Common use of Rights on Default Clause in Contracts

Rights on Default. (a) If an Event of Default shall occur, the Purchaser may, subject to the rights of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded to a secured party under the UCC or other law or under any instrument or document securing the obligations of the Company to the Purchaser (including without limitation thereto the right to take immediate possession of the Collateral); (iii) perform any warranty, covenant or agreement which the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation of the Company to the Purchaser or in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement or other instrument which secures any obligation of the Company to the Purchaser. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event Tenant shall be in default of Default shall occur, the Purchaser may, subject to the rights any of the holders terms, conditions, covenants, agreements or provisions of Senior Indebtedness,: this Lease and shall fail to cure such default or defaults within twenty (i20) days after written notice thereof, or if the rent shall be in arrears for ten (10) days as to any Monthly Rent Installment and Tenant shall fail to pay in full the arrearages in rent within five (5) days after written notice thereof, then in either such circumstance this Lease shall immediately terminate at the sole option and election of Landlord without any notice to Tenant. If Tenant shall be adjudged bankrupt, either by voluntary or demand involuntary proceedings, or if a receiver, trustee or other representative for creditors be appointed, or if Tenant shall make a general assignment for the benefit of creditors, then this Lease shall immediately terminate at the sole option and election of Landlord upon notice of such election being given to Tenant or to such trustee, receiver, assignee or representative, as the Company declare all obligations case may be, within thirty (30) days after Landlord shall acquire knowledge of the Company happening of such event. Landlord shall, at any such time and in any of such events, and/or defaults in addition to and without thereby waiving any of Landlord’s other rights or remedies, have the Purchaser right to immediate and peaceable possession of the Leased Property without notice, and Landlord may lawfully enter into and upon the Leased Property or any part thereof in the name of the whole, and repossess the same, and expel Tenant and those claiming under and through Tenant and remove Tenant’s effects, without being deemed guilty of any manner of trespass upon entry as aforesaid, and this Lease shall terminate and wholly expire, and Tenant covenants that in case of such termination, Tenant will indemnify Landlord against all loss of rent Landlord may incur by reason of such termination during the residue of the term above specified. The failure of Landlord to exercise any of it s rights or remedies under this Lease upon any default by Tenant shall not be immediately due deemed a waiver of any such default nor of any of the provisions of this Lease and payable; (ii) shall not preclude Landlord from the exercise the of any such rights and remedies accorded to a secured party under the UCC or other law or under any instrument or document securing the obligations of the Company to the Purchaser (including without limitation thereto the right to take immediate possession of the Collateral); (iii) perform any warranty, covenant or agreement which the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation of the Company to the Purchaser or in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Defaultsubsequent date whether for a previous or subsequent default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement or other instrument which secures any obligation of the Company to the Purchaser. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Upon the occurrence of any Event of Default shall occurDefault, the Purchaser mayin addition to and without limiting any rights Lender may have under any agreement, subject document or instrument evidencing or representing any obligation of either Debtor to the rights Lender or executed in connection with any such obligation, Lender is hereby authorized to declare any or all of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser Obligations to be immediately due and payable; (ii) exercise , and the rights and remedies accorded of Lender with respect to a secured party under the Collateral shall be as set forth herein, in the UCC or other law or and as otherwise available under any instrument or document securing the obligations of the Company to the Purchaser (including without limitation thereto the right to take immediate possession of the Collateral); (iii) perform any warranty, covenant or agreement which the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted hereinapplicable law. (b) No course of dealing or delay in accelerating any obligation of Upon the Company to the Purchaser or in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions occurrence of any other security agreement or other instrument which secures any obligation of the Company to the Purchaser. (d) After an Event of Default, Lender may, without demand, advertising or notice, all of which each Debtor hereby waives (except as the Companysame may be required by law), sell, lease, license, dispose of, deliver and grant options to a third party to purchase, lease or otherwise dispose of any and all Collateral held by it or for its account at any time or times in one or more public or private sales or other dispositions, for cash, on credit or otherwise, as such prices and upon demand by the Purchasersuch terms as Lender, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement in its sole discretion, deems advisable. All requirements of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral under this section shall be met if such notice is given mailed, postage prepaid, to the applicable Debtor at its address set forth herein or such other address as such Debtor may have provided to Lender, in a Record, at least seven ten (710) days before the time of such sale or disposition. (f) The reasonable expenses . Lender may, if it deems it reasonable, postpone or adjourn any sale of any Collateral from time to time by an announcement at the time and place of the sale to be so postponed or adjourned without being required to give a new notice of sale, provided, however, that Lender shall provide the Debtors with written notice of the time and place of such postponed or adjourned sale. Lender may be the purchaser at any such sale, and payment may be made, in whole or in part, in respect of such purchase price by the application of Obligations due from either Debtor to Lender. Each Debtor shall be obligated for, and the proceeds of sale shall be applied first to, the costs of retaking, holdingrefurbishing, storing, guarding, insuring, preparing for sale, and selling the Collateral, including the fees and disbursements of attorneys, auctioneers, appraisers, consultants and accountants employed by Lender. Proceeds from the like incurred by Sale or other disposition or Collateral shall be applied to the Purchaser payment, in whatever order Lender may elect, of all Obligations of either Debtor. Lender shall return any excess jointly to the Debtors and all Debtors shall remain jointly and severally liable for any deficiency. Collateral securing purchase money security interests also secures non-purchase money security interests. To the extent either Debtor uses an advance under the Loan Documents to purchase Collateral, such Debtor’s repayment of such advance shall apply on a “first-in-first-out” basis so that the portion of the advance used to purchase a particular item of Collateral shall be paid in the chronological order such Debtor purchased the Collateral. Upon request of Lender, each Debtor will assemble and make the Collateral available to Lender, at a reasonable place and time designated by the Company Lender. A Debtor’s failure to the Purchaser take possession of any Collateral at any time and place reasonably specified by Lender in a Record to such Debtor shall include, but constitute an abandonment of such Property. (c) Lender shall not be limited toresponsible to either Debtor for loss or damage resulting from Lender’s failure to enforce or collect any Collateral or any monies due or to become due under any liability of either Debtor to Lender. (d) In all events, reasonable fees each Debtor shall receive as the sole property of attorneys Lender and legal expenses incurred by hold in trust for Lender all monies, checks, notes, drafts, and other property (collectively called “Items of Payment”) representing the Purchaser and proceeds of any Collateral. (e) Upon the payment thereof occurrence of an Event of Default, Lender may but shall be secured by this Section 11under no obligation to: (i) notify all appropriate parties that the Collateral, or any part thereof, has been assigned to Lender; (ii) collect any Receivables or General Intangibles in Lender’s own or the applicable Debtor’s name, and apply any such collections against such obligations of such Debtor to Lender as Lender may select; (iii) take control of any cash or non-cash proceeds of any item of the Collateral; (iv) compromise, extend or renew any Receivables, General Intangible, or document, or deal with the same as it may deem advisable; and (v) make exchanges, substitutions or surrender of items comprising the Collateral.

