Common use of Default Clause in Contracts

Default. 18.1. If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. (a) If Sublessee shall default (i) Tenant defaults in the payment when due of any installment of Minimum Annual Rent or in the payment of rent or other payments required of Sublessee, Additional Rent and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had is not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days of the date of default or (ii) the Premises become vacant or deserted except as provided in this Lease Agreement or (iii) Tenant defaults in fulfilling any other covenant of this Lease Agreement and Tenant fails to remedy such default within twenty (20) days after delivery notice by Landlord to Tenant specifying the nature of such notice, Sublessee default (or if said default cannot be completely cured or remedied within said twenty (20) day period and Tenant shall not have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in diligently commenced curing such default within such twenty (20) day period and shall not thereafter in good faith diligently proceed to remedy or cure such default) or (iv) Tenant shall file a petition in bankruptcy or be adjudicated a bankrupt or make an assignment for the benefit of creditors or take advantage of any insolvency act, then Landlord may, by notice to Tenant, cancel this Lease Agreement and this Lease Agreement and the Term hereunder shall end and expire as fully and completely as if the date of cancellation were the date herein definitely fixed for the end and expiration of this Lease Agreement and the Term hereof. Tenant shall then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided. (b) If (i) the notice provided for in subsection (a) above shall have been given and the term shall expire as aforesaid, or (ii) Tenant shall make default in payment of the Minimum Annual Rent or any item of Additional Rent or any part of either or in making any other payment herein provided for a period of ten (10) days after notice by Landlord to Tenant of such default, or (iii), any execution shall be offset issued against Tenant or any of Tenant's property, whereupon the Base Premises shall be taken or occupied or attempted to be taken or occupied by someone other than Tenant, then and in any of such events, Landlord may, without notice, re-enter the Premises, and dispossess Tenant or other occupant of the Premises, by summary proceedings or otherwise, and remove their effects and hold the Premises as if this Lease Agreement had not been made. Tenant hereby waives the service of notice of intention to re-enter or to institute legal proceedings to that end, but Tenant shall remain liable for damages as hereinafter provided. (c) It is expressly agreed that no demand for Minimum Annual Rent next coming due until satisfied in fullor Additional Rent, and no re-entry for condition broken, as at common law, shall be necessary to enable the Landlord to recover possession of the premises pursuant to law, and all right to any such demand, or any such re-entry is hereby expressly waived by the Tenant. It is further agreed that any acceptance of Minimum Annual Rent or Additional Rent or failure by Landlord to re-enter the Premises shall not be held to be a waiver of landlord's right to terminate this Lease Agreement, and Landlord may re-enter and take possession of same as if no Minimum Annual Rent or Additional Rent has been accepted. (d) It is expressly agreed that whenever this Lease Agreement shall terminate by lapse of time or by virtue of any of the express terms and conditions set forth herein, Tenant hereby waives all right to an Notice to Quit Possession as prescribed by the statutes relating to Summary Process.

Default. 18.1. If Sublessee shall default is made in the payment of any installment of rent or other payments required of Sublesseeon the due date thereof, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee Lessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed(other than payment of rent) in this Lease and such default (other than payment of rent), and if Sublessee shall fail to cure said default within ninety (90) continues for ten days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 daysthereof, or if a receiver, trustee, the Premises be vacated or assignee shall be appointed for the whole or any part of the Sublessee's propertyabandoned, then in any such event this Lease shall terminate, at the option of said casesthe Lessor, Sublessor lawfully and Lessor may upon seven days re-enter the Premises and take possession thereof, with or without force or legal process and without notice or demand, the service of notice, demand or legal process being hereby expressly waived, and upon such entry, as aforesaid, this Lease shall terminate and the Lessor may exclude Lessee from the Premises, changing the lock on the door or doors if deemed necessary, if applicable, without being liable to Lessee for any damages or for prosecution therefor; Lessor’s rights in such notice event may be enforced by action in unlawful detainer or other proper legal action, and the Lessee expressly agrees, notwithstanding termination of this Lease and re-entry by the Lessor that the Lessee shall adversely affect remain liable for a sum equal to the rights entire rent payable to the end of the Sublessor in Term hereof and shall pay any bankruptcy loss or receivershipdeficiency sustained by the Lessor on account of the Premises being let for the remainder of the original term for a less sum than before. Lessor, then immediatelyas agent for Lessee, or at any time thereafter, and without further notice of demand, enter into and upon may re-let the Subleased Premises, Leased Premises or any part hereof in thereof for the name remainder of the wholeTerm or for any longer or shorter period as opportunity may offer, and hold the Subleased Premises at such rental as if this Sublease had not been mademay be obtained, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed ▇▇▇▇▇▇ agrees to be guilty pay the difference between sum equal to the amount of any manner of trespass (or Sublessor may send written notice to Sublessee rent payable during the residue of the termination Term and net rent received by the Lessor during the Term after deducting all expenses of this Subleaseevery kind for repairs, recovering possession and upon entry as aforesaid (or in reletting the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Subleasesame, which are not paid within seven (7) business days from the date of the notice of defaultdifferences shall accrue and be payable monthly. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. The occurrence of any one or more of the following shall constitute an event of default (an "Event of Default") hereunder: (i) If Sublessee Tenant shall default in the payment of rent or other payments required of Sublessee, Rent herein provided as and if Sublessee shall fail to cure said default within seven when due; or (7ii) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor Tenant shall be in default in performing any of the prompt and full performance of any other of its promises, covenants, terms or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default provisions of this Sublease by SublessorLease other than the provision requiring the payment of Rent, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the such default within ten (10) days after delivery the date of receipt of written notice of such noticedefault from Landlord; or (iii) If Tenant or any guarantor hereof is adjudicated bankrupt or insolvent; or if Tenant or any guarantor hereof shall become insolvent, Sublessee shall have make a transfer in fraud of creditors or shall make an assignment for the rightbenefit of creditors; or is a permanent receiver is appointed for Tenant's or any such guarantor's property and such receivers is not removed within sixty (60) days thereafter Tenant to obtain such removal; or if, but not the obligationwhether voluntarily or involuntarily, to cure Tenant or any such default itself, and the costs incurred by Sublessee in curing such default guarantor takes advantage of any bankruptcy or other debtor relief proceedings under any present or future law; or if there shall be offset filed against Tenant or any such guarantor a petition in bankruptcy or insolvency or a similar proceeding; or if Tenant's effects should be levied upon or attached under process against Tenant which is not satisfied or dissolved within thirty (30) days; or (iv) If Tenant shall do or permit to be done anything which creates a lien upon the Base Rent next coming due until satisfied Premises or any other part of the Property; or (v) If Tenant shall violate the provision of Section 25 of this Lease by the attempted making of an unpermitted assignment, sublease or transfer of stock or interest in fullthe ownership of Tenant; or (vi) If Tenant shall fail to maintain in force all policies of insurance required by this Lease. Any notice provided in this Paragraph may be given by Landlord, Landlord's attorney or any agent of Landlord.

Default. 18.1. If Sublessee shall default in It is hereby expressly agreed and declared as follows:- 10.1 If:- (a) the payment Rent and/or any of rent or the other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest charges payable hereunder or any part hereofthereof shall be in arrear for fourteen (14) days after the same shall have become payable (whether formally demanded or not); or (b) the Tenant shall suspend business without the Landlord's prior written consent; or (c) there shall be any other breach or non-performance of any of the stipulations, upon execution, attachment, conditions or their process agreements herein contained and on the part of lawthe Tenant to be observed or performed; or (d) the Tenant shall become bankrupt or if Sublessee shall make an assignment of its property enter into composition with his creditors generally or being a corporation go into liquidation whether compulsory or voluntary (save for the benefit purposes of creditorsamalgamation or reconstruction approved by the Landlord) or shall suffer a receiver to be appointed; or (e) the Tenant shall suffer execution to be levied upon the Premises or if Sublessee shall file voluntary bankruptcy; or if otherwise on the Tenant's goods in Hong Kong, then and in any bankruptcy or insolvency proceedings such case it shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed lawful for the whole Landlord at any time thereafter to re-enter on and upon the Premises or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof thereof in the name of the whole, whole and hold thereupon this Lease shall absolutely determine but without prejudice to any right of action by the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty Landlord in respect of any manner of trespass (outstanding breach or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (non-observance or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected non-performance by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment Tenant of any of the above as to expenses or rent, provide terms of this Lease. A written notice served by the Sublessee with an itemization of all such items as a condition Landlord on the Tenant to the Sublessee's obligations effect that the Landlord thereby exercises the power of re-entry herein contained shall be a full and sufficient exercise of such power without physical entry on the part of the Landlord notwithstanding any rule of law or equity to make payment. If Sublessor the contrary. 10.2 Notwithstanding anything herein contained if the Rent, management, air-conditioning or other charges or moneys herein reserved or any part or parts thereof shall be in default arrears (hereinafter referred to as "the Arrears") and if the Tenant persists in its failure to pay the same after three (3) days' notice in writing is given by the Landlord, the Landlord shall be entitled to:- (a) recover from the Tenant as a debt the expenses incurred by the Landlord in the prompt course of recovering the Arrears including without limitation:- (i) such sum as the Landlord shall reasonably determine being collection charges for the additional work incurred by the Landlord's staff and/or the Manager (as the case may be) in collecting the Arrears; (ii) all legal charges and full performance expenses on an indemnity basis incurred by the Landlord for the purpose of recovering the Arrears; (iii) all other fees paid to debt-collectors appointed by the Landlord for the purpose of collecting the Arrears; and (b) disconnect or discontinue the supply of services to the Premises and/or to the Tenant such as air-conditioning services, water, gas, electric power, management and other services forthwith without incurring any liability to the Tenant for any loss or damage suffered by the Tenant as a result thereof; Provided Always that the rights and remedies given to the Landlord by this Clause shall be deemed cumulative remedies and shall not prejudice any right of action or any remedy of the Landlord for the recovery of any other Rent or money due to the Landlord from the Tenant. 10.3 Any demand for or acceptance of any Rent by the Landlord or its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same canagents hereunder shall not be rectified deemed to operate as a waiver by the Landlord of any right to proceed against the Tenant in respect of any breach, non-observance or cured within non-performance by the Tenant of any of the agreements, stipulations, terms and conditions herein contained and on the part of the Tenant to be observed and performed and any such thirty (30 day periodbreach, then such default non-observance or non-performance shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, a continuing breach of covenant and the Tenant shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall not be entitled to pursue set up any such demand for or acceptance of rent as a defence in any action for forfeiture or otherwise. 10.4 For the purpose of this Lease, any act, default, neglect or omission of any servant agent employee contractor or licensee (which term shall include any person present in using or visiting the Premises with the consent of the Tenant express or implied) of the Tenant shall be deemed to be the act, default, neglect or omission of the Tenant and all remedies available any act, default, neglect or omission of any servant agent employee contractor or licensee of the Landlord shall be deemed to Sublessee at law be the act, default, neglect or omission of the Landlord. 10.5 For the purposes of Part III of the Landlord and Tenant (Consolidation) Ordinance or any statutory modification or re-enactment thereof for the time being in equity, including, without limitationforce and of this Lease, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, Rent and the costs incurred by Sublessee management charges payable in curing such default respect of the Premises shall be offset against and be deemed to be in arrear if not paid in advance at the Base Rent next coming due until satisfied times and in fullthe manner hereinbefore provided for payment thereof.

Default. 18.1. If Sublessee shall default in the payment Company does not have a sufficient number of rent or other payments required shares of Sublessee, and if Sublessee shall fail Common Stock available to cure said default within seven (7) business days after satisfy the Company's obligations to a Holder of Debentures upon receipt of written notice a Conversion Notice or is otherwise unable to issue such shares of said default from Sublessor; or if Sublessee Common Stock in accordance with the terms of this Agreement and such condition shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged remain unremedied for a period of 60 days, or if thirty (30) days after the Company's receipt of a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's propertyConversion Notice (a "CONVERSION DEFAULT"), then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, from and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on after the fifth (5th) day next following a Conversion Default (which for all purposes shall be deemed to have occurred upon the expiration of the applicable cure period following the date Company's receipt of the sending applicable Conversion Notice), each Holder of the noticeDebentures shall have the right to demand from the Company immediate redemption of the Debentures in cash at a redemption price per Debenture equal to 120% of the then Outstanding Principal Amount of the Debenture (including Debentures for which a Conversion Notice has not yet been sent), plus accrued but unpaid interest on the term Debenture. Within three days of this Sublease the occurrence of a Conversion Default, the Company shall terminatenotify each Holder in writing of such occurrence. Sublessee hereby expressly waives any and all rights No notice of redemption granted may be delivered by a Holder subsequent to receipt by such Holder of notice from the Company (sent by overnight or under any present or future laws in 2-day courier with a copy sent by facsimile) of availability of sufficient shares of Common Stock to perfect conversion (a "POST-DEFAULT CONVERSION") of all the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee Debentures; PROVIDED FURTHER that such right to demand redemption shall be liable for a 5% late charge reinstated if the Company shall thereafter fail to perfect such Post-Default Conversion by delivery of Common Stock certificates in accordance with the applicable to any amounts due under this Sublease, which are not paid provisions of Paragraph 6(b) hereof and payment of all accrued and unpaid interest in cash with respect thereto within seven (7) five business days from the date of delivery of the notice of default. 18.2Post-Default Conversion. In addition to the case foregoing, upon a Conversion Default, the rate of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against interest on all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation Debentures (including Debentures for which a Conversion Notice has not yet been sent), shall, to relet the premises for such term as maximum extent allowed by applicable law, be permanently increased by two percent (2%) per annum (i.e., from 6% to 8%) commencing on the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession first day of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying day period (or part thereof) following a Conversion Default; an additional two percent (2%) per annum commencing on the particulars first day of such default or breach each of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within second and third such thirty (30) day period, periods (or part thereof); and an additional one percent (1%) per annum on the first day of each consecutive thirty (30) day period (or part thereof) thereafter until such securities have been duly converted or redeemed as herein provided; provided that in no event shall have commenced such cure and shall continue thereafter with due diligence to cause such cure the rate of interest exceed the lower of 20% or the highest rate permitted by applicable law to be completedcharged on commercial loans. Upon any default of this Sublease Any such interest which is not paid when due shall, to the maximum extent permitted by Sublessorlaw, Sublessee shall be entitled accrue interest until paid at the rate from time to pursue any and all remedies available time applicable to Sublessee at law or in equity, including, without limitation, interest on the right of self- helpDebentures as to which the Conversion Default has occurred. In the event Sublessor fails to cure the default within ten (10) days after delivery Company pays any interest on the Debentures and it is determined that such interest was paid at a rate in excess of such noticethe legal maximum rate, Sublessee shall have then that portion of the right, but not interest payment representing an amount in excess of the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default legal maximum rate shall be offset deemed a payment of principal and shall be applied against the Base Rent next coming due until satisfied in fullprincipal of the Debenture.

Default. 18.1. If Sublessee this lease is terminated in accordance with any of ------- the terms herein (with the exception of Paragraph 27), or if Lessee vacates or abandons the Premises or if Lessee shall default in fail at any time to keep or perform any of its covenants or conditions of this lease, i.e. specifically the covenant for the payment of monthly rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty failure is not cured within ten (3010) days after written notice thereof from Sublessee by Lessor to Sublessor specifying Lessee in the particulars case of monetary default and thirty (30) days for all other defaults under the lease), then, and in any of such default events, Lessor may with or without notice or demand, at Lessor's option, and without being deemed guilty of trespass and/or without prejudicing any remedy or remedies which might otherwise be used by Lessor for arrearages or preceding breach of performance providedcovenant or condition of this lease, enter into and repossess said Premises and expel the Lessee and all those claiming under Lessee. In such event Lessor may eject and remove from said Premises all goods and effects (forcibly if necessary). This lease if not otherwise terminated may immediately be declared by Lessor as terminated, provided however, that in the case of non-monetary defaults, if the default complained of, failure is of such a nature that the same it cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, completely remedied within such thirty (30) day period, the failure shall have commenced such cure not be a default if Lessee begins correction of the failure within the thirty (30) day period and shall continue thereafter proceeds with due reasonable diligence to cause such cure to be completedcorrect the failure as soon as practicable. Upon any default The termination of this Sublease by Sublessor, Sublessee lease pursuant to this Article shall be entitled not relieve Lessee of its obligations to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, make the right of self- helppayments required herein. In the event Sublessor fails this lease is terminated pursuant to cure this Article, or if Lessor enters the default within ten (10) days after delivery Premises without terminating this lease and Lessor relets all or a portion of such noticethe Premises, Sublessee Lessee shall have be liable to Lessor for all the rightreasonable costs of reletting, but not including necessary renovation and alteration of the obligation, leased Premises. Lessee shall remain liable for all unpaid rental which has been earned plus late payment charges pursuant to cure such default itself, Paragraph 21 and for the remainder of the term of this lease for any deficiency between the net amounts received following reletting and the costs incurred by Sublessee in curing such default gross amounts due from Lessee, or if Lessor elects, Lessee shall be offset against immediately liable for all rent and additional rent (Paragraph 19) that would be owing to the Base Rent next coming due until satisfied in fullend of the term, less any rental loss Lessee proves could be reasonably avoided, which amount shall be discounted by the discount rate of the Federal Reserve Bank, situated nearest to the Premises, plus one percent (1%).

Default. 18.1. If Sublessee If: (1) Lessee shall default in the payment of fail to pay any rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged sum payable hereunder for a period of 60 days10 days after the same is due; (2) Lessee shall fail to observe, keep or if perform any of the other terms, agreements or conditions contained herein or in regulations to be observed or performed by ▇▇▇▇▇▇ and such default continues for a receiver, trustee, period of 30 days after notice by Lessor; (3) This Lease or assignee any interest of Lessee hereunder shall be appointed for levied upon by any attachment or execution, then any such event shall constitute an event of default by Lessee. Upon the whole occurrence of any event of default by Lessee hereunder, Lessor may, at its option and without any further notice or demand, in addition to any part other rights and remedies given hereunder or by law, do any of the Sublessee's propertyfollowing: (a) Lessor shall have the right, then so long as such default continues, to give notice of termination to Lessee. On the date specified in any of said cases, Sublessor lawfully may upon seven days notice or if such notice (which shall adversely affect not be less than 3 days after the rights giving of such notice) this Lease shall terminate. (b) In the Sublessor in event of any bankruptcy or receivershipsuch termination of this Lease, Lessor may then immediately, or at any time thereafter, re-enter the Premises and without further notice of demand, enter into remove there from all persons and upon property and again repossess and enjoy the Subleased Premises, without prejudice to any other remedies that Lessor may have by reason of ▇▇▇▇▇▇'s default or any part hereof of such termination. (c) The amount of damages which Lessor may recover in event of such termination shall include, without limitation, (1) the name amount at the time of award of unpaid rental earned and other sums owed by ▇▇▇▇▇▇ to Lessor hereunder, as of the wholetime of termination, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease together with interest thereon as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable Lease, (2) all legal expenses and other related costs incurred by Lessor following Lessee's default including reasonable attorneys' fees incurred in collecting any amount owed hereunder (3) any damages to any amounts due under this Sublease, which are not paid within seven the property beyond its present condition. (7d) business days Upon the Lessee's failure to remove its personal property from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and Premises after the expiration of the term of this Sublease. Sublessor shall reasonably perform Lease, Lessor may in its legal obligation to relet the premises for such term as the Sublessor shall determinesole discretion, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession notice to or demand upon Lessee, remove, sell or dispose of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, personal property located on the right Premises. Lessee waives all claims for damages that may be caused by ▇▇▇▇▇▇'s removal of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullproperty as herein provided.

Default. 18.1a. It shall be an Event of Default upon the happening of any of the following: i. Sublessee fails to pay any Rent hereunder and such failure continues for five (5) days after Sublessee’s receipt of written notice thereof from Sublessor to Sublessee; ii. If Sublessee shall default in the payment of rent or fails to pay any other payments required of Sublesseeamount due from Sublessee hereunder for which Sublessee has received written notice from Sublessor that such amount is due, and if Sublessee shall fail to cure said default within seven such failure continues for ten (710) business days after Sublessee’s receipt of written notice of said default such failure to pay from Sublessor; Sublessor to Sublessee; iii. Sublessee fails to perform or if Sublessee shall default in the performance or observance of observe any other material covenant or agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained set forth in this Sublease and such default in performance failure continues for more than thirty (30) days after Sublessee’s receipt of written notice thereof from Sublessor to Sublessee (it being intended in connection with a default not susceptible of being cured with due diligence within said thirty (30) day period that the time allowed Sublessee within which to cure same shall be extended for such period as may be necessary to complete same with all due diligence); or iv. Any other event occurs that involves Sublessee or is caused by Sublessee within the Subleased Premises and with regard to which (y) Sublessor has received notice from Master Landlord that the same constitutes a default under the Master Lease, and (z) Sublessor has provided Sublessee with a copy of such written default notice from Master Landlord, and Sublessee fails to cure such default as claimed by Master Landlord before that default matures into an Event of Default under the Master Lease, but only to the extent that Sublessee is responsible for the event giving rise to Master Landlord’s default notice. b. It shall be an Event of Sublessor Default upon the happening of any of the following: i. Sublessor fails to pay timely any Rent, Operating Expenses, Real Estate Taxes, Code Costs or other amounts due and payable under the Master Lease and such failure becomes an Event of Default under the Master Lease; ii. Sublessor fails to perform or observe any other covenant or agreement set forth in the Master Lease and such failure becomes an Event of Default under the Master Lease; or iii. Sublessor fails to perform or observe any covenant or agreement set forth in this Sublease and such failure continues for thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars (it being intended in connection with a default not susceptible of such default or breach of performance provided, however, that if the default complained of, is of such a nature being cured with due diligence within said thirty (30) day period that the time allowed Sublessor within which to cure same cannot shall be rectified extended for such period as may be necessary to complete same with all due diligence). c. If there shall be an Event of Default by Sublessee or cured within such thirty an Event of Sublessor Default by Sublessor (30 day period“Defaulting Party”), then Sublessor or Sublessee, respectively, as the case may be (“Non-Defaulting Party”), may exercise all rights and remedies available to it at law or in equity including, without limitation, all rights and remedies afforded the Master Landlord under the Master Lease. If the Defaulting Party fails or refuses to make any payment or perform any covenant or agreement to be performed hereunder, the Non-Defaulting Party may make such default payment or undertake to perform such covenant or agreement (but shall not have any obligation to do so). In such event, any actual and reasonable amounts so paid or incurred by the Non-Defaulting Party including, without limitation, all costs, expenses and reasonable attorneys’ fees (collectively “Cure Costs”), shall be immediately due and payable by the Defaulting Party to the Non-Defaulting Party. If Sublessee is the Defaulting Party, Cure Costs shall be deemed to be rectified or cured Rent, and if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by SublessorSublessor is the Defaulting Party, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset its Cure Costs against the Base Rent next coming due until satisfied in fullRent.

Default. 18.1. (a) If Sublessee shall default by the date set for a respective Closing, Seller has fulfilled all of Seller’s obligations hereunder (other than any withheld in the payment accordance with Section 14) and all of rent Purchaser’s conditions precedent to closing have been satisfied or waived in writing by Purchaser (other payments required of Sublesseethan any performance by Seller withheld in accordance with Section 14), and if Sublessee shall Purchaser, without lawful excuse, fails to fulfill its obligations hereunder and continues to fail and refuse to cure said default within seven fulfill Purchaser’s obligations hereunder for more than five (75) business days after receipt of written notice of said such default from SublessorSeller, Seller may either: (i) terminate this Agreement; or if Sublessee shall default (ii) seek specific performance of this Agreement in a court of competent jurisdiction. (b) If by the date set for a respective Closing, Purchaser has fulfilled all of Purchaser’s obligations hereunder (other than any withheld in accordance with Section 13) and all of Seller’s conditions precedent to Closing have been satisfied or waived in writing by Seller (other than any performance or observance of any other agreement or condition on its part to be performed or observedby Purchaser withheld in accordance with Section 13), and if Sublessee shall fail Seller, without lawful excuse, fails to cure said default within ninety fulfill Seller’s obligations hereunder for more than five (905) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said such default from SublessorPurchaser, Purchaser may either: (i) terminate this Agreement; or (ii) seek specific performance of this Agreement in a court of competent jurisdiction. (c) Notwithstanding anything else to the contrary herein, if any person shall levy upon, before or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property after Seller gives Purchaser notice that the Pad Site is in Pad-Ready Condition the Purchaser notifies Seller that Purchaser has elected not to enter into a Recreation Center Construction Contract (as that term is defined in the Development Agreement) by the latest date specified for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's propertyClosing Date herein, then this Agreement shall automatically terminate and, in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable addition to any amounts due obligations Purchaser may have under this Subleasethe Development Agreement, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee Seller notifies Purchaser of the amount payable by Seller to Sublessor specifying Bliss Sports II or third parties for causing the particulars Pad Site to be in Pad-Ready Condition (limited to the out of such default pocket expenses of Bliss Sports II or breach of performance provided, however, that if the default complained of, is of such a nature that third party plus percent ( %))(the same cannot be rectified or cured within “Pad Site Ready Improvement Amount”), Purchaser will pay such thirty (30 day periodamount to Seller, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure together with its out of pocket expenses for the Commitment and shall continue thereafter with due diligence to cause such cure to be completedcopies of exception documents. Upon reasonable request, will provide Purchaser with access to the Seller’s, Bliss Sports II’s and any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any such third party’s books and all remedies available to Sublessee at law or in equity, including, without limitation, records evidencing the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullPad Site Ready Improvement Amount.

Default. 18.1If BUYER is in material default hereunder, or, on or before the date of closing as set forth herein, indicates that BUYER is unable or unwilling to perform and SELLER stands ready to perform SELLER's obligations, SELLER's sole and exclusive remedy shall be the right to terminate this Agreement by written notice to BUYER or BUYER's attorney and retain the deposit as reasonable liquidated damages for BUYER's inability or unwillingness to perform. If Sublessee shall default It is the intention of the parties hereto freely to make advance provision on the date of this Agreement for such event in order (a) to avoid controversy, delay and expense, and (b) to specify now a reasonable amount agreeable to both for compensation to the SELLER for losses which may not be readily ascertainable or quantifiable, such as any of the following which might be necessary to place SELLER in the payment position SELLER would have been in had BUYER made timely performance: costs of rent or other payments required carrying, maintaining, insuring and protecting the property; loss of Sublesseeinterest income on the proceeds; loss of optimum market time, value and if Sublessee shall fail conditions; the uncertainty, delay, expense and inconvenience of finding a substitute buyer; additional commissions, fees, taxes and borrowing expenses to cure said default within seven (7) business days after receipt meet obligations entered into in anticipation of performance. In such event and upon SELLER's written notice of said default from Sublessor; or if Sublessee termination, the Premises shall default in the performance or observance be free of any other agreement claims or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination BUYER therein by virtue of this Sublease, and upon entry as aforesaid (or in Agreement. In no event shall the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following closing take place later than the date of closing set forth in Paragraph 4 hereof, subject to the sending provisions of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any Paragraphs 6 and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.211. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected event the closing has not taken place by the Sublessor against all loss end of rentsaid period, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration through no fault of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet non-delaying party, the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default delaying party shall be deemed to be rectified or cured if Sublessorin default. If SELLER defaults hereunder, within such thirty (30) day period, BUYER shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee remedies as BUYER shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligationlimited to, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullspecific performance.

