recitation of the reasons why, with supporting documentation. In the event of a failure of NBI to take any other action required by this Agreement, an event of default shall have occurred thirty (30) days after written notice and demand from IRS to NBI in respect of such failure to pay on unless NBI had previously (a) cured the due date; provideddefault, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, given written notice to timely comply with, or satisfy, any or all IRS that it disputes the existence of the obligations imposed on Tenant default with a recitation of the reasons why, with supporting documentation. In the event of a continuing event of default, IRS may by written notice to NBI declare the Remaining Principal Amount due and payable and interest thereon at the statutory rate provided under the Internal Revenue Code since the last interest payment made by NBI under the Original Agreement, and the IRS shall be entitled to pursue its remedies. Nothing herein shall limit the rights and remedies of the IRS or NBI with respect to post-effective date taxes. In the event of a dispute over the existence of an event of default and the inability of the parties to resolve such a dispute within twenty (20) days after NBI gives written notice that such dispute exists, the parties jointly or separately must submit the dispute to the United States Bankruptcy Court for the District of Colorado for adjudication within fifteen (15) days of the expiration of the twenty (20) day resolution period. Such submission will not relieve the parties of any continuing obligation under this Lease (other than Agreement which might arise following such submission unless such obligation is the obligation subject of the dispute. Failure of the party disputing the existence of an event of default to pay Rent) for a make such submission to the court within the referenced time period will constitute an admission of 30 days after Landlord’s delivery to Tenant default and trigger the remedies available. In the event NBI incurs undisputed post-petition Federal Tax Liabilities, an event of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences Agreement shall have occurred fifteen (15) days after written notice and diligently pursues a cure demand from IRS to NBI for payment of such default promptly within undisputed liabilities unless NBI has previously (a) paid the initial 30 day cure periodundisputed liability, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice with undisputed interest and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time periodpenalties, if any, provided in or (b) given written notice to IRS that it disputes the Guaranty (eachexistence of the default, with a “Guaranty Default”); upon recitation of the occurrence reasons why, with supporting documentation. In the case of any Guaranty Defaultan event of default or a dispute, there the provisions of the preceding paragraph shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseapply.

Default Provisions. In addition to any Default arising under Section 20.1 above, each of the following Tenant shall constitute a Default: have breached this Lease and shall be considered in default hereunder if: (a1) if Tenant fails to pay Rent any installment of Basic Rental or additional rent when due and payable and such failure continues for five (5) days after notice thereof is sent to Tenant; (2) Tenant fails to perform any of the other covenants or conditions of this Lease on the part of Tenant to be performed (other than those described elsewhere in this Paragraph 21) and such failure continues for fifteen (15) days after notice thereof is sent to Tenant provided, however, if such failure is of such a nature that it cannot be cured within fifteen (15) days, then Tenant shall not have breached this Lease and shall not be considered in default hereunder so long as Tenant commences cure within such fifteen (15) day period and thereafter continuously and diligently pursues cure and attempts to complete cure as promptly as possible; (3) Tenant makes an assignment for the benefit of its creditors or any guarantor of Tenant's obligations under this Lease (a "Guarantor") makes an assignment for the benefit of such Guarantor's creditors; (4) a receiver or trustee is appointed for all or part of the property of Tenant or any Guarantor, provided, however, if such receiver or trustee is appointed on the motion of a party other payment when due than Tenant or such Guarantor, then Tenant shall not have breached this Lease and shall not be considered in default hereunder so long as such receiver or trustee is dismissed within sixty (60) days of the date of its appointment; (5) Tenant or any Guarantor files a petition in bankruptcy; (6) there is filed against Tenant or any Guarantor a petition in bankruptcy or for its reorganization or for an arrangement under any bankruptcy law or other law and the same is not dismissed within sixty (60) days after the date filed; (7) Tenant or any Guarantor becomes insolvent; (8) the Premises shall be abandoned, deserted or become vacant, unless Tenant shall have first given Landlord not less than thirty (30) days prior written notice, specifying the date upon which Tenant intends to abandon, desert or vacate the Premises; or (9) Any final or interlocutory lien is established against the Premises or Tenant's interest in this Lease or any lien or levy is established or made against any of Tenant's property or assets and the same is not discharged or bonded within ten (10) days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent it is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseestablished.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a an event of default (each, an "Event of Default: ") under this Lease: (ai) if Tenant fails the Lessee shall fail to pay any Net Rent, Offer Purchase Price or Contingent Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay Payment on the due datedate on which payment is due; provided, however, that if in any consecutive 12 month periodwith respect to Net Rent, Tenant shall, Lessee shall be entitled to notice of such non-payment and a five (5) Business Day cure period with respect to the defaulted amount before such non-payment of Net Rent becomes an Event of Default on up to two (2) separate occasions during any period of eighteen (18) consecutive months during the Term (after such two (2) notices of non-payment of Net Rent during any period of eighteen (18) consecutive months Lessee will not be entitled to further notice of non-payment or grace or cure periods with respect to Net Rent payments during the remainder of the eighteen (18) month period in question (i.e. the period beginning with the first of such two occasions) and an Event of Default shall exist if future Net Rent payments during such period of eighteen (18) consecutive months are not made when due). (ii) subject to the terms of Section 18 relating to permitted contests, if the Lessee shall fail to pay any installment of Imposition (including, without limitation, any interest or penalties that may then be applicable thereto) within five (5) Business Days after written demand by Lessor or Agent. (iii) if the Lessee shall fail to pay any Additional Rent or other monetary payment due hereunder (other than the payment referred to in subsections [i] or [ii] above) or due under the Transaction Agreement or any Transaction Document on the date such installment payment is due and such failure is not cured within five (5) Business Days after written notice of Rent such failure is due, then, on given by either Lessor or Agent to Lessee; (iv) if the third such occasion and on each occasion thereafter on which Tenant Lessee shall fail to pay an installment comply with any Insurance Requirement (either by actual insurance or through the use of Rent on a self-insurance program satisfying the date requirements of Section 16(e) hereof) and such installment failure is not cured within thirty (30) days after written notice of Rent such failure is due, Landlord given to Lessee (which cure period shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period days instead of thirty (30) days if the non-compliance in which question is an actual failure to cure have any such failure; (b) except as is otherwise provided below required insurance in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(bforce); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a foregoing cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same period shall not be deemed to limit Lessor's or Agent's right to take action as deemed necessary to avoid lapse or termination of coverage even during such cure period nor Lessee's obligations to reimburse Lessor for any funds it may expend in connection therewith; (v) if the Lessee shall voluntarily grant or create any Lien (other than Permitted Encumbrances) upon the