Rights on Default. (a) If an Event of Default shall occurhave occurred and be continuing, the Purchaser may, subject Pledgee is hereby irrevocably authorized to cause the rights Pledged Shares to be transferred into its name or the name of its nominee on the books of the holders corporation issuing the same; provided, however, that all such Pledged Shares so transferred shall continue to be held and disposed of Senior Indebtedness,: (i) without notice or demand to by the Company declare all obligations Pledgee in accordance with this Agreement. The Pledgor agrees that any transfer of the Company Pledged Shares pursuant to the Purchaser to this paragraph shall not be immediately due and payable; (ii) exercise the rights and remedies accorded to deemed a secured party sale or disposition under the UCC or other law or under any instrument or document securing provisions of Article 9 of the Uniform Commercial Code nor an acceptance of such stock in satisfaction of the obligations of the Company Pledgor to the Purchaser (including without limitation thereto the right to take immediate possession of the Collateral); (iii) perform Pledgee or any warranty, covenant or agreement which the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted hereinportion thereof. (b) The Pledgee, upon compliance with any mandatory requirements of laws, but without further demand, attachment or notice of any kind, all of which are hereby expressly waived by the Pledgor, may sell the Pledged Shares, in whole at any time or in part from time to time, for cash, upon credit or for future delivery, at public sale or at any brokers’ board or exchange or at private sale, all at the option and in the complete discretion of the Pledgee. The Pledgee may be a purchaser at any such public or private sale and may apply the amount outstanding on obligations of the Pledgor to the Pledgee, plus interest accrued, towards the payment of the purchase price of the Pledged Shares. Any such sale shall be free from any right or equity of redemption in the Pledgor, which right or equity is hereby expressly waived and released by the Pledgor. (c) In case of any sale by the Pledgee of any of the Pledged Shares on credit or for future delivery, the Pledged Shares sold may be retained by the Pledgee until the sales price is paid by the purchaser, but the Pledgee shall incur no liability in case of failure of the purchaser to take up and pay for the Pledged Shares so sold. In case of any such failure, such Pledged Shares so sold may be again similarly sold. (d) After deducting all costs or expenses of every kind, including reasonable attorneys’ fees, the Pledgee shall apply the proceeds from the sale of the Pledged Shares towards payment of all outstanding obligations of the Pledgor to the Pledgee under the Note. Any proceeds remaining after the payment in full of all such obligations shall be paid by the Pledgee to the Pledgor or to whomsoever may be lawfully entitled to receive the same or as a court of competent jurisdiction may direct. (e) Except as otherwise expressly provided herein, after an Event of Default the Pledgee may deal with the Pledged Shares and the proceeds thereof in all respects as if the Pledged Shares and the proceeds thereof were its own property. (f) No course of dealing or delay in accelerating any obligation of the Company to the Purchaser or in taking or failing failure to take any other action with respect to any Event of Default shall affect the Pledgee’s right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the Pledgee’s rights of the Purchaser upon any other Event of Default. (cg) The Purchaser Pledgee may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently independent of, and without regard to, the provisions of any other security agreement or other instrument which secures any obligation of the Company Pledgor to the PurchaserPledgee. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (eh) The requirement of the UCC Uniform Commercial Code that the Purchaser Pledgee give the Company Pledgor reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event of Default shall occurIn the event Tenant defaults under this Lease, the Purchaser may, subject in addition to the rights of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded of Landlord outlined in Section 12, Landlord, at its option, may elect to recognize any sublease between Tenant and any subtenant, or any agreement by which Tenant has granted any leasehold estate or interest in the Demised Premises, as a secured party under the UCC direct lease or agreement between Landlord and such subtenant or other law grantee, upon written notice to Tenant and such subtenant or other grantee, without releasing or affecting the liability of Tenant to Landlord under this Lease, and Tenant shall be deemed to have assigned its interest in such sublease or other agreement to Landlord (without the need for executing any instrument further documentation evidencing same) and such subtenant or document securing other grantee shall attorn to and recognize the obligations rights of Landlord under such sublease or other agreement, as the case may be. Notwithstanding Tenant's consent or acquiescence in the termination of this Lease and/or Tenant's voluntary surrender of the Company to Demised Premises (or any portion thereof), Landlord may consider any sublease or other agreement transferring a leasehold estate or interest in the Purchaser (including without limitation thereto the Demised Premises, and/or any right to take immediate use or possess the Demised Premises (or any portion thereof) by any subtenant or other grantee, terminated as of the date Landlord terminates this Lease and/or Tenant's right to possession of the Collateral); (iii) perform any warrantyDemised Premises, covenant or agreement which it being the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation intention of the Company parties that any leasehold estate or other interest in the Demised Premises shall be subject to the Purchaser or terms and conditions of this Lease, including all rights and remedies of Landlord outlined herein, notwithstanding anything to the contrary contained in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement sublease or other instrument which secures any obligation of the Company to the Purchaseragreement. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event of Default shall occurIn the event Tenant defaults under this Lease, the Purchaser may, subject in addition to the rights of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded of Landlord outlined in Section 12, Landlord, at its option, may elect to recognize any sublease between Tenant and any subtenant, or any agreement by which Tenant has granted any leasehold estate or interest in the Demised Premises, as a secured party under the UCC direct lease or agreement between Landlord and such subtenant or other law grantee, upon written notice to Tenant and such subtenant or other grantee, without releasing or affecting the liability of Tenant to Landlord under this Lease, and Tenant shall be deemed to have assigned its interest in such sublease or other agreement to Landlord (without the need for executing any instrument further documentation evidencing same) and such subtenant or document securing other grantee shall attorn to and recognize the obligations rights of Landlord under such sublease or other agreement; as the case may be. Notwithstanding Tenant's consent or acquiescence in the termination of this Lease andlor Tenant's voluntary surrender of the Company to Demised Premises (or any portion thereof), Landlord may consider any sublease or other agreement transferring a leasehold estate or interest in the Purchaser (including without limitation thereto the Demised Premises, andlor any right to take immediate use or possess the Demised Premises (or any portion thereof) by any subtenant or other grantee, terminated as of the date Landlord terminates this Lease and/or Tenant's right to possession of the Collateral); (iii) perform any warrantyDemised Premises, covenant or agreement which it being the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation intention of the Company parties that any leasehold estate or other interest in the Demised Premises shall be subject to the Purchaser or terms and conditions of this Lease, including all rights and remedies of Landlord outlined herein, notwithstanding anything to the contrary contained in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement sublease or other instrument which secures any obligation of the Company to the Purchaseragreement. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event Tenant shall be in default of Default shall occur, the Purchaser may, subject to the rights any of the holders terms, conditions, covenants, agreements or provisions of Senior Indebtedness,: this Lease and shall fail to cure such default or defaults within twenty (i20) days after written notice thereof, or if the rent shall be in arrears for ten (10) days as to any Monthly Rent Installment and Tenant shall fail to pay in full the arrearages in rent within five (5) days after written notice thereof, then in either such circumstance this Lease shall immediately terminate at the sole option and election of Landlord without any notice to Tenant. If Tenant shall be adjudged bankrupt, either by voluntary or demand involuntary proceedings, or if a receiver, trustee or other representative for creditors be appointed, or if Tenant shall make a general assignment for the benefit of creditors, then this Lease shall immediately terminate at the sole option and election of Landlord upon notice of such election being given to Tenant or to such trustee, receiver, assignee or representative, as the Company declare all obligations case may be, within thirty (30) days after Landlord shall acquire knowledge of the Company happening of such event. Landlord shall, at any such time and in any of such events, and/or defaults in addition to the Purchaser to be immediately due and payable; (ii) exercise the without thereby waiving any of Landlord’s other rights and remedies accorded to a secured party under the UCC or other law or under any instrument or document securing the obligations of the Company to the Purchaser (including without limitation thereto remedies, have the right to take immediate and peaceable possession of the Collateral); (iii) perform Leased Property without notice, and Landlord may lawfully enter into and upon the Leased Property or any warranty, covenant or agreement which part thereof in the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation name of the Company to whole, and repossess the Purchaser or same, and expel Tenant and those claiming under and through Tenant and remove Tenant’s effects, without being deemed guilty of any manner of trespass upon entry as aforesaid, and this Lease shall terminate and wholly expire, and Tenant covenants that in taking or failing to take any other action with respect to any Event case of Default shall affect such termination, Tenant will indemnify Landlord against all loss of rent Landlord may incur by reason of such termination during the right residue of the Purchaser term above specified. The failure of Landlord to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event under this Lease upon any default by Tenant shall not be deemed a waiver of Default concurrently with, or independently of, and without regard to, any such default nor of any of the provisions of any other security agreement or other instrument which secures any obligation of this Lease and shall not preclude Landlord from the Company to the Purchaser. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice exercise of any proposed sale such rights and remedies upon any subsequent date whether for a previous or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or dispositionsubsequent default. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. Should Landlord elect to reenter, as herein provided, or should it take possession pursuant to legal proceedings or pursuant to any notice provided by law, it may either terminate this Lease or it may from time to time without terminating this Lease, make such reasonable alterations and repairs as may be necessary in order to relet the Leased Premises, and relet the Leased Premises or any part thereof for such term or terms (awhich may be for a term extending beyond the term of this Lease) If an Event of Default and at such rental or rentals and upon such other terms and conditions as Landlord in its reasonable discretion may deem advisable; upon each such reletting all rentals received by the Landlord from such reletting shall occur, the Purchaser may, subject be applied first to the rights payment of any indebtedness other than rent due hereunder from Tenant to Landlord, second to the payment of any reasonable costs and expenses of such reletting, including brokerage fees and attorneys fees and of 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 the same becomes due and payable hereunder. If such rentals received from such reletting during any month be less than that to be paid during that month by Tenant hereunder, Tenant shall pay any such deficiency to Landlord. Such deficiency shall be calculated and paid monthly. No such re-entry or taking possession of the holders Leased Premises by Landlord shall be construed as an election on its part to terminate this Lease unless a written notice of Senior Indebtedness,: (i) such intention be given to Tenant or unless the termination thereof be decreed by a court of competent jurisdiction. Notwithstanding any such reletting without notice or demand termination, Landlord may at any time thereafter elect to terminate this Lease for such previous breach. Should Landlord at any time terminate this Lease for any breach, in addition to any other remedies it may have, it may recover from Tenant all damages it may incur by reason of such breach, including the Company declare all obligations reasonable costs of recovering the Leased Premises, reasonable attorney’s fees, and including the worth at the time of such termination of the Company excess, if any, of the amount of rent and charges equivalent to rent reserved in this Lease for the Purchaser to remainder of the stated term over the then reasonable rental value of the Leased Premises for the remainder of the stated term, all of which amounts shall be immediately due and payable; payable from Tenant to Landlord. In determining the rent which would be payable by Tenant hereunder subsequent to default, the annual rent for each year of the unexpired term shall be equal to the average annual Fixed Minimum Rent paid by Tenant from the commencement of the term to the time of default, or during the preceding three (ii3) exercise the full calendar years, whichever period is shorter. The rights and remedies accorded to a secured party under herein provided shall be cumulative and the UCC or other law or under any instrument or document securing the obligations exercise of the Company to the Purchaser (including without limitation thereto the right to take immediate possession of the Collateral); (iii) perform any warranty, covenant or agreement which the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation of the Company to the Purchaser or in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect not preclude the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions act as a waiver of any other security agreement right or other instrument remedy of Landlord hereunder, or which secures any obligation may be existing at law, or in equity or by statute. Any remedies of the Company to the Purchaser. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral Landlord shall be met if such notice is given at least seven (7) days before the time of such sale or dispositionsubject to Landlord’s obligation to mitigate damages. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event of Default shall occur, In the Purchaser may, subject event Tenant should fail to the rights pay any one of the holders aforesaid installments of Senior Indebtedness,rent, or any part thereof, within five (5) days after same shall have become due, or in the event Tenant should fail to perform or observe any of the covenants, agreements, terms or conditions herein made, assumed or agreed to by Tenant, or in the event Tenant abandons or vacates the leased premises, or in the event of the insolvency of Tenant, then in any of the said events, at the option of Management, to be exercised within ninety (90) days after the occurrence of any one of the said events Management may: (i) without notice a. Immediately forfeit this lease and terminate the same and repossess the premises, removing therefrom all goods and chattels not belonging thereto and expelling Tenant and any other person in possession thereof and holding Tenant liable for all accrued rent and for any and all damages caused by or demand to thus arising from Tenant's breach. b. In the Company declare all obligations event that the premises have been abandoned, Management may immediately repossess the premises and relet same for the account of Tenant, holding Tenant liable monthly for any deficiencies resulting for the residue of the Company term. c. In the event of non-payment within five (5) days of the payment due date, Management may elect to the Purchaser proceed with eviction through an unlawful detainer action, which Tenant will be responsible for any legal fees associated with such proceeding which are incurred on behalf of Management or Owner, including but not limited to be immediately costs and attorney fees. d. May declare due and payable;payable all unpaid rentals for the entire residue of the term (ii) exercise the e. Pursue any other right or remedy available in law or equity. All such rights and remedies accorded are in addition to a secured party under and not to the UCC exclusion or exhaustion of any other rights, remedies or causes of action which Management may have at law or under any instrument or document securing the obligations of the Company to the Purchaser in equity (including without limitation thereto the right to take immediate collect past due rent), In the event Tenant abandons the premises, nothing herein shall require Management to relet same for Tenant's account, and there shall be no duty to do so. The failure of Management to exercise the options herein available to Management in any one or more instances shall not be a waiver of the right to exercise such option for any future breach of the same or any other covenant, agreement or condition. It is expressly agreed and stipulated that, if Management takes possession of the Collateral); (iii) perform any warrantypremises or takes or accepts return of the keys thereto, covenant or agreement which takes or accepts both possession and keys Management may pursue the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. remedy provided in (b) No course of dealing or delay in accelerating any obligation of the Company to the Purchaser or in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action above by notifying Tenant, at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement or other instrument which secures any obligation of the Company to the Purchaser. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of or within a reasonable time before or after receipt of such sale keys or disposition. (f) The reasonable expenses of retakingpossession, holdingwherein Tenant acknowledges that Management intends to relet the premises for Tenant's account. If Tenant's whereabouts are unknown to Management, preparing for sale, selling and the like incurred notice by the Purchaser registered or certified mail to Tenant's last known address shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11sufficient.

Rights on Default. (a) If an Event of Default shall occurIn the event Tenant defaults under this Lease, the Purchaser may, subject in addition to the rights of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded of Landlord outlined in Section 12, Landlord, at its option, may elect to recognize any sublease between Tenant and any subtenant, or any agreement by which Tenant has granted any leasehold estate or interest in the Demised Premises, as a secured party under the UCC direct lease or agreement between Landlord and such subtenant or other law grantee, upon written notice to Tenant and such subtenant or other grantee, without releasing or affecting the liability of Tenant to Landlord under this Lease, and Tenant shall be deemed to have assigned its interest in such sublease or other agreement to Landlord (without the need for executing any instrument further documentation evidencing same) and such subtenant or document securing other grantee shall attorn to and recognize the obligations rights of Landlord under such sublease or other agreement, as the case may be. Notwithstanding Tenant’s consent or acquiescence in the termination of this Lease and/or Tenant’s voluntary surrender of the Company to Demised Premises (for any portion thereof), Landlord may consider any sublease or other agreement transferring a leasehold estate or interest in the Purchaser (including without limitation thereto the Demised Premises, and/or any right to take immediate use or possess the Demised Premises (for any portion thereof) by any subtenant or other grantee, terminated as of the date Landlord terminates this Lease and/or Tenant’s right to possession of the Collateral); (iii) perform any warrantyDemised Premises, covenant or agreement which it being the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation intention of the Company parties that any leasehold estate or other interest in the Demised Premises shall be subject to the Purchaser or terms and conditions of this Lease, including all rights and remedies of Landlord outlined herein, notwithstanding anything to the contrary contained in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement sublease or other instrument which secures any obligation of the Company to the Purchaseragreement. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event of Default shall occurIn the event Tenant defaults under this Lease, the Purchaser maybeyond any applicable notice and cure period, subject in addition to the rights of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded of Landlord outlined in Section 12, Landlord, at its option, may elect to recognize any sublease between Tenant and any subtenant, or any agreement by which Tenant has granted any leasehold estate or interest in the Demised Premises, as a secured party under the UCC direct lease or agreement between Landlord and such subtenant or other law grantee, upon written notice to Tenant and such subtenant or other grantee, without releasing or affecting the liability of Tenant to Landlord under this Lease, and Tenant shall be deemed to have assigned its interest in such sublease or other agreement to Landlord (without the need for executing any instrument further documentation evidencing same) and such subtenant or document securing other grantee shall attorn to and recognize the obligations rights of Landlord under such sublease or other agreement, as the case may be. Notwithstanding Tenant’s consent or acquiescence in the termination of this Lease and/or Tenant’s voluntary surrender of the Company to Demised Premises (or any portion thereof), Landlord may consider any sublease or other agreement transferring a leasehold estate or interest in the Purchaser (including without limitation thereto the Demised Premises, and/or any right to take immediate use or possess the Demised Premises (or any portion thereof) by any subtenant or other grantee, terminated as of the date Landlord terminates this Lease and/or Tenant’s right to possession of the Collateral); (iii) perform any warrantyDemised Premises, covenant or agreement which it being the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation intention of the Company parties that any leasehold estate or other interest in the Demised Premises shall be subject to the Purchaser or terms and conditions of this Lease, including all rights and remedies of Landlord outlined herein, notwithstanding anything to the contrary contained in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement sublease or other instrument which secures any obligation of the Company to the Purchaseragreement. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event of Default shall occurIn the event Tenant defaults under this Lease beyond any applicable cure period, the Purchaser may, subject in addition to the rights of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded of Landlord outlined in Section 12, Landlord, at its option, may elect to recognize any sublease between Tenant and any subtenant, or any agreement by which Tenant has granted any leasehold estate or interest in the Demised Premises, as a secured party under the UCC direct lease or agreement between Landlord and such subtenant or other law grantee, upon written notice to Tenant and such subtenant or other grantee, without releasing or affecting the liability of Tenant to Landlord under this Lease, and Tenant shall be deemed to have assigned its interest in such sublease or other agreement to Landlord (without the need for executing any instrument further documentation evidencing same) and such subtenant or document securing other grantee shall attorn to and recognize the obligations rights of Landlord under such sublease or other agreement, as the case may be. Notwithstanding Tenant's consent or acquiescence in the termination of this Lease and/or Tenant's voluntary surrender of the Company to Demised Premises (or any portion thereof), Landlord may consider any sublease or other agreement transferring a leasehold estate or interest in the Purchaser (including without limitation thereto the Demised Premises, and/or any right to take immediate use or possess the Demised Premises (or any portion thereof) by any subtenant or other grantee, terminated as of the date Landlord terminates this Lease and/or Tenant's right to possession of the Collateral); (iii) perform any warrantyDemised Premises, covenant or agreement which it being the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation intention of the Company parties that any leasehold estate or other interest in the Demised Premises shall be subject to the Purchaser or terms and conditions of this Lease, including all rights and remedies of Landlord outlined herein, notwithstanding anything to the contrary contained in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement sublease or other instrument which secures any obligation of the Company to the Purchaseragreement. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event of Default shall occurIn the event Tenant defaults under this Lease beyond applicable notice and cure periods, the Purchaser may, subject in addition to the rights of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded of Landlord outlined in Section 10, Landlord, at its option, may elect to recognize any sublease between Tenant and any Permitted Subtenant, or any agreement by which Tenant has granted any leasehold estate or interest in the Premises, as a secured party under the UCC direct lease or agreement between Landlord and such Permitted Subtenant or other law grantee, upon written notice to Tenant and such Permitted Subtenant, subtenant or other grantee, without releasing or affecting the liability of Tenant to Landlord under this Lease, and Tenant shall be deemed to have assigned its interest in such sublease or other agreement to Landlord (without the need for executing any instrument further documentation evidencing same) and such Permitted Subtenant, subtenant or document securing other grantee shall attorn to and recognize the obligations rights of Landlord under such sublease or other agreement, as the case may be. Notwithstanding Tenant's consent or acquiescence in the termination of this Lease and/or Tenant's voluntary surrender of the Company to Premises (or any portion thereof), Landlord may consider any sublease or other agreement transferring a leasehold estate or interest in the Purchaser (including without limitation thereto the Premises, and/or any right to take immediate use or possess the Premises (or any portion thereof) by any Permitted Subtenant or subtenant or other grantee, terminated as of the date Landlord terminates this Lease and/or ▇▇▇▇▇▇'s right to possession of the Collateral); (iii) perform any warrantyPremises, covenant or agreement which it being the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation intention of the Company Parties that any leasehold estate or other interest in the Premises shall be subject to the Purchaser or terms and conditions of this Lease, including all rights and remedies of Landlord outlined herein, notwithstanding anything to the contrary contained in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement sublease or other instrument which secures any obligation of the Company to the Purchaseragreement. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event of Default shall occur, In the Purchaser may, subject to the rights event Tenant defaults under this Lease after ------------------ notice and expiration of the holders of Senior Indebtedness,: (i) without notice or demand applicable cure period, in addition to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded of Landlord outlined in Section 12, Landlord, at its option, may elect to recognize any sublease between Tenant and any subtenant, or any agreement by which Tenant has granted any leasehold estate or interest in the Demised Premises, as a secured party under the UCC direct lease or agreement between Landlord and such subtenant or other law grantee, upon written notice to Tenant and such subtenant or other grantee, without releasing or affecting the liability of Tenant to Landlord under this Lease, and Tenant shall be deemed to have assigned its interest in such sublease or other agreement to Landlord (without the need for executing any instrument further documentation evidencing same) and such subtenant or document securing other grantee shall attorn to and recognize the obligations rights of Landlord under such sublease or other agreement, as the case may be. Notwithstanding Tenant's consent or acquiescence in the termination of this Lease and/or Tenant's voluntary surrender of the Company to Demised Premises (or any portion thereof), Landlord may consider any sublease or other agreement transferring a leasehold estate or interest in the Purchaser (including without limitation thereto the Demised Premises, and/or any right to take immediate use or possess the Demised Premises (or any portion thereof) by any subtenant or other grantee, terminated as of the date Landlord terminates this Lease and/or Tenant's right to possession of the Collateral); (iii) perform any warrantyDemised Premises, covenant or agreement which it being the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation intention of the Company parties that any leasehold estate or other interest in the Demised Premises shall be subject to the Purchaser or terms and conditions of this Lease, including all rights and remedies of Landlord outlined herein, notwithstanding anything to the contrary contained in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement sublease or other instrument which secures any obligation of the Company to the Purchaseragreement. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event of Default shall occurIn the event Tenant defaults under this Lease, the Purchaser may, subject in addition to the rights of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded of Landlord outlined in Section 13, Landlord, at its option, may elect to recognize any sublease between Tenant and any subtenant, or any agreement by which ▇▇▇▇▇▇ has granted any leasehold estate or interest in the Leased Premises, as a secured party under the UCC direct lease or agreement between Landlord and such subtenant or other law grantee, upon written notice to Tenant and such subtenant or other grantee, without releasing or affecting the liability of Tenant to Landlord under this Lease, and Tenant shall be deemed to have assigned its interest in such sublease or other agreement to Landlord (without the need for executing any instrument further documentation evidencing same) and such subtenant or document securing other grantee shall attorn to and recognize the obligations rights of Landlord under such sublease or other agreement, as the case may be. Notwithstanding Tenant's consent or acquiescence in the termination of this Lease and/or Tenant's voluntary surrender of the Company to Leased Premises (or any portion thereof), Landlord may consider any sublease or other agreement transferring a leasehold estate or interest in the Purchaser (including without limitation thereto the Leased Premises, and/or any right to take immediate use or possess the Leased Premises (or any portion thereof) by any subtenant or other grantee, terminated as of the date Landlord terminates this Lease and/or ▇▇▇▇▇▇'s right to possession of the Collateral); (iii) perform any warranty, covenant or agreement which the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation of the Company to the Purchaser or in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement or other instrument which secures any obligation of the Company to the Purchaser. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.Leased