Default. 18.1. If Sublessee shall default in the payment of A. Lessor may terminate this Lease on five (5) days notice: (i) if rent or other payments required of Sublessee, and additional rent is not paid within ten (10) days after written notice from Lessor; or (ii) if Sublessee Lessee shall fail have failed to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall a default in the performance or observance of any other agreement covenant of this Lease (except the payment of rent), or condition on its part to be performed any rule or observedregulation hereinafter set forth within five (5) days after written notice thereof or, and if Sublessee such default is incapable of cure within said five (5) day period, if Lessee shall fail not promptly proceed to cure said such default within ninety said five (905) days days, or shall not thereafter complete the curing of such longer period as default with due diligence; or (iii) if a petition in bankruptcy shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; filed by or against Lessee or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee Lessee shall make an a general assignment of its property for the benefit of creditors, or receive the benefit of any insolvency or reorganization act; or (iv) if Sublessee shall file voluntary bankruptcya receiver or trustee is appointed for any portion of Lessee’s property and such appointment is not vacated within thirty (30) days; or (v) if any bankruptcy execution or insolvency proceedings attachment shall be commenced by Sublessee or an involuntary bankruptcy issued under which the premises shall be filed against taken or occupied or attempted to be taken or occupied by anyone other than Lessee; or (vi) if the Sublessee which remains undischarged premises become and remain vacant or deserted for a period of 60 twenty (20) days, ; or (vii) if a receiver, trustee, the premises are used for some purpose other than the purpose in Article 1 hereof; or assignee shall be appointed for (viii) if this lease is mortgaged or assigned without the whole prior written consent of Lessor; or (ix) if any part portion of the Sublessee's property, then in premises is sublet without the prior written consent of Lessor; or (x) if Lessee shall default beyond any of said cases, Sublessor lawfully may upon seven days notice grace period under any other Lease between Lessee and Lessor; or (xi) if such notice Lessee shall adversely affect the rights fail to move into or take possession of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice premises within fifteen (15) days after commencement of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives Lease. B. At the expiration of the five (5) day notice period, this Lease any and all rights of redemption granted by renewal or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease extension thereof shall terminate as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from completely as if that were the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and originally fixed for the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting Lessee shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above remain liable as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance hereinafter provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. (a) If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee Lessee shall fail to cure said default pay any rent, additional rent, or other monies due under this Lease within seven fifteen (715) business days after receipt the due date thereof; or shall fail to duly and timely perform any other term, covenant, condition or provision of written notice of said default from Sublessorthis Lease required to be performed; or if Sublessee Lessee shall default in the performance become bankrupt or observance of insolvent, or file any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upondebtor proceedings, or take Sublessee's leasehold interest or have taken against Lessee in any part hereof, upon execution, attachmentcourt pursuant to any statute either of the United States or of any state a petition in bankruptcy or insolvency, or their process for reorganization, or for the appointment of lawa receiver or trustee of all or a portion of Lessee's property; or if Sublessee shall make an assignment of its property for the benefit of creditors, or petition for or enter into an arrangement, or suffer this Lease to be taken under any writ of execution or attachment; or if Sublessee this Lease shall file voluntary bankruptcy; pass to or if any bankruptcy devolve upon, by law or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged otherwise, one other than Lessee except as otherwise provided for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's propertyin this Lease, then in any one or more of such events, upon Lessor serving a written five (5) day notice of default upon Lessee specifying the nature of said casesdefault and if, Sublessor lawfully at the expiration of said five (5) day period, Lessee shall have failed to cure the default then, Lessor may upon seven days give Lessee a three (3) day notice of cancellation of this Lease and at the expiration of such three (3) day period, this Lease and the term hereunder shall terminate and come to an end of the date specified in such notice of cancellation, and Lessee shall quit and surrender the demised premises to Lessor as if the term hereunder ended by expiration of the time fixed herein. In such event, however, Lessee shall remain liable to Lessor for all monies as hereinafter provided. (b) If the notices provided shall have been given and the term shall expire as aforesaid; or should Lessor elect to terminate this Lease, Lessor shall have the immediate right of reentry and may remove all persons and property from the demised premises; and such property may be removed and stored in a public warehouse or elsewhere at the cost of, and for the account of Lessee, all without service of notice or if such resorting to legal process (which notice shall adversely affect the rights Lessee hereby expressly waives) and without being deemed guilty of the Sublessor in any bankruptcy or receivership, then immediatelytrespass, or at becoming liable for any time thereafterloss or damage which may be occasioned thereby. Lessor shall have a lien for the payment of all sums agreed to be paid by Lessee herein upon all Lessee's property, which is to be in addition to any lien in Lessor's favor now or hereafter provided for by law. (c) Should Lessor elect to re-enter the demised premises or take possession pursuant to legal proceedings or pursuant to any notice provided for by law, Lessor may make such alterations and without further notice of demand, enter into repairs as Lessor may in Lessor's sole discretion deem necessary in order to relet the premises; and upon the Subleased Premises, Lessor may relet said premises or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its thereof for such term or their property without being taken or deemed to terms (which may be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), for a term extending beyond the term of this Sublease lease) and at such commercially reasonable rentals and upon such other terms and conditions as Lessor in its sole discretion may deem advisable. Upon each such reletting, all rentals received by Lessor from such reletting shall terminatebe applied first to the payment of any indebtedness other than rent due hereunder from Lessee to Lessor; second, to the payment of any reasonable costs and expenses of such reletting, including brokerage fees and attorney's fees and the cost of alterations and repairs; third, to the payment of rent and additional rent due and unpaid hereunder; and the residue, if any, shall be held by Lessor and applied in payment of future rent as the same may become due and payable hereunder. Sublessee If such rentals received from such reletting during any month be less than that to be paid during that month by Lessee hereunder, Lessee shall pay any such deficiency to Lessor. Such deficiency shall be paid on demand. (d) In the event of any default on the part of Lessee which shall result in the bringing of any action or proceeding by Lessor, whether to recover possession of the premises or otherwise, all sums due and owing to Lessor on account of rent, additional rent, accelerate rent, minimum rent, or otherwise under this Lease, together with all costs, disbursements, expenses and reasonable attorney's fees incurred by Lessor, shall be recoverable by Lessor in such action or proceeding or in any other action or proceeding brought by Lessor, in Lessor's sole discretion. In addition, all costs, disbursements, expenses and reasonable attorney's fees incurred by Lessor in successfully defending any action or proceeding brought by Lessee or by any third party as a result of any act of Lessee, shall likewise be recoverable by Lessor. (e) The parties waive trial by jury in any action, proceeding or counterclaim brought by either of the parties hereto against the other on any matters whatsoever arising out of or in any way connected with this Lease, the relationship of Lessor and Lessee, and Lessee's use of occupancy of the demised premises except in claims for personal injury or property damage. (f) Lessee hereby expressly waives any and all rights of to redemption granted by or under any present or future laws in the event of Sublessee Lessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with Lessor obtaining possession of the Subleased Premisesdemised premises, with removing from by reason of the Subleased Premises property violation by Lessee of Sublessee and persons claiming under it any of the provisions of this Lease. (including warehouse charges), with putting g) In the Subleased Premises into event of a condition reletting similar to its condition at the commencement breach or threatened breach by Lessee of any provision of this Lease, reasonable wear Lessor shall have the right of injunction separate and tear exceptedapart from all other rights and remedies provided for in this Lease and/or under the law. (h) The rights and remedies given to Lessor in this Lease are distinct, separate and cumulative remedies, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment exercise of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor them shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified exclude Lessor's right to exercise any or cured if Sublessor, within such thirty all of the others. (30i) day period, This paragraph shall have commenced such cure and shall continue thereafter with due diligence apply to cause such cure to be completed. Upon any default renewal or extension of this Sublease by Sublessor, Sublessee Lease; and if Lessee shall be entitled default hereunder prior to pursue the date fixed as the commencement of any and all remedies available to Sublessee at law renewal or in equity, including, without limitation, the right extension of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligationthis Lease, to cure which the parties may hereafter agree, Lessor may cancel such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullrenewal or extension agreement on two (2) days' written notice to Lessee.

Default. 18.1A. The occurrence of any one or more of the following events shall constitute a default hereunder by TENANT (an "Event of Default"): 1. If Sublessee Base Rent or Additional Rent is not paid within five (5) days after it is due and payable; 2. If TENANT shall default in the payment of rent or other payments required of Sublessee, and if Sublessee shall fail have failed to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall a default in the performance or observance of any of the other agreement terms, covenants or condition on its part to provisions of this Lease (except payment of rent) or any rule or regulation hereinafter set forth within fifteen (15) days after written notice thereof, or if such default is of a nature that it cannot be performed or observedcompletely remedied within said fifteen (15) day period, and if Sublessee TENANT shall fail to cure not commence within said default within ninety fifteen (9015) days or and shall not thereafter diligently procure to completion all steps necessary to remedy such longer period as default; 3. If a petition in bankruptcy shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; filed by or against TENANT or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee TENANT shall make an a general assignment of its property for the benefit of creditors; , or if Sublessee shall file voluntary bankruptcy; receive the benefit of any insolvency or if reorganization act; 4. If a receiver or trustee is appointed for any bankruptcy portion of TENANT's property and such appointment is not vacated within sixty (60) days; 5. If an execution or insolvency proceedings attachment shall be commenced by Sublessee or an involuntary bankruptcy issued under which the Demised Premises shall be filed against taken or occupied or attempted to be taken or occupied by anyone other than TENANT; 6. If the Sublessee which remains undischarged Demised Premises become and remain vacant, deserted or abandoned for a period of 60 thirty (30) consecutive days, or if a receiver, trustee, or assignee shall be appointed ; 7. If the Demised Premises are used for some purpose other than the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of defaultuse specifically authorized herein. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, B. If TENANT shall default in performing any covenant or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear exceptedLANDLORD may perform the same for the account of TENANT, and with TENANT shall reimburse LANDLORD for any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above expense incurred therefor as to expenses or additional rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. If Sublessee In the event that: (a) LESSEE shall default in the payment of rent the security deposit or other payments required any installment of SublesseeAnnual Base Rent of any Additional Rent, and if Sublessee such default shall fail to cure said default within seven continue for five (75) business days after receipt of written notice of said default from Sublessorthereof; or if Sublessee (b) LESSEE shall default in the performance observance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, LESSEE’s covenants, agreements, or agreements contained in this Sublease obligations hereunder and such default in performance continues for more than shall not be corrected within thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall longer time as may be deemed reasonably necessary provided LESSEE commences to be rectified or cured if Sublessor, cure within such thirty (30) -day period, shall have commenced such cure period and shall continue thereafter with due diligence to cause diligently pursues such cure to completion; (c) LESSEE shall be completeddeclared bankrupt or insolvent according to law, or if any voluntary or involuntary petition for bankruptcy is filed against LESSEE and not discharged within sixty (60) days from filing; or if any assignment shall be made of LESSEE’s property for the benefit of creditors; then, while such default continues, and without demand or further notice, LESSOR shall have the right to re-enter and take complete possession of the Leased Premises, to declare the term of this Lease ended, and to remove LESSEE’s effects, without being guilty of any manner of trespass and without prejudice to any remedies which might be otherwise used for arrears of rent and other default of breach of covenant. LESSEE shall indemnify LESSOR against all loss of Rent and other payments which LESSOR may incur by reason of such termination during the remainder of the term, it being expressly understood that LESSOR shall use reasonable efforts to relet the Leased Premises and collect all rents from such reletting. If LESSEE shall default, after reasonable notice thereof, in the observance or performance of any conditions or covenants on LESSEE’s part to be observed or performed under or by virtue of any one of the provisions in any section of this Lease, LESSOR, without being under any obligation to do so and without thereby waiving such default, may after the expiration of any applicable cure period, remedy same for the account and at the expense of LESSEE, (including but not limited to application of any or all of the Security Deposit held by LESSOR). If LESSOR pays or incurs any obligations for the payment of money in connection therewith, including but not limited to reasonable attorney’s fees in instituting, prosecuting or defending any action or proceeding, such sums paid or obligations incurred, with interest at the rate of eighteen (18%) percent per annum and costs, shall be paid to LESSOR by LESSEE as additional rent. Upon any default of this Sublease Lease by SublessorLESSEE, Sublessee and because the payment of Rent in monthly installments is for the sole convenience of the LESSEE, the entire balance of the Rent which would accrue hereunder shall at the option of the LESSOR become immediately due and payable. The foregoing shall be entitled subject to pursue any and all remedies available LESSOR’s agreement to Sublessee at law or take reasonable steps to mitigate its damages (in equity, including, without limitation, which case the right of self- help. In LESSOR shall repay to LESSEE the event Sublessor fails to cure mitigated amount against the default within ten (10) days after delivery of such notice, Sublessee shall have the rightaccelerated Rent paid by LESSEE), but such mitigation shall not be construed to require LESSOR to lease to any substitute tenant: (a) at any Rent that is less than the obligationlower of: (i) the Rent that is set forth in this Lease, or (ii) the Rent for comparable space in the Building being marketed by LESSOR as of the date of the default; (b) for a Term that is less than the remaining balance of the Term of the Lease; (c) on any terms or conditions that are materially less favorable to cure LESSOR than those set forth in the Lease; or (d) if such default itselfsubstitute tenant is reasonably objectionable to the LESSOR. Notwithstanding the foregoing, and the costs LESSEE agrees to pay reasonable attorney’s fees incurred by Sublessee LESSOR in curing such default shall be offset against the Base Rent next coming due until satisfied in fullenforcing any or all obligations of LESSEE under this Lease at any time.

Default. 18.1. If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee any party hereunder shall fail to cure said default within seven (7) business days after receipt perform any of written notice of said default from Sublessor; the material covenants and agreements contained herein and such condition or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged failure continues for a period of 60 days, ten (10) days (or if such additional period as may be reasonably required to effectuate a receiver, trustee, or assignee shall be appointed for the whole or any part cure of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5thsame) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee the other party hereto, the non-defaulting party may terminate this Agreement, in which event the prorated amount of the developer fees earned to Sublessor specifying date pursuant to Section 6 above by Harbor, if Harbor is the particulars of such default or breach of performance providednon-defaulting party, howevershall become immediately due and payable to Harbor, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default and shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default paid within ten (10) days after delivery of the defaulting party’s receipt of written notice of such noticetermination. If Owner is the non-defaulting party and elects to terminate this Agreement as set forth above, Sublessee as an additional remedy, Owner shall have the rightright to terminate the Management Agreement without payment of any termination fee or other fees that accrue after the date of termination. If Harbor is the non-defaulting party and elects to terminate this Agreement as set forth above, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default then Harbor shall be offset entitled to: (a) Immediate release from any construction-related guaranty and indemnification by Owner from and against any and all claims thereunder arising from and after the Base Rent next coming due until satisfied date of termination; (b) Payment of all monies held in fullthe Developer Holdback Account; (c) Payment of the balance of the portion of its Development Fee owed for work performed through termination; (d) To terminate the Management Agreement; and (e) To exercise any and all of its rights at law or in equity to recover additional damages against Owner. Upon termination of this Agreement pursuant to this Section 10, except as set forth in the preceding paragraphs, neither party shall have any further liability or obligation to the other pursuant to this Agreement, except for provisions (if any) that survive termination. If any lawsuit or other legal proceeding arises in connection with the enforcement of this Agreement, the prevailing party therein shall be entitled to receive from the non-prevailing party the prevailing party’s costs and expenses, including reasonable attorneys’ fees, incurred in connection therewith, in preparation therefore and on appeal therefrom, which amounts shall be included in any judgment therein.

Default. 18.110.1 Subtenant acknowledges that certain services to be rendered to the Premises are to be rendered by Overlandlord under the Over▇▇▇▇▇. If Sublessee shall default ▇▇ything in this Sublease to the contrary notwithstanding, if there exists a breach by Sublandlord of any of its obligations under this Sublease and, concurrently, a corresponding breach by Overlandlord under the Over▇▇▇▇▇ ▇▇ its obligations under the Over▇▇▇▇▇ ▇▇▇sts, then and in such event, Subtenant's sole remedy against Sublandlord in the payment event of rent or other payments required any breach of Sublesseeobligations under this Sublease shall be the right to pursue a claim in the name of Sublandlord against Overlandlord, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default Sublandlord agrees that it will, at Subtenant's expense, cooperate with Subtenant in the performance or observance pursuit of such claim. 10.2 Anything contained in any other agreement or condition on its part provisions of this Sublease to be performed or observedthe contrary notwithstanding, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy uponSubtenant agrees, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; both Sublandlord and Overlandlord, with respect to the Premises, to comply with and remedy any default claimed by Overlandlord under the Over▇▇▇▇▇ ▇▇▇ caused by Subtenant, within the period allowed to Sublandlord as tenant under the Over▇▇▇▇▇, ▇▇en if such time period is shorter that the period otherwise allowed in the Over▇▇▇▇▇, ▇▇e to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Overlandlord. Sublandlord agrees to forward to Subtenant, upon receipt thereof by Sublandlord, a copy of each notice of default received by Sublandlord in its capacity as tenant-under the Over▇▇▇▇▇. ▇▇btenant agrees to forward to Sublandlord, upon receipt thereof, copies of any notices received by Subtenant with respect to the-Premises from Overlandlord or if Sublessee shall file voluntary bankruptcy; from any governmental authorities. Sublandlord and Subtenant each agree to indemnify and hold the other harmless from and against all claims, penalties and expenses, including reasonable attorneys' fees, based upon any uncured default by such party during the term hereof and its performance of those terms, covenants and provisions of the Over▇▇▇▇▇ ▇▇▇ch are or if any bankruptcy or insolvency proceedings shall be commenced applicable to such party. 10.3 Subtenant acknowledges that upon breach of any provisions of this Sublease by Sublessee Subtenant, any rights or an involuntary bankruptcy shall be filed against options granted to Subtenant under this Sublease or the Sublessee which remains undischarged for a period of 60 daysOver▇▇▇▇▇ ▇▇▇ating to expansion, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premisesrenewal, or any part hereof in other equity option, shall immediately terminate and shall not be exercisable for the name remainder of the wholeSublease term. If and whenever there shall occur any event of default of this Sublease, and hold beyond any applicable cure period, Sublandlord may, at Sublandlord's option, in addition to any other remedy or right given under the Subleased Premises as if Over▇▇▇▇▇ ▇▇ by law or equity, do any one or more of the following:. (a) Terminate this Sublease had not been madewithout notice to Subtenant, and expel Sublessee and those claiming in which Subtenant shall immediately surrender possession of the Premises to Sublandlord; (b) Terminate Subtenant's right to possession of the Premises under itthis Sublease without terminating the Sublease itself, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send by written notice to Sublessee Subtenant in which event Subtenant shall immediately surrender possession of the Premises to Sublandlord (c) Enter upon and take possession of the Premises and expel or remove Subtenant and any other occupant therefrom, with or without having terminated this Sublease; (d) Alter locks and other security devices at the Premises with or without having terminated this Sublease or Subtenant's right to possession under the Sublease; (e) Enter upon the Premises by force if necessary without being liable for prosecution or any claim for damages therefor, and do whatever Subtenant is obligated to do under the terms of this Sublease; and Subtenant agrees to reimburse Sublandlord on demand for any direct or indirect expenses which Sublandlord or Overlandlord may incur in thus effecting compliance with Subtenant's obligations under this Sublease, and Subtenant further agrees that Sublandlord shall not be liable for any damages resulting to Subtenant from such action; (f) Accelerate all rental payments due under the Sublease for the. remainder of the Sublease Term. Sublandlord shall use reasonable diligence to relet the Premises after such default by Subtenant, and the net proceeds of such reletting (after deducting reasonable expenses) shall be credited against the amount due under the Sublease. 10.4 It is hereby expressly stipulated by Sublandlord and Subtenant that any of the above listed actions including, without limitation, termination of this Sublease, termination of Subtenant's right to possession, and re-entry by Sublandlord, will not affect the obligations of Subtenant for the unexpired Sublease Term, including the obligations to pay unaccrued monthly rentals and other charges provided in this Sublease for the remaining portion of the Sublease Term. If an event of default occurs, and is not cured within -the applicable cure period, if any, Sublandlord is entitled and is hereby authorized, without notice to Subtenant, to enter upon the Premises by use of a master key, a duplicate key, or other peaceable means, and to change, alter, and/or modify the door locks on all entry as aforesaid (or in doors of the Premises, thereby permanently excluding Subtenant, and its officers, principals, agents, employees, and representatives therefrom. In the event that Sublessor shall sent Sublandlord has either terminated Subtenant's right to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date possession of the sending Premises pursuant to the foregoing provisions of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from or has terminated the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor Sublease by reason of such terminationSubtenant's default, between the time of termination and the expiration of the term of this Sublease. Sublessor Sublandlord shall reasonably perform its legal obligation not thereafter be obligated to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection provide Subtenant with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first key to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with Premises at any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance time; provided, however, that in any such instance, during Sublandlord's normal business hours and at the convenience of Sublandlord, and upon the written request of Subtenant accompanied by such written waiver and releases as the Sublandlord may require, Sublandlord will escort Subtenant or its, authorized personnel to the Premises to retrieve any personal belongings or other property of Subtenant. If Sublandlord elects to exclude Sub tenant from the Premises without permanently repossessing the Premises or terminating the Sublease pursuant to the foregoing provisions of this Sublease, the Sublandlord (at any time prior to actual permanent repossession or termination) shall not be obligated to provide Subtenant a key to re-enter the Premises until such time as all delinquent rental and other amounts due under this Sublease have been paid in full (and all other defaults, if any, have been completely cured to Sublandlord's satisfaction), and Sublandlord has been given assurance reasonably satisfactory to Sublandlord evidencing Subtenant's ability to satisfy its remaining obligations under this Sublease. During any such temporary period of exclusion, Sublandlord will, during Sublandlord's regular business hours, and at Sublandlord's convenience, upon written request by Subtenant accompanied by such waivers and releases as the default complained Sublandlord may require, escort Subtenant or its authorized personnel to the Premises to retrieve personal belongings of Subtenant or its employees. This remedy of Sublandlord shall be in addition to, and not in lieu of, is any of such a nature that its other remedies set forth in this Sublease, the same cannot be rectified or cured within such thirty (30 day periodOver▇▇▇▇▇, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies ▇▇ otherwise available to Sublessee Sublandlord at law or in equity. 10.5 Exercise by Sublandlord of any one or more remedies hereunder granted or otherwise available shall not be deemed to be an acceptance or surrender of the Premises by Subtenant, includingwhether by agreement or by operation of law, without limitationit being understood that such surrender can be effected only by the written agreement of Sublandlord and Subtenant. No such alteration of locks or other security devices and no removal or other exercise of dominion by Sublandlord over the property of Subtenant or others at the Premises shall be deemed unauthorized or constitute a conversion, Subtenant hereby consenting, after any event of default, to the right aforesaid exercise of self- helpdominion over Subtenant's property within the Premises. In the event Sublessor fails to cure the default within ten (10) days after delivery All claims for damages by reason of such noticere-entry and/or repossession and/or alteration of locks or other security devices are hereby waived, Sublessee shall have as are all claims for damages by reason of any distress warrant, forcible detainer proceedings, sequestration proceedings or other legal process. Subtenant 'agrees that any re-entry by Sublandlord may be pursuant to a judgment obtained in forcible detainer proceedings or other legal proceedings without the rightnecessity for any legal proceedings, but not the obligation, to cure such default itselfas Sublandlord may elect, and the costs incurred by Sublessee Sublandlord shall not be liable in curing such default trespass or otherwise. 10.6 Neither Subtenant nor Sublandlord shall be offset against the Base Rent next coming due until satisfied in fullliable for consequential damages caused by such party's default under this Sublease.

Default. 18.1. If Sublessee The occurrence of any one or more of the following shall constitute an “Event of Default” under this Sublease: a. Subtenant shall fail to pay any rent or other sum due hereunder within five (5) business days after written notice by Sublandlord to Subtenant; b. Subtenant shall create or suffer a default under the Prime Lease under any provision of the Prime Lease applicable to Subtenant or the Sublease Premises, except as expressly excluded herein, and Subtenant shall not cure such default within thirty (30) days after written notice from Sublandlord to Subtenant; c. Subtenant shall default in the payment due keeping, observing or performance of rent any covenant, term, provision or other payments required condition of Sublesseethis Sublease not described above on the part of Subtenant to be kept, observed or performed, and if Sublessee such default shall fail to cure said default continue and shall not be remedied by Subtenant within seven thirty (730) business days after receipt of Sublandlord shall have given to Subtenant a written notice of said default from Sublessor; or if Sublessee specifying the same; d. any event shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest occur or any part hereofcontingency shall arise whereby this Sublease or the estate hereby granted or the unexpired balance of the term hereof would, upon executionby operation of law or otherwise, attachmentdevolve or pass to any person, firm, association or their process of law; or if Sublessee corporation other than Subtenant except as expressly permitted hereunder; e. Subtenant shall make an assignment of its property for the benefit of creditors; creditors or if Sublessee shall file a voluntary bankruptcy; or if petition under any bankruptcy or insolvency proceedings shall be commenced by Sublessee law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Subtenant and such involuntary petition is not dismissed within sixty (60) days after the Sublessee filing thereof; f. a petition is filed by or against Subtenant under the reorganization provisions of the United States Bankruptcy Code or under the provisions of any law of like import, unless such petition under said reorganization provisions be one filed against Subtenant which remains undischarged for is dismissed within sixty (60) days after its filing; g. Subtenant shall file a period petition under the arrangement provisions of 60 days, the United States Bankruptcy Code or if under the provisions of any law of like import; or h. a permanent receiver, trustee, trustee or assignee liquidator shall be appointed for Subtenant or of or for the whole or any part property of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafterSubtenant, and without further notice of demandsuch receiver, enter into and upon the Subleased Premises, trustee or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had liquidator shall not have been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass discharged within sixty (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th60) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of his or her appointment. If an Event of Default occurs under this Sublease, Subtenant does hereby authorize and fully empower Sublandlord to use all lawful means available to cancel and annul this Sublease, and to re-enter and take possession of the notice Sublease Premises, and remove all persons and their property therefrom so as to recover at once full and exclusive possession of default. 18.2. In all the case Sublease Premises, whether in possession of such termination, Sublessee will indemnify and pay to Sublessor each monthSubtenant or of third persons, or vacant; or Sublandlord may at its option at any time after such other period elected by default or violation of condition or covenant, re-enter and take possession of the Sublessor against all loss Sublease Premises without such re-entering working a forfeiture of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination rents to be paid and the expiration of covenants to be kept by Subtenant for the full term of this Sublease. Sublessor The foregoing shall reasonably perform its legal obligation to relet in no way limit the premises for such term as remedies or rights of Sublandlord and the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession parties hereby agree that all of the Subleased Premises, with removing from rights and remedies in favor of Prime Landlord under the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting Prime Lease shall be applied first inure to the foregoing expenses and then to the payment benefit of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment Sublandlord if an Event of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in Default occurs under this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullSublease.

Default. 18.1. If Sublessee shall default in the payment of rent or other 20.1 With respect to all payments required of Sublesseeto be made by WORLDCOM hereunder, WORLDCOM shall be in default hereunder if such payment is not paid on the date due and payable hereunder, and if Sublessee from and after such date such unpaid amount shall fail bear interest until paid at a rate equal to cure said the rate set forth in Article XXVII. With respect to all non-payment obligations, WORLDCOM shall be in default within seven under this Agreement thirty (730) business days after receipt of QWEST shall have given WORLDCOM written notice of said such default from Sublessorunless WORLDCOM shall have cured such default or such default is otherwise waived within such thirty (30) days; or provided, however, that where such default cannot reasonably be cured within such thirty (30) day-period, if Sublessee WORLDCOM shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail proceed promptly to cure said the same and prosecute such curing with due diligence, the time for curing such default shall be extended for such period of time as may be necessary to complete such curing. Events of default also shall include, but not be limited to, the making by WORLDCOM of a general assignment for the benefit of its creditors, the filing of a voluntary petition in bankruptcy or the filing of a petition in bankruptcy or other insolvency protection against WORLDCOM which is not dismissed within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy uponthereafter, or take Sublessee's leasehold interest the filing by WORLDCOM of any petition or any part hereofanswer seeking, upon execution, attachmentconsenting to, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 daysacquiescing in reorganization, arrangement, adjustment composition, liquidation, dissolution, or if a receiver, trustee, or assignee shall similar relief. Any event of default by WORLDCOM may be appointed for waived under the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination terms of this Sublease, and upon entry as aforesaid (or in Agreement at QWEST's option. Upon the event that Sublessor shall sent failure by WORLDCOM to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives timely cure any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee QWEST, QWEST may (i) take such action as it determines, in its sole discretion, to Sublessor specifying be necessary to correct the particulars default, and (ii) pursue any legal remedies it may have under applicable law or principles of equity relating to such breach. Notwithstanding the above, if WORLDCOM certifies in good faith to QWEST in writing that a default or breach of performance providedhas been cured, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, unless QWEST otherwise notifies WORLDCOM in writing within such thirty fifteen (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (1015) days after delivery of receipt of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullnotice from WORLDCOM.