Property or any part thereof or interest therein or upon any Net Rent, Additional Rent or other sum payable hereunder; (vi) if Lessee shall fail to comply with any of the affirmative or negative covenants set out in Section 32 hereof; (vii) if any representation or warranty made by Lessee under this Lease, any supplement hereto, the Transaction Agreement, or any other Transaction Document proves to have been false or materially misleading at the time made and the misrepresentation, in the reasonable judgment of Lessor or Agent, as applicable, has a material adverse effect upon Lessor or the Instrument Holders; (viii) if the Lessee shall fail to observe or perform any other provision hereof (except as provided in Section 18 hereof), or fail to observe or perform Lessee's obligations under the Transaction Agreement or any Transaction Document and, in either case, Lessee does not cure such failure within thirty (30) days after receipt of written notice to the Lessee of such failure; (ix) if an Event of Default has occurred under the Environmental Indemnity Agreement, or an Event of Default by Lessee has occurred under the Transaction Agreement or any of the other Transaction Documents; (x) Upon the occurrence of a payment default by Lessee with respect to any other indebtedness in an amount in excess of $5 million owed by Lessee to any person or entity as and when such payment is due, which default continues beyond any grace or cure periods applicable thereto under the terms of the instruments evidencing such indebtedness; or (xi) if a custodian, receiver, liquidator, or trustee of Lessee, or of any of the property of Lessee, is appointed or takes possession, and such appointment or possession remains in effect for more than sixty (60) days; or Lessee generally fails to pay its debts as they become due or admits in writing its inability to pay its debts as they mature; or Lessee is adjudicated bankrupt or insolvent; or an order for relief is entered under the Federal Bankruptcy Code against Lessee; or any of the property of Lessee is sequestered by court order and the order remains in effect for more than sixty (60) days; or a petition is filed against Lessee under the bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or subsequently in effect, and is not stayed or dismissed within sixty (60) days after filing; (xii) if Lessee files a petition in voluntary bankruptcy or seeking relief under any provision of any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or subsequently in effect; or consents to the filing of any petition against it under any such law; or consents to the appointment of or taking possession by a custodian, receiver, trustee or liquidator of Lessee or of all or any part of the property of Lessee; (xiii) if the Property or any material portion thereof shall be left vacant or unattended and without proper maintenance for a “Default” period of thirty (30) days after notice from Lessor requesting maintenance or other appropriate action. Nothing in the foregoing provision shall be deemed to prohibit Lessee from ceasing retail operations at any Parcel so long as the Improvements as to which retail operations have ceased continue to be properly secured, maintained, and insured as required by the terms of this Lease; or (xiv) if an Event of Default by the Lease Guarantor has occurred under the Lease Guarantee. To the extent any provision of this Lease requires payment and/or performance of any matter after written request or demand by Lessor, and Lessor gives such written request or demand for the action in question to Lessee, such written request or demand to Lessee specifically requesting or demanding payment or performance of the matter in question, and specifying that if payment or performance is not made an Event of Default may be declared by Lessor or Agent, shall constitute the notice required to be given by Lessor under this Section 19(a) for purposes of beginning any applicable grace or cure period, and if the action requested or demanded is not taken by Lessee within the applicable grace or cure period in question, an Event of Default shall arise hereunder without the necessity of any further notice or demand by Lessor or Agent. It is expressly agreed that in all circumstances where Lessee is entitled to receive notice of non-performance from Lessor pursuant to this Section 19(a) the notice in question may be given on behalf of Lessor by Agent, and Lessor hereby appoints Agent as its agent for purposes of giving such notices to Lessee. If at any time there is more than one entity that is a Lessee under the terms of this Lease, then (A) any Event of Default by any Lessee (including, but without limitation, an Event of Default pursuant to subsections 19(a)(xi) and/or (xii) as to such Lessee, shall constitute an Event of Default for purposes of all parties constituting "Lessee," and (B) where Lessor or Agent is required to give notice of any default, non- payment, or non-performance hereunder, notice shall be given to the Lessee Parent which shall be effective as to all Lessees regardless of which Lessee actually uses or occupies the portions of the Property in question. If an Event of Default occurs (including the expiration of applicable grace or cure periods), then the subsequent performance of the defaulted obligation shall not be deemed to "cure" the Event of Default unless Lessor (with the consent of Agent) agrees to accept such cure in writing, and absent such agreement the Event of Default in question shall be deemed to "continue" for all purposes of this Lease; . However, the purchase by Lessee of an affected portion of the Property pursuant to subsection 13(a)(i), 14(a)(v) or 14(a)(vi) where no Event of Default exists with respect to the remaining portions of the Property shall be deemed to "cure" the Event of Default in question, the Lease shall remain in effect as to the remainder of the Property, and the Lessor and Lessee shall be automatically restored to their former rights and positions hereunder. (b) The Lessor may take all steps to protect and enforce the rights of the Lessor or obligations of the Lessee hereunder, whether by action, suit or proceeding at law or in equity (for the specific performance of any covenant, condition or agreement contained in this Lease, or in aid of the execution of any power herein granted, or for the enforcement of any other appropriate legal or equitable remedy) or otherwise as the Lessor shall deem necessary or advisable. (c) If an Event of Default shall have occurred and be continuing, then: (i) By written notice by the occurrence Lessor to the Lessee, the Lessor may terminate this Lease; provided, that no such termination shall be effective unless approval of a default under any or all such termination is given in writing by Agent to both Lessor and Lessee. This Lease and the estate hereby granted shall expire and terminate on the date specified in such notice (or, if later, the date on which approval of such notice is given by Agent) as fully and completely and with the same effect as if such date were the Expiration Date herein fixed for the expiration of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more Term and all rights of the Other Leases is Lessee hereunder shall expire and terminate, but the Lessee shall remain liable as hereinafter provided. (ii) Should the Lessor elect not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other terminate this Lease Default”); upon after the occurrence of an Other Lease Event of Default, there this Lease shall continue in effect and Lessor may enforce all Lessor's rights and remedies under this Lease including the right to recover the rent as it becomes due under this Lease. For the purposes hereof, the following do not constitute a termination of this Lease: (A) Acts of maintenance or preservation of the Property or any part thereof or efforts to relet the Property or any part thereof, including, without limitation, termination of any sublease of the Property and removal of such subtenant from the Property; and/or (B) The appointment of a receiver upon initiative of the Lessor to protect the Lessor's interest under this Lease. (d) If an Event of Default shall have occurred and be continuing, the Lessor shall have (i) the right, whether or not this Lease shall have been terminated pursuant to subsection 19(c) hereof, to re-enter and repossess the Property or any part thereof, as the Lessor may elect, by summary proceedings, ejectment, any other legal action or in any other lawful manner the Lessor determines to be necessary or desirable and (ii) the right to remove all persons and property therefrom. The Lessor shall be under no liability by reason of any such re-entry, repossession or removal. No such re-entry or repossession of the Property or any part thereof shall be construed as an election by the Lessor to terminate this Lease