Rights on Default. If Borrower shall fail to meet any payment Obligation or otherwise breaches an Obligation (each, an "Event of Default"), the Lender shall have the following rights: (a) It may, by notice to Borrower, declare the entire amount of the Obligations to be due and payable immediately, and upon any such declaration said amount shall become and be immediately due and payable. (b) It shall have and may exercise all rights and remedies of a secured party under the Uniform Commercial Code. (c) If an Event any notification of Default intended disposition of the Collateral is required by law, such notification, if mailed, shall occurbe deemed properly given if mailed at least three days before such disposition in the manner for giving notices hereunder. Any proceeds of any disposition of the Collateral may be applied by the Lender to the payment of expenses of the Lender in connection with the exercise of its rights or remedies, including reasonable fees and disbursements of attorneys, and any balance of such proceeds may be applied by the Lender to the payment of the Obligations in accordance with the terms of the Notes or in such other order of application as the Lender shall determine. (d) It may take possession of the Collateral and for the purposes thereof enter the premises at which any Collateral is located. Borrower acknowledges that the Lender may at their sole option exercise its rights of entry and possession under this and the following Section without resort to judicial process. Nothwithstanding the foregoing, the Purchaser may, Lender's rights to the Collateral are subject to and subordinate to the rights Senior Indebtedness. Subject to the rights, if any, of the holders of Senior Indebtedness,: (i) without notice or demand , nothing shall impair, as between the Borrower and the Lender, the obligation of the Borrower, subject to the Company declare all obligations of the Company terms and conditions hereof, to pay to the Purchaser Lender the principal and interest owing to be immediately Lender as and when the same becomes due and payable; (ii) exercise , or shall prevent the rights Lender, upon default hereunder, from exercising all rights, powers and remedies accorded to a secured party under the UCC otherwise provided herein or other law or under any instrument or document securing the obligations of the Company to the Purchaser (including without limitation thereto the right to take immediate possession of the Collateral); (iii) perform any warranty, covenant or agreement which the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted hereinby applicable law. (b) No course of dealing or delay in accelerating any obligation of the Company to the Purchaser or in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement or other instrument which secures any obligation of the Company to the Purchaser. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Event of Default shall occurIn the event Tenant defaults under this Lease, the Purchaser may, subject in addition to the rights of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payable; (ii) exercise the rights and remedies accorded of Landlord outlined in Section 12, Landlord, at its option, may elect to recognize any sublease between Tenant and any subtenant, or any agreement by which Tenant has granted any leasehold estate or interest in the Demised Premises, as a secured party under the UCC direct lease or agreement between Landlord and such subtenant or other law grantee, upon written notice to Tenant and such subtenant or other grantee, without releasing or affecting the liability of Tenant to Landlord under this Lease, and Tenant shall be deemed to have assigned its interest in such sublease or other agreement to Landlord (without the need for executing any instrument further documentation evidencing same) and such subtenant or document securing other grantee shall attorn to and recognize the obligations rights of Landlord under such sublease or other agreement, as the case may be. Notwithstanding Tenant’s consent or acquiescence in the termination of this Lease and/or Tenant’s voluntary surrender of the Company to Demised Premises (or any portion thereof), Landlord may consider any sublease or other agreement transferring a leasehold estate or interest in the Purchaser (including without limitation thereto the Demised Premises, and/or any right to take immediate use or possess the Demised Premises (or any portion thereof) by any subtenant or other grantee, terminated as of the date Landlord terminates this Lease and/or Tenant’s right to possession of the Collateral); (iii) perform any warrantyDemised Premises, covenant or agreement which it being the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation intention of the Company parties that any leasehold estate or other interest in the Demised Premises shall be subject to the Purchaser or terms and conditions of this Lease, including all rights and remedies of Landlord outlined herein, notwithstanding anything to the contrary contained in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions of any other security agreement sublease or other instrument which secures any obligation of the Company to the Purchaseragreement. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.

Rights on Default. (a) If an Upon the occurrence of any Event of Default shall occurDefault, and after giving effect to any applicable grace period, in addition to and without limiting any rights the Trustee may have under any agreement, document or instrument evidencing or representing any obligation of Debtor to the Trustee or executed in connection with any such obligation, the Purchaser may, subject Trustee is hereby authorized to the rights declare any or all of the holders of Senior Indebtedness,: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser Obligations to be immediately due and payable; (ii) exercise , and the rights and remedies accorded to a secured party under the UCC or other law or under any instrument or document securing the obligations of the Company to the Purchaser (including without limitation thereto the right to take immediate possession of the Collateral); (iii) perform any warranty, covenant or agreement which the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation of the Company to the Purchaser or in taking or failing to take any other action Trustee with respect to any Event of Default the Collateral shall affect be as set forth herein, in the right of the Purchaser to take such action at a later timeUCC and as otherwise available under applicable law. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any Trustee may, without demand, advertising or notice, all of its rights or remedies after an Event of Default concurrently withwhich Debtor hereby waives (except as the same may be required by law), or independently sell, lease, license, dispose of, deliver and without regard togrant options to a third party to purchase, the provisions lease or otherwise dispose of any other security agreement and all Collateral held by it or for its account at any time or times in one or more public or private sales or other instrument which secures any obligation dispositions, for cash, on credit or otherwise, as such prices and upon such terms as the Trustee, in its sole discretion, deems advisable. Without requiring notice to Debtor, all requirements of the Company to the Purchaser. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral under this section shall be met if such notice is given mailed, postage prepaid, to Debtor at its address set forth herein or such other address as Debtor may have provided to the Trustee, in a Record, at least seven ten (710) days before the time of such sale or disposition. (f) . The reasonable expenses Trustee may, if it deems it reasonable, postpone or adjourn any sale of any Collateral from time to time by an announcement at the time and place of the sale to be so postponed or adjourned without being required to give a new notice of sale, provided, however, that the Trustee shall provide Debtor with written notice of the time and place of such postponed or adjourned sale. The Trustee may be the purchaser at any such sale, and payment may be made, in whole or in part, in respect of such purchase price by the application of Obligations due from Debtor to the Trustee. Debtor shall be obligated for, and the proceeds of sale shall be applied first to, the costs of retaking, holdingrefurbishing, storing, guarding, insuring, preparing for sale, and selling the Collateral, including the fees and the like incurred disbursements of attorneys, auctioneers, appraisers, consultants and accountants employed by the Purchaser Trustee. Proceeds from the Sale or other disposition or Collateral shall be applied to the payment, in whatever order the Trustee may elect, of all Obligations of Debtor. The Trustee shall return any excess to Debtor and Debtor shall remain liable for any deficiency. Collateral securing purchase money security interests also secures non-purchase money security interests. To the extent Debtor uses an advance under the Secured Notes Documents to purchase Collateral, Debtor's repayment of such advance shall apply on a "first-in-first-out" basis so that the portion of the advance used to purchase a particular item of Collateral shall be paid in the chronological order the Debtor purchased the Collateral. Upon request of the Trustee, Debtor will assemble and make the Collateral available to the Trustee, at a reasonable place and time designated by the Company Trustee. Debtor's failure to take possession of any Collateral at any time and place reasonably specified by the Trustee in a Record to the Purchaser Debtor shall constitute an abandonment of such Property. Notwithstanding the foregoing, the Trustee shall not be required to take possession of the Collateral if and in the event the possession thereof would, in the reasonable judgment of the Trustee, require the Trustee to observe or comply with any federal or state law or regulation relating to the sale or distribution of alcoholic beverages. The Trustee shall includenot be responsible to Debtor for loss or damage resulting from the Trustee's failure to enforce or collect any Collateral or any monies due or to become due under any liability of Debtor to the Trustee. After an Event of Default, Debtor (i) will make no change in any Receivable and (ii) shall receive as the sole property of the Trustee and hold in trust for the Trustee all monies, checks, notes, drafts, and other property (collectively called "items of payment") representing the proceeds of any Collateral. After an Event of Default, the Trustee may but shall be under no obligation to: (a) notify all appropriate parties that the Collateral, or any part thereof, has been assigned to the Trustee; (b) collect any Receivables or General Intangibles in its or Debtor's name, and apply any such collections against such obligations of Debtor to the Trustee as the Trustee may select; (c) take control of any cash or non-cash proceeds of any item of the Collateral; (d) compromise, extend or renew any Receivables, General Intangible, or Document, or deal with the same as it may deem advisable; and (e) make exchanges, substitutions or surrender of items comprising the Collateral. To the full extent not otherwise provided herein, in performing its duties and discharging its obligations under this Agreement, the Trustee shall be entitled to all of the rights, protections and immunities accorded to it as Trustee under the Indenture, including but not be limited to, reasonable fees to the right of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11indemnification.

Rights on Default. If Borrower shall fail to meet any payment Obligation or otherwise breaches an Obligation (a) If each, an “Event of Default shall occurDefault”), the Purchaser mayLender shall have the following rights, subject to the rights of the holders of Senior Indebtedness,: (ia) without It may, by notice or demand to Borrower, declare the Company declare all obligations entire amount of the Company Obligations to the Purchaser to be due and payable immediately, and upon any such declaration said amount shall become and be immediately due and payable;. (iib) It shall have and may exercise the all rights and remedies accorded to of a secured party under the UCC or other law or under any instrument or document securing the obligations of the Company to the Purchaser (including without limitation thereto the right to take immediate possession of the Collateral); (iii) perform any warranty, covenant or agreement which the Company has failed to perform under this Agreement; and (iv) take any other action which the Purchaser deems necessary or desirable to protect the Collateral or the security interests granted herein. (b) No course of dealing or delay in accelerating any obligation of the Company to the Purchaser or in taking or failing to take any other action with respect to any Event of Default shall affect the right of the Purchaser to take such action at a later time. No waiver as to any one Event of Default shall affect the rights of the Purchaser upon any other Event of DefaultUniform Commercial Code. (c) The Purchaser If any notification of intended disposition of the Collateral is required by law, such notification, if mailed, shall be deemed properly given if mailed at least three days before such disposition in the manner for giving notices hereunder. Any proceeds of any disposition of the Collateral may be applied by the Lender to the payment of expenses of the Lender in connection with the exercise any or all of its rights or remedies after an Event remedies, including reasonable fees and disbursements of Default concurrently with, or independently ofattorneys, and without regard to, any balance of such proceeds may be applied by the provisions of any other security agreement or other instrument which secures any obligation Lender to the payment of the Company to Obligations in accordance with the Purchaserterms of the Notes or in such other order of application as the Lender shall determine. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition It may take possession of the Collateral shall be met if such notice and for the purposes thereof enter the premises at which any Collateral is given located. Borrower acknowledges that the Lender may at least seven (7) days before the time their sole option exercise its rights of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling entry and possession under this and the like incurred by following Section without resort to judicial process. Notwithstanding the Purchaser shall be paid by foregoing, the Company Lender's rights to the Purchaser Collateral are subject to and subordinate to the Senior Indebtedness. Subject to the rights, if any, of the holders of Senior Indebtedness, nothing shall includeimpair, but not be limited to, reasonable fees of attorneys and legal expenses incurred by as between the Purchaser Borrower and the payment thereof Lender, the obligation of the Borrower, subject to the terms and conditions hereof, to pay to the Lender the principal and interest owing to Lender as and when the same becomes due and payable, or shall be secured prevent the Lender, upon default hereunder, from exercising all rights, powers and remedies otherwise provided herein or by this Section 11applicable law.