Default. 18.1(a) Failure of Tenant to perform any of its obligations hereunder shall constitute an (“Event of Default”). Upon the occurrence of an Event of Default, Landlord shall: (i) If Sublessee the Event of Default relates to any other obligation not deemed to be an emergency by Landlord, Landlord shall default in the payment of rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven give Tenant a thirty (730) business days after receipt of day written notice of said default from Sublessor; or if Sublessee shall default in default; (ii) If the performance or observance Event of any other agreement or condition on its part Default is deemed by Landlord to be performed or observedan emergency requiring immediate attention, and if Sublessee Landlord shall fail to cure said give Tenant telephonic notice of default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of followed by written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part requiring immediate cure of the Sublessee's propertydefault. (b) Upon expiration of the notice period provided above, then in if Tenant has not cured the Event of Default, Landlord may take any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premisesfollowing actions, or any part hereof other actions allowed in law or equity: (i) Cure the name Event of Default at the wholeexpense of ▇▇▇▇▇▇, and hold in which case any costs incurred by Landlord in curing the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty Event of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee Default shall be liable for a 5% late charge applicable due and payable to any amounts due under this Sublease, which are not paid Landlord within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after receipt of an invoice therefore; (ii) Terminate this Lease by written notice thereof from Sublessee of termination to Sublessor specifying the particulars Tenant. Absent such written notice of such default or breach of performance providedtermination, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default no action by Landlord shall be deemed to be rectified or cured if Sublessora termination of this Lease; (iii) Proceed under the law of the State to re-enter and take possession of the leased premises, within such thirty (30) day periodexpelling Tenant therefrom and relet the leased premises without terminating the Lease, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure Tenant to be completed. Upon liable for costs and expenses of reletting as well as any default difference in rental through the remainder of this Sublease the term of the Lease; (iv) Bring an action for collection of damages caused by Sublessor, Sublessee shall be entitled to pursue any ▇▇▇▇▇▇’s breach of the Lease; or (v) Any combination of the foregoing remedies and all remedies available to Sublessee at those provided in law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. If Sublessee shall default in the payment of A. Lessor may terminate this Lease on five (5) days’ notice: (i) if rent or other payments required of Sublessee, and additional rent is not paid within ten (10) days after written notice from Lessor; or (ii) if Sublessee Lessee shall fail have failed to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall a default in the performance or observance of any other agreement covenant of this Lease (except the payment of rent), or condition on its part to be performed any rule or observedregulation hereinafter set forth within five (5) days after written notice thereof or, and if Sublessee such default is incapable of cure within said five (5) day period, if Lessee shall fail not promptly proceed to cure said such default within ninety said five (905) days days, or shall not thereafter complete the curing of such longer period as default with due diligence; or (iii) if a petition in bankruptcy shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; filed by or against Lessee or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee Lessee shall make an a general assignment of its property for the benefit of creditors, or receive the benefit of any insolvency or reorganization act; or (iv) if Sublessee shall file voluntary bankruptcya receiver or trustee is appointed for any portion of Lessee’s property and such appointment is not vacated within thirty (30) days; or (v) if any bankruptcy execution or insolvency proceedings attachment shall be commenced by Sublessee or an involuntary bankruptcy issued under which the premises shall be filed against taken or occupied or attempted to be taken or occupied by anyone other than Lessee; or (vi) if the Sublessee which remains undischarged premises become and remain vacant or deserted for a period of 60 twenty (20) days, ; or (vii) if a receiver, trustee, the premises are used for some purpose other than the purpose in Article I hereof; or assignee shall be appointed for (viii) if this lease is mortgaged or assigned without the whole prior written consent of Lessor; or (ix) if any part portion of the Sublessee's property, then in premises is sublet without the prior written consent of Lessor; or (x) if Lessee shall default beyond any of said cases, Sublessor lawfully may upon seven days notice grace period under any other Lease between Lessee and Lessor; or (xi) if such notice Lessee shall adversely affect the rights fail to move into or take possession of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice premises within fifteen (15) days after commencement of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives Lease. B. At the expiration of the five (5) day notice period, this Lease any and all rights of redemption granted by renewal or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease extension thereof shall terminate as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from completely as if that were the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and originally fixed for the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting Lessee shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above remain liable as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance hereinafter provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.,

Default. 18.1SECTION 1. If Sublessee shall default The following occurrences are "events of default": (a) The Lessee defaults in the due and punctual payment of rent or other payments required of Sublessee, Base Rent and if Sublessee shall fail to cure said Additional Rent and such default within seven continues for ten (710) business days after receipt of written notice from the Lessor; provided, however, that the Lessee will not be entitled to more than one (1) notice of said default from Sublessor; or if Sublessee shall default in the performance or observance payment of rent during any other agreement or condition on its part to be performed or observedtwelve month period, and if Sublessee if, within twelve (12) months after any such notice, any rent is not paid when due, the grace period shall fail be shortened to cure said default within ninety five (905) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice from Lessor. (b) Lessee breaches any of said default from Sublessor; or if any person shall levy uponthe other agreements, terms, covenants, or take Sublessee's leasehold interest or any part hereofconditions which this Lease requires Lessee to perform, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged and such breach continues for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee by Lessor to Sublessor specifying the particulars of such default or breach of performance provided, however, Lessee provided that if the default complained of, is of such a nature that the same any breach cannot reasonably be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such said thirty (30) day perioddays, then no event of default shall have exist so long as Lessee has commenced to cure the failure within said thirty (30) days and diligently prosecutes the curing thereof. SECTION 2. If an Event of Default shall occur, Lessor may, at its option, give to the Lessee a notice terminating this Lease upon a date specified in such cure notice which date shall be not less than three (3) business days after the date of receipt by the Lessee of such notice and upon the date specified in said notice, the term and estate hereby vested in the Lessee shall cease and any and all other right, title and interest of Lessee hereunder shall likewise cease without further notice or lapse of time as fully and with like effect as of the term of this Lease had elapsed, but Lessee shall continue thereafter with due diligence to cause such cure to be completedliable to Lessor as hereinafter provided. SECTION 3. Upon any default termination of this Sublease Lease as the result of an Event of Default, the Lessee shall quit and peaceably surrender the Demised Premises to the Lessor and, at any time after such termination, the Lessor may, without further notice, enter the Demised Premises and repossess the same by Sublessorsummary proceedings or other lawful means and may dispossess the Lessee and remove it and all claiming under it from the Demised Premises and may have, Sublessee hold and enjoy the Demised Premises and the right to receive all rental income from the same. SECTION 4. At any time or from time to time after any such termination, Lessor shall use reasonable efforts to relet the Demised Premises or any part thereof, in the name of Lessor or otherwise, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the Lease term) and on such conditions (which may include concessions or free rent) as the Lessor, in its reasonable discretion, may determine and may collect and receive the rents therefor. Lessor shall in no way be responsible or liable for any failure to relet the Demised Premises or any part thereof, or for any failure to collect any rent due upon any such reletting provided it has used its reasonable efforts as aforesaid. In the event of Lessee's default, Lessee shall be entitled liable to pursue any and Lessor for all remedies available to Sublessee at law or in equity, expenses associated with reletting including, without limitation, the right legal fees and real estate broker's commissions. SECTION 5. No such termination of self- helpthis Lease shall relieve Lessee of its liability and obligations under this Lease and such liability and obligations shall survive any such termination as more particularly described below. In the event Sublessor fails of any such termination, the Lessee shall pay to cure the default within ten Lessor Base Rent and Additional Rent up to the date of termination. The Lessee shall also pay to the Lessor, on demand, at the Lessor's election, either (10i) days after delivery the amount by which, at the time of the termination of this Lease (or at any time thereafter if the Lessor shall have initially elected damages under subparagraph (ii) of this Section 5) (a) the aggregate of the rent due hereunder projected over the period commencing with such time and ending on the termination date of this Lease exceeds (b) the aggregate fair market rental value of the Demised Premises for such period; or (ii) amounts equal to the rent which would have been payable by Lessee had this Lease not been so terminated, payable upon the due dates therefor specified herein following such termination and until the then scheduled termination date, provided, however, if Lessor shall re-let the Demised Premises during such period, that Lessor shall credit Lessee with the net rents received by Lessor from such reletting, such net rents to be determined by first deducting from the gross rents as and when received by Lessor from such re-letting the expenses reasonably incurred or paid by Lessor in terminating this Lease, as well as the reasonable expenses of re-letting, including altering and preparing the Demised Premises for new tenants, brokers' commissions, and all other similar and dissimilar reasonable expenses properly chargeable against the Demised Premises and the rental therefrom, it being understood that any such re-letting may be for a period equal to or shorter or longer than the remaining term of this Lease; and provided, further, that (a) in no event shall Lessee be entitled to receive any excess of such noticenet rents over the sums payable by Lessee to Lessor hereunder and (b) in no event shall Lessee be entitled in any suit for the collection of damages pursuant to this Subparagraph (ii) to a credit in respect of any net rents from a re-letting except to the extent that such net rents are actually received by Lessor prior to the commencement of such suit. If the Demised Premises or any part thereof should be re-let in combination with other space, Sublessee then proper apportionment on a square foot area basis shall have be made of the rightrent received from such re-letting and of the expenses of re-letting. Lessor shall use reasonable efforts to re-let the Demised Premises. SECTION 6. A suit or suits for the recovery of such damages, but not the obligationor any installments thereof, may be brought by Lessor from time to cure such default itselftime at its election, and the costs incurred by Sublessee in curing such default nothing contained herein shall be offset deemed to require Lessor to postpone suit until the date when the term of this Lease would have expired if it had not been terminated hereunder. Nothing herein contained shall be construed as limiting or precluding the recovery by Lessor against Lessee of any sums or damages to which, in addition to the Base Rent next coming due until satisfied damages particularly provided above, Lessor may lawfully be entitled by reason of any default hereunder on the part of Lessee. SECTION 7. The specified remedies to which Lessor may resort hereunder are cumulative and are not intended to be exclusive of any remedies or means of redress to which Lessor may at any time be lawfully entitled, and Lessor may invoke any remedy (including without limitation the remedy of specific performance) allowed at law or in fullequity as if specific remedies were not herein provided for.

Default. 18.1. If Sublessee Tenant further agrees that any one (1) or more of the following events shall be considered events of default as said term is used herein, that is to say, if (a) Tenant shall default in the any payments of Rent or in any other payment of rent or other payments required of Sublessee, to be made by Tenant hereunder when due as herein provided and if Sublessee such default shall fail to cure said default within seven continue for ten (710) business days after receipt of written notice of said default from Sublessorthereof in writing to Tenant; or if Sublessee or (b) Tenant shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as other covenants and agreements herein contained to expenses or rentbe kept, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt observed and full performance of any other of its promisesperformed by Tenant, covenants, or agreements contained in this Sublease and such default in performance continues shall continue for more than thirty (30) days after written notice thereof from Sublessee in writing to Sublessor specifying the particulars of such default or breach of performance Tenant, provided, however, that if such default is susceptible to cure but cannot, by the default complained ofuse of reasonable efforts, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then 30) days. Landlord shall not exercise any of its remedies hereunder if and so long as (i) Tenant shall commence to cure such default shall be deemed to be rectified or cured if Sublessor, within such said thirty (30) day period, shall have commenced such cure and shall continue (ii) thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, Tenant is proceeding to cure such default itselfcontinuously and diligently and in a manner reasonably satisfactory to Landlord; or (c) Tenant shall abandon the Premises during the Term; or (d) If any time during the Term there shall be filed by or against Tenant, or against any successor to Tenant then in possession, in any court pursuant to any petition in bankruptcy, alleging an insolvency, for reorganization, for the appointment of a receiver, or for an arrangement under the Bankruptcy Code, or if a similar type of proceeding shall be filed, and such proceeding is not dismissed within sixty (60) days; or (e) Tenant shall file or admit the jurisdiction of the court and the material allegations contained in, any petition in bankruptcy, or any petition pursuant or purporting to be pursuant to the Federal bankruptcy laws as now or hereafter amended, or Tenant shall institute any proceedings or shall give its consent to the institution of any proceedings for any relief of Tenant under any bankruptcy or insolvency laws or any laws relating to the relief of debtors, readjustment of indebtedness, reorganization, arrangements, composition or extension, and such proceeding is not dismissed within sixty (60) days; or (f) Tenant shall make any assignment for the benefit of creditors or shall apply for or consent to the appointment of a receiver for Tenant or any of the property of Tenant. Upon the occurrence of any one (1) or more of such events of default, Landlord may at its election terminate this Lease or terminate Tenant’s right to possession only, without terminating the Lease. Upon termination of this Lease or of Tenants right to possession, Landlord may re-enter the Premises (with process of law) using such force as may be necessary, and remove all persons, fixtures, and chattels therefrom and Landlord shall not be liable for any damages resulting therefrom. Upon termination of the Lease, or upon any termination of Tenant’s right to possession without termination of the Lease, Tenant shall surrender possession and vacate the Premises immediately, and deliver possession thereof to Landlord, and hereby grants to Landlord the full and free right, without demand or notice of any kind to Tenant (except as hereinabove expressly provided for), to enter into and upon the Premises in such event (with process of law) and to repossess the Premises as Landlord’s former estate and to expel or remove Tenant and, except as provided in Section 10.1, any others who may be occupying or within the Premises without being deemed in any manner guilty of trespass, eviction, or forcible entry or detainer without incurring any liability for any damage resulting therefrom and without relinquishing Landlord’s right to rent or any other right given to Landlord hereunder or by operation of law. Notwithstanding anything contained herein to the contrary, Landlord shall use reasonable efforts to mitigate its damages in the event of Tenant’s default hereunder. Upon termination of the Lease, Landlord shall, subject to Landlord’s duty to mitigate such damages, be entitled to recover as damages, all Rent and other sums due and payable by Tenant on the date of termination, plus (i) an amount equal to the present value of the Rent and other sums provided herein to be paid by Tenant for the residue of the Term, less the present value of the fair rental value of the Premises for the residue of the Term (such present values to be computed on a per annum discount rate equal to the then current Prime Rate published in the Money Rates Section of The Wall Street Journal), and (ii) the cost of performing any other covenants to be performed by Tenant. If Landlord elects to terminate Tenant’s right to possession only, without terminating the Lease, Landlord may, at Landlord’s option, enter into the Premises, remove Tenant’s signs and other evidences of tenancy, and take and hold possession thereof as hereinabove provided, without such entry and possession terminating the Lease or releasing Tenant, in whole or in part, from Tenant’s obligations to pay the Rent hereunder for the full Term or from any of its other obligations under this Lease. Subject to Landlord’s duty to mitigate its damages as aforesaid, Landlord shall relet all or any part of the Premises for such rent and upon terms as shall be satisfactory to Landlord (including the right to relet the Premises for a term greater or lesser than that remaining under the Term, and the costs incurred right to relet the Premises as a part of a larger area, and the right to change the character or use made of the Premises). For the purpose of such reletting, Landlord may decorate or make any repairs, changes, alteration or additions in or to the Premises that may be necessary or convenient. If Landlord does not relet the Premises, Tenant shall continue to pay to Landlord when due the amount of the Rent, and other sums provided herein to be paid by Sublessee in curing Tenant for the remainder of the Term. If the Premises are relet and a sufficient sum shall not be realized from such default reletting after paying all of the expenses of such decorations, repairs, changes, alterations, additions, the expenses of such reletting and the collection of the Rent accruing therefrom (including, but not by way of limitation, attorneys’ fees and brokers’ commissions), to satisfy the Rent herein provided to be paid for the remainder of the Term, Tenant shall be offset against pay to Landlord on demand the Base Rent next coming present value (as computed above) of any deficiency and Tenant agrees that Landlord may file suit to recover any sums failing due until satisfied in fullunder the terms of this Section 17.1 from time to time.

Default. 18.1Section 1. If Sublessee Subject to the provisions of this Article XIV, this Lease is made upon the express condition that Lessee shall default in faithfully and punctually perform and observe all the payment of rent or other payments required of Sublesseeagreements, covenants and conditions herein set forth to be performed by Lessee, and that if Sublessee (i) at any time any Rent, insurance premiums, utilities charges or any other amounts required to be paid by Lessee hereunder, or any part thereof, shall fail to cure said default within seven be in arrears and unpaid for a period of five (75) business days after receipt of written notice of said default from Sublessor; the due date, or (ii) if Sublessee defaults shall default be made or suffered in the performance or observance of any of the other agreement covenants or condition on its part to be performed or observedconditions of this Lease, and if Sublessee shall fail Lessee fails to cure said such default within ninety twenty (9020) days after notice in writing thereof shall have been given by Lessor to Lessee, or (iii) if such longer default cannot be corrected within such twenty (20) day period, if Lessee does not commence to correct such default within said twenty (20) day period and thereafter diligently prosecute the correction of same to completion within a reasonable time, but in no event exceeding a total of (60) days unless Lessor agrees to extend such sixty (60) day period, which Lessor shall agree to extend from time to time if Lessee is diligently prosecuting the correction of same, but is unable to complete the correction due to circumstances outside of Lessee’s reasonable control, Lessor shall have the right, at its election, to exercise the remedies set forth below: (a) Terminate this Lease by giving Lessee notice of termination, in which event this Lease shall expire and terminate on the date specified in such notice of termination and all rights of Lessee under this Lease and in and to the Premises shall terminate. Lessee shall remain liable for all obligations under this Lease arising up to the date of such termination, and Lessee shall surrender the Premises to Lessor on the date specified in such notice; or (b) Terminate this Lease as provided above and recover from Lessee all damages Lessor may incur by reason of Lessee’s default, including, without limitation, an amount which, at the date of such termination, is calculated as follows: (1) the value of the excess, if any, of (A) the Rent and all other sums which would have been payable hereunder by Lessee for the period commencing with the day following the date of such termination and ending with the Expiration Date had this Lease not been terminated (the “Remaining Term”), over (B) the aggregate reasonable rental value of the Premises for the Remaining Term (which excess, if any shall be reasonably required so long discounted to present value at a commercially reasonable discount rate for the Remaining Term); plus (2) the costs of recovering possession of the Premises and all other expenses incurred by Lessor due to Lessee’s default, including, without limitation, reasonable attorney’s fees; plus (3) the unpaid Rent earned as of the Sublessee date of termination plus any interest and late fees due hereunder, plus other sums of money and damages owing on the date of termination by Lessee to Lessor under this Lease or in connection with the Premises. Notwithstanding the foregoing, the amount as calculated above shall not include consequential, special or punitive damages. The amount as calculated above shall be diligently pursuing deemed immediately due and payable. The payment of the amount calculated herein shall not be deemed a penalty but shall merely constitute payment of liquidated damages, it being understood and acknowledged by Lessor and Lessee that actual damages to Lessor are extremely difficult, if not impossible, to ascertain. In determining the aggregate reasonable rental value pursuant to subparagraph (B) above, the parties hereby agree that, at the time Lessor seeks to enforce this remedy, all relevant factors should be considered, including, but not limited to, (a) the length of time remaining in the Term, (b) the then current market conditions in the general area in which the Building is located, (c) the likelihood of reletting the Premises for a period of time equal to the remainder of the Term, (d) the net effective rental rates then being obtained by landlords for similar type space of similar size in similar type buildings in the general area in which the Building is located, (e) the vacancy levels in the general area in which the Building is located, (f) current levels of new construction that will be completed during the remainder of the Term and how this construction will likely affect vacancy rates and rental rates and (g) inflation; or (c) without terminating this Lease, declare immediately due and payable the sum of the following: (1) the present value (calculated using a commercially reasonable discount rate) of all Rent due and coming due under this Lease for the entire remaining Term (as if by the terms of this Lease they were payable in advance), plus (2) the cost of recovering and reletting the Premises and all other expenses incurred by Lessor in connection with Lessee’s default, plus (3) any unpaid Rent and other rentals, charges, assessments and other sums owing by Lessee to Lessor under this Lease or in connection with the Premises as of the date this provision is invoked by Lessor, plus (4) interest on all such cure after receipt of written notice of said default amounts from Sublessor; or if any person shall levy uponthe date due at the interest rate chargeable under Article I hereof, and Lessor may immediately proceed to distrain, collect, or take Sublessee's leasehold interest or any part hereof, upon execution, attachmentbring action for such sum, or their process may file a proof of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if claim in any bankruptcy or insolvency proceedings to enforce payment thereof; provided, however, that such payment shall not be deemed a penalty or liquidated damages, but shall merely constitute payment in advance of all Rent payable hereunder throughout the Term, and provided further, however, that upon Lessor receiving such payment, Lessee shall be commenced entitled to receive from Lessor all rents received by Sublessee or an involuntary bankruptcy Lessor from other assignees, tenants and subtenants on account of said Premises during the remainder of the Term (provided that the monies to which Lessee shall be filed against so become entitled shall in no event exceed the Sublessee which remains undischarged entire amount actually paid by Lessee to Lessor pursuant to this subparagraph (iii)), less all costs, expenses and attorneys’ fees of Lessor incurred but not yet reimbursed by Lessee in connection with recovering and reletting the Premises; or (d) Without terminating this Lease, in its own name but as agent for a period Lessee, enter into and upon and take possession of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole Premises or any part thereof. Any property remaining in the Premises may be removed and stored in a warehouse or elsewhere at the cost of, and for the account of, Lessee without Lessor being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby unless caused by Lessor’s negligence. Thereafter, Lessor may, but shall not be obligated to, lease to a third party the Sublessee's propertyPremises or any portion thereof as the agent of Lessee upon such terms and conditions as Lessor may deem necessary or desirable in order to relet the Premises. The remainder of any rentals received by Lessor from such reletting, then after the payment of any indebtedness due hereunder from Lessee to Lessor, and the payment of any costs and expenses of such reletting, shall be held by Lessor to the extent of and for application in any payment of said casesfuture rent owed by Lessee, Sublessor lawfully if any, as the same may upon seven days notice or if become due and payable hereunder. If such notice rentals received from such reletting shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafteror from time to time be less than sufficient to pay to Lessor the entire sums then due from Lessee hereunder, Lessee shall pay any such deficiency to Lessor. Notwithstanding any such reletting without termination, Lessor may at any time thereafter elect to terminate this Lease for any such previous default provided same has not been cured; or (e) Without terminating this Lease, and with or without further notice of demandto Lessee, enter into and upon the Subleased PremisesPremises and, without being liable for prosecution or any part hereof claim for damages therefor, maintain the Premises and repair or replace any damage thereto or do anything or make any payment for which Lessee is responsible hereunder. Lessee shall reimburse Lessor immediately upon demand for any actual expenses which Lessor incurs in thus effecting Lessee’s compliance under this Lease and Lessor shall not be liable to Lessee for any damages with respect thereto; or (f) Without liability to Lessee or any other party and without constituting a constructive or actual eviction, suspend or discontinue furnishing or rendering to Lessee any property, material, labor, utilities or other service, wherever Lessor is obligated to furnish or render the name same so long as an event of default exists, and remains uncured after any applicable cure period, under this Lease; or (g) With or without terminating this Lease, allow the Premises to remain unoccupied and collect rent from Lessee as it comes due; or (h) Pursue such other remedies as are available at law or equity. (i) If this Lease shall terminate as a result of or while there exists an Event of Default hereunder, any funds of Lessee held by Lessor may be applied by Lessor to any damages payable by Lessee (whether provided for herein or by law) as a result of such termination or default. Neither the commencement of any action or proceeding, nor the settlement thereof, nor entry of judgment thereon shall bar Lessor from bringing subsequent actions or proceedings from time to time, nor shall the failure to include in any action or proceeding any sum or sums then due be a bar to the maintenance of any subsequent actions or proceedings for the recovery of such sum or sums so omitted. No agreement to accept a surrender of the whole, Premises and hold no act or omission by Lessor or Lessor’s agents during the Subleased Term shall constitute an acceptance or surrender of the Premises as if unless made in writing and signed by Lessor. No re-entry or taking possession of the Premises by Lessor shall constitute an election by Lessor to terminate this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or Lease unless a written notice of such intention is given to Lessee. No provision of this Lease shall be deemed to be guilty have been waived by either party unless such waiver is in writing and signed by the party making such waiver. Lessor’s acceptance of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (Rent in full or in the event that Sublessor part following an Event of Default hereunder shall sent to Sublessee notice of termination not be construed as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case waiver of such termination, Sublessee will indemnify and pay to Sublessor each month, Event of Default. No custom or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, practice which may grow up between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor parties in connection with obtaining possession the terms of this Lease shall be construed to waive or lessen either party’s right to insist upon strict performance of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement terms of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars other party. Section 3. If, after the commencement of such default or breach of performance providedthe Term, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default a) Lessee shall be deemed adjudicated a bankrupt or adjudged to be rectified insolvent; (b) a receiver or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee trustee shall be entitled to pursue any appointed for Lessee’s property and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.affairs;

Default. 18.1. If Sublessee shall default in In the payment event (i) any installment of rent or other payments required of Sublessee, and if Sublessee additional rent shall fail to cure said default not be paid within seven ten (710) business days after receipt of written notice of said default from Sublessorit's due date; or if Sublessee shall default (ii) failure to remove snow and ice from sidewalks, stairs and dock area adjacent to the Leased Premises for more than 48 hours after such snow or ice appears; or (iii) Lessee defaults in the performance or observance of any other agreement covenant or condition on its part in this Indenture and such default remains unremedied for twenty (20) days after written notice thereof has been given to Lessee by Lessor; or (iv) any warranty or representation made by Lessee herein proves to be performed false or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessormisleading; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make (v) Lessee makes an assignment of its property for the benefit of creditors; , is generally not paying its debts as such debts become due, a custodian was appointed or if Sublessee shall file voluntary bankruptcy; took possession of its assets other than a trustee, receiver or if agent appointed or authorized to take charge of less than substantially all of the property of Lessee for the purpose of enforcing a lien against such property, commences any bankruptcy proceeding relating to Lessee or insolvency proceedings shall be any substantial part of its property arrangement, readjustment of debt, dissolution or liquidation law or statute of any jurisdiction whether now or hereafter in effect, or there is commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee Lessee any such proceeding which remains undismissed for a period of sixty (60) days, or any order approving the petition in any such proceeding is entered, or Lessee by any act indicates its consent to, or acquiescence in, any such proceeding or the appointment of any receiver or trustee for Lessee or any substantial part of its property, or suffers any such receivership or trusteeship to continue undischarged for a period of 60 sixty (60) days, or if any party holding a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then security interest in any of said casesLessee's fixtures or personal property of any nature whatsoever that are located on the Leased Premises institutes or gives notice of foreclosure against any such property, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor then, in any bankruptcy or receivershipof such events, then immediately, Lessor may immediately or at any time thereafter, thereafter and without further demand or notice of demand, enter into and upon the Subleased Premises, Leased Premises or any part hereof thereof in the name of the whole, whole and hold repossess the Subleased Premises same as if this Sublease had not been made, of Lessor's former estate and expel Sublessee Lessee and those claiming through or under it, Lessee and remove its or their property effects forcibly if necessary, without being taken or deemed to be guilty of any manner of trespass (and without prejudice to any remedies which might otherwise be used for arrears of rent or Sublessor may send written notice to Sublessee preceding breach of the termination of this Subleasecovenant, and upon such entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease Lease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.and

Default. 18.1. If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee Lessee (a) shall fail to cure pay the said default within seven rent or any part thereof promptly when due, whether or not notice or demand has been given or made by Lessor, or (7b) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as pay any other sum due Lessor under the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination terms of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default lease within ten (10) days after delivery notice by Lessor, or (c) shall fail to faithfully observe or perform any of the other covenants or agreements herein contained and on the part of Lessee to be observed and performed within thirty (30) days after notice of breach thereof or such longer period of time as is reasonably necessary if Lessee commences such cure within said thirty (30) days and thereafter diligently prosecutes the same, or (d) shall become bankrupt, go into receivership, or make an assignment for the benefit of creditors, or take or have taken against Lessee any proceedings of any kind under any provisions of the Federal Bankruptcy Act, or (e) shall abandon the premises, or (f) if this lease or any estate of Lessee hereunder shall be sold under any attachment or execution, then and in any such event Lessor may at once reenter the premises by means of a pass key or otherwise, with or without process of law, with or without notice to Lessee and with or without terminating this lease and may upon such entry remove from said premises all persons and property and use all necessary force therefor, and in all respects take the actual, full and exclusive possession of said premises and every part thereof without incurring any liability to Lessor or to any persons occupying or using said premises for any damage sustained by reason of such noticeentry upon said premises or such removal of persons or property therefrom; and Lessee shall indemnify and save harmless Lessor from all cost, Sublessee loss or damage whatsoever arising or occasioned thereby. Upon or without such entry, Lessor may, in the event of any such default, at its option terminate this lease and/or bring suit for summary possession against Lessee without prejudice to any other remedy or right of action for arrears of rent or for any preceding or other default. Should Lessor elect to reenter, as herein provided, or should they take possession pursuant to legal proceedings or pursuant to any notice provided by law, they may either terminate this lease or they may from time to time, without terminating this lease, relet the premises or any part thereof for a term or terms (which need not be the same as the remaining portion of the term of this lease) and at such rental or rentals and upon such other terms and conditions as Lessor in its reasonable discretion may deem advisable, with the right to make such alterations and repairs to the premises as may be reasonably necessary to relet. Upon each such reletting (a) Lessee shall have be immediately liable to pay to Lessor, in addition to any indebtedness other than rent due hereunder, the rightcost and expense of such reletting and of such alterations and repairs, but not the obligation, to cure such default itselfincurred by Lessor, and the costs incurred amount, if any, by Sublessee which the rent reserved in curing this lease for the period of such default reletting (up to but not beyond the term of this lease) exceeds the amount agreed to be paid as rent for the premises for such period on such reletting; or (b) at the option of Lessor rents received from such reletting shall be offset against applied: first, to the Base Rent payment of any indebtedness other than rent due hereunder from Lessee to Lessor; second, to the payment of attorneys’ fees and real estate commissions paid and all other costs and expenses of such reletting 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 Lessor and applied in payment of future rent as the same may become due and payable hereunder, otherwise such residue shall be the sole property of Lessor. If Lessee has been credited with any rent to be received by such reletting under option (a), and such rent shall not be promptly paid to Lessor by the new tenant, or if such rentals received from such reletting under option (b) during any month be less than that to be paid during that month by Lessee hereunder, Lessee shall pay any such deficiency to Lessor. Such deficiency shall be calculated and paid monthly. No reentry or taking possession of the premises by Lessor shall be construed as an election on their part to terminate this lease unless a written notice of such intention be given to Lessee or unless the termination hereof be decreed by a court of competent jurisdiction. Notwithstanding any such reletting without termination, Lessor may at any time thereafter elect to terminate this lease for such previous default. Should Lessor at any time terminate this lease for any default, they may recover from Lessee all damages they may incur by reason of such default, including the cost of recovering the premises, reasonable attorneys’ fees, and including the worth at the time of such termination of the excess, if any, of the amount of rent and charges equivalent to rent reserved in this lease for the remainder of the stated term over the then reasonable rental value of the premises for the remainder of the stated term, all of which amounts shall be immediately due and payable from Lessee to Lessor. In determining the rental which would be payable by Lessee hereunder, subsequent to default, the rental for the unexpired term shall be computed pro rata upon the basis of the average aggregate rentals paid for the expired portions of the term of this lease, or the thirty-six (36) months next coming preceding such default, whichever period is the shorter. The foregoing remedies of Lessor shall not be exclusive but shall be cumulative and in addition to all other remedies now or hereafter allowed by law or elsewhere provided for. Nothing herein contained shall limit or prejudice Lessor’s right to prove and obtain as damages arising out of any default or termination of this lease the maximum allowed by law. Lessee hereby irrevocably appoints Lessor as agents and attorneys-in-fact of Lessee to enter upon the premises in the event of any default by Lessee and to remove any personal property situated upon the premises and to place such property in storage for the account of, and at the expense of Lessee. In the event that Lessee shall not pay the cost of storing any such property after the property has been stored for a period of thirty (30) days or more, Lessor may sell any or all of such property at public or private sale in such manner and at such times and places as Lessor in its sole discretion may deem proper, without notice to Lessee or any demand upon Lessee for the payment of any part of such charges or the removal of any of such property, and shall apply the proceeds of such sale first to the cost and expenses of such sale, including attorneys’ fees actually incurred; second, to the payment of the costs of or charges for storing any such property; third, to the payment of any other sums of money which may then or thereafter be due until satisfied Lessor from Lessee under any of the terms thereof; and, fourth, the balance, if any, to Lessee. Lessee hereby waives all claims for damages that may be caused by Lessor’s removing and storing furniture and property, as herein provided, and will save Lessor harmless from loss, costs or damages occasioned Lessor thereby. Any other provision in fullthis Lease to the contrary notwithstanding, in the event of termination or reentry due to Lessee’s default hereunder, Lessor shall be obligated to use reasonable efforts to relet the premises and to mitigate damages.