unless a notice of such termination is given to the Lessee pursuant to subsection 19(c) hereof, or unless such termination is decreed by a court or other governmental tribunal of competent jurisdiction. Should the Lessor elect to re-enter the Property as herein provided or should the Lessor take possession pursuant to legal proceedings or pursuant to any notice provided for by Law or upon termination of this Lease pursuant to subsection 19(c) hereof or otherwise as permitted by Law, the Lessee shall peaceably quit and surrender the Property or any part thereof to the Lessor. In any such event, neither the Lessee nor any person claiming through or under the Lessee, by virtue of any Law, shall be entitled to possession or to remain in possession of the Property, but shall forthwith quit and surrender the Property to the Lessor. (e) At any time or from time to time after the re-entry or repossession of the Property or any part thereof pursuant to subsection 19(d) hereof, whether or not this Lease shall have been terminated pursuant to subsection 19(c) hereof, the Lessor may (but, except as otherwise required by applicable Law, shall be under no obligation to) relet the Property or any part thereof, for the account of the Lessee, without notice to the Lessee, for such term or terms and on such conditions and for such uses as the Lessor, in its discretion, may determine. The Lessor may collect and receive any rents payable by reason of such reletting. The Lessor shall not be delivered liable for any failure to relet the Property or any part thereof or for any failure to collect any rent due upon any such reletting. (f) No termination of this Lease pursuant to subsection 19(c) hereof, or by operation of Law, and no re-entry or repossession of the Property or any part thereof, pursuant to subsection 19(d) hereof, and no reletting of the Property or any part thereof pursuant to subsection 19(e) hereof, shall relieve the Lessee of its liabilities and obligations hereunder, nor all of which shall any cure period be available to Tenant hereunder; rathersurvive such termination, re-entry, repossession or reletting. (g) Upon the occurrence of an Other Event of Default, the Lessor, without waiving any Event of Default or releasing Lessee from any obligation, may (but shall be under no obligation to) make any required payment or perform any required act for the account and at the expense of the Lessee, and may enter upon the Property for such purpose and take all such action thereon as, in the Lessor's sole discretion, may be necessary or appropriate therefor. No such entry shall be deemed an eviction of the Lessee or a termination of this Lease. All sums so paid by the Lessor and all costs and expenses (including, without limitation, reasonable attorneys' fees and expenses so incurred, together with interest thereon to the extent permitted by Law) shall be paid by the Lessee to the Lessor on demand as Additional Rent. (h) In the event of any termination of this Lease Default or re-entry or repossession of the Property or any part thereof by reason of the occurrence of any Event of Default, the Lessee shall immediately constitute a Default pay to the Lessor all Net Rent and Additional Rent and other sums required to be paid to and including the date of such termination, re-entry or repossession; and thereafter, until the end of the Term, whether or not the Property or any part thereof shall have been relet, the Lessee shall be liable to the Lessor for, and shall pay to the Lessor, on the days on which such amounts would be payable under this Lease; Lease in the absence of such termination, re-entry or repossession, as agreed current damages and (d) Guarantor defaults not as a penalty: all Net Rent, all Additional Rent and other sums which would be payable under any this Lease by the Lessee, in the absence of such termination, re-entry or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”)repossession, and fails all costs (including reasonable attorneys' fees and expenses) incurred by the Lessor hereunder (payable on demand). At such time after the termination or expiration of this Lease as the Lessee shall have paid all amounts required to cure same be paid by it under this Lease and the Lessor shall have discharged any and all obligations to the Agent, then the Lessor shall pay to the Lessee, within five (5) Business Days after its receipt thereof, the time periodnet proceeds, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Defaultreletting effected for the account of the Lessee pursuant to subsection 19(e), there after deducting from such proceeds all the Lessor's reasonable expenses in connection with such reletting (including, but not limited to, all repossession costs, brokerage commissions, attorneys' fees and expenses, employees' expenses, alteration costs and expenses of preparation for such reletting), and the amounts to which Lessee may be entitled hereunder shall be no notice required held by Lessor in trust for Lessee pending any such payment to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default Lessee. (i) Lessor may exercise its rights under this Lease.Sect

Default Provisions. In addition to any Default arising Developer shall be in default under Section 20.1 above, each of the following shall constitute a Default: this Agreement if: (a) if Tenant Developer fails to pay Rent make any of the payments of money required to be made by Developer to the UG by the terms of this Agreement, and Developer fails to cure or any other payment when due hereunder remedy the same within ten twenty (1020) days after the UG has given Developer written notice from Landlord of specifying such default; or (b) Developer fails to keep or perform any covenant or obligation herein contained on Developer's part to be kept or performed, and Developer fails to remedy the same within sixty (60) days after the UG has given Developer written notice specifying such failure to pay on the due dateand requesting that it be remedied; provided, however, that if in any consecutive 12 month event of default shall be such that it cannot be corrected within such period, Tenant shall, on two (2) separate occasions, fail to pay any installment it shall not constitute an event of Rent on the date default if corrective action is instituted by Developer within such installment of Rent is due, then, on the third such occasion period and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if diligently pursued until the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leaseis corrected; or (c) Developer shall assign or transfer the occurrence Project and/or this Agreement in violation of the terms and conditions set forth in Article V; or (d) Developer or any of its Affiliates shall file a voluntary petition under any bankruptcy law or an involuntary petition under any bankruptcy law is filed against Developer or any of its Affiliates in a court having jurisdiction and said petition is not dismissed within sixty (60) days; or Developer or any of its Affiliates generally is not paying its debts as such debts become due; or Developer or any of its Affiliates makes an assignment for the benefit of its creditors; or a custodian, trustee or receiver is appointed or retained to take charge of and manage any substantial part of the assets of Developer or any of its Affiliates and such appointment is not dismissed within sixty (60) days; or any execution or attachment shall issue against Developer whereupon the Project, or any part thereof, or any interest therein of Developer under this Agreement shall be taken and the same is not released prior to judicial sale thereunder (each of the events described in this subparagraph being deemed a default under any or all the provisions of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”this Agreement); upon or (e) Developer materially breaches the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under representations and warranties set forth in this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), Agreement and fails to cure or correct same within thirty (30) days of notice from the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this LeaseUG.