Rights on Default. (a) If an Event Tenant makes any default in respect to Tenant's covenants to pay rent; or (b) if Tenant defaults in any other of Default shall occurTenant's obligations under the Lease, the Purchaser may, subject and if Tenant fails to the rights make good such default within fifteen (15) days after written notice of the holders existence of Senior Indebtedness,such default has been given Tenant by the Landlord (time being of the essence of this paragraph 1 of this Article); or (c) if Tenant shall abandon or vacate the Demised Premises before the end of the Demised Term, or (d) in the event: (i) without notice or demand to the Company declare all obligations of the Company to the Purchaser to be immediately due and payableTenant is adjudicated a bankrupt; (ii) exercise A Receiver or Trustee is appointed for Tenant's property, and the rights and remedies accorded to a secured party under the UCC appointment of such Receiver is not set aside in thirty (30) days, or other law Tenant requests or under any instrument or document securing the obligations of the Company consents to the Purchaser (including without limitation thereto the right to take immediate possession appointment of the Collateral)a Receiver; (iii) perform any warranty, covenant or agreement which A trustee in reorganization is appointed for Tenant's property and the Company has failed to perform under this Agreement; andappointment of such Trustee is not set aside within thirty (30) days; (iv) take Tenant files a voluntary petition for reorganization or arrangement, or in bankruptcy; (v) Tenant files an answer admitting bankruptcy or agreeing to a reorganization or arrangement; (vi) Tenant makes an assignment for the benefit of its creditors; or (vii) Tenant permits the leasehold interest of Tenant hereunder to be sold pursuant to execution; or (e) in the event the Demised Premises shall come into the possession of any Trustee or Receiver, in bankruptcy or otherwise, then, and in any such event Tenant shall be deemed to be in default and, Landlord, besides any other action rights or remedies it may have by law or otherwise, shall have the immediate right of re-entry and may remove all persons and property from the Demised Premises. Such property may be removed and stored at the cost of and for the account of Tenant. Should Landlord elect to re-enter as herein provided, or should Landlord take possession pursuant to legal proceedings or pursuant to any notice provided for by law, Landlord may either terminate this Lease or may, from time to time, without terminating this Lease, relet the Demised Premises or any part thereof for such term or terms (which may be for a term extending beyond the Demised Term) and at such rental or rentals and upon such other terms and conditions as Landlord in the exercise of Landlord's sole discretion may deem advisable with the right to make alterations and repairs to the Demised Premises. Upon each such reletting (a) Tenant shall be immediately liable to pay to Landlord, in addition to any indebtedness other than rent due hereunder, the cost and expense of such reletting (including reasonable attorneys' fees) and of such alterations and repairs incurred by Landlord, and the amount if any, by which the Purchaser deems necessary rent reserved in this lease for the period of such reletting (up to but not beyond the Demised Term) exceeds the amount agreed to be paid as rent for the Demised Premises for such period of such reletting; or desirable to protect the Collateral or the security interests granted herein. (b) No course at the option of dealing Landlord 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 payment of any costs and expenses of such reletting (including reasonable attorneys' fees) and 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 the same may become due and payable hereunder. Should Landlord at any time terminate this Lease for any default, in addition to any other remedy Landlord may have, Tenant shall be liable for (a) all rent, additional rent or delay damages due or sustained prior to such termination, the costs and expenses of reletting the Demised Premises (including costs and expenses of alterations and repairs incurred by Landlord) and all reasonable costs, attorneys' fees and expenses incurred by Landlord in accelerating any obligation pursuit of its remedies hereunder or in renting the Demised Premises to others from time to time (all such rent, additional rent, damages, costs, attorneys' fees and expenses being herein referred to as "Termination Damages"); and Tenant shall be liable for (b) additional damages (the "Liquidated Damages") which, at the election of Landlord, shall be either (i) an amount equal to the rent which, but for termination of this Lease would have become due during the remainder of the Company Demised Term, less the amount of rent, if any, which Landlord shall receive during such period from others to whom the Demised Premises may be rented (other than any additional rent received by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord); or (ii) an amount equal to the Purchaser present worth (as of the date of such termination) of rent and additional rent which, but for termination of this Lease, would have become due during the remainder of the Demised Term, less the fair rental value of the Demised Premises, as determined by an independent real estate appraiser named by Landlord, in which case such Liquidated Damages shall be payable to Landlord in one lump sum on demand and shall bear interest at the rate of 14% per annum (hereinafter "the Default Rate") until paid. For purposes of this clause, "present worth" shall be computed by discounting such amount to present worth at a discount rate equal to one percentage point above the discount rate then in effect at the Federal Reserve Bank nearest the Demised Premises. Termination Damages and Liquidation Damages shall be due and payable immediately upon demand by Landlord following any termination of this Lease. If this Lease is terminated pursuant to this Article, Landlord may relet the Demised Premises or any part thereof, alone or together with other premises, for such term or terms (which may be greater or less than the period which otherwise would have constituted the balance of the Demised Term) and on such terms and conditions (which may include concessions or free rent and alterations of the Demised Premises) as Landlord, in taking its sole discretion, may determine. Landlord shall not be liable for, nor shall Tenant's obligations hereunder be diminished by reason of, any failure by Landlord to relet the Demised Premises or failing any failure by Landlord to collect any rent due upon such reletting. If such termination shall take place after the expiration of two (2) or more full Lease Years, then, for purposes of computing the Liquidated Damages, the annual additional rent shall be conclusively presumed to be an amount equal to the average additional rent (other than additional rent received by Landlord as a result of any other action failure of Tenant to perform any of its obligations under this Lease) payable with respect to the full Lease Year immediately preceding the Lease Year in which written notice of such termination was given. If such termination shall take place before the expiration of two (2) full Lease Years, then, for purposes of computing the Liquidated Damages, the annual additional rent shall be conclusively presumed to be an amount equal to twelve (12) times the average monthly payment of additional rent (other than additional rent received by Landlord as a result of any Event failure by Tenant to perform any of Default its obligations under this Lease) payable during the twelve (12) full calendar months immediately preceding the month in which written notice of such termination was given. Landlord shall affect have the right of the Purchaser in Landlord's sole discretion to take such action at apply any payments received by Landlord following a later time. No waiver as default by Tenant to any one Event indebtedness of Default Tenant under this Lease and no such payment shall affect the rights of the Purchaser upon any other Event of Default. (c) The Purchaser may exercise any or all of its rights or remedies after an Event of Default concurrently with, or independently of, and without regard to, the provisions be deemed to constitute a cure of any other security agreement default under this Lease without Landlord's prior written consent, which consent may be granted or other instrument which secures any obligation of the Company to the Purchaserwithheld by Landlord in Landlord's sole discretion. (d) After an Event of Default, the Company, upon demand by the Purchaser, shall assemble the Collateral at the Company's cost and make it available to the Purchaser at a place to be reasonably designated by the Purchaser. (e) The requirement of the UCC that the Purchaser give the Company reasonable notice of any proposed sale or disposition of the Collateral shall be met if such notice is given at least seven (7) days before the time of such sale or disposition. (f) The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Purchaser shall be paid by the Company to the Purchaser and shall include, but not be limited to, reasonable fees of attorneys and legal expenses incurred by the Purchaser and the payment thereof shall be secured by this Section 11.