Default. 18.1. If Sublessee (a) Each of the following shall default in the payment constitute an Event of rent or other payments required of Sublessee, and Default hereunder: (i) if Sublessee shall fail to cure said pay when due any Rent and Sublessee shall fail to remedy such default within seven five (75) business days after receipt of written notice of said default from Sublessor; thereof has been given to Sublessee by Sublessor or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said pay when due any other amount Sublessee may be required to pay hereunder and Sublessee shall fail to remedy such default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from has been given to Sublessee by Sublessor; or (ii) if Sublessee shall default in the observance or performance of any term, covenant or condition of this Sublease on Sublessee's part to Sublessor specifying be observed, performed or complied with (other than the particulars payment of Rent and other amounts payable hereunder) and Sublessee shall fail to remedy such default or breach of performance providedwithin thirty (30) days after written notice to cure, howeveror, that if the such default complained of, is of such a nature that the same for reasons beyond Sublessee's control it cannot be rectified or cured completely remedied within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such said period of thirty (30) day perioddays, then if Sublessee (A) shall have commenced not promptly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same and (B) shall not remedy the same within a reasonable time after the date of default. (b) Upon the occurrence of any such cure and shall continue thereafter with due diligence Event of Default, Sublessor may, in addition to cause such cure to be completed. Upon exercising any default of this Sublease by Sublessorother available rights or remedies, Sublessee shall be entitled to pursue any and all remedies available give to Sublessee notice of its intention to end the Term at law or in equity, including, without limitation, the right expiration of self- help. In the event Sublessor fails to cure the default within ten three (103) days after delivery from the date of the giving of such notice, and, in the event such notice is given, this Sublease and the Term and estate hereby granted shall terminate upon the expiration of said three (3) days with the same force and effect as if that day were the Expiration Date, provided, however, that Sublessor and Sublessee shall have remain liable for the right, but not performance of their respective obligations hereunder which survive the obligation, termination of this Sublease and for damages as provided in this Sublease. 10.2. In no event shall Sublessor or Sublessee be entitled to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullspecial or consequential damages with respect to any matter arising hereunder or relating hereto.

Default. 18.1. If Sublessee If: (i) there shall be a default in the payment of rent or other payments required of Sublessee, and if Sublessee any Rental which shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged continue for a period of 60 daysten (10) days following receipt by Tenant of notice thereof from Landlord; or (ii) there shall be a default in any other of Tenant's obligations hereunder or if the Premises be abandoned or vacated by Tenant; and if such default or condition shall continue for a period of thirty (30) days following receipt by Tenant of notice from Landlord to make good such default or correct such condition; or (iii) any proceedings under the present or any future Bankruptcy Act be instituted by or against Tenant, or any receiver or trustee be appointed for or ordered to dispose of Tenant's business or property, or if a receiverTenant makes any assignment or conveyance for benefit of creditors and if any such proceeding instituted against Tenant shall not be dismissed within 20 days following the date of such institution; then, trusteein such event Landlord shall have the right, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, immediately or at any time thereafter, and without further notice of demand, to enter into and upon the Subleased Premises, or any part hereof Premises in the name of the whole, whole and hold repossess the Subleased Premises same as if this Sublease had not been made, of its former estate and expel Sublessee Tenant and all those claiming by, through or under it, and remove its or their property goods and effects and store the same on behalf of Tenant without being taken or deemed to be guilty of any manner of trespass (and without prejudice to any remedies which might otherwise be used for arrears of rent or Sublessor may send written notice to Sublessee of the termination of this Sublease, other default hereunder and upon entry as aforesaid (or in this Lease Agreement shall be terminated. Landlord, at its election, may effect such termination by written notice to Tenant to that effect, which shall have the event that Sublessor shall sent to Sublessee notice of termination same force as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed an entry for any cause, or in the event Sublessor terminates this Sublease breach as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2Section. In the case of such termination, Sublessee will indemnify Landlord shall become entitled to receive from Tenant, and Tenant shall pay to Sublessor each monthLandlord on demand, or such as initial liquidated damages, a sum equal to the amount by which the sum of the rent and other period elected by payments called for hereunder for the Sublessor remainder of the term exceeds the fair rental value of the Premises for the remainder of the term. Further, Tenant shall, on demand of Landlord, from time to time indemnify Landlord against all loss of rent, other payments and all costsdamages, expenses of any kind incurred by Sublessor however caused, which it may incur by reason of such termination, between termination during the time of termination and the expiration remainder of the term term, first giving credit to any payments made by Tenant to Landlord on account of this Subleaseinitial liquidated damages as aforesaid. Sublessor shall reasonably perform its legal obligation to relet the premises for In computing such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee damages there shall be liable for any added such reasonable expenses incurred by Sublessor as Landlord may incur in connection with obtaining possession such termination and/or reletting, such as legal expenses, brokerage, expenses for keeping the Premises in good order and for preparing the same for reletting and expenses and/or decorations in the Premises as way be necessary for the purpose of reletting. Landlord shall also have the Subleased Premises, with removing from the Subleased Premises property of Sublessee right to pursue such other rights and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition remedies as may be allowed at the commencement of this Lease, reasonable wear and tear exceptedlaw or equity against Tenant, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessorparties who may be liable. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all All such items as a condition to the Sublessee's obligations to make payment. If Sublessor remedies shall be in default in the prompt and full performance of cumulative. Provided, however, if any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for be under clause (ii) above and it would take more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying cure the particulars same, Landlord shall not forfeit the lease created hereby, enter upon the Premises or exercise any of the other remedies herein provided for such default or breach of performance provided, however, that if Tenant begins the default complained of, is of such a nature that the same cannot be rectified or cured cure thereof within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure period and shall continue thereafter pursues same with reasonable due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullcompletion.

Default. 18.1. If Sublessee (a) In event Lessee shall be in default in the payment of ------- rent or other payments required of Sublessee, hereunder in full and if Sublessee shall fail to not cure said such default within seven twenty (720) business days after receipt of written notice from Lessor specifying the default, Lessor shall have the right, without further notice and legal process (but only during the continuance of such default), of terminating this lease. Thereupon, this lease shall be at an end, except for the purposes of enforcing the rights then accrued hereunder and rights to future rentals to accrue hereunder, and Lessee will at once surrender, release and turn over possession of said default from Sublessor; Premises to Lessor. If such possession is not immediately surrendered, Lessor may re-enter said Premises and take possession thereof, removing all persons and property therefrom, using such force as may be necessary without being deemed guilty of any manner of trespass, or if Sublessee forcible entry, or detainer, all other notice provided by law for the termination of tenancy and all legal process being hereby expressly waived. (b) If Lessee shall default in the performance or observance of any other covenant, agreement or condition on its part contained in this lease to be performed or observedobserved by Lessee, other than an obligation to pay rent, and if Sublessee shall fail to not cure said such default within ninety thirty (9030) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy uponLessor specifying the default, or take Sublessee's leasehold interest shall not within said period commence to cure such default and thereafter prosecute the curing of such default to completion with due diligence, Lessor may, at its option, at once, without notice to Lessee or any part hereofanyone else, terminate this lease, and upon execution, attachment, or their process the termination hereof at the option of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediatelyLessor as aforesaid, or at any time thereafterthe expiration, and without further notice by lapse of demandtime, enter into and upon the Subleased Premises, or any part hereof in the name of the wholeterm hereby demised, Lessee will, at once, surrender, release and hold the Subleased turn over possession of said Premises to Lessor and, if such possession is not immediately surrendered, Lessor may re-enter said Premises and take possession thereof removing all persons and property therefrom, using such force as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property may be necessary without being taken or deemed to be guilty of any manner of trespass (trespass, or Sublessor may send written forcible entry, or detainer, all other notice to Sublessee of provided by law for the termination of tenancy and all legal process being hereby expressly waived; or Lessor may, at its option, without waiving any right to terminate this Subleaselease or any claim for breach of contract, at any time thereafter cure such default for the account of Lessee and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above providedLessee shall, on demand, reimburse Lessor therefor and save lessor harmless therefrom, provided that Lessor may cure any such default prior to the fifth (5th) day next following expiration of said waiting period, but after notice to Lessee, if the date curing of such default prior to the sending expiration of said waiting period, but after notice to Lessee if the notice), curing of such default prior to the term expiration of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any causesaid waiting period is reasonable necessary to protect Lessor, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of defaultprevent injury or damage to persons or property. 18.2. (c) In the case of such terminationany default, Sublessee whether or not this Lease is terminated, Lessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor Lessor against all loss of rentrent and other payments provided herein, and all costsif any, expenses of any kind incurred to be paid by Sublessor by reason of such termination, Lessee to Lessor between the time of default or termination and the expiration of the term of this SubleaseLease. Sublessor shall reasonably perform its legal obligation to relet It is understood that at the premises time of termination or reentry, or any time thereafter, Lessor may rent the Premises for such a term as which may expire after the Sublessor shall determine, expiration of the term of this Lease without releasing Sublessee Lessee from Sublessee's any liability whatsoever. The Sublessee ; that Lessee shall be liable for any expenses w\expenses incurred by Sublessor Lessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Leased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and in connection with any relettingre- letting, including, but including without limitation, reasonable attorneys' attorney fees and reasonable brokers' fees. Any ; and that any monies collected from any reletting for said re-letting shall be applied first to the foregoing expenses and then to the payment of rent rental and all other payments payment which may be due to Lessor from Sublessee to SublessorLessee. The Sublessor shall, commensurate with any demand for payment Said indemnification of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor Lessor by Lessee shall be in default in accomplished by payments made on the prompt days on which said Rentals andy other payments would have been due and full performance payable hereunder if this agreement had not terminated. (d) The rights and remedies herein given Lessor on account of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if by Lessee under this lease are cumulative and in addition to the default complained of, is of rights and remedies afforded Lessor by law and/or equity for such a nature that the same cannot be rectified defaults or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullbreaches.

Default. 18.1. If Sublessee shall Should Lessee default in the payment of any installment of rent or any other payments required of Sublesseesum when due as herein provided, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance of or observance of breach any other agreement covenant, condition or condition on its part restriction herein provided to be kept or performed by Lessee; or observedshould Lessee fail to take out, pay for, maintain or deliver any of the insurance certificates provided in this Lease to be paid by Lessee at the time and in the manner herein provided, and if Sublessee shall fail to cure said should any such default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged breach continue for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days from and after written notice thereof from Sublessee is given by Lessor to Sublessor specifying Lessee (or, except for payment of Rent, for such longer period as may be reasonably required provided that Lessee commences to cure the particulars of breach in a prompt manner and proceeds diligently thereafter to complete such cure), then, and in any such event, Lessor may at Lessor’s option terminate this Lease by giving Lessee no less than seven days’ prior written notice hereof, and thereupon, unless such default is cured within such seven days’ period, this Lease shall cease and terminate and Lessee’s rights in and to the Premises and all buildings and other improvements erected and placed thereon shall cease and end, and the Lessor may, without further notice or breach demand of performance legal process, re-enter and take possession of said Premises and all buildings and other improvements thereon, remove Lessee and all persons claiming under Lessee therefrom and, except as herein otherwise provided, Lessee and all such persons shall quit and surrender possession of the Premises and all buildings and other improvements thereon to Lessor, provided, however, that if such termination shall not relieve Lessee from the default complained ofpayment of any sums then due and payable from Lessee or any claim for damages then accrued against Lessee hereunder, is of and such a nature that the same cantermination shall not be rectified prevent Lessor from recovering any such sums or cured within damages, or from enforcing such thirty (30 day period, then such default shall be deemed to be rectified obligations or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon recovering damages for any default of this Sublease thereof, by Sublessorany remedy provided by law. Notwithstanding the foregoing, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee Lessee shall have the right, but not right to avoid termination and have this Lease continue in full force and effect provided that it pays any unpaid Rent prior to eviction. Lessor shall use commercially reasonable efforts to relet the obligation, to cure Premises in the event of any such default itselftermination, and the costs incurred by Sublessee in curing rents and other sums collected upon any such default re-letting shall be offset credited against the Base Rent next coming due until satisfied in fullany of Lessee’s liabilities hereunder.

Default. 18.1A. The occurrence of any one or more of the following events shall constitute a default hereunder by TENANT (an “Event of Default”): 1. If Sublessee Base Rent or Additional Rent is not paid within five (5) days after it is due and payable; 2. If TENANT shall default in the payment of rent or other payments required of Sublessee, and if Sublessee shall fail have failed to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall a default in the performance or observance of any of the other agreement terms, covenants or condition on its part to provisions of this Lease (except payment of rent) or any rule or regulation hereinafter set forth within fifteen(15) days after written notice thereof, or if such default is of a nature that it cannot be performed or observedcompletely remedied within said fifteen (15) day period, and if Sublessee TENANT shall fail to cure not commence within said default within ninety fifteen (9015) days or and shall not thereafter diligently procure to completion all steps necessary to remedy such longer period as default; 3. If a petition in bankruptcy shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; filed by or against TENANT or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee TENANT shall make an a general assignment of its property for the benefit of creditors; , or if Sublessee shall file voluntary bankruptcy; receive the benefit of any insolvency or if reorganization act; 4. If a receiver or trustee is appointed for any bankruptcy portion of TENANT’S property and such appointment is not vacated within sixty (60) days; 5. If an execution or insolvency proceedings attachment shall be commenced by Sublessee or an involuntary bankruptcy issued under which the Demised Premises shall be filed against taken or occupied or attempted to be taken or occupied by anyone other than TENANT; 6. If the Sublessee which remains undischarged Demised Premises become and remain vacant, deserted or abandoned for a period of 60 thirty (30) consecutive days, or if a receiver, trustee, or assignee shall be appointed ; 7. If the Demised Premises are used for some purpose other than the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of defaultuse specifically authorized herein. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, B. If TENANT shall default in performing any covenant or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear exceptedLANDLORD may perform the same for the account of TENANT, and with TENANT shall reimburse LANDLORD for any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above expense incurred therefor as to expenses or additional rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. (a) A default under this Lease by Lessee shall exist if any of the following occurs (each, an “Event of Default”): (1) If Sublessee shall default in the payment of rent Lessee fails to pay any Monthly Base Rent, Additional Rent, or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part sum required to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee paid hereunder when due which remains undischarged failure continues uncured for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven three (3) days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send after written notice thereof; (2) If Lessee fails to Sublessee of the termination perform any term, covenant or condition of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to Lease except those requiring the payment of rent money, and all other payments due from Sublessee Lessee fails to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all cure such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than breach within thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of Lessor where such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot could reasonably be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period; provided, however, that where such failure could not reasonably be cured within the thirty (30)) day period; that Lessee shall not be in default if Lessee commences such performance within the thirty (30)) day period and diligently thereafter prosecutes the same to completion; (3) If Lessee’s interest in this Lease is assigned or transferred, either voluntarily or by operation of law (except as expressly permitted by other provisions of this Lease); (4) If Lessee assigns its assets for the benefit of its creditors; or (5) If a court makes or enters any decree or order other than under the bankruptcy laws of the United States adjudging Tenants to be insolvent; or approving as properly filed a petition seeking reorganization of Tenants; or directing the winding up or liquidation of Tenants and such decree or order shall have commenced continued for a period of sixty (60) days. (b) In the Event of a Default by Lessee, Lessor may terminate this Lease and remove ail persons and property therefrom and Lessor may recover from Lessee: (1) the worth at the time of award of the unpaid rent which had been earned at the time of termination, including interest thereon at the maximum lawful rate from the time of termination until paid; (2) the worth at the time of award of the amount by which the unpaid rent which would have been earned after termination until the time of award exceeds the amount of such cure and rental loss that Lessee proves could have been reasonably avoided, including interest thereon at the maximum lawful rate from the time of termination until paid; (3) the worth at the time of award of the amount by which the unpaid rent for the balance of the term after the time of award exceeds the amount of such rental loss for the same period that Lessee proves could be reasonably avoided, computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%); and (4) any other amount necessary to compensate Lessor for all the detriment proximately caused by Lessee’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. (c) If Lessor does not take possession of the Premises or terminate Lessee’s right to occupy the Premises, then this Lease shall continue thereafter with in effect for so long as Lessor does not terminate Lessee’s right to possession and Lessor may enforce all of its rights and remedies under this Lease, including the right to recover the rent and other sums due diligence to cause such cure to be completedfrom Lessee hereunder as and when due. Upon any default For the purposes of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitationParagraph 22, the right following do not constitute a repossession of self- help. In the event Sublessor fails Property by Lessor or a termination of the Lease by Lessor: (1) acts of maintenance or preservation by Lessor or efforts by Lessor to cure relet the default within ten Property; or (102) days after delivery the appointment of such notice, Sublessee shall have the right, but not the obligation, a receiver by Lessor to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullprotect Lessor’s interests under this Lease.

Default. 18.1. If Sublessee shall default in Upon the payment occurrence of rent or other payments required any of Sublessee, and if Sublessee the following events ("Events of Default"): (a) Pledgor shall fail to cure said default within seven pay (7i) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole all or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights principal of the Sublessor ▇▇▇▇▇▇ Indebtedness or the Peipert Indebtedness when due in any bankruptcy or receivership, then immediatelyaccordance with the terms thereof, or at (ii) any time thereafterinterest on the ▇▇▇▇▇▇ Indebtedness or the Peipert Indebtedness, and without further notice in both instances such default shall continue unremedied for a period of demandten (10) Business Days; provided, enter into and upon however, that Pledgor shall have the Subleased Premises, right to withhold any payment of principal or any part hereof interest in the name accordance with Sub-Section 8.03 of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass Merger Agreement; or (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor b) Pledgor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full observance or performance of any other of its promises, covenants, or agreements provision contained in this Sublease Agreement or in the ▇▇▇▇▇▇ Note or the Peipert Note, and such default in performance continues shall continue unremedied for more than a period of thirty (30) days Business Days after Pledgor has received a written notice thereof from Sublessee to Sublessor specifying the particulars of such default from the appropriate Pledgee; or (c) If the Pledgor files or breach consents to the filing of performance any petition in bankruptcy or for other relief under any bankruptcy law or law for the relief of debtors, or is adjudicated insolvent, which adjudication is not shown or dismissed within thirty (30) Business Days after the date thereof, or makes an assignment to its creditors, or a receiver or a similar person is appointed with respect to the Pledgor's assets, which appointment is not stayed within thirty (30) Business Days after the date thereof; then, and in any such event, either Pledgee by written notice to Pledgor may declare the full amount of the ▇▇▇▇▇▇ Indebtedness or the Peipert Indebtedness then outstanding, with accrued interest thereon and all other amounts owing under this Agreement, to be immediately due and payable; provided, however, that if ▇▇▇▇▇ or Pledgor is in default with respect to the default complained of, is of such a nature that ▇▇▇▇▇▇ Indebtedness and the same cannot be rectified or cured within such thirty (30 day periodPeipert Indebtedness, then such default Pledgee shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall not be entitled to pursue any make such declaration unless and all remedies available to Sublessee at law until the other Pledgee has declared the ▇▇▇▇▇▇ Indebtedness or in equitythe Peipert Indebtedness, including, without limitation, as the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligationcase may be, to cure such default itself, be due and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullpayable.

Default. 18.1If BUYER is in material default hereunder, or, on or before the date of closing as set forth herein, indicates that BUYER is unable or unwilling to perform and SELLER stands ready to perform SELLER's obligations, SELLER's sole and exclusive remedy shall be the right to terminate this Agreement by written notice to BUYER or BUYER's attorney and retain the down payment as reasonable liquidated damages for BUYER's inability or unwillingness to perform. If Sublessee shall default It is the intention of the parties hereto freely to make advance provision on the date of this Agreement for such event in order (a) to avoid controversy, delay and expense, and (b) to specify now a reasonable amount agreeable to both for compensation to the SELLER for losses which may not be readily ascertainable or quantifiable, such as any of the following which might be necessary to place SELLER in the payment position SELLER would have been in had BUYER made timely performance: costs of rent or other payments required carrying, maintaining, insuring and protecting the property; loss of Sublesseeinterest income on the proceeds; loss of optimum market time, value and if Sublessee shall fail conditions; the uncertainty, delay, expense and inconvenience of finding a substitute buyer; additional commissions, fees, taxes and borrowing expenses to cure said default within seven (7) business days after receipt meet obligations entered into in anticipation of performance. In such event and upon SELLER's written notice of said default from Sublessor; or if Sublessee termination, the Premises shall default in the performance or observance be free of any other agreement claims or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any BUYER therein by virtue of said cases, Sublessor lawfully may upon seven days notice or if such notice this Agreement. In no event shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premisesclosing, or any part hereof in the name of the wholeextension thereof, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass take place later than twenty-one (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th21) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business calendar days from the date of closing set forth in Paragraph 4 hereof, subject to the notice provisions of default. 18.2Paragraphs 6 and 11. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected event closing has not taken place by the Sublessor against all loss end of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it said twenty-one (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (3021) day period, through no fault of the non- delaying party, the delaying party shall be deemed in default. If SELLER defaults hereunder, BUYER shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee remedies as BUYER shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitationbut not limited to, specific performance. The foregoing notwithstanding, a delay in the right closing through no fault of self- help. In the event Sublessor fails to cure BUYER which results in either the default within ten (10) days after delivery loss of the BUYER’S mortgage commitment or an adverse change in the terms of such notice, Sublessee commitment shall have the right, but not the obligation, entitle BUYER to cure such default itself, rescind this Agreement and the costs incurred SELLER shall forthwith refund all sums heretofore paid by Sublessee in curing such default the BUYER on account of the purchase price, whereupon all rights and liabilities of the parties hereto by reason of this Agreement shall be offset against the Base Rent next coming due until satisfied in fullterminate.

Default. 18.1. (a) If Sublessee shall default (i) Tenant defaults in the payment of rent or other payments required any installment of Sublessee, Rent when due and if Sublessee shall fail to cure said thereafter remains in default within seven for more than ten (710) business days after receipt of receiving written notice of said default from Sublessorthe same; or (ii) the Premises become abandoned, provided that failure to occupy, if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment Tenant is otherwise performing all of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming other obligations under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall not be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses a default under this Lease; or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be (iii) Tenant defaults in default in the prompt and full performance of fulfilling any other covenant of its promises, covenants, or agreements contained in this Sublease Lease and Tenant fails to remedy such default in performance continues for more than within thirty (30) days after written notice thereof from Sublessee by Landlord to Sublessor Tenant specifying the particulars nature of such default (or breach of performance provided, however, that if the said default complained ofcannot be completely cured or remedied within said thirty (30) day period and Tenant shall not have diligently commenced curing such default within such thirty (30) day period and shall not thereafter in good faith diligently proceed to remedy or cure such default), then Landlord may, by notice to Tenant, cancel this Lease, and this Lease and the Term hereunder shall end and expire as fully and completely as if the date of cancellation were the day herein definitely fixed for the end and expiration of this Lease and the Term hereof. Tenant shall then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided. (b) If (i) the notice provided for in paragraph (a) above shall have been given and the Term shall expire as aforesaid, or (ii) any execution shall be issued against Tenant or any of Tenant’s property, whereupon the Premises shall be taken or occupied or attempted to be taken or occupied by someone other than Tenant, then and in any of such events; if and to the extent permitted by applicable law, Landlord may, without notice, re-enter the Premises, and dispossess Tenant and the legal representative of Tenant or other occupant of the Premises, by summary proceedings or otherwise, and remove their effects and hold the Premises as if this Lease had not been made. If and to the extent permitted by applicable law, Tenant hereby waives the service of notice of intention to re-enter or to institute legal proceedings to that end, but Tenant shall remain liable as hereinafter provided. (c) In the event Landlord shall be in or otherwise breach any of its covenants or obligations hereunder and shall remain in default for a period of thirty (30) days after Landlord’s receipt of written notice from Tenant of such default, unless the default is of such a nature that the same it cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, remedied within such thirty (30) day period, in which case no Landlord’s default shall occur so long as Landlord shall have promptly commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default the remedying of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten such thirty (1030) days after delivery of such noticeday period and shall diligently and continuously proceed with remedying same, Sublessee Tenant shall have the right, but not right cure said breach at Landlord’s expense and offset from Rent an amount equal to Tenant’s out-of-pocket costs and expenses (including attorneys’ fees) in connection with curing the obligation, default. Tenant shall document the cost of said cure and supply said documentation to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullLandlord.