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Any of the following occurrences or acts shall constitute a an event of default (each, an "Event of Default: ") under this Lease: (ai) if Tenant fails the Lessee shall fail to pay any Net Rent, Offer Purchase Price or Contingent Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay Payment on the due datedate on which payment is due; provided, however, that if in any consecutive 12 month periodwith respect to Net Rent, Tenant shall, Lessee shall be entitled to notice of such non-payment and a five (5) Business Day cure period with respect to the defaulted amount before such non-payment of Net Rent becomes an Event of Default on up to two (2) separate occasions during any period of eighteen (18) consecutive months during the Term (after such two (2) notices of non-payment of Net Rent during any period of eighteen (18) consecutive months Lessee will not be entitled to further notice of non-payment or grace or cure periods with respect to Net Rent payments during the remainder of the eighteen (18) month period in question (i.e. the period beginning with the first of such two occasions) and an Event of Default shall exist if future Net Rent payments during such period of eighteen (18) consecutive months are not made when due). (ii) subject to the terms of Section 18 relating to permitted contests, if the Lessee shall fail to pay any installment of Imposition (including, without limitation, any interest or penalties that may then be applicable thereto) within five (5) Business Days after written demand by Lessor or Agent. (iii) if the Lessee shall fail to pay any Additional Rent or other monetary payment due hereunder (other than the payment referred to in subsections [i] or [ii] above) or due under the Transaction Agreement or any Transaction Document on the date such installment payment is due and such failure is not cured within five (5) Business Days after written notice of Rent such failure is due, then, on given by either Lessor or Agent to Lessee; (iv) if the third such occasion and on each occasion thereafter on which Tenant Lessee shall fail to pay an installment comply with any Insurance Requirement (either by actual insurance or through the use of Rent on a self-insurance program satisfying the date requirements of Section 16(e) hereof) and such installment failure is not cured within thirty (30) days after written notice of Rent such failure is due, Landlord given to Lessee (which cure period shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period days instead of thirty (30) days if the non-compliance in which question is an actual failure to cure have any such failure; (b) except as is otherwise provided below required insurance in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(bforce); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a foregoing cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same period shall not be deemed to limit Lessor's or Agent's right to take action as deemed necessary to avoid lapse or termination of coverage even during such cure period nor Lessee's obligations to reimburse Lessor for any funds it may expend in connection therewith; (v) if the Lessee shall voluntarily grant or create any Lien (other than Permitted Encumbrances) upon the Property or any part thereof or interest therein or upon any Net Rent, Additional Rent or other sum payable hereunder; (vi) if Lessee shall fail to comply with any of the affirmative or negative covenants set out in Section 32 hereof; (vii) if any representation or warranty made by Lessee under this Lease, any supplement hereto, the Transaction Agreement, or any other Transaction Document proves to have been false or materially misleading at the time made and the misrepresentation, in the reasonable judgment of Lessor or Agent, as applicable, has a material adverse effect upon Lessor or the Instrument Holders; (viii) if the Lessee shall fail to observe or perform any other provision hereof (except as provided in Section 18 hereof), or fail to observe or perform Lessee's obligations under the Transaction Agreement or any Transaction Document and, in either case, Lessee does not cure such failure within thirty (30) days after receipt of written notice to the Lessee of such failure; (ix) if an Event of Default has occurred under the Environmental Indemnity Agreement, or an Event of Default by Lessee has occurred under the Transaction Agreement or any of the other Transaction Documents; (x) Upon the occurrence of a payment default by Lessee with respect to any other indebtedness in an amount in excess of $5 million owed by Lessee to any person or entity as and when such payment is due, which default continues beyond any grace or cure periods applicable thereto under the terms of the instruments evidencing such indebtedness; or (xi) if a custodian, receiver, liquidator, or trustee of Lessee, or of any of the property of Lessee, is appointed or takes possession, and such appointment or possession remains in effect for more than sixty (60) days; or Lessee generally fails to pay its debts as they become due or admits in writing its inability to pay its debts as they mature; or Lessee is adjudicated bankrupt or insolvent; or an order for relief is entered under the Federal Bankruptcy Code against Lessee; or any of the property of Lessee is sequestered by court order and the order remains in effect for more than sixty (60) days; or a petition is filed against Lessee under the bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or subsequently in effect, and is not stayed or dismissed within sixty (60) days after filing; (xii) if Lessee files a petition in voluntary bankruptcy or seeking relief under any provision of any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or subsequently in effect; or consents to the filing of any petition against it under any such law; or consents to the appointment of or taking possession by a custodian, receiver, trustee or liquidator of Lessee or of all or any part of the property of Lessee; (xiii) if the Property or any material portion thereof shall be left vacant or unattended and without proper maintenance for a “Default” period of thirty (30) days after notice from Lessor requesting maintenance or other appropriate action. Nothing in the foregoing provision shall be deemed to prohibit Lessee from ceasing retail operations at any Parcel so long as the Improvements as to which retail operations have ceased continue to be properly secured, maintained, and insured as required by the terms of this Lease; or (xiv) if an Event of Default by the Lease Guarantor has occurred under the Lease Guarantee. To the extent any provision of this Lease requires payment and/or performance of any matter after written request or demand by Lessor, and Lessor gives such written request or demand for the action in question to Lessee, such written request or demand to Lessee specifically requesting or demanding payment or performance of the matter in question, and specifying that if payment or performance is not made an Event of Default may be declared by Lessor or Agent, shall constitute the notice required to be given by Lessor under this Section 19(a) for purposes of beginning any applicable grace or cure period, and if the action requested or demanded is not taken by Lessee within the applicable grace or cure period in question, an Event of Default shall arise hereunder without the necessity of any further notice or demand by Lessor or Agent. It is expressly agreed that in all circumstances where Lessee is entitled to receive notice of non-performance from Lessor pursuant to this Section 19(a) the notice in question may be given on behalf of Lessor by Agent, and Lessor hereby appoints Agent as its agent for purposes of giving such notices to Lessee. If at any time there is more than one entity that is a Lessee under the terms of this Lease, then (A) any Event of Default by any Lessee (including, but without limitation, an Event of Default pursuant to subsections 19(a)(xi) and/or (xii) as to such Lessee, shall constitute an Event of Default for purposes of all parties constituting "Lessee," and (B) where Lessor or Agent is required to give notice of any default, non-payment, or non-performance hereunder, notice shall be given to the Lessee Parent which shall be effective as to all Lessees regardless of which Lessee actually uses or occupies the portions of the Property in question. If an Event of Default occurs (including the expiration of applicable grace or cure periods), then the subsequent performance of the defaulted obligation shall not be deemed to "cure" the Event of Default unless Lessor (with the consent of Agent) agrees to accept such cure in writing, and absent such agreement the Event of Default in question shall be deemed to "continue" for all purposes of this Lease; . However, the purchase by Lessee of an affected portion of the Property pursuant to subsection 13(a)(i), 14(a)(v) or 14(a)(vi) where no Event of Default exists with respect to the remaining portions of the Property shall be deemed to "cure" the Event of Default in question, the Lease shall remain in effect as to the remainder of the Property, and the Lessor and Lessee shall be automatically restored to their former rights and positions hereunder. (b) The Lessor may take all steps to protect and enforce the rights of the Lessor or obligations of the Lessee hereunder, whether by action, suit or proceeding at law or in equity (for the specific performance of any covenant, condition or agreement contained in this Lease, or in aid of the execution of any power herein granted, or for the enforcement of any other appropriate legal or equitable remedy) or otherwise as the Lessor shall deem necessary or advisable. (c) If an Event of Default shall have occurred and be continuing, then: (i) By written notice by the occurrence Lessor to the Lessee, the Lessor may terminate this Lease; provided, that no such termination shall be effective unless approval of a default under any or all such termination is given in writing by Agent to both Lessor and Lessee. This Lease and the estate hereby granted shall expire and terminate on the date specified in such notice (or, if later, the date on which approval of such notice is given by Agent) as fully and completely and with the same effect as if such date were the Expiration Date herein fixed for the expiration of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more Term and all rights of the Other Leases is Lessee hereunder shall expire and terminate, but the Lessee shall remain liable as hereinafter provided. (ii) Should the Lessor elect not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other terminate this Lease Default”); upon after the occurrence of an Other Lease Event of Default, there this Lease shall continue in effect and Lessor may enforce all Lessor's rights and remedies under this Lease including the right to recover the rent as it becomes due under this Lease. For the purposes hereof, the following do not constitute a termination of this Lease: (A) Acts of maintenance or preservation of the Property or any part thereof or efforts to relet the Property or any part thereof, including, without limitation, termination of any sublease of the Property and removal of such subtenant from the Property; and/or (B) The appointment of a receiver upon initiative of the Lessor to protect the Lessor's interest under this Lease. (d) If an Event of Default shall have occurred and be continuing, the Lessor shall have (i) the right, whether or not this Lease shall have been terminated pursuant to subsection 19(c) hereof, to re-enter and repossess the Property or any part thereof, as the Lessor may elect, by summary proceedings, ejectment, any other legal action or in any other lawful manner the Lessor determines to be necessary or desirable and (ii) the right to remove all persons and property therefrom. The Lessor shall be under no liability by reason of any such re-entry, repossession or removal. No such re-entry or repossession of the Property or any part thereof shall be construed as an election by the Lessor to terminate this Lease unless a notice of such termination is given to the Lessee pursuant to subsection 19(c) hereof, or unless such termination is decreed by a court or other governmental tribunal of competent jurisdiction. Should the Lessor elect to re-enter the Property as herein provided or should the Lessor take possession pursuant to legal proceedings or pursuant to any notice provided for by Law or upon termination of this Lease pursuant to subsection 19(c) hereof or otherwise as permitted by Law, the Lessee shall peaceably quit and surrender the Property or any part thereof to the Lessor. In any such event, neither the Lessee nor any person claiming through or under the Lessee, by virtue of any Law, shall be entitled to possession or to remain in possession of the Property, but shall forthwith quit and surrender the Property to the Lessor. (e) At any time or from time to time after the re-entry or repossession of the Property or any part thereof pursuant to subsection 19(d) hereof, whether or not this Lease shall have been terminated pursuant to subsection 19(c) hereof, the Lessor may (but, except as otherwise required by applicable Law, shall be under no obligation to) relet the Property or any part thereof, for the account of the Lessee, without notice to the Lessee, for such term or terms and on such conditions and for such uses as the Lessor, in its discretion, may determine. The Lessor may collect and receive any rents payable by reason of such reletting. The Lessor shall not be delivered liable for any failure to relet the Property or any part thereof or for any failure to collect any rent due upon any such reletting. (f) No termination of this Lease pursuant to subsection 19(c) hereof, or by operation of Law, and no re-entry or repossession of the Property or any part thereof, pursuant to subsection 19(d) hereof, and no reletting of the Property or any part thereof pursuant to subsection 19(e) hereof, shall relieve the Lessee of its liabilities and obligations hereunder, nor all of which shall any cure period be available to Tenant hereunder; rathersurvive such termination, re-entry, repossession or reletting. (g) Upon the occurrence of an Other Event of Default, the Lessor, without waiving any Event of Default or releasing Lessee from any obligation, may (but shall be under no obligation to) make any required payment or perform any required act for the account and at the expense of the Lessee, and may enter upon the Property for such purpose and take all such action thereon as, in the Lessor's sole discretion, may be necessary or appropriate therefor. No such entry shall be deemed an eviction of the Lessee or a termination of this Lease. All sums so paid by the Lessor and all costs and expenses (including, without limitation, reasonable attorneys' fees and expenses so incurred, together with interest thereon to the extent permitted by Law) shall be paid by the Lessee to the Lessor on demand as Additional Rent. (h) In the event of any termination of this Lease Default or re-entry or repossession of the Property or any part thereof by reason of the occurrence of any Event of Default, the Lessee shall immediately constitute a Default pay to the Lessor all Net Rent and Additional Rent and other sums required to be paid to and including the date of such termination, re-entry or repossession; and thereafter, until the end of the Term, whether or not the Property or any part thereof shall have been relet, the Lessee shall be liable to the Lessor for, and shall pay to the Lessor, on the days on which such amounts would be payable under this Lease; Lease in the absence of such termination, re-entry or repossession, as agreed current damages and (d) Guarantor defaults not as a penalty: all Net Rent, all Additional Rent and other sums which would be payable under any this Lease by the Lessee, in the absence of such termination, re-entry or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”)repossession, and fails all costs (including reasonable attorneys' fees and expenses) incurred by the Lessor hereunder (payable on demand). At such time after the termination or expiration of this Lease as the Lessee shall have paid all amounts required to cure same be paid by it under this Lease and the Lessor shall have discharged any and all obligations to the Agent, then the Lessor shall pay to the Lessee, within five (5) Business Days after its receipt thereof, the time periodnet proceeds, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Defaultreletting effected for the account of the Lessee pursuant to subsection 19(e), there after deducting from such proceeds all the Lessor's reasonable expenses in connection with such reletting (including, but not limited to, all repossession costs, brokerage commissions, attorneys' fees and expenses, employees' expenses, alteration costs and expenses of preparation for such reletting), and the amounts to which Lessee may be entitled hereunder shall be no notice required held by Lessor in trust for Lessee pending any such payment to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default Lessee. (i) Lessor may exercise its rights under this Lease.Secti

Default Provisions. In addition to any Default arising under Section 20.1 above, each Each of the following shall constitute a Defaultdefault by Tenant under this Lease: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) five days after written notice from Landlord of such failure to pay on the due date; provided, however, that if in any consecutive 12 month period, Tenant shall, on two (2) separate occasions, fail to pay any installment of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) five day period in which to cure any such failure; or (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b21.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, then Landlord shall not exercise its remedies under Section 21 22 unless such default remains uncured for more than 270 60 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Leasenotice; or (c) Tenant vacates or abandons the occurrence of a default under any or all of Premises during the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), Term and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default pay Rent or otherwise comply with its obligations under this Lease.