Default. 18.1. If Sublessee a. Each of the following events shall default in the payment be a “Lessee Event of rent or other payments required of Sublessee, and if Sublessee Default” under this Lease: i. Lessee shall fail to pay any installment of rent hereby reserved or any other charges which are due hereunder as and when the same shall become due and shall not cure said such default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part thereof is given by Lessor to be performed or observed, and if Sublessee Lessee; ii. Lessee shall fail to cure said default within ninety (90) days comply with any term, provision or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement covenant of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to other than the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promisescharges which are due hereunder, covenants, or agreements contained in this Sublease and shall not cure such default in performance continues for more than failure within thirty (30) days after written notice thereof from Sublessee is given by Lessor to Sublessor specifying the particulars of Lessee (provided that if such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot reasonably be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day perioddays, then Lessee shall have commenced an additional reasonable period of time (not to exceed ninety (90) days) within which to cure such cure and shall continue thereafter with due diligence to cause such cure to be completeddefault); iii. Upon any default of this Sublease by Sublessor, Sublessee Lessee shall be entitled adjudged insolvent, make a transfer in fraud of creditors or make an assignment for the benefit of creditors; iv. Lessee shall file a petition under any section or chapter of the Bankruptcy Reform Act of 1978, as amended, or under any similar law or statute of the United States or any state thereof, or Lessee shall be adjudged bankrupt or insolvent in proceedings filed against Lessee thereunder, or v. A receiver or trustee shall be appointed for all or substantially all of the assets of Lessee or Guarantor and Lessee or Guarantor shall not have had such appointment discharged within thirty (30) days after Lessee receives written notices of such appointment. b. Upon the occurrence of any Lessee Event of Default, Lessor shall have the option to pursue any one or more of the following remedies without any notice or demand whatsoever: i. Terminate this Lease, in which event Lessee shall immediately surrender the Premises to Lessor, and if Lessee fails to do so, Lessor may, without prejudiceto any other remedy which it may have for possession or arrearages in rent, enter upon and take possession of the Premises and expel or remove Lessee and any other person who may be occupying the Premises, or any part thereof, by force if necessary, without being liable to prosecution or for any claim for damages (including specifically any liability or duty under Section 93.002 of the Texas Property Code, which is specifically superseded hereby); and Lessee agrees to pay to Lessor on demand the amount of all remedies available loss and damage which Lessor may suffer by reason of such termination including without limitation, accrued rent and interest thereon pursuant to Sublessee at law this Lease, the reasonable cost of recovering the Premises and the reasonable costs of reletting the Premises (including, without limitation, advertising costs, brokerage fees, leasing commissions, reasonable attorneys’ fees and reasonable refurbishing costs), whether through inability to relet the Premises on satisfactory terms or otherwise; ii. Enter upon and take possession of the Premises (without terminating the Lease) and expel or remove Lessee and other persons who may be occupying the Premises, or any part thereof, by force if necessary, without being liable to prosecution or for any claim for damages (including specifically any liability or duty under Section 93.002 of the Texas Property Code, which is specifically superseded hereby), and relet the Premises, as Lessee’s agent, and receive the rent therefore; and Lessee agrees to pay Lessor on demand any deficiency that may arise by reason of such reletting. Lessee hereby waives any right to claim damages for such re-entry and repossession, including any rights granted to Lessee by Chapter 93 of the Texas Property Code. In the event of a termination of Lessee’s possession of the Premises under this Paragraph 13(b) and notwithstanding anything in equitySection 93.002 of the Texas Property Code to the contrary, Lessor shall have no obligation whatsoever to tender to Lessee a key for new locks installed in the Premises and Lessee shall have no further right to possession of the Premises. The provisions contained in the preceding sentence shall override and control any inconsistent conflicting provisions of Section 93.002 of the Texas Property Code. In the event Lessor shall elect so to relet, then rent received by Lessor from such reletting shall be applied first, to the payment of any indebtedness other than rent due hereunder from Lessee to Lessor (in such order as Lessor shall designate), second, to the payment of any cost of such reletting, including, without limitation, reasonable refurbishing costs, reasonable attorneys’ fees, advertising costs, brokerage fees and leasing commissions, and third, to the right payment of self- helprent due and unpaid hereunder (in such order as Lessor shall designate). In Lessor shall not be responsible or liable for any failure, and Lessee hereby waives any obligation on the event Sublessor fails part of Lessor, to cure relet the default within ten Premises or any part thereof or to collect any rent due upon any such reletting. No re-entry or taking of possession of the Premises by Lessor pursuant to this paragraph shall be construed as an election on Lessor’s part to terminate this Lease unless a written notice of such termination is given to Lessee pursuant to paragraph and, notwithstanding any such reletting without termination, Lessor may at any time thereafter elect to terminate this Lease for such previous breach. If Lessor relets the Premises (10it being understood and agreed that Lessor shall have no obligation whatsoever to relet the Premises), either before or after the termination of this Lease, for a rental greater than the rent provided in this Lease, then for that portion of the Premises that is subject to such new lease, all such excess rentals shall be and remain the exclusive property of Lessor, and Lessee shall not be, at any time, entitled to recover said excess rental; or iii. Enter upon the Premises, without being liable to prosecution of for any claim for damages, and do whatever Lessee is obligated to do under the terms of this Lease; and the Lessee agrees to reimburse Lessor on demand for any reasonable and necessary expenses which Lessor may incur in thus effecting compliance with Lessee’s obligations hereunder. No repossession of or re-entering upon the Premises or any part thereof pursuant to this Paragraph 13(b) or otherwise and no reletting of the Premises or any part thereof pursuant to this Paragraph 13(b) shall relieve Lessee or any Guarantor of its liabilities and obligations hereunder, all of which shall survive such repossession or re-entering. Pursuant of any of the foregoing remedies shall not preclude pursuit of any of the other remedies herein provided or any other remedies provided by law, nor shall pursuit of any remedy herein provided constitute a forfeiture or waiver of any rent due to Lessor hereunder or of any damage accruing to Lessor by reason of the violation of any of the terms, provisions and covenants herein contained. Forbearance by Lessor to enforce one or more of the remedies herein provided upon the occurrence of a Lessee Event of Default shall not be deemed or construed to constitute a waiver of such default. c. Each of the following events shall be a “Lessor Event of Default” under this Lease: i. Lessor shall fail or refuse to pay any sum of money payable hereunder when due, and the failure or refusal continues for thirty (30) days after delivery written notice thereof is given by Lessee to Lessor; or ii. Lessor shall fail or refuse to comply with any term, provision, or covenant of this Lease, other than provisions for the payment of money, and does not cure the failure or refusal within thirty (30) days after written notice thereof is given by Lessee to Lessor (provided that is such noticedefault cannot reasonably be cured within thirty (30) days, Sublessee then Lessor as the case may be, shall have an additional reasonable period of time within which to cure such default). d. Upon the occurrence of any Lessor Event of Default, Lessee shall have the rightoption to pursue any one or more of the following remedies without any notice or demand whatsoever: i. Cure the Lessor Event of Default and in connection therewith pay or incur reasonable expenses. Notwithstanding the foregoing, but Lessee shall not have such right to cure a Lessor Event of Default set forth in Paragraph 13(c)(ii) in the obligation, event Lessor or their mortgagee takes action to cure such default itselfwithin the cure period therein provided, but is unable, by reason of the nature of the work involved, to cure the same within such period, provided Lessor or their mortgagee (whoever commences such work) continues such work thereafter diligently and without unnecessary delays. Additionally, Lessee shall have the right to remedy any default of an emergency nature, in the event Lessor or their morrgagee fails to commence to cure any default creating an emergency situation promptly upon being given notice which is reasonable under the circumstances, and Lessee shall have the costs right to remedy such a default without notice (if the giving of notice is not reasonably practicable) in the event of an emergency. All sums so expended or obligations incurred by Sublessee Lessee in curing such default connection with the foregoing, shall be offset against paid by Lessor to Lessee within five (5) days after demand. Pursuant to any of the Base Rent next coming due until satisfied in fullforegoing remedies shall not preclude pursuit of any of the other remedies provided by law, nor shall pursuit of any remedy herein provided constitute a forfeiture or waiver of any damage accruing to Lessee by ▇▇▇▇▇ of the violation of any of the terms, provisions, and covenants herein contained. Forbearance by Lessee to enforce one or more of the remedies herein provided upon the occurrence of a Lessor Event of Default shall not be deemed or construed to constitute a waiver of such default.

Default. 18.1. If Sublessee shall default Pledgor defaults in the payment of rent the principal or ------- interest under the Note when it becomes due (whether upon demand, acceleration or otherwise) or any other payments required event of Sublesseedefault under the Note or this Pledge Agreement occurs (including the bankruptcy or insolvency of Pledgor), the Company may exercise any and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in all the performance or observance rights, powers and remedies of any other agreement owner of the Pledged Shares (including the right to vote the shares and receive dividends and distributions with respect to such shares) and shall have and may exercise without demand any and all the rights and remedies granted to a secured party upon default under the Uniform Commercial Code of Texas or condition on otherwise available to the Company under applicable law. Without limiting the foregoing, the Company is authorized to sell, assign and deliver at its part discretion, from time to be performed or observedtime, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest all or any part hereofof the Pledged Shares at any private sale or public auction, on not less than ten days written notice to Pledgor, at such price or prices and upon executionsuch terms as the Company may deem advisable. Pledgor shall have no right to redeem the Pledged Shares after any such sale or assignment. At any such sale or auction, attachmentthe Company may bid for, or their process of law; or if Sublessee shall make an assignment of its property for and become the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 dayspurchaser of, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty Pledged Shares offered for sale. In case of any manner of trespass (or Sublessor may send written notice to Sublessee of such sale, after deducting the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting other expenses of sale and delivery, the remaining proceeds of such sale shall be applied first to the foregoing expenses principal of and accrued interest on the Note; provided that after payment in full of the indebtedness evidenced by the Note, the balance of the proceeds of sale then remaining shall be paid to Pledgor and Pledgor shall be entitled to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment return of any of the above as to expenses or rent, provide Pledged Shares remaining in the Sublessee with an itemization hands of all such items as a condition to the Sublessee's obligations to make paymentCompany. If Sublessor Pledgor shall be liable for any deficiency if the remaining proceeds are insufficient to pay the indebtedness under the Note in default in full, including the prompt and full performance fees of any other of its promises, covenants, or agreements contained in this Sublease and attorneys employed by the Company to collect such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fulldeficiency.

Default. 18.1. A. If Sublessee Purchaser exercises the Option, all contingencies are satisfied and the sale and purchase of the Property as contemplated by this Agreement is not consummated because of Purchaser’s default, Seller shall default provide Purchaser with written notice describing the alleged defaults and a demand to cure the same within twenty-one (21) days thereafter, and in the payment of rent or other payments required of Sublessee, and if Sublessee shall fail event Purchaser fails to cure said default within seven the aforesaid twenty-one (721) business days after receipt of period, then Seller may, at Seller’s option, as Seller’s exclusive remedies, either: (a) terminate this Agreement by giving written notice of said default from Sublessor; or if Sublessee shall default in such termination to Purchaser, whereupon the performance or observance of any other agreement or condition on its part to be performed or observed, Option Price and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as the interest earned thereon shall be reasonably required so long as retained by Seller and all rights, duties and obligations of all the Sublessee parties hereunder shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person expire and this Agreement shall levy uponin all respects become null and void, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process (b) seek and obtain specific performance of law; or if Sublessee shall make an assignment of its property for this Agreement. It is expressly intended by the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part provisions of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed preceding sentence to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or exclude such other period elected rights and remedies as may be provided for or allowed by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, equity including, without limitation, any right to seek damages, compensatory or otherwise. The terms and limitations of this Section of this Agreement shall not be construed to limit any of Seller’s remedies that are specifically set forth in other Sections of this Agreement. B. If Purchaser exercises the right Option, all contingencies are satisfied and the sale and purchase of self- help. In the Property as contemplated by this Agreement is not consummated because of Seller’s default, Purchaser shall provide Seller with written notice describing the alleged defaults and a demand to cure the same within twenty-one (21) days thereafter, and in the event Sublessor Seller fails to cure within the default within ten aforesaid twenty-one (1021) days after delivery period, then Purchaser may, at Purchaser’s option, as Purchaser’s exclusive remedies, either: (a) terminate this Agreement by giving written notice of such noticetermination to Seller, Sublessee shall have whereupon the rightOption Price, but not including the obligationinterest earned thereon, to cure such default itselfif any, and the costs incurred by Sublessee in curing such default shall be offset against returned to Purchaser and all rights, duties and obligations of all the Base Rent next coming due until satisfied parties hereunder shall expire and this Agreement shall in fullall respects become null and void, or (b) seek and obtain specific performance of this Agreement. It is expressly intended by the provisions of the preceding sentence to exclude such other rights and remedies as may be provided for or allowed by law or in equity including, without limitation, any right to seek damages, compensatory or otherwise. The terms and limitations of this Section of this Agreement shall not be construed to limit any of Purchaser’s remedies that are specifically set forth in other Sections of this Agreement.

Default. 18.1. If Sublessee shall default in and whenever: (a) the payment of rent or other payments required of SublesseeRent hereby reserved, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereofthereof, upon executionis not paid on the day appointed for payment thereof, attachmentwhether demanded or not, or (b) in the case of breach or non-observance or non-performance of any of the covenants, agreements, provisos, conditions, or their process rules and regulations on the part of law; the Tenant to be kept, observed, or performed, or (c) in case the Term is taken in execution of attachment for any cause whatsoever, (d) if, without being permitted under this Lease, the Restaurant should be used by any person other than the Tenant, or for any purpose other than that for which the same was let, or then if Sublessee shall make an assignment the Landlord considers the default is curable by the Tenant, the Landlord may give to the Tenant notice of its property for such default and if at the benefit expiration of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against 15 days after the Sublessee which remains undischarged for a period giving of 60 dayssuch notice the default continues to exist, or if a receiver, trustee, or assignee shall the Landlord considers the default to be appointed for the whole or any part of the Sublessee's propertynon-curable, then in any of said casesevery such case, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect it will be lawful for the rights of the Sublessor in any bankruptcy or receivership, then immediately, or Landlord at any time thereafter, and without further notice of demand, thereafter to enter into and upon the Subleased Premises, Restaurant or any part hereof thereof in the name of the wholewhole and the same to have again, repossess, and hold enjoy as of its former estate, anything inthis Lease contained to the Subleased Premises contrary notwithstanding. Whenever the Landlord is entitled to re-enter the Restaurant it may, at its option and without limiting its other remedies, terminate the Lease and, if so terminated, the full amount of Rent for that part of the Term that would have remained will become due and payable. If this Lease is so terminated, the Landlord, to the extent permitted by law, may immediately repossess the Restaurant, sell or dispose of such Tenant's fixtures, trade fixtures, personal property or leasehold improvements therein as if this Sublease had not been madethe Landlord considers appropriate, or store any of the Tenant's fixtures, trade fixtures, personal property or leasehold improvements therein in a public warehouse or elsewhere at the cost of the Tenant, all without service of notice, without legal proceedings, and expel Sublessee without liability for loss or damage and those claiming wholly without prejudice to the rights of the Landlord to recover arrears of Rent or damages for any default by the Tenant of its obligations or agreements under it, and remove its this Lease or their property without being taken or deemed to be guilty of any manner of trespass (term or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but wholly without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first prejudice to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any rights of the above as Landlord to expenses or rent, provide recover from the Sublessee with an itemization Tenant damages for loss of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default Rent suffered by reason of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itselfLease having been prematurely terminated, and the Landlord reserves a right to claim all costs incurred by Sublessee in curing such default shall be offset against (on a solicitor and client basis) losses, damages, and expenses arising from the Base Rent next coming due until satisfied in fullTenant's breach.

Default. 18.1. (a) If Sublessee shall the Lessee shall, at any time, be in default in of the payment of either rent or other any payments required of SublesseeLessee hereunder or any part thereof, and if Sublessee Lessor shall fail to cure said default within seven (7) business days after receipt of provide written notice of such default and Lessee shall have three days subsequent to the issuance of said notice to cure the monetary default from Sublessor; or if Sublessee shall default in the performance or observance of before Lessor may invoke any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as remedies available under the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement terms of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting or if Lessee shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment in default of any of the above as other covenants and conditions of this Lease to expenses or rentbe kept, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt observed, and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues performed by Lessee for more than thirty (30) days after the giving of written notice thereof from Sublessee by the Lessor to Sublessor specifying the particulars Lessee of such default or breach of performance default, provided, however, that if the default complained of, nature of the specified obligation(s) is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such more than thirty (30) days are required for performance, then lessee shall not be in default if it commences performance within such 30 day periodperiod and thereafter diligently prosecutes the same to completion, or if Lessee shall have commenced such cure vacate or abandon the premises, or fail to take possession of the premises and actively operate its business therein, or if Lessee shall be adjudged a bankrupt, or if a receiver or trustee shall be appointed and shall continue thereafter with not be discharged within thirty (30) days from the date of such appointment, then and in any such events the Lessor may re-enter the leased premises by summary proceedings or otherwise, and thereupon may expel all persons and remove all property therefrom, without becoming liable to prosecution therefor, and may, among other remedies elect: (i) to relet said premises as the agent of the Lessee, and reserve the rent therefrom, applying the same first to the payment of the reasonable expense of such reentry, and then to the payment of the rent accruing hereunder; but whether or not the leased premises are relet, the Lessee shall remain liable for the equivalent of all rent and other charges provided for under this Lease, plus the cost of reletting, if any, which said amount shall be due diligence and payable to cause such cure to be completed. Upon the Lessor as damages, or rent, as the case may be, on the successive monthly rent days hereinabove provided; or (ii) To terminate this Lease and immediately resume possession of the leased premises, wholly discharged from any default obligations under the term of this Sublease by SublessorLease, Sublessee shall be entitled to pursue and may re-enter and repossess said premises, free form any and all remedies available to Sublessee at law claims on the part of the Lessee. Termination of the Lease does not discharge or in equityany way affect Lessee's obligation to pay Lessor all the rents or other charges or payments accruing under the Lease up to the date of termination. (b) Lessor shall not be in default unless it fails to perform the obligations required of Lessor by this Lease Agreement within thirty (30) days after written notice by Lessee to Lessor specifying which obligation(s) Lessor has failed to perform. Provided, includinghowever, without limitationthat if the nature of the specified obligation(s) is such that more than thirty (30) days are required for performance, then Lessor shall not be in default if it commences performance within such 30-day period and thereafter diligently prosecutes the right of self- helpsame to completion. In the event Sublessor fails If Lessor has not cured or commenced to cure the default set forth in said notice within ten said 30-day period, Lessee may at his option either (10i) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itselfand deduct the reasonable costs and expenses incurred from the next and succeeding rent payment(s) or (ii) cancel this Lease and, in such event, this Lease shall thereupon cease, terminate, and come to an end with the costs incurred by Sublessee in curing such default shall be offset against same force and effect as though the Base Rent next coming due until satisfied in fulloriginal demised term had expired at that time.

Default. 18.1. If Sublessee shall default Without in any way restricting any other rights and remedies which the Lessor may have in the payment case of rent the breach or other payments required non-observance or non-performance on the part of Sublesseethe Lessee of any covenant, proviso, condition, restriction or stipulation in this Lease contained, (the “Default”) the Lessor may give to the Lessee written notice requiring the Lessee to remedy such Default and if Sublessee shall fail the Lessee fails to cure said default remedy such Default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass thirty (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th30) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date receipt of the notice of default. 18.2. In such notice, or, in the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for Default which requires more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance providedremedy, however, that if the default complained of, is Lessee fails to commence to remedy such Default within a period of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day perioddays from the receipt of such notice and thereafter diligently continue in its best efforts until such Default has been completely remedied, this Lease shall thereupon terminate and it shall be lawful for the Lessor, to enter into and upon the Demised Estate (or any part thereof in the name of the whole), to re-enter and the same to have commenced such cure again, repossess and enjoy, anything in this Lease contained to the contrary notwithstanding, and, should the Lessor so elect by notice to the Lessee within thirty (30) days of exercising this right, any or all ▇▇▇▇▇ which the Lessee may have drilled on the Said Lands, including all tools, machinery, buildings, erections, equipment and materials (the “Equipment”) which the Lessee may have placed on the Said Lands for the express purpose of producing Leased Substances shall continue thereafter with due diligence become the property of the Lessor free and clear of any claim or interest of the Lessee and the Lessee shall assign to cause such cure the Lessor, without consideration, the wellbore(s), the Equipment, the surface rights of the Said Lands and any regulatory permits or licences which the Lessor may request; provided that, nothing in this clause 18. contained shall relieve the Lessee from its obligations under clause 20. (Removal of the Lessee’s Equipment) unless and to be completedthe extent that the Lessor elects to take over the ▇▇▇▇▇ and Equipment or any portion thereof. Upon any default Without derogating from the foregoing provisions of this Sublease by Sublessorclause 18, Sublessee shall be entitled if the Demised Estate or a part thereof is included in any plan of unitization to pursue any which the Lessor has consented and all remedies available a Default occurs which does not relate wholly or partly to Sublessee at law or the portion of the Said Lands included in equitythe plan of unitization, including, without limitation, then the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee Lessor shall have the right, but right to terminate this Lease in the manner provided in this clause for the portion of the Said Lands not included in the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullplan of unitization.

Default. 18.122.01. If Sublessee This Lease and the term and estate hereby granted are subject to the limitation that whenever Tenant shall hereafter make an assignment for the benefit of creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or (subject to clause (a) below) an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law, or whenever a petition shall be filed by or (subject to clause (a) below) against Tenant under the reorganization provisions of the United States Bankruptcy Code or under the provisions of any law of like import, or whenever a petition shall be filed by Tenant, under the arrangement provisions of the United States Bankruptcy Code or under the provisions of any law of like import, or whenever a permanent receiver of Tenant, or of or for the property of Tenant, shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant, as the case may be, at any time after the event continues for ninety (90) days, or (b) if such event is voluntary by Tenant, at any time after the occurrence of any such event, may give Tenant a notice of intention to end the term of this Lease at the expiration often (10) days from the date of service of such notice of intention, and upon the expiration of said ten (10) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date of this Lease, but Tenant shall remain liable for damages as provided in Article 24 hereof. Landlord acknowledges that at the time this Lease is executed a segregated account of Tenant is currently subject to a rehabilitation proceeding in Wisconsin and Tenant’s parent company, Ambac Financial Group Inc., is currently subject to a federal bankruptcy proceeding and neither of those current proceedings shall have an adverse affect on this Lease or be considered a default under this Article 22 provided the Lease is not transferred to the segregated account of Tenant, the general account of Tenant does not become encompassed in the rehabilitation proceeding in Wisconsin and Tenant does not become subject to its parent company’s bankruptcy proceeding. 22.02. This Lease and the term and estate hereby granted are subject to the further limitations that: (a) if Tenant shall default in the payment when due of rent any Fixed Rent or other payments required of SublesseeAdditional Charges, and if Sublessee such default shall fail to cure said default within seven continue for fourteen (714) business days after receipt of written notice of said such default, or (b) if Tenant shall, whether by action or inaction, be in default from Sublessor; or if Sublessee shall of any of its obligations under this Lease (other than a default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses Fixed Rent or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease Additional Charges) and such default in performance continues for more than shall continue and not be remedied within thirty (30) days after written Landlord shall have given to Tenant a notice thereof from Sublessee to Sublessor specifying the particulars same, or, in the case of such a default or breach of performance provided, however, that if the default complained of, is of such a nature that the same which cannot with due diligence be rectified or cured within such a period of thirty (30 30) days and the continuance of which for the period required for cure will not (i) subject Landlord or any Superior Lessor or any Superior Mortgagee to prosecution for a crime or (ii) subject the Premises or any part thereof or the Building or Land, or any part thereof, to being condemned or vacated, if Tenant shall not (x) within said thirty (30) day periodperiod advise Landlord of Tenant’s intention to take all steps necessary to remedy such default, then such default shall be deemed to be rectified or cured if Sublessor, (y) duly commence within such said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the default, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of the service of such notice of intention, and upon the expiration of said five (5) days this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day was the day herein definitely fixed for the end and expiration of this Lease, but Tenant shall remain liable for damages as provided in Article 24 hereof. (a) If Tenant shall have commenced assigned its interest in this Lease, and this Lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any federal, state or foreign law of like import, or in the event of termination of this Lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this Lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a) pay to Landlord all Fixed Rent and Additional Charges then due and payable to Landlord under this Lease to and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as are contained in this Lease, except that (i) the rights of the lessee under the new lease, shall be subject to any possessory rights of the assignee in question under this Lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this Lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this Lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period, subject to the right of such lessee to dispute such amounts. If the lessee shall fail or refuse to enter into the new lease within fourteen (14) days after Landlord’s request to do so, then in addition to all other rights and remedies by reason of such default, under this Lease, at law or in equity Landlord shall have the same rights and remedies against the lessee as if the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term by reason of the default of the lessee thereunder. (b) if pursuant to the Bankruptcy Code, Tenant is permitted to assign this Lease in disregard of the restrictions contained in Article 7 hereof (or if this Lease shall be assumed by a trustee), the trustee or assignee shall cure any default under this Lease and shall continue thereafter provide adequate assurance of future performance by the trustee or assignee including (a) of the source of payment of rent and performance of other obligations under this Lease (for which adequate assurance shall mean the deposit of cash security with due diligence Landlord in an amount equal to cause the sum of one year’s Fixed Rent then reserved hereunder plus an amount equal to all Additional Charges payable under Article 3 hereof for the calendar year preceding the year in which such cure assignment is intended to become effective, which deposit shall be held by Landlord, with interest, for the balance of the term as security for the full and faithful performance of all of the obligations under this Lease on the part of Tenant yet to be completed. Upon performed) and that any default such assignee of this Sublease by SublessorLease shall have a net worth computed in accordance with generally accepted accounting principles, Sublessee equal to at least ten (10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Charges for the preceding calendar year as aforesaid and (b) that the use of the Premises shall comply with the provisions of Article 2 of this Lease and shall not be so disreputable as to adversely affect the reputation of the Building. If all defaults are not cured and such adequate assurance is not provided within 60 days after there has been an order for relief under the Bankruptcy Code, then this Lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to pursue retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this Lease, such consideration, after deducting therefrom (a) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (b) any portion of such consideration reasonably designed by the assignee as paid for the purchase of Tenant’s Property in the Premises, shall be and become the sole exclusive property of Landlord and shall be paid over to Landlord directly by such assignee. If Tenant’s trustee, Tenant or Tenant as debtor-in-possession assumes this Lease and proposes to assign the same (pursuant to Title 11 U.S.C. Section 365, as the same may be amended) to any person, including, without limitation, any individual, partnership or corporate entity, who shall have made a bona fide offer to accept an assignment of this Lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (x) the name and address of such person, (y) all remedies available of the terms and conditions of such offer, and (z) the adequate assurance to Sublessee at law or in equitybe provided Landlord to assure such person’s future performance under this Lease, including, without limitation, the right of self- help. In assurances referred to in Title 11 U.S.C. Section 365(b)(3) (as the same may be amended), shall be given to Landlord by the trustee, Tenant or Tenant as debtor-in-possession prior to the assignment, but in any event Sublessor fails to cure the default within no later than ten (10) days after delivery prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such notice, Sublessee shall have the right, but not the obligationproposed assignment, to cure accept an assignment of this Lease upon the same terms and conditions and for the same consideration after giving effect to any sharing of consideration to which Landlord would be entitled under Section 7.07 if this were an assignment contemplated by Article 7 hereof, if any, as the bona fide offer made by such default itselfperson, less any brokerage commissions which may be payable out of the consideration to be paid by such person for the assignment of this Lease except to the extent of any such brokerage commissions that Tenant is required to pay to any party unaffiliated with Tenant and the costs incurred which is in fact paid by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullTenant.

Default. 18.1. If Sublessee In the event that: (a) LESSEE shall default in the payment of rent the Security Deposit Amount or other payments required any installment of SublesseeAnnual Base Rent or any Additional Rent, and if Sublessee such default shall fail to cure said default within seven continue for five (75) business days after receipt of written notice of said default from Sublessorthereof; or if Sublessee (b) LESSEE shall default in the performance observance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, LESSEE’s covenants, agreements, or agreements contained in this Sublease obligations hereunder and such default in performance continues for more than shall not be corrected within thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance thereof; provided, however, that if the default complained of, is of such a nature that the same failure cannot reasonably be rectified or cured within such thirty (30 30-day period, then LESSEE shall not be in default if, and so long as, LESSEE commences such default shall be deemed to be rectified or cured if Sublessor, cure within such thirty (30) -day period, shall have commenced such cure period and shall continue thereafter with due diligence to cause diligently pursues such cure to completion (provided there is no material interference with the operations of the Building or any tenant therein during such protracted cure period); (c) LESSEE shall be completeddeclared bankrupt or insolvent according to law, or if any voluntary or involuntary petition for bankruptcy is filed against LESSEE and not discharged within ninety (90) days from filing; or if any assignment shall be made of LESSEE’s property for the benefit of creditors; then, while such default continues, and without demand or further notice (other than as may be required by law), LESSOR shall have the right to reenter and take complete possession of the Leased Premises, to declare the term of this Lease ended, and to remove LESSEE’s effects, without being guilty of any manner of trespass and without prejudice to any remedies which might be otherwise used for arrears of rent and other default of breach of covenant. LESSEE shall indemnify LESSOR against all loss of Rent and other payments, which LESSOR may incur by reason of such termination during the remainder of the term, it being expressly understood that LESSOR shall use reasonable efforts to relet the Leased Premises and collect all rents from such reletting. If LESSEE shall default, after reasonable notice thereof, in the observance or performance of any conditions or covenants on LESSEE’s part to be observed or performed under or by virtue of any one of the provisions in any section of this Lease, LESSOR, without being under any obligation to do so and without thereby waiving such default, may after the expiration of any applicable cure period, remedy same for the account and at the expense of LESSEE, (including but not limited to application of any or all of the Security Deposit held by LESSOR). If LESSOR pays or incurs any obligations for the payment of money in connection therewith, including but not limited to reasonable attorney’s fees in instituting, prosecuting or defending any action or proceeding, such sums paid or obligations incurred, with interest at the rate of eight (8%) percent per annum and costs, shall be paid to LESSOR by LESSEE as additional rent. Upon any default of this Sublease Lease by SublessorLESSEE (after the expiration of any applicable grace or cure period), Sublessee and because the payment of Rent in Monthly installments is for the sole convenience of LESSEE, the entire balance of Rent which would accrue hereunder shall, at the option of the LESSOR, become immediately due and payable; subject however to LESSOR’s obligation to use reasonable efforts to mitigate its damages occasioned by said default. LESSEE shall be responsible to pay reasonable attorneys fees incurred by LESSOR in any successful action by LESSOR for delinquent Rent or in the case of liquidated damages as aforesaid; and otherwise both LESSOR and LESSEE shall be entitled to pursue any and all remedies available to Sublessee at law or such reasonable attorneys fees as a court of competent jurisdiction may award as part of its final judgment in equity, including, without limitation, the right of self- help. In the event Sublessor fails of any dispute involving damages, injunctive relief or specific performance by either. Notwithstanding any provision to cure the default within ten contrary contained herein, (10i) days after delivery in no event shall LESSEE be responsible for punitive or consequential damages incurred by LESSOR as a result of such notice, Sublessee shall have the right, but not the obligation, any act (or failure to cure such default itselfact) by LESSEE, and the costs (ii) in no event shall LESSOR be responsible for punitive or consequential damages incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullLESSEE as a result of any act (or failure to act) by LESSOR.

Default. 18.1. If Sublessee shall default That in the event default is made in payment of rent rent, or other payments required of Sublesseeany part thereof, and if Sublessee shall fail to cure said such default within seven continues for Seven (7) business days after receipt of written notice of said default from Sublessor; such non-payment has been delivered to the Tenant, or if Sublessee shall default in the case of non-performance or non-observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's propertyTenant of any covenant, condition, restriction or stipulation herein contained, expressed or implied, which ought to be observed or performed by the Tenant, and which has not been expressly waived in writing by the Landlord, and such non-performance or non-observance continues for Seven (7) days after notice of such default has been delivered to the Tenant, then the Landlord may at its option in addition to exercising any other remedy available to it in law, remedy and defect or default by the Tenant and charge to the Tenant as Additional Rent such cost and/or cancel this lease by written notice to the Tenant and, in any one or more of said such cases, Sublessor lawfully may upon seven days notice all rights and interest hereby created or if such notice shall adversely affect the rights then existing in favour of the Sublessor in any bankruptcy Tenant or receivershipderived under this lease, then immediately, or at any time thereaftershall thereupon cease and determine, and without further notice of demand, the Landlord may re-enter into and upon the Subleased PremisesDemised Premises and to repossess and enjoy the same of its former estate, anything herein to the contrary notwithstanding, or the Landlord may re-let the Demised Premises as agent for the Tenant; PROVIDED, HOWEVER, that in case of such cancellation and re-entry, the Tenant shall continue to be liable to pay and the Landlord shall have the same remedy for the recovery of any part hereof in the name of the whole, and hold the Subleased Premises rent then due or accruing due as if this Sublease lease had not been madecancelled, together with interest at the rate of Eighteen percent (18%) per annum on any overdue rent, but remained in full force and effect, and expel Sublessee and those claiming under itfurther, and remove its or their property without being taken or deemed to be guilty that any right of action of the Landlord against the Tenant in respect of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment antecedent breach of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, said covenants, or agreements contained in this Sublease conditions, restrictions and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying stipulations shall not thereby be prejudiced; PROVIDED FURTHER, the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue Landlord reserves any and all legal remedies available to Sublessee at law or in equity, including, without limitation, the right and rights of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset action for damages against the Base Rent next coming due until satisfied in fullTenant for breach of the lease.

Default. 18.1. If Sublessee shall default is made in the payment of any installment of rent or other payments required of Sublesseeon the due date thereof, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee LESSEE shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, Agreement (other than payment of rent) and if Sublessee shall fail to cure said such default within ninety (90other than payment of rent) continues for 30 days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 daysthereof, or if a receiver, trustee, the Leased Premises be vacated or assignee shall be appointed for the whole or any part abandoned in violation of the Sublessee's propertyterms hereof, then in any such event this Lease shall terminate, at the option of said casesthe LESSOR, Sublessor lawfully and LESSOR may upon seven days re-enter the Leased Premises and take possession thereof, with or without force or legal process and without notice or demand, the service of notice, demand or legal process being hereby expressly waived, and upon such entry, as aforesaid, this Lease shall terminate and the LESSOR may exclude LESSEE from the Leased Premises, changing the lock on the door or doors if deemed necessary, without being liable to LESSEE for any damages or for prosecution therefore, LESSOR's rights in such notice event may be enforced by action in unlawful detainer or other proper legal action, and the LESSEE shall adversely affect remain liable for a sum equal to the rights entire rent payable to the end of the Sublessor in term hereof and shall pay any bankruptcy loss or receivershipdeficiency sustained by the LESSOR on account of the Leased Premises being let for the remainder of the then current term for a sum less than the amount due hereunder. LESSOR, then immediatelyas agent for LESSEE without notice, or at any time thereafter, and without further notice of demand, enter into and upon may re-let the Subleased Premises, Leased Premises or any part hereof in thereof for the name remainder of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the then current term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to sum less than the amount due hereunder. LESSOR, as agent for LESSEE without notice, may re-let the Leased Premises or any amounts due under this Sublease, which are not paid within seven (7) business days from part thereof for the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration remainder of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable or for any expenses incurred by Sublessor in connection with obtaining possession longer or shorter period as opportunity may offer, and at such rentals as may be obtained, and LESSEE agrees to pay the difference between a sum equal to the amount of rent payable during the residue of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, term and the costs incurred net rent actually received by Sublessee in curing such default the LESSOR during the term after deducting all expenses of every kind for repairs, recovering possession and re-letting the same, which difference shall accrue and be offset against the Base Rent next coming due until satisfied in fullpayable monthly.

Default. 18.1. If Sublessee shall default (a) In the event that Buyer defaults in the payment of rent or other payments required of Sublesseeits obligation to close under this Agreement, and if Sublessee shall fail fails to cure said default the same within seven ten (710) business days after following receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on notice, Seller may, as its part to be performed or observedsole and exclusive remedy, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced terminate this Agreement by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send providing written notice to Sublessee Buyer, in which event Seller shall be entitled to a disbursement of the termination of ▇▇▇▇▇▇▇ Money (including the Non-refundable EMD) and Extension EMD (if made) as liquidated damages. Upon such termination, neither Buyer nor Seller shall have any further rights, obligations or liabilities under this SubleaseAgreement, except as otherwise expressly provided herein. The Parties acknowledge that the ▇▇▇▇▇▇▇ Money is fair and upon entry as aforesaid (or in the event equitable and that Sublessor shall sent it would be impossible to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws accurately determine Seller’s damages in the event of Sublessee being evicted or dispossessed for Buyer’s default. Seller waives the right to exercise any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses rights or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, includingexcept in connection with ▇▇▇▇▇’s indemnification obligations as set forth in Sections 6 and 21 herein, without limitationor to any obligations that survive Closing or termination of this Agreement, the right of self- help. which may be enforced by any remedy available at law or in equity. (b) In the event Sublessor of Seller’s default of any of its obligations in this Agreement which Seller fails to cure the default within ten (10) business days after delivery following receipt of such written notice, Sublessee Buyer may: (i) waive such default and proceed to Closing without any reduction in or setoff against the Purchase Price; (ii) seek to enforce specific performance of Seller’s obligations under this Agreement; or (iii) terminate this Agreement by providing written notice to Seller and receive back the full amount of ▇▇▇▇▇▇▇ Money, including the Non-refundable EMD, and Extension EMD (if made), in which event Buyer may pursue any and all rights and remedies available at law or in equity. Upon such termination, neither Buyer nor Seller shall have any further rights, obligations or liabilities hereunder, except as otherwise expressly provided herein. Notwithstanding the rightforegoing, but not in the obligation, to cure such event of a willful or intentional default itselfof Seller hereunder, and the costs incurred by Sublessee provided specific performance is not an available remedy, Buyer may pursue any and all rights and remedies available at law or in curing such default shall be offset against the Base Rent next coming due until satisfied in fullequity.

Default. 18.1. (a) If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default pay any rent or Additional Rent to Sublessor within seven ten (710) business days after receipt the same is due and payable under the terms of written this Sublease and following the passage of ten (10) days notice of said default from such failure by Sublessor; , or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said perform any other duty or obligation imposed upon it by this Sublease and such default within ninety shall continue for a period of thirty (9030) days after written notice thereof has been given to Sublessee by Sublessor (except where Sublessee has diligently begun to correct such other duties or obligations within such longer period as shall be reasonably required so long as and continues to cure such default on a diligent basis), or if the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy uponadjudged bankrupt, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an a general assignment of its property for the benefit of its creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, receiver of any property of Sublessee in or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premisespremises be appointed in any actions, suit, or any part hereof proceeding by or against Sublessee, or if the interest of Sublessee in the name of the whole, and hold the Subleased Premises shall be sold under execution or other legal process, then and in any such event Sublessor shall have the right to enter upon the Subleased Premises and again have, repossess, and enjoy the same as if this Sublease had not been made, and expel thereupon this Sublease shall terminate without prejudice, however, to the right of Sublessor to recover from Sublessee all rent due and those claiming under it, and remove its or their property without being taken or deemed unpaid up to be guilty the time of such re-entry. In the event of any manner of trespass (or such default and re-entry, Sublessor may send written notice shall have the right to Sublessee relet the Subleased Premises for the remainder of the termination of this Sublease, and upon entry as aforesaid (or in then existing term whether such term be the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the initial term of this Sublease shall terminate. or any renewed or extended term, and to recover from Sublessee hereby expressly waives any and all rights of redemption granted the difference between the rent reserved by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of amount obtained through such reletting less the term of this Sublease. Sublessor shall costs and expenses reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any such reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and Sublessor hereby expressly reserves all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt rights and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee it, whether at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default . (b) If any rent (including Additional Rent) shall not be paid within ten (10) days after delivery due, in addition to, and without waiving or releasing any other rights and remedies of Sublessor, a late charge of one and one-half percent (1.5%) per month on the amount of such noticerent shall become immediately due and payable to Sublessor, Sublessee shall have the right, but not the obligation, as liquidated damages for Sublessee's failure to cure such default itselfmake prompt payment, and the costs incurred by Sublessee in curing such default same shall be offset against the Base Rent next coming due until satisfied in fullconsidered as additional rent.

Default. 18.1. If Sublessee In the event Lessee shall default in the payment of rent any Rent, or any other payments required sums due hereunder for a period of Sublessee, ten (10) days or in the event of any default or breach of the terms and if Sublessee conditions of this Lease or any other agreement between the parties hereto and Lessee shall fail to cure said default same within seven thirty (730) business days after receipt of receiving written notice of said default from Sublessor; thereof, or if Sublessee shall default in the performance event of a misrepresentation or observance breach of warranty by the Lessee or any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; guarantor hereof or if any person shall levy upon, execution or take Sublessee's leasehold interest other writ or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee issued in any action or an involuntary bankruptcy shall be filed proceedings, against the Sublessee which remains undischarged for a period of 60 daysLessee, whereby the Equipment may be taken or distrained, or if a receiverproceeding in bankruptcy, trusteereceivership or insolvency shall be instituted by or against the Lessee or its property, or assignee if the Lessee shall enter into any agreement of composition with its creditors or if the Lessee ceases doing business or transfers a major part in value of its assets, then in any such event the Lessor, at its option may: (a) proceed by appropriate court action or actions either at law or in equity to enforce performance by Lessee of the applicable covenants and terms of this Lease or to recover damages for the breach thereof and/or (b) retake immediate possession of the Equipment without any Court Order or other process of law and for such purpose the Lessee consents that the Lessor, directly or by its agents, may enter upon any premises where the Equipment may be and may remove the same therefrom with or without notice of its intention to do same without being liable to any suit or action or other proceeding by the Lessee and/or (c) declare all sums owing hereunder and/or all rentals immediately due and payable and/or (d) by notice in writing to Lessee terminate this Lease, whereupon all right and interest of Lessee in or to the possession or use of the Equipment shall absolutely cease and determine but Lessee shall remain liable as hereinafter provided and Lessor shall have the right under the preceding subsection (a), (b) and (c) of this section. Further, Lessor: (i) shall be appointed for entitled to retain all rents and additional sums paid by Lessee hereunder in respect of the whole Equipment as well as all resale proceeds, refunds and other sums, if any, paid or received by Lessor prior to or after default, including any such then in its possession which, had this Lease not been declared in default, would otherwise be payable to lessee hereunder and any other money or property of Lessee in Lessor's possession, and (ii) may, but shall not be obligated to, re-let all or any part of the SublesseeEquipment for such rentals and upon such terms as Lessor shall elect or may, but shall not be obligated to, sell the Equipment at public or private sale and either for cash or upon credit, and (iii) shall be entitled to recover from Lessee all rents and additional sums accrued and unpaid under the terms hereof prior to Lessor's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights retaking possession of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafterEquipment, and without further notice of demandas partial damages for breach, enter into and upon a sum equal to the Subleased Premises, or any part hereof in the name present value of the wholetotal unpaid rental which would have accrued for the balance of the rental term less only the net proceeds of any such reletting or sale, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed (iv) shall be entitled to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives recover from Lessee any and all rights damages which Lessor, shall sustain by reason of redemption granted any such default, failure or breach by Lessee, together with a reasonable sum for attorney's fees and such expenses as shall be expended or under incurred in the seizure, rental storage, transportation, sale of Equipment, enforcement of any present right or future laws privilege hereunder, collection of any sums due hereunder or in any consultation or action in such connection. The remedies herein provided in favor of Lessor in the event of Sublessee being evicted or dispossessed for any causedefault as hereinabove set forth shall not be deemed to be exclusive, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee but shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify cumulative and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default addition to all other remedies in its favor existing in law, in equity or in bankruptcy. If any sum due to Lessor hereunder is unpaid after its due date, Lessor may at Lessor's option collect a delinquency charge, of up to the prompt and full performance greater of any other ten dollars or interest at the rate of its promises, covenants, 18% per annum or agreements contained in this Sublease and such default in performance continues for more at the highest rate permitted by law if less than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance 18%; provided, however, that if the default complained of, is Lessor may not charge any amounts in excess of those permitted by law. All such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default charges shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base payable forthwith as Additional Rent next coming due until satisfied in fullhereunder.

Default. 18.1. A. If Sublessee shall default in (i) Tenant fails to comply with any term, provision, condition, or covenant of this Lease or any of the payment Rules and Regulations now or hereafter established for government of rent the Building; (ii) Tenant deserts or other payments required vacates the Demised Premises; (iii) any petition is filed by or against Tenant under any section or chapter of Sublesseethe Bankruptcy Reform Act of 1978, and if Sublessee shall fail to cure said default within seven (7) business days after receipt as amended, or under any similar law or statute of written notice of said default from Sublessor; the United States or if Sublessee shall default in the performance or observance of any other agreement state thereof; (iv) Tenant becomes insolvent or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety makes a transfer in fraud of creditors; (90v) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make Tenant makes an assignment of its property for the benefit of creditors; (vi) a receiver is appointed for Tenant or any of the assets of Tenant: or (vii) tenant ceases to be a going concern; then Landlord may, after ten (10) days prior written notice to cure any non-monetary default and after five (5) days prior written notice to cure any monetary default in this Lease and thereafter, Landlord shall have the option to do any one or more of the following without any notice or demand, in addition to and not in limitation of any other remedy permitted by law or by this Lease; i. Terminate this lease, in which event Tenant shall immediately surrender the Demised Premises to Landlord and if Sublessee Tenant fails so to do, Landlord may without prejudice to any other remedy which it may have for possession or arrearage in rent, enter upon and take possession of the Demised Premises and expel or remove Tenant and any other person who may be occupying such Demised Premises or any part thereof, by force if necessary, without being liable for prosecution or any claim of damages. ii. Enter upon and take possession of the Demised Premises and expel or remove Tenant and any other person who may be occupying such Demised Premises or any part thereof, by force if necessary, without being liable for prosecution or any claim for damages therefor, and relet the Demised Premises and receive the rent therefor. iii. Enter upon the Demised Premises, by force if necessary without being liable for prosecution or any claim for damages therefor, and do whatever Tenant is obligated to do under the terms of this lease and Tenant agrees to reimburse Landlord on demand for any expenses which Landlord may incur in thus effecting compliance with Tenant’s obligations under this Lease and Tenant further agrees that Landlord shall file voluntary bankruptcy; not be liable for any damages resulting to Tenant from such action, other than damages caused by negligence of the Landlord. iv. Upon three (3) days written notice to Tenant, alter all locks and other security devices at the Demised Premises without terminating this Lease. B. Exercise by Landlord of any one or if any bankruptcy more remedies hereunder granted or insolvency proceedings otherwise available shall not be deemed to be an acceptance of surrender of the Demised Premises by Tenant whether by agreement or by operation of law, it being understood that such surrender can be effected only by the written agreement of Landlord and Tenant. No alteration of locks or other security devices and no removal or other exercise of dominion by Landlord over the property of Tenant or others at the Demised Premises shall be commenced deemed unauthorized or constitute a conversion. All claims for damages by Sublessee reason of re-entry, repossession and/or alteration of locks or other security devices are hereby waived, as are all claims for damages by reason of any distress warrant, forcible detainer proceedings, sequestration proceedings or other legal process. Tenant agrees that any re-entry by Landlord may be pursuant to judgment obtained in forcible detainer proceedings or other legal proceedings or without the necessity for any legal proceedings, as Landlord may elect, and Landlord shall not be liable in trespass or otherwise. C. If Landlord elects to terminate this Lease by reason of an involuntary bankruptcy event of default, then, notwithstanding, such terminations, Tenant shall be filed against liable for and pay to Landlord, at the Sublessee which remains undischarged address specified for a period notice to Landlord herein, the sum of 60 daysall rental and other indebtedness accrued to date of such termination (minus any amounts collected from any guarantor of this Lease) plus as damages, or if a receiveran amount equal to the difference between (i) the total rental hereunder for the remaining portion of this Lease term (had such term not been terminated by Landlord prior to the date of expiration stated herein), trusteeand (ii) the present value of the then fair rental value of the Demised Premises for such period. D. If Landlord elects to repossess the Demised Premises without terminating this Lease, or assignee then Tenant shall be appointed liable for and shall pay to Landlord, at the address specified for notice to Landlord herein, all rental and other indebtedness accrued to the date of such repossession, plus rental required to be paid by Tenant to Landlord during the remainder of the Lease Term until the date of expiration of the Lease Term as stated in herein diminished by any net sums thereafter received by Landlord through reletting the Demised Premises during said period (after deducting expenses incurred by Landlord as provided in Sub-Article 36.E. below). In no event shall Tenant be entitled to any excess of any rental obtained by reletting over and above the rental herein reserved. Actions to collect amounts due by Tenant to Landlord under this subparagraph may be brought from time to time, on one or more occasions, without the necessity of Landlord’s waiting until expiration of the Lease Term. E. In case of any event of default or breach by Tenant, Tenant shall also be liable for and shall pay to Landlord at the address specified for notice to Landlord herein in addition to any sum provided to be paid above, brokers fees incurred by Landlord in connection with reletting the whole or any part of the Sublessee's Demised Premises; the costs of removing and storing Tenant’s or other occupant’s property; the costs of repairing, then altering, remodeling or otherwise putting the Demised Premises into condition acceptable to a new tenant or tenants; and all reasonable expenses incurred by Landlord in any enforcing or defending Landlord’s right and/or remedies including reasonable attorney’s fees. F. In the event of said cases, Sublessor lawfully may upon seven days notice termination or if such notice shall adversely affect the rights repossession of the Sublessor in any bankruptcy Demised Premises for an event of default, Landlord shall make good faith, commercially reasonable efforts to relet or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon to attempt to relet the Subleased Premisespremises, or any part hereof in the name of the wholeportion thereof, or to collect rental after reletting and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted reletting, Landlord may relet the whole or dispossessed any portion of the premises for any cause, or in the event Sublessor terminates this Sublease period to any tenant and for any use and purpose. Any sums received by Landlord as provided in this Article. The Sublessee a result of any such reletting shall be liable credited against any damages due to Landlord because of Tenant’s default, but only to the extent that such monies are paid to Landlord for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date use of the notice of defaultpremises during what would have been the Lease Term. 18.2. In G. If Tenant fails to make any payment or cure any default hereunder within the case of time herein permitted, Landlord, without being under any obligation to do so and without thereby waiving such terminationdefault, Sublessee will indemnify and pay to Sublessor each month, or may make such payment and/or remedy such other period elected by default for the Sublessor against all loss account of rentTenant (and enter the premises for such purpose), and thereupon Tenant shall be obligated to, and hereby agrees to pay Landlord, upon demand, all costs, expenses and disbursements (including reasonable attorney’s fees) incurred by Landlord in taking such remedial action. H. In the event of any kind incurred default by Sublessor by reason of such terminationLandlord, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee Tenant’s exclusive remedy shall be liable an action for damages. Tenant hereby waives the benefit of any expenses incurred by Sublessor in connection with obtaining possession of laws granting a lien upon the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse chargesLandlord and/or upon rent due Landlord), but prior to any such action, Tenant will give Landlord written notice specifying such default with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear exceptedparticularity, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting Landlord shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thereupon have thirty (30) days in which to cure any such default. Unless and until Landlord fails to cure any default after written notice thereof such notice, Tenant shall not have any remedy or cause of action by reason thereof. All obligations of Landlord hereunder will be construed as covenants, not conditions; and all such obligations will be binding upon Landlord only during the period of its possession of the premises and not thereafter. The term “Landlord” shall mean only the owner, the Demised Premises, and in the event of the transfer by such owner of its interest in the Demised Premises, such owner shall thereupon be released and discharged from Sublessee to Sublessor specifying all covenants and obligation of Landlord thereafter accruing, but such covenants; and obligations shall be binding during the particulars Lease Term upon each new owner for the duration of such default or breach of performance providedowner’s ownership. Notwithstanding any other provision to the contrary herein, however, that if the default complained of, is of such a nature that the same canLandlord shall not be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- helppersonal liability hereunder. In the event Sublessor fails of any breach or default by Landlord in any term or provision of this Lease, Tenant agrees to cure look solely to the default within ten (10) days after delivery equity or interest then owned by Landlord in the Demised Premises; however, in no event, shall any deficiency judgment or any money judgment of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall any kind be offset sought or obtained against the Base Rent next coming due until satisfied in fullLandlord.

Default. 18.1. (a) If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee shall Tenant should fail to cure said default within seven pay with ten (710) business days after receipt the date set for payment under this Lease, any part of written the rentals herein provided, or any other sum required by this Lease to be paid to Tenant, without notice of said default from SublessorLandlord; or (b) if Sublessee shall default should be made in any of the performance nonmonetary covenants, terms or observance of any other agreement or condition on its part provisions to be performed or observed, by Tenant hereunder and if Sublessee shall fail to cure said such nonmonetary default within ninety should continue for a period of ten (9010) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of following written notice thereof from Landlord to Tenant (provided, however, that if the nature of said Tenant's nonmonetary default from Sublessoris such that more than ten (10) days are required for performance, then Tenant shall not be in default hereunder if Tenant commences performance within such ten (10) day period and thereafter diligently prosecutes the same to completion); or if any person shall levy upon(c) should Tenant's interest herein be terminated or assigned by operation of law, or take Sublessee's leasehold interest otherwise, including, without limitation, the filing of a petition by or against Tenant (or any part hereofmember of Tenant if Tenant is a partnership or joint venture) under any insolvency or bankruptcy act (provided, upon executionhowever, attachmentif a petition is filed against Tenant, or their process Tenant shall have a period of lawthirty (30) days within which to have such action dismissed); or if Sublessee shall (d) should Tenant make an a general assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against (e) the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed failure to be guilty of any manner of trespass timely perform (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and after the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal any applicable cure periods) any covenant, condition, or obligation to relet be performed by Lessee under the premises for such term as the Sublessor shall determineother agreements with Lessor and set forth on Schedule 1 hereto, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor then Landlord, in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar addition to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, rights and remedies it may have hereunder or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligationright without any further demand or notice, to cure such default itselfpursue any one or more of the following remedies: (i) exercise any rights or remedies available pursuant to this Lease or applicable laws; (ii) terminate this Lease by written notice to Tenant, in which event Tenant shall have no further interest in this Lease or in the Premises, and Landlord may recover from Tenant all damages Landlord may incur by reason of Tenant's breach, including the cost of recovering the Premises, reasonable attorneys' fees, and the costs incurred by Sublessee in curing value at the time of such default shall be offset against termination of the Base Rent next coming due until satisfied in full.then reasonable rental value of the Premises for the remainder of the Lease Term;

Default. 18.1. If Sublessee shall default In the event the Lessee (a) fails to pay the Rent and/or Additional Rent herein provided or any part thereof or any other sum required by the Lessee to be paid to the Lessor in the payment of rent or other payments required of Sublessee, manner herein provided and if Sublessee shall fail to cure said default within seven five (75) business days after receipt of written notice of said non-payment (which notice need not be given more then twice in any twelve (12) month period, after which time a default from Sublessorshall be deemed to have occurred if any amount required to be paid hereunder is not paid by its due date); or if Sublessee shall default (b) violates any of the provisions of this Lease respecting assignments or subletting; or (c) defaults in any of the performance other covenants or observance of any other agreement or condition conditions on its the Lessee's part to be performed hereunder and such default is not cured within twenty (20) days after notice by the Lessor to the Lessee of such default (each an "Event of Default"), then such default or observedbreach or act shall give the Lessor the right to re-enter the Demised Premises and remove all persons and all or any property therefrom either by summary dispossess proceedings or by any suitable action or proceeding at law, or by force or otherwise, without being liable to indictment, prosecution or damages therefor, and repossess and enjoy said Demised Premises together with all additions, alterations and improvements, and in such case the Lessor may either relet the Demised Premises or any parts thereof as agent of the Lessee and receive the Rent and Additional Rent applying the same first to the payment of such expenses as the Lessor may have incurred and then to the fulfillment of the covenants of the Lessee. The Lessor may rent said Demised Premises for a term extending beyond the term hereby granted without releasing the Lessee from any liability. Upon the expiration of this Lease prior to the expiration of its term by operation of any provision hereof or by summary proceedings or otherwise, then, whether or not the Demised Premises be relet, the Lessee shall remain liable for and shall pay the Lessor, until the time when this Lease would have expired but for such termination or expiration, the equivalent of the amount of all of the Rent and Additional Rent reserved herein, less the avails of reletting, if Sublessee shall fail to cure said default within ninety (90) days or such longer period as any, and the same shall be reasonably required so long due and payable by the Lessee to the Lessor on the several rent days above specified. In all events, Lessee is liable for all damages, costs and expenses, of whatever kind or nature, direct or indirect, suffered by Lessor as a result of the Sublessee shall be diligently pursuing such cure after receipt occurrence of written notice an Event of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property Default. If Lessee fails to promptly pay Lessor for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced damages suffered, Lessor may pursue a monetary recovery from Lessee. Included among those damages are all expenses incurred by Sublessee or an involuntary bankruptcy shall be filed against Lessor in repossessing the Sublessee which remains undischarged Demised Premises (including increased insurance premiums resulting from Lessee's vacancy), all expenses incurred by Lessor in reletting the Demised Premises (including those incurred for a period of 60 daysadvertisements and brokerage fees and needed repairs, or if a receiver, trustee, or assignee shall be appointed for remodeling to the whole or any part condition existing as of the SublesseeCommencement Date, reasonable wear and tear excepted and replacements), all reasonable concessions granted to a new lessee on a reletting, all losses incurred by Lessor as a result of Lessee's propertydefault, then a reasonable allowance for Lessor's administrative costs attributable to Lessee's default, and all reasonable attorney's fees incurred by Lessor in enforcing any of said cases, Sublessor lawfully may upon seven days notice Lessor's rights or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminateremedies against Lessee. Sublessee The Lessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted eviction or dispossessed for dispossession by judgment or warrant of any causecourt or judge, or and the Lessee waives and will waive all right to trial by jury in any summary proceeding hereafter instituted by the event Sublessor terminates this Sublease as provided Lessor against the Lessee in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date respect of the notice of default. 18.2Demised Premises. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default All remedies herein provided shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure cumulative and shall continue thereafter with due diligence to cause in no way limit or restrict the Lessor from pursuing such cure to other and further remedies as may be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee allowed at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. If Sublessee shall default in the payment of rent or other payments required of Sublessee, 9.01 Each and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the every payment of rent and all every other payments due payment payable by the Tenant to the Landlord hereunder shall bear interest at the rate of five percent (5%) per annum greater than the prime rate of interest set by the Landlord's bank, from Sublessee to Sublessor. The Sublessor shallthe date when the same became payable under the terms of this lease until the same has been paid, commensurate with and such interest shall accrue and be payable without the necessity of any demand for therefore being made. (a) It is hereby expressly understood and agreed that if, at any time and so often as the same shall happen, the Tenant makes default in the observance or performance of any covenant contained herein to be observed or performed by it, or fails to make payment of any money hereby undertaken to be paid by it, then the Landlord may, but shall not be obligated so to do, without waiving or releasing the Tenant from its obligations under this lease, itself observe and perform the covenant or covenants in respect of which the Tenant has made default or make payment of the above as moneys the Tenant has failed to pay. (b) All costs and expenses or rent, provide incurred by the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default Landlord in the prompt and full observance or performance of any other of its promises, such covenant or covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, legal costs and any moneys so paid by the Landlord, will, with interest thereon, be a charge on the leased premises in favour of the Landlord in priority to the interest of the Tenant hereunder and of any person claiming through or under the Tenant, and all such costs, expenses and moneys and interest thereon shall be payable forthwith by the Tenant to the Landlord, and the Tenant covenants to pay the same forthwith on demand by the Landlord, and the Landlord shall have the same rights and remedies and may take the same steps for the recovery thereof as for the recovery of rent in arrears. (c) PROVIDED, and it is expressly understood and agreed, that if the Tenant fails to make payment of any money demanded of the Tenant by a person other than the Landlord, and if the Tenant in good faith disputes the amount or propriety of any such claim made upon it, and if forfeiture of the building or lands or the registration of a lien against the building or lands will not result from nonpayment, then the Landlord shall not pay the same until such dispute has been resolved either by agreement of the Tenant or by the decision of a competent authority, and then only in the event that the Tenant has failed for a period of 10 days or more to make payment of the same. 9.03 Whenever the Landlord has the right under this lease to enter the leased premises, whether to inspect, repair, exhibit, re-enter or otherwise, and the Tenant neglects or refuses or is unavailable to allow such entry, the Landlord may enter by use of self- helpa master key or by such force as may be reasonably necessary, and the Landlord shall not be liable for any loss, damage or inconvenience suffered by the Tenant thereby. (a) The Tenant waives and renounces the benefit of any present or future law taking away or limiting the Landlord's rights against the property of the Tenant and, notwithstanding any such law, the Landlord may seize and sell all the Tenant's goods and property whether within the leased premises or not, and apply the proceeds of such sale to rent and all other amounts outstanding and to the costs of the seizure and sale in the same manner as might have been done if such law had not been passed. This clause shall only apply in the event that the Tenant is in default under this lease. (b) The Tenant further agrees that if it leaves the leased premises, leaving any rent or other amounts required to be paid under this lease unpaid, the Landlord, in addition to any remedy otherwise provided by law, may seize the goods and chattels of the Tenant at any place to which the Tenant or any other person may have removed them, and may sell such goods and chattels in the same manner as if such goods and chattels had remained upon the leased premises. 9.05 If and whenever the rent hereby reserved or any part thereof shall not be paid on the day appointed for payment thereof, whether lawfully demanded or not, or in case of breach or non-observance or non-performance of any of the covenants, agreements, provisos, conditions or rules and regulations to be kept, observed or performed by the Tenant, or in case the leased premises shall be vacated or remain unoccupied for 10 days, or in case the term shall be taken in execution or attachment for any cause whatsoever, THEN and in every such case, and notwithstanding anything contained in this lease to the contrary, it shall be lawful for the Landlord thereafter to enter into and upon the leased premises or any part thereof in the name of the whole and to have again, repossess and enjoy the same as of its former estate, PROVIDED ONLY that the Landlord shall not at any time have the right to re-enter and forfeit this lease by reason of the Tenant's default in payment of rent reserved by this lease, unless and until the Landlord shall have given to the Tenant at least 5 business days' written notice of its intention so to do and setting forth the amount of rent in arrears, and the Tenant shall have failed within such period to have paid the arrears. 9.06 The Tenant covenants and agrees that on the Landlord's becoming entitled to re-enter the leased premises under any of the provisions of this lease, the Landlord, in addition to all other rights, shall have the right to enter the leased premises as the agent of the Tenant, either by force or otherwise, without being liable for any prosecution therefor, and to relet the leased premises as the agent of the Tenant, and to receive the rent therefor, and as the agent of the Tenant to take possession of any furniture or other property on the leased premises and to sell the same at public or private sale without notice, and to apply the proceeds of such sale and any rent derived from re-letting the leased premises upon account of the rent under this lease, and the Tenant shall be liable to the Landlord for any deficiency. 9.07 The Tenant covenants and agrees that on the Landlord's becoming entitled to re-enter the leased premises under any of the provisions of this lease, the Landlord, in addition to all other rights, shall have the right to terminate forthwith this lease and the term by leaving upon the leased premises notice in writing of its intention to do so, and thereupon rent and additional rent shall be computed, apportioned and paid in full to the date of such termination of this lease, and any other payments for which the Tenant is liable under this lease shall be paid, and the Tenant shall immediately and peaceably deliver up possession of the leased premises to the Landlord, and the Landlord may re-enter and take possession of the same. 9.08 No condoning, excusing or overlooking by the Landlord of any default, breach or non-observance by the Tenant at any time in respect of any covenant, proviso or condition contained herein shall operate as a waiver of the Landlord's rights hereunder in respect of any continuing or subsequent default, breach or non-observance, or so as to defeat or affect in any way the rights of the Landlord herein in respect of any such continuing or subsequent default or breach, and no waiver shall be inferred from or implied by anything done or omitted by the Landlord, save only express waiver in writing. 9.09 All rights and remedies of the Landlord contained in this lease shall be cumulative and not alternative. 9.10 In the event Sublessor fails to cure of any breach by the default within ten (10) days after delivery Tenant of such noticeany covenant or proviso herein, Sublessee the Landlord shall have the right, but not right to retain counsel to enforce the obligation, Landlord's rights hereunder or to cure such default itselfadvise thereon, and the any solicitor-client costs incurred by Sublessee in curing such default the Landlord shall be offset against paid by the Base Rent next coming due until satisfied in fullTenant to the Landlord forthwith on demand.