Default Provisions. In addition to any Default arising under Section 20.1 above, each (a) Each of the following events shall constitute a be deemed to be, and is referred to in this Lease as, an "Event of Default: ": (a1) if A default by Tenant fails to pay in the due and punctual payment of any Basic Rent or any other payment when due hereunder within ten Additional Charges, which continues for more than five (105) days after written notice from Landlord of such failure to pay on the Basic Rent or Additional Charges shall be due dateand payable; provided, however, that if in any consecutive 12 month period, Tenant shall, on two or (2) separate occasionsThe neglect or failure of Tenant to perform or observe any of the terms, fail covenants, or conditions contained in this Lease on Tenant's part to pay any installment of Rent on the date such installment of Rent be performed or observed (other than those referred to in paragraph (1) above) which is due, then, on the third such occasion and on each occasion thereafter on which not remedied by Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, within thirty (30) days after Landlord shall have given to Tenant written notice specifying such neglect or failure; or if such condition can not practically be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten remedied within said thirty (1030) day period Tenant shall have sixty (60) days from the date of such notice to remedy the condition provided Tenant timely commences and diligently prosecutes such remedy unless the nature of such condition requires it to be remedied in which to cure any such failurea shorter period of time; or; or (b3) except as is otherwise provided below in this Section 20.2The assignment, if Tenant failstransfer, whether by action or inaction, to timely comply withmortgaging, or satisfy, encumbering of this Lease or the sub-leasing of any or all of the obligations imposed on Tenant under Leased Premises in a manner not strictly in accordance with and permitted by Section 15; or (4) The taking of this Lease or the Leased Premises, or any part thereof, upon execution or by other process of law directed against Tenant, or upon or subject to any attachment at the instance of any creditor of or claimant against Tenant, which execution or attachment shall not be discharged or disposed of within sixty (other than the obligation to pay Rent60) for a period of 30 days after the levy thereof; or (5) The abandonment of the Leased Premises by Tenant. (6) The failure of any sub-tenant occupying any portion of the Leased Premises to comply with each and every provision of this Lease or the Default of any sub-tenant under any sub-lease agreement, subject to the applicable cure periods of this Lease, which Tenant shall always have the right to cure. (b) Upon the occurrence of an Event of Default, Landlord shall have the right, at its election, then or at any time thereafter while such Event of Default shall continue, either: (1) To give Tenant written notice that this Lease will terminate on a date to be specified in such notice, which date shall not be less than thirty (30) days after such notice, and on the date specified in such notice Tenant's right to possession of the Leased Premises shall cease and this Lease shall thereupon be terminated, but Tenant shall remain liable as provided in subsection (c);or (2) Without demand or notice, to re-enter and take possession of the Leased Premises, or any part thereof, and repossess the same as of Landlord’s delivery 's former estate and expel Tenant and those claiming through or under Tenant a right to occupy the Leased Premises, and remove the effects of both or either, either by summary proceedings, or by action at law or in equity or by force (if necessary) or otherwise, without being deemed guilty of any manner of trespass and without prejudice to any remedies for arrears of rent or preceding breach of covenant. If Landlord elects to re-enter the Leased Premises as set forth above, Landlord may terminate this Lease, or, from time to time, without terminating this Lease, may re-lease the Leased Premised, or any part thereof, as agent for Tenant for such term or terms and conditions as Landlord may deem advisable, with the right to make alterations and repairs to the Leased Premises. No such re-entry or taking of possession of the Leased Premises by Landlord shall be construed as an election on Landlord's part to terminate this Lease unless a written notice of such default under intention is given to Tenant as set forth above or unless the termination thereof be decreed by a court of competent jurisdiction. Tenant waives any right to the service of any notice of Landlord's intention to re-enter provided for by any present or future law. (c) If Landlord terminates this Section 20.2(bLease pursuant to subsection (b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall have the option to accelerate and declare the entire amount of all Basic Rent and Additional Charges provided for herein until the date this Lease would have expired had such termination not exercise its remedies occurred as the total rental set forth in Section (a) (1) of this Paragraph as due and payable forthwith. Tenant shall be liable (in addition to accrued liabilities) to the extent legally permissible for (i) the sum of (A) all Basic Rent and Additional Charges provided for in this Lease until the date this Lease would have expired had such termination not occurred, and (B) any and all reasonable expenses incurred by Landlord in re-entering the Leased Premises, repossessing the same, making good any default of Tenant, painting the same, adjoining the same with any adjacent space for any new tenants, putting the same in proper repair, re-letting the same (including any and all reasonable attorneys' fees and disbursements and reasonable brokerage fees incurred with so doing), and any and all expenses which Landlord may incur during the occupancy of any new tenant (other than expenses of a type that are Landlord's responsibility under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes terms of this Lease); less (cii) the occurrence net proceeds of a default under any re-letting. In addition to the foregoing, Tenant shall pay to Landlord such sums as the court which has jurisdiction thereover may adjudge reasonable as attorney's fees with respect to any successful law suit or all action instituted by Landlord to enforce the provisions of this Lease. Landlord shall have the right, at its sole option, to release the whole or any part of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more Leased Premises for the whole of the Other Leases is not cured on a timely basisun-expired Term, pursuant or longer, or from time to time for shorter periods, for any rental then obtainable, giving such concessions of rent and making such special repairs, alterations, decorations, and paintings for any new tenant as Landlord, in its sole and absolute discretion, may deem advisable. Tenant's liability as aforesaid shall survive the terms institution of summary proceedings and the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence issuance of an Other Lease Default, there any warrant thereunder. Landlord shall be under no notice required obligation to be delivered hereunderre-lease the Leased Premises, nor shall any cure period be available but agrees to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and use its best efforts to do so. (d) Guarantor defaults under any or all Notwithstanding the terms and conditions of its obligations under that certain Guaranty this Paragraph 16, with regard only to an Event of Lease, dated of even date herewith Default as set forth in Paragraph 16 (the “Guaranty”a) (1), Landlord shall provide Tenant written notice of such Event of Default and fails the right to cure same such Event of Default by payment of all amounts due Landlord within the time period, if any, provided fifteen (15) business days after such notice is given (as set forth in the Guaranty ▇▇▇▇▇▇▇▇▇ ▇▇ (each, a “Guaranty Default”▇); upon the occurrence of ) once in any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasecalendar year.

Default Provisions. In 9.4.1. The terms of this Agreement shall not entitle any Party to cancel, rescind, or otherwise terminate this Agreement. However, except as expressly set forth herein (e.g., in paragraph 9.4.5), such limitations shall not affect in any manner any other rights or remedies which a Party may have hereunder or under applicable law by reason of any such breach. 8.4.2. All easements, rights and covenants contained herein shall be enforceable by suit for specific performance and mandatory injunctive relief, in addition to any Default arising under Section 20.1 aboveother remedies provided by law or equity except as expressly set forth herein (e.g., each of the following in paragraph 9.4.5). 8.4.3. No Party shall constitute a Default: (a) if Tenant fails be entitled to pay Rent pursue any action for specific performance, injunctive relief, or any other payment when due hereunder available remedy arising out of a default under this Agreement until the non-defaulting Party has provided to the Party alleged to be in default a written Default Notice specifying the specific nature of the default, and the alleged defaulting Party has failed to cure the default within ten thirty (1030) days after written notice from Landlord of such failure to pay on the due date; providedeffective date of the Default Notice. In the event the cure of a default reasonably requires greater than the thirty (30) day time period specified, however, that if in any consecutive 12 month period, Tenant the grace period granted herein shall, on two if the defaulting Party has initiated cure of the default within the thirty (230) separate occasionsday time period and is continuing to pursue completion of the cure with due diligence, fail extend the reasonable time period required for the cure of the default to pay the period which is a reasonable time period. 