Default. 18.1. If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety fifteen (9015) business days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's this leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's ’s property, then in Sublessor may exercise any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, all remedies available under this Sublease or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Articlelaw. The Sublessee shall be liable for a 5% late charge fee applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the due date of the notice of defaultsuch payment. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor month against all loss of rent, and all costs, expenses obligations which Sublessor may incur by reasons of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease; or at the election of Sublessor, exercised at the time of the termination or at any time thereafter, Sublessee will indemnify Sublessor, each month until the exercise of the election, against all loss of rent and other obligations which Sublessor may incur by reason of such termination, during the period between the time of the termination and the exercise of the election, and upon the exercise of the election Sublessee will pay to Sublessor as damages such amount as at the time of the exercise of the election represents the amount by which the rental value of the leased Premises for the period from the exercise of the election until the expiration of the term shall be less than the amount of rent and other payments provided herein to be paid by Sublessee to Sublessor during said period. It is understood and agreed that at the time of the termination, or at any time thereafter, the Sublessor shall reasonably diligently perform its the legal obligation to relet the premises for such a term as which may expire after the Sublessor shall determineexpiration of the term of this Sublease, without releasing Sublessee from Sublessee's any liability whatsoever, only for the term of this Sublease, but not for the longer re-let term. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Leaselease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' ’ fees and brokers' ’ fees. Any , and that any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's ’s obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. 17.01 If Sublessee shall default in LESSEE fails to pay any installment of RENT or any other money obligation to be paid by LESSEE until the payment terms of rent or other payments required of Sublesseethis LEASE when due, and if Sublessee the same remains unpaid for a period of ten (10) calendar days after written notice or if LESSEE shall fail to cure said perform or observe any of its other obligations under this LEASE and shall fail to commence the correction of such other default within seven ten (710) business calendar days after receipt notice to LESSEE by LESSOR of written notice of said such default from Sublessorand to complete the correction thereof within a reasonable time thereafter; or if Sublessee shall default in LESSEE abandons or vacates the performance LEASED PREMISES or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make makes an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcyLESSEE suffers a receiver or trustee to be appointed for its business or property, unless such appointment is vacated within sixty (60) calendar days of its entry; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against order for relief under the Sublessee which remains undischarged for a period of 60 days, federal Bankruptcy Code is entered naming LESSEE as debtor; or if a receiverLESSEE's interest in the LEASED PREMISES is sold upon execution or other legal process, trusteethen, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitationevent, the right of self- helpLESSEE to occupy the LEASED PREMISES shall terminate immediately and LESSOR shall have the right to repossess the LEASED PREMISES and each and every part thereof, to declare all remaining rental payments under this LEASE to be due and payable immediately, and to expel and put out LESSEE and every other person occupying the LEASED PREMISES, without such termination, repossession or expulsion working a termination of this LEASE. Neither such termination of the right of LESSEE to occupy the LEASED PREMISES nor such repossession by LESSOR shall relieve LESSEE from its obligations to pay RENT and to perform and observe all of its other obligations under this LEASE. 17.02 In the event Sublessor fails that LESSOR shall re-enter into possession of the LEASED PREMISES without termination of the LEASE TERM as contemplated by Section 17.01 of this LEASE, LESSOR may, but shall not be required to, relet the LEASED PREMISES, in whole or in part, for the account of LESSEE to cure any person, firm or corporation at such rent and upon such other terms and conditions as LESSOR shall desire. In any such case, LESSOR may make such repairs and alterations to the default within ten (10) days after delivery LEASED PREMISES as are reasonably necessary in order to relet the same and LESSEE shall, on demand by LESSOR, pay the costs thereof, together with LESSOR's expenses of reletting the LEASED PREMISES as additional RENT due under this LEASE. If the consideration collected by LESSOR upon any such noticereletting for LESSEE's account is insufficient to pay the full amount of the monthly RENT and any other monies to be paid the LESSEE under this LEASE, Sublessee LESSEE shall pay to LESSOR as additional RENT the amount of each such deficiency, upon demand by LESSOR. 17.03 In addition to the right of LESSOR under this ARTICLE XVII to terminate LESSEE's right to possession only to the LEASED PREMISES, LESSOR shall have the rightright to elect, but not at any time, after default by LESSEE (including any time after LESSOR has terminated LESSEE'S right to possession only to the obligationLEASED PREMISES as contemplated by Section 17.01 of this LEASE), to cure cancel and terminate the LEASE TERM by giving notice to LESSEE of such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullelection.

Default. 18.1. (i) If Sublessee shall default any Member fails for any reason to make a Capital Contribution required in any Capital Call for a period ending on the payment later to occur of rent (A) 10 Business Days after the due date thereof, or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7B) business days two Business Days after receipt of the Company has provided written notice of said default from Sublessor; or if Sublessee shall default such failure to such Member (such failure, a “Payment Default”), such Member and each of its Permitted Transferees and Affiliates that then holds any Interests, and, in the performance event such Member is itself a Permitted Transferee, the assignor that directly or observance indirectly assigned such Permitted Transferee its Interest shall each be a “Defaulting Member.” Notwithstanding anything to the contrary, Contaro shall not be a Defaulting Member with respect to any Payment Default of Exaro II Jonah that relates to any other agreement Remaining Capital Commitment Transferred from Contaro to Exaro II Jonah in connection with the exercise of the Exaro II Jonah Option. (ii) Effective as of the occurrence of a Payment Default, such Defaulting Member will be subject to one or condition on its part more of the following remedies at the discretion of the Board of Managers (excluding any Manager(s) designated by the Defaulting Member): (A) loss of all rights to be performed designate Managers (including related voting power) or observedBoard Observers under this Agreement; (B) loss of the right (but not the obligation) to participate in future Capital Calls and to fund any Remaining Commitment; (C) forfeiture of all Management Incentive Units held by the Defaulting Member (vested or unvested) for no consideration; and (D) subject to the provisions of Section 3.7(b), and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days30 days after the occurrence of a Payment Default, the Company first right to elect to purchase all or if any portion of the Interests then held by such Defaulting Member (the “Default Interests”) at a receiver, trustee, or assignee shall be appointed 33% discount to the lesser of (1) such Defaulting Member’s cost for the whole or any part Interests to be purchased and (2) the “fair market value” of the Sublessee's propertyInterests to be purchased (the “Default Price”). For purposes of this Section 3.2(d)(ii)(D), then “fair market value” is determined by the Board of Managers assuming the Development Agreement has been terminated as a result of a Company default thereunder (whether or not the Development Agreement has actually been so terminated). To the extent the Company does not exercise in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect full its right to purchase the rights Default Interests (the portion of the Sublessor in any bankruptcy Default Interests for which the Company does not elect to purchase being the “Remaining Default Interests”), it shall so notify all Eligible Investors on or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon prior to the Subleased Premises, or any part hereof in 30th day following the name Payment Default (the “Default Rights Notice”). Each Eligible Investor shall have 60 days from receipt of the wholeDefault Rights Notice to (the “Default Rights Notice Period”) to elect to purchase up to its pro rata share of such Remaining Default Interests at the Default Price. If any Eligible Investor does not elect to purchase its full pro rata share of the Remaining Default Interests, those Eligible Investors who have elected to purchase their full pro rata share of the Remaining Default Interests and hold who have notified the Subleased Premises Company within the Default Rights Notice Period that they desire to purchase more than their full pro rata share of the Remaining Default Interests may purchase their respective pro rata share of any remaining balance of the Remaining Default Interests. All purchases of Default Interests by the Company and by Eligible Investors must be completed on or before 180 days following the Payment Default. In each case, the phrase “pro rata share” as if used in this Sublease had not been madeSection 3.2(d)(ii)(D) shall mean such Eligible Investor’s pro rata share based on the Eligible Investor’s respective Fully-Funded Percentage Interest. (iii) In addition to the foregoing, the Company shall have the right to pursue any other remedy existing at law or in equity for the collection of the unpaid amount (and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed interest thereon) of the Capital Contributions agreed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Articlemade. The Sublessee Defaulting Member shall be liable for a 5% late charge applicable to the reasonable costs and expense (including reasonable attorneys’ fees and expenses) incurred by the Company or any amounts due other Member arising under this SubleaseSection 3.2(e). (iv) Notwithstanding the provisions of Section 3.2(d)(i)-(iii) above, which are not paid within seven if Exaro II Jonah commits a Payment Default with respect to a Capital Contribution required by any Capital Call (7a “Exaro II Jonah Payment Default”) business days from the date because one or more members of Exaro II default in their obligation to contribute to Exaro II an amount equal to such member’s pro rata portion of the notice of default. 18.2. In amount Exaro II Jonah is required to contribute to the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor Company in connection with obtaining possession of such Capital Call (each, an “Exaro II Defaulting Member”, which term shall include such Exaro II Defaulting Member’s Permitted Transferees under the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease Exaro II organizational documents and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day periodExaro II Defaulting Member’s Affiliates), then such default Exaro II Jonah Payment Default shall be deemed attributed only to such Exaro II Defaulting Members (dollar for dollar based on their defaulted obligations) and such Exaro II Defaulting Member shall be rectified or cured if Sublessorconsidered a Defaulting Member and such Exaro II Jonah Payment Default shall be considered a Payment Default, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default in each case for all purposes of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- helpAgreement (including Section 3.2(d)(ii)). In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.connection with any Exaro II Jonah Payment Default:

Default. 18.1. (a) If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee (1) Tenant shall fail to pay Rent or any other sum payable to Landlord hereunder when due and such failure continues for more than ten (10) business days, and upon written notice from Landlord Tenant fails to cure said the default within seven an additional (75) business days after receipt days, or (2) any of written notice of said default from Sublessorthe events specified in Section 16 occur; or if Sublessee shall default in (3) Tenant fails to occupy the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default Demised Premises within ninety (90) days after the Commencement Date or vacates or abandons the Demised Premises during the term hereof or removes or manifests an intention to remove Tenant's goods and property therefrom other than in the ordinary and usual course of Tenant's business; or (4) Tenant sublets the Demised Premises or assigns this Lease in violation of the provisions of Section 13 hereof; or (5) Tenant fails to maintain the insurance required pursuant to Section 19 hereof; or (6) Tenant fails to perform or observe any of the other covenants, terms or conditions contained in this Lease and such failure continues for more than fifteen (15) business days after written notice thereof from Landlord (or such longer period as shall be is reasonably required so long as the Sublessee shall be to correct any such failure, provided Tenant promptly commences and diligently pursuing such cure continues to effectuate a cure, but in any event within ninety (90) days after receipt of written notice thereof by Landlord) (each of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part such occurrences in clauses (1)-(6) hereof, upon execution, attachment, or their process of lawa “Default”); or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then and in any of said casescases of Default, Sublessor lawfully Landlord, in addition to all other rights and remedies available to it by law or equity or by any other provisions hereof, may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed : (i) declare to be guilty of any manner of trespass immediately due and payable a sum equal to the Accelerated Rent Component (or Sublessor may send as hereinafter defined), for which Tenant shall remain liable to Landlord as hereinafter provided; terminate this Lease upon written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above providedTenant and, on the fifth (5th) day next following the date of the sending of the specified in said notice), this Lease and the term of this Sublease shall terminate. Sublessee hereby expressly waives any be demised and all rights of redemption granted by or under any present or future laws Tenant hereunder shall expire and terminate and Tenant shall thereupon quit and surrender possession of the Demised Premises to Landlord in the event of Sublessee condition elsewhere herein required, provided Tenant shall remain liable to Landlord as hereinafter provided; and/or (ii) enter upon and repossess the Demised Premises, by force, summary proceedings, ejectment or otherwise, and dispossess Tenant and remove Tenant and all other persons and property from the Demised Premises, without being evicted liable to Tenant for prosecution or dispossessed for any causedamages resulting from such repossession, and Tenant shall remain liable to Landlord as hereinafter provided. Notwithstanding the foregoing Subsection 17(a)(3) above, should Tenant vacate or abandon the Demised Premises during the term hereof or remove or manifest an intention to remove Tenant's goods and property therefrom other than in the event Sublessor terminates this Sublease ordinary and usual course of Tenant's business (the "Vacation Event"), so long as provided Tenant continues to pay all Rent due hereunder, such Vacation Event shall not be considered a default hereunder. In addition to Tenant's obligation to continue to pay all Rent in this Article. The Sublessee a Vacation Event, Tenant shall be liable for a 5% late charge applicable obligated to pay any amounts increase in insurance that the Landlord shall incur due under this Sublease, which are not paid within seven (7) business days from the date of the notice of defaultto Tenant's Vacation Event. 18.2. In (b) For purposes herein, the case of such terminationAccelerated Rent Component shall mean the aggregate of: (i) all Rent and other charges, Sublessee will indemnify payments, costs and pay expenses due from Tenant to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, Landlord and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between in arrears at the time of termination the election of Landlord to recover the Accelerated Rent Component; (ii) the Annual Base Rent reserved for the then entire unexpired balance of the Term plus all other charges, payments, costs and expenses herein agreed to be paid by Tenant through the end of the Term which shall be capable of precise determination at the time of Landlord's election to recover the Accelerated Rent Component, discounted to then present value at the Prime Rate (as defined in Section 7(b)(2)); and (iii) Landlord's good faith estimate of all charges, payments, costs and expenses herein agreed to be paid by Tenant through the end of the Term which shall not be capable of precise determination as aforesaid, discounted to then present value at the Prime Rate (and for such purposes no estimate of any component of the Additional Rent to accrue pursuant to the provisions of Section 7 and Section 8 hereof shall be less than the amount which would be due if each such component continued at the average monthly rate or amount in effect during the twelve (12) months immediately preceding the default). (c) In the event that Landlord shall, after Default or breach by Tenant, recover the Accelerated Rent Component and/or retake possession of the Demised Premises, then Landlord agrees to use reasonable efforts to relet the Demised Premises; provided, however, in no event shall Landlord be required to (i) lease the Demised Premises instead of other available space in the Building, (ii) accept a below-market rental rate for the Demised Premises, (iii) accept any tenant whose creditworthiness is unsatisfactory to Landlord, in its sole discretion, or (iv) accept any tenant whose business is not compatible with the other tenants of the Building, as determined by Landlord in its sole discretion. For the purpose of such reletting, Landlord may decorate or make reasonable repairs, changes, alterations or additions to the Demised Premises to the extent reasonably deemed desirable or convenient by Landlord. All costs of reletting, including, without limitation, the cost of such repairs, changes, alterations and additions, brokerage commissions and legal fees shall be charged to and be payable by Tenant as Additional Rent hereunder. Any sums collected by Landlord from any new tenant shall be credited against the balance of the Annual Base Rent and Additional Rent due hereunder as aforesaid. (d) Tenant shall, through the expiration of the term of this Sublease. Sublessor Lease (or what would have been the expiration of the Term but for such Default) remain liable to Landlord as follows: (i) in the event of termination of this Lease resulting from Tenant's Default, Tenant shall reasonably perform its remain liable to Landlord for damages equal to the rent and other charges payable under this Lease by Tenant as if this Lease were still in effect, less the net proceeds of any reletting after deducting all costs incident thereto (including without limitation all repossession costs, brokerage and management commissions, operating and legal obligation expenses and fees, alteration costs and expenses of preparation for reletting) and to the extent such damages shall not have been recovered by Landlord by virtue of payment by Tenant of the Accelerated Rent Component (but without prejudice to the right of Landlord to demand and receive the Accelerated Rent Component), such damages shall be payable to Landlord, at Landlord's option, monthly upon presentation to Tenant of a ▇▇▇▇ for the amount due or at such other intervals or times as Landlord shall determine. (ii) in the event and so long as this Lease shall not have been terminated after default or breach by Tenant, the Rent and all other charges payable under this Lease shall be reduced by the net proceeds of any reletting by Landlord (after deducting all costs incident thereto as above set forth) and by any portion of the Accelerated Rent Component paid by Tenant to Landlord (but without prejudice to the right of Landlord to demand and receive the Accelerated Rent Component), and any amount due to Landlord shall be payable monthly, at Landlord's option, upon presentation to Tenant of a ▇▇▇▇ for the amount due, or at such other intervals or times as Landlord shall determine. (e) If Landlord shall, after default or breach by Tenant, recover the Accelerated Rent Component from Tenant and it shall be determined at the expiration of the Term of this Lease (taken without regard to early termination for default) that a credit is due Tenant because the net proceeds of reletting, as aforesaid, plus the amounts paid to Landlord by Tenant exceed the aggregate of Rent and other charges accrued in favor of Landlord through the end of the Term, Landlord shall refund such excess to Tenant (not to exceed an amount greater than the Rent and Additional Rent paid by Tenant for any particular period of time), without interest, promptly after such determination. (f) Nothing contained in this Lease shall limit or prejudice the right of Landlord to seek damages incident to a termination of or default under this Lease, in any bankruptcy, reorganization or other court proceedings, the maximum amount allowed by any statute or rule of law in effect when such damages are to be proved. (g) Landlord shall in no event be responsible or liable for any failure to relet the premises Demised Premises or any part thereof, or for such term as any failure to collect any Rent due upon a reletting. (h) Tenant shall pay upon demand all of Landlord's costs, charges and expenses, including the Sublessor shall determinefees and out-of-pocket expenses of counsel, agents and others retained by Landlord, incurred in enforcing Tenant's obligations hereunder or incurred by Landlord in any litigation, negotiation or transaction in which Tenant causes Landlord, without releasing Sublessee from SublesseeLandlord's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligationfault, to cure such default itselfbecome involved or concerned. (i) AFTER A DEFAULT OR THE EXPIRATION OF THE TERM, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullFOR THE PURPOSE OF OBTAINING POSSESSION OF THE DEMISED PREMISES, TENANT HEREBY AUTHORIZES AND EMPOWERS THE PROTHONOTARY OR ANY ATTORNEY OF ANY COURT OF RECORD IN THE COMMONWEALTH OF PENNSYLVANIA OR ELSEWHERE, TO APPEAR FOR AND CONFESS JUDGMENT AGAINST TENANT FOR POSSESSION OF THE DEMISED PREMISES, AND AGAINST ALL PERSONS CLAIMING UNDER OR THROUGH TENANT, IN FAVOR OF LANDLORD, FOR RECOVERY BY LANDLORD OF POSSESSION THEREOF, FOR WHICH THIS AGREEMENT OR A COPY HEREOF VERIFIED BY AFFIDAVIT, SHALL BE A SUFFICIENT WARRANT; AND THEREUPON A WRIT OF POSSESSION MAY IMMEDIATELY ISSUE FOR POSSESSION OF THE DEMISED PREMISES, WITHOUT ANY PRIOR WRIT OR PROCEEDING WHATSOEVER AND WITHOUT ANY STAY OF EXECUTION. IF FOR ANY REASON AFTER SUCH ACTION HAS BEEN COMMENCED THE SAME SHALL BE TERMINATED AND THE POSSESSION OF THE DEMISED PREMISES REMAINS IN OR IS RESTORED TO TENANT, LANDLORD SHALL HAVE THE RIGHT UPON ANY SUBSEQUENT DEFAULT TO CONFESS JUDGMENT IN ONE OR MORE FURTHER ACTIONS IN THE MANNER AND FORM SET FORTH ABOVE TO RECOVER POSSESSION OF SAID DEMISED PREMISES FOR SUCH SUBSEQUENT DEFAULT. TENANT WAIVES ALL ERRORS IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT. NO SUCH TERMINATION OF THIS LEASE, NOR TAKING, NOR RECOVERING POSSESSION OF THE DEMISED PREMISES SHALL DEPRIVE LANDLORD OF ANY REMEDIES OR ACTION AGAINST TENANT FOR RENT OR FOR DAMAGES DUE OR TO BECOME DUE FOR THE BREACH OF ANY CONDITION OR COVENANT HEREIN CONTAINED, NOR SHALL THE BRINGING OF ANY SUCH ACTION FOR RENT, OR BREACH OF COVENANT OR CONDITION NOR THE RESORT TO ANY OTHER REMEDY HEREIN PROVIDED FOR THE RECOVERY OF RENT OR DAMAGES FOR SUCH BREACH BE CONSTRUED AS A WAIVER OF THE RIGHT TO INSIST UPON THE FORFEITURE AND TO OBTAIN POSSESSION IN THE MANNER HEREIN PROVIDED. (j) Intentionally Deleted.

Default. 18.117.1. If Sublessee Any one of the following events shall default in the payment constitute an Event of rent or other payments required of Sublessee, and if Sublessee Default: (i) Tenant shall fail to cure said pay any monthly installment of Base Rent or Additional Rent as herein provided, and such default within seven shall continue for a period of five (75) business days after receipt the due date therefor; (ii) The abandonment or vacation of written notice the Premises by Tenant for fourteen (14) consecutive days (with or without payment of said default from Sublessor; rent). (iii) Tenant shall violate or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said perform any of the other conditions, covenants or agreements herein made by Tenant and such default within ninety shall continue for fifteen (9015) days or after notice from Landlord; provided however, that if the nature of such longer period as default is such that Tenant can cure the default, but not within fifteen (15) days, then the Event of Default shall be reasonably required suspended for a period not in excess of thirty (30) additional days so long as Tenant commences cure within fifteen (15) days and thereafter diligently and continuously prosecutes the Sublessee curing of the default, and so long as continuation of the default does not create material risk to the Property or to persons using the Property. (iv) Tenant shall be diligently pursuing such cure after receipt file or have filed against it or any guarantor of written notice of said default from Sublessor; this Lease any bankruptcy or if any person shall levy uponother creditor’s action, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of its creditors; . 17.2. If an Event of Default shall have occurred and be continuing, Landlord may at Its sole option by written notice to Tenant, terminate this Lease. Neither the passage of time after the occurrence of the Event of Default nor exercise by Landlord of any other remedy with regard to such Event of Default shall limit Landlord’s rights under this Section 17. 17.3. If an Event of Default shall have occurred and be continuing, whether or if Sublessee not Landlord elects to terminate this Lease, Landlord may enter upon and repossess the Premises (said repossession being hereinafter referred to as “Repossession”) and may remove Tenant and all other persons and property therefrom. 17.4. From time to time after Repossession of the Premises, whether or not this Lease has been terminated, Landlord may, but shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall not be commenced by Sublessee or an involuntary bankruptcy shall be filed against obligated to, attempt to relet the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed Premises for the whole or any part account of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof Tenant in the name of Landlord or otherwise, for such term or terms (which may be greater or less than the wholeperiod which would otherwise have constituted the balance of the Term) and for such terms (which may include concessions or free rent) and for such uses as Landlord, in its uncontrolled discretion, may determine, and hold may collect and receive the Subleased Premises as if this Sublease had rent therefor. Any rent received shall be applied against Tenant’s obligations hereunder, but Landlord shall not been made, and expel Sublessee and those claiming under it, and remove its be responsible or their property without being taken or deemed liable for any failure to be guilty of collect any manner of trespass (or Sublessor may send written notice to Sublessee of the rent due upon any such reletting. 17.5. No termination of this SubleaseLease and no Repossession of the Premises shall relieve Tenant of its liabilities and obligations under this Lease, all of which shall survive any such termination or Repossession. In the event of any such termination or Repossession, whether or not the Premises shall have been relet, Tenant shall pay to Landlord the Base Rent and other sums and charges to be paid by Tenant up to the time of such termination or Repossession, and upon entry as aforesaid (or thereafter Tenant, until the end of what would have been the Term in the absence of such termination or Repossession, shall pay to Landlord, as and for liquidated and agreed current damages for Tenant’s default, the equivalent of the amount of the Base Rent and such other sums and charges which would be payable under this Lease by Tenant if this Lease were still in effect, less the net proceeds if any, of any reletting effected pursuant to the provisions of Section 17.4 after deducting all of Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage and management commissions, operating expenses, legal expenses, attorneys’ fees, alteration costs, and expenses of preparation for such reletting. Tenant shall pay such current damages to Landlord monthly on the days on which the Base Rent would have been payable under this Lease if this Lease were still in effect, and Landlord shall be entitled to recover the same from Tenant on each such day. At any time after such termination or Repossession, whether or not Landlord shall have collected any current damages as aforesaid, Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord on demand, as and for liquidated and agreed final damages for Tenant’s default, an amount equal to the then present value of the excess of the Base Rent and other sums or charges reserved under this Lease from the day of such termination or Repossession for what would be the then unexpired term if the same had remained in effect, over the amount of rent Tenant demonstrates that Landlord could in all likelihood actually collect for the Premises for the same period, said present value to be arrived at on the basis of a discount of nine percent (9%) per annum. 17.6. In addition to all other remedies of Landlord, Landlord shall be entitled to reimbursement upon demand of all reasonable attorneys fees incurred by Landlord in connection with any Event of Default. 17.7. Landlord shall in no event that Sublessor shall sent be considered to Sublessee be in default of Landlord’s obligations hereunder until the expiration of a reasonable time after notice of termination as above provideddefault from Tenant. 17.8. In addition to all other remedies of Landlord, on Tenant acknowledges that its late payment of any monthly installment of rent will cause Landlord to incur certain costs and expenses not contemplated under this Lease, the exact amount of which is extremely difficult or impractical to fix. Such costs and expenses will include, without limitations, loss of use of money, administrative and collection costs, and processing and accounting expenses. Therefore, if any installment of rent is not received by Landlord from Tenant by the fifth (5th) day next following of the month for which such installment is due, Tenant shall immediately pay to Landlord (i) a late charge equal to 5 percent of such installment and (ii) the unpaid balance due Landlord shall bear interest at the Interest Rate, defined in Section 18 herein, from the date such installment became due and payable to the date of the sending of the notice)payment thereof by Tenant, the term of and such interest shall constitute additional to any interest due pursuant to this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this ArticleLease. The Sublessee shall be liable for “Interest Rate” as used herein means the maximum rate permitted by law. Landlord and Tenant agree that this rate charge represents a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date reasonable estimate of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify costs and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor Landlord, and is in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar fair compensation to Landlord for its condition at the commencement loss suffered by such non-payment by Tenant. Acceptance of this Leaselate charge shall not constitute a waiver of Tenant’s default with respect to such non-payment by Tenant, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected nor prevent Landlord from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of exercising any other of its promises, covenants, or agreements contained in this Sublease rights and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullLandlord under this Lease.