8.4.4. In the event of a material default by Owner with respect to its obligations to Village under this Agreement, and failure of Owner to cure the default within the grace period set forth above, in addition to any installment other remedies available to them under the terms of Rent on the date such installment of Rent is due, then, on the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord this Agreement Village shall be relieved from any obligation entitled to provide notice withhold issuance of additional development permits or authorizations until the default has been cured. If Owner has, prior to Tenantthe occurrence of the default, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any conveyed some or all of the Property to unrelated third parties (such parcel or parcels then becoming a “Third Party Parcel”) and the default of Owner is not with respect to, or impact Village obligations imposed on Tenant regarding, the Third Party Parcel, the right of Village to withhold permits upon a default by Owner shall not extend to Village permits pending or to be issued with respect to a successor owner of such Third Party Parcel. 8.4.5. In the event of a material default by Village with respect to its obligations to Owner under this Lease (other than the obligation Agreement, and failure of Village to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if cure the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure periodgrace period set forth above, then, Owner may seek relief as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided set forth in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.paragraph

Default Provisions. A. In addition to the event of any Default arising under Section 20.1 abovedefault of Tenant in paying any installment of Rent for a period of thirty (30) business days or in the payment of other sums payable hereunder, each which default shall continue for a period of the following shall constitute a Default: fifteen (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (1015) days after notice thereof by Landlord to Tenant (in each instance an "event of default"), Landlord may elect to immediately terminate this Lease by serving a written notice from upon Tenant. B. In the event of any other event of default of Tenant hereinafter mentioned in this Section 20, then Landlord may elect to terminate this Lease by serving a written notice upon Tenant of Landlord's election to terminate this Lease upon a specified date, not less than thirty (30) days after the day of serving of such failure to pay notice. If said event of default shall not be corrected within said thirty (30) day period, this Lease shall then expire on the due datedate specified, as if that date had originally been fixed as the expiration of the term hereinafter granted; provided, however, that this Lease shall not terminate or expire if Tenant undertakes diligently to remedy a default within such thirty (30) day period. C. In addition to the matters set forth in this Paragraph 20, each of the following events shall be deemed an event of default by Tenant within the meaning of this Paragraph 20: (1) the failure to perform any consecutive 12 month period, of the non-monetary covenants or conditions of this Lease on the part of Tenant shall, on two to be performed; (2) separate occasions, fail to pay any installment the making of Rent on an assignment by Tenant for the date such installment benefit of Rent its creditors; (3) the appointment of a receiver or trustee of all or part of Tenant's property; (4) the filing of an application for voluntarily liquidation by Tenant; D. In the event that this Lease is due, then, on terminated in the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise manner provided below for in this Section 20.220, if or by court proceedings or otherwise, or in the event that the Land, or a substantial part thereof, shall be abandoned by Tenant failsduring the said term, whether Landlord or Landlord's agents, servants or representatives may, at any time after written notice to Tenant and the expiration of the applicable cure period set forth in this Section 20, reenter and resume possession of said Land, and remove all persons and property therefrom, either by any suitable action or inactionproceeding at law, to timely comply with, or satisfy, without being liable for any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, damages therefor. No reentry by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be an acceptance of a “Default” for purposes surrender of this Lease; (c) and Tenant agrees that in the occurrence event this Lease in accordance with its provisions, is terminated because of a default under Tenant's default, Landlord's lien in and to this Lease and any improvement on or hereinafter placed on the Land and on any equity of Tenant in and to any furnishings, equipment, fixtures or any other personal property, shall forthwith attach, such lien being granted for the purposes of securing the performance of Tenant's obligations hereunder. E. The Landlord, upon the happening of any of the events giving it the right to annul and cancel this Lease, shall be entitled to the benefit of all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more provisions of law for the Other Leases is not cured on a timely basis, pursuant to the terms speedy recovery of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default lands and tenements under this Lease; and (d) Guarantor defaults under any Lease held over by the Tenant in Anne Arundel County, Maryland th▇▇ ▇re now in force or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall may hereafter be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseenacted.

Default Provisions. A. In addition to the event of any Default arising under Section 20.1 abovedefault of Tenant in paying any installment of Rent for a period of thirty (30) business days or in the payment of other sums payable hereunder, each which default shall continue for a period of the following shall constitute a Default: fifteen (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (1015) days after notice thereof by Landlord to Tenant (in each instance an "event of default"), Landlord may elect to immediately terminate this Lease by serving a written notice from upon Tenant. B. In the event of any other event of default of Tenant hereinafter mentioned in this Section 19, then Landlord may elect to terminate this Lease by serving a written notice upon Tenant of Landlord's election to terminate this Lease upon a specified date, not less than thirty (30) days after the day of serving of such failure to pay notice. If said event of default shall not be corrected within said thirty (30) day period, this Lease shall then expire on the due datedate specified, as if that date had originally been fixed as the expiration of the term hereinafter granted; provided, however, that this Lease shall not terminate or expire if Tenant undertakes diligently to remedy a default within such thirty (30) day period. C. In addition to the matters set forth in this Section 19, each of the following events shall be deemed an event of default by Tenant within the meaning of this Section 19: (1) the failure to perform any consecutive 12 month period, of the non-monetary covenants or conditions of this Lease on the part of Tenant shall, on two to be performed: (2) separate occasions, fail to pay any installment the making of Rent on an assignment by Tenant for the date such installment benefit of Rent its creditors; (3) the appointment of a receiver or trustee of all or part of Tenant's property; (4) the filing of an application for voluntarily liquidation by Tenant; D. In the event that this Lease is due, then, on terminated in the third such occasion and on each occasion thereafter on which Tenant shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise manner provided below for in this Section 20.219, if or by court proceedings or otherwise, or in the event that the Land, or a substantial part thereof, shall be abandoned by Tenant failsduring the said term, whether Landlord or Landlord's agents, servants or representatives may, at any time after written notice to Tenant and the expiration of the applicable cure period set forth in this Section 19, reenter and resume possession of said Land, and remove all persons and property therefrom, either by any suitable action or inactionproceeding at law, to timely comply with, or satisfy, without being liable for any or all of the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, damages therefor. No reentry by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be an acceptance of a “Default” for purposes surrender of this Lease; (c) and Tenant agrees that in the occurrence event this Lease in accordance with its provisions, is terminated because of a default under Tenant's default, Landlord's lien in and to this Lease and any improvement on or hereinafter placed on the Land and on any equity of Tenant in and to any furnishings, equipment, fixtures or any other personal property, shall forthwith attach, such lien being granted for the purposes of securing the performance of Tenant's obligations hereunder. E. The Landlord, upon the happening of any of the events giving it the right to annul and cancel this Lease, shall be entitled to the benefit of all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more provisions of law for the Other Leases is not cured on a timely basis, pursuant to the terms speedy recovery of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default lands and tenements under this Lease; and (d) Guarantor defaults under any Lease held over by Tenant in Anne Arundel County, Maryland that ▇▇▇ now in force or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall may hereafter be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leaseenacted.

Default Provisions. In addition to any Default arising under Section SECTION 20.1 above, each of the following shall constitute a DefaultIf Tenant does not: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten twenty (1020) days after written the due date thereof pay any installment of Basic Annual Rent or additional rent; or (b) within thirty (30) days after notice from Landlord of such failure to pay on the due date; cure a default or additional rent (provided, however, that such thirty (30) day period shall be extended if in any consecutive 12 month period, the default is of such a nature that it could not reasonably be cured within such period of thirty (30) days and Tenant shall, on two (2) separate occasions, fail to pay any installment promptly commences and thereafter diligently pursues the curing of Rent on the date such installment of Rent is duedefault), then, on the third in any such occasion and on each occasion thereafter on which event, Tenant shall fail to pay an installment of Rent on be deemed in default under this Lease. Landlord may thereupon re-enter the date such installment of Rent is dueDemised Premises and, by summary proceedings or otherwise, dispossess the Tenant and any other occupants thereof, remove their effects not previously removed by them, and hold the Demised Premises as if this Lease had not been made. In addition, Landlord shall be relieved from any obligation to provide may, upon three (3) days notice to Tenant, and terminate this Lease. In any such event Tenant shall then no longer have a ten (10) day period remain liable as hereinafter provided in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails SECTION 20.2 In any case where Landlord has recovered possession of the Demised Premises by reason of Tenant's default, whether by action or inactionnot Landlord terminates this Lease, to timely comply withLandlord may, at Landlord's option, relate the Demised Premises or any part thereof, for a term or terms ot expire prior to, at the same time as, or satisfy, any or all of subsequent to the obligations imposed on Tenant under this Lease (other than the obligation to pay Rent) for a period of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that if the default cannot, by its nature, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure period, then, as long as Tenant continues to diligently pursue such a cure to completion, Landlord shall not exercise its remedies under Section 21 unless such default remains uncured for more than 270 days after the initial delivery of Landlord’s original default notice and same shall not be deemed to be a “Default” for purposes expiration date of this Lease; (c) , and receive the occurrence rent therefore, applying the same first to the payment of a default under any such expenses as Landlord may have incurred in connection with the recovery of possession, then to the cost of repairs, replacements or all renewals necessary because of the leases scheduled on Exhibit D (“Other Leases”)condition in which the Demised Premises were left by Tenant or repairs alterations, which default under one or more improvements otherwise necessary for reletting, and the expenses of reletting, including brokerage and attorneys' fees and costs of alterations to the Demised Premises, and then to the payment of an amount equal to the Basic Annual Rent and additional rent hereunder and to the cost and expense of performance of the Other Leases is not cured on a timely basisother covenants of Tenants as herein provided. All Basic Annual Rent and additional rent to be paid by Tenant shall be computed separately for each month, pursuant to less the terms net proceeds of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time periodreletting, if any, provided in as ascertained from time to time , and the Guaranty (eachsame shall be payable bye Tenant on the several rent payment days above specified. In reletting the Demised Premises, as aforesaid, Landlord may grant rent concessions, and Tenant shall not be credited therewith. No such reletting shall constitute acceptance of surrender of Demised Premises or be deemed evidence thereof. The Tenant shall not be entitled to any monthly or other surplus accruing as a “Guaranty Default”); upon the occurrence result of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Leasereletting .

Default Provisions. In addition This Lease is also made upon the condition that if the Lessee shall neglect or fail to perform or observe any Default arising under Section 20.1 above, each of the following shall constitute a Default: (a) if Tenant fails to pay Rent or any other payment when due hereunder within ten (10) days after written notice from Landlord of such failure to pay covenants herein contained on the due date; providedLessee's part to be performed or observed, howeveror if the estate hereby created shall be taken on execution, that attachment or by other process of law, or if the Lessee shall make or offer to make, in any consecutive 12 month periodor out of bankruptcy, Tenant shall, on two (2) separate occasions, fail to pay any installment a composition of Rent on the date such installment of Rent is due, then, on Lessee's debts with the third such occasion and on each occasion thereafter on which Tenant Lessee's creditors or if Lessee shall fail to pay an installment of Rent on the date such installment of Rent is due, Landlord shall be relieved from observe any obligation to provide notice to Tenant, and Tenant shall then no longer have a ten (10) day period in which to cure any such failure; (b) except as is otherwise provided below in this Section 20.2, if Tenant fails, whether by action or inaction, to timely comply with, or satisfy, any or all of the obligations imposed on Tenant under this Lease Lessor (other than the obligation payment of rent under the Master Lease) that Lessor holds to pay Rent) for a period Master Lessor under the terms and provisions of 30 days after Landlord’s delivery to Tenant of written notice of such default under this Section 20.2(b); provided, however, that the Master Lease or if the default cannotLessee shall execute a trust mortgage or if the Lessee shall make an assignment for the benefit of its creditors, by its natureor if the Lessee shall commit any act which when done is an act of bankruptcy laws (Federal, be cured within such 30 day period, but Tenant commences and diligently pursues a cure of such default promptly within the initial 30 day cure periodState or otherwise), then, and in any of the said cases (notwithstanding any license of any former breach of covenant or waiver of the benefit hereof or consent in a former instance), the Lessor and the agents and servants of the Lessor lawfully may, in addition to and not in derogation of any remedies for preceding breach of covenant, immediately or at any time thereafter and without demand or notice and with or without process of law (forcibly if necessary) enter into and upon the Leased Premises or any part thereof in the name of the whole and repossess the same as long of the Lessor's former estate and expel the Lessee and those claiming through or under the Lessee and remove the effects of both or either (forcibly, if necessary) without being deemed guilty of any manner of trespass and without prejudice to any remedies which might otherwise be used for arrears of rent or preceding breach of covenant, and upon entry as Tenant continues aforesaid, the Lessee's estate shall end, the Lessee hereby waiving all statutory rights; and the Lessee covenants with the Lessor that in case of such termination, or of termination under statute by reason of default on the part of the Lessee, the Lessee will pay to diligently pursue the Lessor, in equal monthly installments in advance, sums equal to the rent herein provided for, or if the Leased Premises have been relet, sums equal to the excess of the rent herein provided over the sums actually received by the Lessor, such sums being payable all as liquidated damages for the unexpired term hereof. And it is also agreed as a cure further condition of this Lease that if any proceedings are instituted in a court of competent jurisdiction for relief or composition of the Lessee's debts under any bankruptcy law (including, without limitation of the foregoing generality, adjudication of the Lessee as a bankrupt), or for the dissolution or liquidation of the Lessee, or for the appointment of a receiver, trustee or other similar officer to completiontake charge of a substantial part of the Lessee's property or to wind up the Lessee's affairs, Landlord shall not exercise its remedies under Section 21 then, unless such default remains uncured for more than 270 said proceedings are dismissed, and any receiver, trustee or other similar officer appointed there discharged, within sixty (60) days after the initial delivery institution of Landlord’s original default notice and such proceedings, the same shall not be deemed to constitute a breach of this Lease and thereupon, ipso facto and without entry or other action by the Lessor, the Lessee's estate shall cease and be a “Default” terminated and the Lessor shall immediately become entitled to recover of the Lessee, and the Lessee agrees in such event to pay the Lessor as liquidated damages for purposes such breach, an amount equal to the amount of the rent herein provided for the residue of the term hereof less the fair rental value of the Leased Premises for the residue of said term. For the purpose of the foregoing provisions of this Paragraph, the expression "rent herein provided for" shall be deemed to include all items of additional rent or other charges or payments for which the Lessee is responsible under any provision of this Lease; (c) the occurrence of a default under any or all of the leases scheduled on Exhibit D (“Other Leases”), which default under one or more of the Other Leases is not cured on a timely basis, pursuant to the terms of the applicable Other Lease(s) (“Other Lease Default”); upon the occurrence of an Other Lease Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder; rather, the occurrence of an Other Lease Default shall immediately constitute a Default under this Lease; and (d) Guarantor defaults under any or all of its obligations under that certain Guaranty of Lease, dated of even date herewith (the “Guaranty”), and fails to cure same within the time period, if any, provided in the Guaranty (each, a “Guaranty Default”); upon the occurrence of any Guaranty Default, there shall be no notice required to be delivered hereunder, nor shall any cure period be available to Tenant hereunder, but rather the occurrence of a Guaranty Default shall immediately constitute a Default under this Lease.