Default. 18.1. If Sublessee shall It is mutually understood and agreed that if any default be made in the payment of rent rental herein provided or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's propertycovenants, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenantsconditions, or agreements contained herein (any covenant or agreement shall be construed and considered as a condition), or should Lessee fail to fulfill in this Sublease any manner the uses and purposes for which said premises are leased as above stated, and such default shall not be cured within five (5) days after written notice thereof if default is in the submittal of a report of gross income if required in this lease or ten (10) days after written notice thereof if default is in the performance continues for more than of the use obligation provisions pursuant to paragraph 14 of this lease, or thirty (30) days after written notice thereof if default is in the payment of rent, or sixty (60) days after written notice thereof if default is in the performance of any other covenant, condition and agreements (any covenant or agreement shall be construed and considered as a condition), Lessor shall have the right to immediately terminate this lease; and that in the event of such termination, Lessee shall have no further rights hereunder and Lessee shall thereupon forthwith remove from Sublessee said premises and shall have no further right to Sublessor specifying claim thereto, and Lessor shall immediately thereupon, without recourse to the particulars courts, have the right to reenter and take possession of the leased premises. Lessor shall further have all other rights and remedies as provided by law, including without limitation the right to recover damages from Lessee in the amount necessary to compensate the Lessor for all the detriment proximately caused by the Lessee's failure to perform his obligations under the lease or which in the ordinary course of things would be likely to result therefrom. In the event Lessor consents to an encumbrance of the Lease for security purposes in accordance with paragraph 8 of this lease, it is understood and agreed that Lessor shall furnish copies of all notices of defaults to the beneficiary or mortgagee under said encumbrance by certified mail contemporaneously with the furnishing of such notices to Lessee, and in the event Lessee shall fail to cure such default or breach defaults within the time allowed above, said beneficiary or mortgagee shall be afforded the right to cure such default at any time within fifteen (15) days following the expiration of performance the period within which Lessee may cure such default, provided, however, that if the default complained of, is of such a nature that the same canLessor shall not be rectified required to furnish any further notice of default to said beneficiary or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- helpmortgagee. In the event Sublessor fails of the termination of this lease pursuant to cure the default within ten (10) days after delivery provisions of such noticethis paragraph, Sublessee Lessor shall have any rights to which it would be entitled in the right, but not event of the obligation, to cure such default itself, and expiration or sooner termination of this lease under the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullprovisions of paragraph 6.

Default. 18.1. If Sublessee shall default in a Registration Event occurs, then the payment Company will make payments to each Purchaser, as partial liquidated damages for the minimum amount of rent or other payments required of Sublesseedamages to the Purchaser by reason thereof, and if Sublessee shall fail not as a penalty, at a rate equal to cure said default within seven one percent (71%) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's propertyOffering Price per share of Common Stock held by such Purchaser per month, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights for each calendar month of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass Registration Default Period (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed pro rated for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse chargesless than 30 days), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance ; provided, however, if a Registration Event occurs (or is continuing) on a date more than one year after the Purchaser acquired the Registrable Securities (and thus the one year holding period under Rule 144(d) has elapsed), liquidated damages shall be paid only with respect to that if the default complained of, is portion of such a nature Purchaser’s Registrable Securities that the same cannot then be rectified or cured within immediately resold in reliance on Rule 144; and provided, further, that in no event shall the aggregate liquidated damages payable by the Company to any Purchaser exceed 20% of the aggregate Offering Price paid by such thirty (30 day period, then Purchaser for all shares of Common Stock acquired by such default Purchaser pursuant to the Subscription Agreement. Each such payment shall be deemed due and payable within five days after the end of each calendar month of the Registration Default Period until the termination of the Registration Default Period and within five days after such termination. Such payments shall be in partial compensation to be rectified or cured if Sublessorthe Purchaser, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence not constitute the Purchaser’s exclusive remedy for such events. The Registration Default Period shall terminate upon (i) the filing of the Registration Statement in the case of clause (a) of the definition of “Registration Event,” (ii) the SEC Effective Date in the case of clause (b) of the definition of “Registration Event,” and (iii) the ability of the Purchaser to cause such cure effect sales pursuant to be completedthe Registration Statement in the case of clause (c) of the definition of “Registration Event,” and (iv) in the case of the events described in clauses (b) and (c) of the definition of “Registration Event,” the earlier termination of the Registration Default Period. Upon any default of The amounts payable as partial liquidated damages pursuant to this Sublease by Sublessor, Sublessee paragraph shall be entitled payable in lawful money of the United States. Amounts payable as partial liquidated damages to pursue any and all remedies available each Purchaser hereunder with respect to Sublessee at law each share of Registrable Securities shall cease when the Purchaser no longer holds such share of Registrable Securities or such share of Registrable Securities can be immediately sold by the Purchaser in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullreliance on Rule 144.

Default. 18.1. If Sublessee A. In the event that any of the following shall default in the occur (each, a “Default”): (i) Tenant shall at any time fail to make any payment of rent Rent (or any portion thereof) or any other payments required of SublesseeTenant hereunder when required, and if Sublessee shall fail to cure said default within seven such failure continues for a period of more than five (75) business days after receipt of written notice, which notice shall not be required more than twice during any twelve-month period, thereafter, the failure to make payment of said default from Sublessor; Rent (or any portion thereof) shall be a Default if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety such failure continues for more than five (905) days or such longer period as after it is due; or (ii) Tenant shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other covenants and conditions of its promisesthis Lease to be kept, covenantsobserved and performed by Tenant, or agreements contained in this Sublease which and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars receipt of such default or breach of performance notice; provided, however, except for any Default by Tenant of its obligations to maintain insurance under Section 15 or restrictions on transfer in Section 20, that if Tenant commences work to cure the default complained ofand continues to work reasonably diligently to complete same, is such period shall be continued for so long as necessary to cure such default, but in no event more than ninety (90) additional days; or (iii) this Lease or Tenant’s interest therein shall be taken by execution, attachment or other process of law, or if any execution or attachment shall be issued against Tenant and not vacated within ninety (90) days; then Landlord may do any or all of the following: (a) At its option, at once, without notice to Tenant or to any other person, terminate this Lease and at its option, require payment in full of the present value of the Rent due for the unexpired term of the Lease, which obligation of Tenant shall survive such termination (and upon such termination, this Lease shall terminate and neither Landlord nor Tenant shall have any further liability to each other hereunder, except for such obligations that are expressly stated to survive the termination hereof); (b) Enter into the Leased Premises, and remove Tenant’s property and effects therefrom, and/or take and hold possession thereof, without such entry and/or possession terminating this Lease or releasing Tenant in whole or in part from Tenant’s obligations to pay Rent and perform all its other obligations hereunder for the full Term, and to relet the Leased Premises or any part or parts thereof, either in the name of or for the account of Landlord or Tenant, for such rent and for such term and terms as Landlord may see fit, which term may at Landlord’s option extend beyond the balance of the Term of this Lease. Except to the extent required under applicable Legal Requirements, Landlord shall not be required to accept any tenant offered by Tenant or to observe any instructions given by the Tenant about such reletting, provided that Landlord shall take commercially reasonable efforts to mitigate its damages hereunder. Tenant shall pay Landlord any deficiency between the Rent hereby reserved and covenanted to be paid and the net amount of the rents collected on such reletting, for the balance of the Term of this Lease, as well as reasonable expenses incurred by Landlord in such reletting, including but not limited to reasonable attorney’s fees, broker fees, the expenses of repairing, and otherwise preparing the same for re-rental. All such costs, other than Rent, shall be paid by Tenant upon demand by Landlord. Any deficiency in Rent shall be paid in monthly installments, upon statements rendered by Landlord to Tenant. Any suit brought to collect the amount of the deficiency for any one or more months’ Rent shall not preclude any subsequent suit or suits to collect the deficiency for any subsequent month’s Rent; or (c) Require that upon any termination of this Lease, whether by lapse of time, the exercise of any option by Landlord to terminate the same, or in any other manner whatsoever, or upon any termination of Tenant’s right to possession without termination of this Lease, the Tenant shall at once surrender possession of the Leased Premises to the Landlord and immediately vacate the same and remove all effects therefrom, except such as may not be removed under other provisions of this Lease. If Tenant fails to do so, Landlord may forthwith re-enter the Leased Premises, with or without process of law, and repossess itself thereof as in its former estate and expel and remove Tenant and any other persons and property therefrom, using such force as may be necessary without being deemed guilty of trespass, eviction or forcible entry, without thereby waiving Landlord’s rights to Rent or any other rights given Landlord under this Lease or at law or in equity; and Tenant will pay Landlord, upon demand, the reasonable expenses incurred in such removal and also storage of said effects for any length of time during which the same shall be in Landlord’s possession or in storage, or Landlord may at its option, without, notice sell any or all of said effects in such manner and for such price as the Landlord may deem best and apply the proceeds of such a nature that sale upon any amounts due under this Lease from the same cannot be rectified Tenant to Landlord, including the expenses of removal and sale (which obligations of Tenant shall survive such termination of this Lease). B. No receipt of monies by the Landlord from or cured within such thirty (30 day period, then such default shall be deemed to be rectified for the account of Tenant or cured if Sublessor, within such thirty (30) day periodfrom anyone in possession or occupancy of the Leased Premises after termination in any way of this Lease or after the giving of any notice, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default reinstate, constitute or extend the term of this Sublease by SublessorLease or affect any notice given to the Tenant prior to the receipt of such money, Sublessee shall be entitled to pursue it being agreed that after the service of notice of the commencement of a suit, Landlord may receive and collect any Rent or other amounts due Landlord and such payment not waive or affect said notice or said suit. C. Any and all rights and remedies available to Sublessee which Landlord may have under this Lease, at law or in equity, includingshall be cumulative and shall not be deemed inconsistent with each other, without limitationand any two or more or all of said rights and remedies may be exercised at the same time or at different times and from time to time. D. If Landlord is required to incur expense, either legal, incidental, or consequential, because of a Default by Tenant, the Tenant shall promptly reimburse Landlord for such expense upon being given a written itemization and explanation thereof. The provisions of this Section 17.D shall survive the termination of this Lease. E. The failure of either party to enforce its rights under this Lease on one or numerous occasions shall not affect such party’s ability to enforce that right of self- help. on any subsequent occasion or occasions. F. In the event Sublessor fails that a Default shall occur and Landlord elects to terminate this Lease, or upon expiration of this Lease, Tenant shall not be relieved of its duties or obligations under this Lease so long as Tenant remains in possession of the Leased Premises. G. In the event Landlord shall fail to make any payment required of Landlord hereunder when due, and such failure continues for a period of more than five (5) days after receipt of notice, or Landlord shall refuse or fail to perform any of its obligations under this lease for a period of thirty (30) days or more after written notice by Tenant (provided, however, except for any default by Landlord of its obligations to maintain insurance under Section 15, that if Landlord commences work to cure the default within ten (10) days after delivery of and continues to work reasonably diligently to complete same, such notice, Sublessee period shall have the right, but not the obligation, be continued for so long as necessary to cure such default itselfdefault, but in no event more than ninety (90) additional days), Tenant shall be entitled, at Tenant’s election: to (i) terminate this Lease, and the costs bring an action against Landlord for any out-of-pocket cost incurred by Sublessee as a result of such breach, or (ii) maintain this Lease in curing full force and effect and cure such default failure on behalf of Landlord, and Landlord shall promptly reimburse Tenant for such expense upon being given a written itemization and explanation thereof. In addition, Tenant shall be entitled to offset against any Rent due hereunder the Base Rent next coming amount of all sums due until satisfied and payable to Tenant hereunder and under that certain Shared Services Agreement of even date herewith. Landlord’s obligations hereunder shall survive such termination (and upon such termination, this Lease shall terminate and neither Landlord nor Tenant shall have any further liability to each other hereunder, except for such obligations that are expressly stated to survive the termination hereof). H. In the event of a threatened breach by either party of any material obligation under this Lease, the other party shall (without limiting any of such party’s other rights or remedies hereunder, at law or in fullequity) have the right to enjoin any such threatened breach by injunction.

Default. 18.1. If Sublessee shall the Tenant shall: (a) default in the payment of the annual rent reserved herein or any item or additional other payments required payment herein provided; or (b) default in the observance of Sublesseeany of the other terms, covenants and conditions of this lease and such default shall continue for more than fifteen (15) days after such written notice of such default, or if Sublessee the demised premises shall be abandoned, deserted or vacated, or if this lease shall be assigned or pass to or devolve upon one other than Tenant, except as herein provided, or if the entire demised premises shall be abandoned or deserted or be occupied by someone other than Tenant; or (c) if any tenant then in possession of the demised premises (including but not limited to any assignee or subtenant of Tenant) shall make any assignment for the benefit of creditors or file a voluntary petition in bankruptcy or be by any court adjudicated a bankrupt or take the benefit of any insolvency act or be dissolved, voluntarily or involuntarily, or if a receiver or trustee of Tenant and/or its property shall be appointed in any proceedings other than bankruptcy proceedings and such appointment, if made in proceedings instituted by the tenant then in possession, shall not be vacated within ten (10) days after it has been made, or if made in proceedings instituted by other than the tenant then in possession, shall not be vacated within forty-five (45) days after it has been made, or if Tenant shall fail to cure said default within seven (7) business days after receipt move into or take possession of written notice the demised premises upon the Term Commencement Date of said default from Sublessorwhich fact Landlord shall be the sole judge; or (d) Tenant shall record or attempt to record this lease or any memorandum, assignment or other instrument relative to this lease; or (e) if Sublessee Tenant shall default in the performance or observance of any other agreement or condition on its part covenant of this lease (including the covenant to pay rent) more than six (6) times, in the aggregate, during the term of this lease, then notwithstanding that such defaults shall have been cured within the period after notice as above provided, any further similar default shall be deemed to be performed or observed, deliberate and if Sublessee Landlord shall fail not be required to afford Tenant an opportunity to cure said default within ninety such default; then, upon the happening of any one or more of the defaults or events above mentioned in this Paragraph 46, this lease and the Term hereof shall upon the date specified in a notice, which date shall be not less than three (903) days or after the date of mailing of such longer period notice by Landlord to Tenant, wholly cease and expire, with the same force and effect as shall be reasonably required though the date so long specified were the date hereinabove first set forth as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part date of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights expiration of the Sublessor in any bankruptcy or receivership, then immediatelyTerm (but Tenant shall remain liable to Landlord as hereinafter provided); and thereupon, or at any time thereafter, and without further notice of demand, enter into and upon Landlord may reenter the Subleased Premises, demised premises either by force or any part hereof in the name of the wholeotherwise, and hold have the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premisessame as of its former estate, with removing from and/or may recover possession thereof in the Subleased Premises property of Sublessee and persons claiming under it manner prescribed by the statute relating to summary proceedings, or similar statutes (including warehouse chargesbut Tenant shall remain liable to Landlord as hereinafter provided), with putting it being understood that no demand for the Subleased Premises into a rent and no reentry for condition reletting similar broken and no notice to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, includingquit possession or other notices prescribed by statute shall be necessary to enable Landlord to recover such possession, but without limitation, reasonable attorneys' fees that all right to any such demand and brokers' fees. Any monies collected from any reletting shall be applied first such reentry and any notice to the foregoing expenses and then to the payment of rent and all quit possession or other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses statutory notices or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease prerequisites are hereby expressly waived by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullTenant.

Default. 18.1. (a) If Sublessee shall default in any installment of the payment of rent Rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part herein agreed to be performed paid by Lessee shall remain or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than unpaid thirty (30) days after written notice thereof from Sublessee is received by Lessee; or if Lessee shall breach or fail to Sublessor specifying perform any of the particulars of covenants or agreements herein contained by Lessee to be performed, and such default breach or breach of performance providednonperformance shall continue for thirty (30) days after written notice is received by Lessee (or, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such requires more than thirty (30 day period, then such default shall be deemed 30) days to be rectified or cured if Sublessor, and Lessee shall not have commenced in good faith to cure said breach within such thirty (30) day perioddays and diligently prosecuted the same thereafter); or if Lessee shall become insolvent or shall admit in writing the inability of Lessee to pay Lessee’s debts generally as they become due, or shall have commenced file a petition in bankruptcy or make an assignment for the benefit of the creditors of Lessee, or shall consent to the appointment of a receiver of all or any part of Lessee’s property or business, or on a petition in bankruptcy filed against Lessee; or if Lessee shall be adjudicated a bankrupt (individually, an “Event of Default” and collectively, “Events of Default”); then and in any of said events, the Lessor may at any time thereafter, in its sole discretion, exercise any one of the remedies listed below: (i) terminate this Lease, take possession of all Leasehold Improvements wherever located, and for such cure and purpose enter upon any premises to repossess such Leasehold Improvements; (ii) proceed by appropriate court action to enforce specific performance by Lessee of its obligations contained in this Lease; (iii) effectuate a sale of the Leasehold Improvements to Lessee, whereupon Lessee shall continue thereafter pay to Lessor an amount equal to the “Stipulated Loss Value” for the Leasehold Improvements as identified on Exhibit B attached to this Lease that corresponds to the month in which such sale occurs; or (iv) accept an assignment of all or any of the Leasehold Improvements from Lessee by Lessee’s assigning (with due diligence to the written consent of the lessor under the Underlying Office Lease) the Underlying Office Lease for the Leased Office where the Leasehold Improvements are located, provided such Underlying Office Lease has a remaining term including renewals of at least five (5) years. (b) Delays occasioned by fire, strikes, embargoes, governmental restrictions, or other cause such cure beyond the reasonable control of Lessee shall not be included in calculating any period of grace provided for herein. The time for the performance of any act required to be completed. Upon done by either party shall be extended by a period equal to any delay caused by or resulting from act of God, war, civil commotion, fire, casualty, labor difficulties, shortages of labor or materials or equipment, governmental regulation, act or default of this Sublease the other party, or other causes beyond such party’s reasonable control, whether such time be designated by Sublessora fixed date, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. a fixed time or otherwise. (c) In the event Sublessor fails that any dispute shall arise between Lessor and Lessee with respect to cure any claimed default by Lessee and such dispute is referred to arbitration or litigation pursuant to the default within ten (10) days after delivery terms of such notice, Sublessee shall have the right, but not the obligation, to cure such default itselfthis Lease, and provided Lessee performs all of the costs incurred by Sublessee other terms and conditions of this Lease except for the item in curing such dispute, no default shall be offset against deemed to exist on the Base Rent next coming due part of Lessee and no period for the remedying of such alleged default shall be deemed to commence until satisfied in fullthe day following the determination of such dispute adversely to Lessee.

Default. 18.1. If Sublessee In the event that the lessee shall default in the payment when due of rent any lease payment, additional lease payment, or any other payments required sums or charges due hereunder, for a period of Sublessee, and if Sublessee shall fail to cure said default within seven five (75) business consecutive days after receipt of written notice of the said default from Sublessor; amounts are due, or if Sublessee shall default in the performance or observance event of any other default or breach of the other terms and conditions of this lease, or any other lease agreement executed contemporaneously herewith or condition on its part to be performed or observedwhich incorporates this agreement by reference, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person execution or other process shall levy uponbe issued in connection with the equipment, or take Sublessee's leasehold interest if the lessee becomes insolvent or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make makes an assignment of its property for the benefit of creditors; , or if Sublessee shall file voluntary bankruptcy; a receiver, trustee or if any bankruptcy liquidator of the lessee's business or insolvency proceedings shall be commenced by Sublessee a substantial part of its assets is appointed with or an involuntary bankruptcy shall be filed against without the Sublessee which remains undischarged for a period consent of 60 daysthe lessee, or if a receiver, trusteepetition is filed against the lessee or by the lessee under the Bankruptcy Code or any amendments thereto, or assignee any similar state insolvency law or laws providing relief for debtors, or if the financial conditions of the lessee's business affairs shall so change as to, in lessor's opinion, impair lessor's equipment or increase the credit risk involved, then, and upon the happening of any of these events, lessor shall have the right to do one or more of the following: Declare this lease in default upon written notice to lessee whereupon the entire amount of the lease payments remaining to be paid pursuant to this agreement shall be appointed immediately due and payable; and Proceed to appropriate court action or actions at law or in equity or in bankruptcy to enforce performance by lessee of the covenants and terms and conditions of this Lease Agreement and/or to recover damages for the whole breach thereof; and Terminate this lease upon written notice to lessee; and Whether or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafternot this lease be so terminated, and without further notice to lessee, repossess the equipment wherever found, with or without legal process, and for this purpose lessor and/or its agents may enter upon any premise of demand, enter into and upon or under control or jurisdiction of the Subleased Premises, lessee or any part hereof in the name agent of the wholelessee without liability for suit, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, action or other proceeding by lessee (any damages occasioned by such repossession being hereby expressly waived by lessee) and remove its the equipment thereon. Notwithstanding the fact that any or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee all of the termination equipment is returned to or repossessed by the lessor as aforesaid, the lessee shall remain liable for and the lessor may forthwith recover from lessee as liquidated damages for breach thereof under this lease and not as a penalty, in addition to the entire amount of this Subleasethe unpaid lease payments pursuant to said subparagraph "A" above, and upon entry as aforesaid (all other unpaid sums or in the event charges that Sublessor shall sent accrued prior to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending lessee's default, together will all costs and expenses incurred by the lessor as set forth herein. If the lessee fails to redeliver any equipment to the lessor or the lessor is unable, for any reason, to effect repossession of the notice)equipment, or if the lessor does not repossess any of the equipment at its option, then with respect to such equipment, the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee lessee shall be liable for for, and lessor may forthwith recover from the lessee, as liquidated damages, and not as a 5% late charge applicable penalty, in addition to any amounts due under this Subleasethe entire amount of unpaid lease payments pursuant to subparagraph "A" above, which are not paid within seven the sum of twenty (720%) business days from percent of the actual cost to lessor of such equipment, plus all other unpaid sums or charges that accrued prior to the date of the notice of default. 18.2. In the case of such terminationdefault by lessee, Sublessee will indemnify together with all costs and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above lessor as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained set forth in this Sublease agreement. Lessor may also recover all costs and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, expenses including, without limitation, reasonable attorney fees incurred by the lessor in enforcing its rights under this agreement. Lessor may apply advance lease payments received against the lessee's obligations under this lease. Any repossession, resale or release of any equipment by lessor shall not be a bar to the institution of litigation by lessor against lessee for damages for breach of this lease, and the commencement of any litigation or the entry of any judgment against lessee shall not be a bar to the lessor's right of self- helpto repossess the equipment. With respect to any equipment returned to the lessor or repossessed by lessor pursuant to this agreement, the lessor may hold or use such equipment for any purpose whatsoever, or may sell the same at private or public sale, for cash or credit, or may release the same for such terms as shall be solely determined by lessor. In the event Sublessor fails of the sale or releasing by lessor of any such equipment, lessee shall be liable for, and lessor may forthwith recover from lessee, as liquidated damages for breach of this lease, and not as a penalty, in addition to cure the default within entire amount of the unpaid lease payments pursuant to subparagraph "A" above, the sum of twenty (20%) percent of the actual cost to the lessor of such equipment, plus all other unpaid sums or charges that accrued prior to the date of the lessee's default, plus the proceeds of any sale or releasing of such equipment, after first deducting therefrom all costs and expenses incurred in repossession, storage, repairs, reconditioning, sale, releasing, attorney fees, and collection fees with respect to the equipment. To the extent permitted by law, the lessee hereby waives any rights now or hereafter conferred by statute or otherwise which may require the lessor to sell, lease or otherwise use any equipment in mitigation of lessee's damages as set forth in this paragraph numbered ten (10) days after delivery ), or which may otherwise limit or modify any of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fulllessor's rights or remedies under this paragraph numbered ten (10).

Default. 18.1. If Sublessee The following shall be considered a default under the terms of this Lease: (a) In the event that Tenant shall be in default under any provision of this Lease providing for the payment of rent or other payments required Minimum Net Net Rental and/or Additional Rental, which is not cured within ten (10) days of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after Tenant's receipt of written a notice of said default from Sublessor; or if Sublessee shall default in such default; (b) In the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or event Tenant does not take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part possession of the SublesseeLeased Premises or abandons or attempts to abandon the Leased Premises before the Termination Date, with or without Landlord's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (knowledge; or in the event that Sublessor shall sent the Leased Premises are used by any Person other than the Person entitled to Sublessee notice of termination as above provideduse them hereunder; or any procedure in execution is issued pursuant to a judgment rendered against Tenant; or if an agent, on the fifth (5th) day next following the date of the sending of the notice)receiver or trustee acting under a trust deed or other security, the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining takes possession of the Subleased Tenant's assets and/or any equipment, fixtures, furniture or movable effects in the Leased Premises, with removing from ; or if the Subleased Premises property Tenant shall make a bulk sale of Sublessee and persons claiming under it (including warehouse charges), with putting its goods; or if the Subleased Premises into a condition reletting similar Tenant should attempt to move its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any belongings out of the above as to expenses or rent, provide Leased Premises; (c) In the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor event that Tenant shall be in default in the prompt and full performance of observing any other covenant herein contained and/or performing any of its promises, covenants, or agreements obligations contained in this Sublease Lease (other than a default stipulated in sub-paragraphs (a) and (b) above) and such default in performance continues shall continue for more than thirty fifteen (3015) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall have been given by Landlord to Tenant, unless Tenant, acting reasonably and diligently can not cure such default within the said delay of fifteen (15) days, in which case Tenant shall, upon written request to Landlord, be deemed entitled to such reasonable extension of time to enable such default to be rectified or cured if Sublessorremedied. In the event of any default on the part of the Tenant under the terms of this Lease, within such thirty (30) day period, Landlord shall have commenced such cure the right, at its sole and shall continue thereafter with due diligence absolute discretion, to cause such cure terminate this Lease and in addition, Landlord may, upon fifteen (15) days, notice, forthwith enter upon and take possession of the Leased Premises and, any statute or law to be completed. Upon the contrary notwithstanding, the whole without prejudice to and under reserve of all other rights and recourses of Landlord to claim any and all losses and damages of any nature whatsoever sustained by the Landlord by reason of or arising from any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, the Tenant including, without limitation, the expenses of reletting the Leased Premises (including the costs of any repairs, decorating, alterations or improvements necessitated thereby), as well as reasonable attorney's fees which shall not exceed fifteen percent (15%) of any amount granted by judgment. Where Landlord shall have instituted proceedings to cancel, terminate or confirm its cancellation or termination of this Lease, notwithstanding any law or custom to the contrary, Tenant, if in default for four consecutive (4) months, shall not have any right of self- help. In to prevent such cancellation or termination by remedying its default or defaults subsequent to the event Sublessor fails to cure the default within ten (10) days after delivery institution of such noticelegal proceedings [ILLEGIBLE] to pay, Sublessee shall have the right, but not the obligation, to cure all such default itself, and the costs incurred by Sublessee in curing such default amounts shall be offset against deemed to be and be treated as Additional Rental and payable and recoverable as Additional Rental. Landlord may pay the Base Rent next coming same and shall be entitled to charge the sums so paid to Tenant who shall pay them forthwith on demand as Additional Rental. All arrears of Minimum Net Net Rental and Additional Rental shall bear interest at the prime lending rate as determined by the Royal Bank of Canada on a daily basis plus four percent (4%) from the time such arrears become due until satisfied in fullpaid to Landlord.

Default. 18.1A. In the event any one or more of the following events shall have occurred and shall not have been remedied as hereinafter provided: 1. If Sublessee shall default in the payment ▇▇▇▇▇▇’s failure to pay any installment of rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in when the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as same shall be reasonably required so long as due and payable and the Sublessee shall be diligently pursuing continuance of such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged failure for a period of 60 daysthree (3) days after receipt by Lessee of notice in writing from Lessor, in the manner provided in Section 24, specifying in detail the nature of such failure; or 2. Lessee’s failure to perform any of the other covenants, provisions, and agreements herein contained on Lessee’s part to be kept or performed and the continuance of such failure without the curing of same for a period of ten (10) days after receipt by Lessee of notice in writing from Lessor, in the manner provided in Section 24, specifying in detail the nature of such failure, or Lessee shall not cure said failure as provided in Paragraph B of this Section 20, then Lessor may, at its option, give to Lessee written notice, in the manner provided in Section 24, of its election to terminate the lease term upon a date specified in such notice, which date shall not be less than twenty (20) business days (Saturdays, Sundays and legal holidays excluded) after the date of receipt by Lessee of such notice from Lessor. Upon the date specified in said notice, the term and estate hereby vested in Lessee shall cease and any and all other right, title, and interest of Lessee hereunder shall likewise cease without further notice or lapse of time, as fully and with like effect as if the entire lease term had elapsed, but Lessee shall continue to be liable to Lessor as provided herein. Simultaneously with the sending of the notice to Lessee, Lessor shall send a receivercopy of such notice to any sublessee of the premises or portions thereof that Lessor may select, trusteein writing from time to time, and any additional persons or assignee parties having an interest in the premises that Lessor may select, in writing, from time to time. The curing of any default within the above time limits by any of the aforesaid parties or combination thereof, shall constitute a curing of any default hereunder with like effect as if ▇▇▇▇▇▇ had cured the same hereunder. B. In the event that Lessor gives notice of a default of such a nature that it cannot be cured within the period prescribed in Paragraph A-4 of this Section 20, then such default shall not be deemed to continue, so long as Lessee, after receiving such notice, proceeds to cure the default as soon as reasonably possible and continues to take all steps necessary to complete the same within a period of time which, under all prevailing circumstances, shall be appointed for reasonable. No default under Paragraph A-4 of this Section 20 shall be deemed to continue if and so long as Lessee shall be proceeding to cure the whole or same in good faith. C. In the event that any part default of Lessee shall be cured in any manner hereinabove provided, such default shall be deemed never to have occurred and ▇▇▇▇▇▇’s rights hereunder shall continue unaffected by such default. D. Upon any termination of the Sublessee's property, then in any lease term pursuant to Paragraph A of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediatelythis Section 20, or at any time thereafter, Lessor may, in addition to and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable prejudice to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify other rights and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, remedies Lessor shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, includingre-enter the premises and recover possession thereof and dispossess any or all occupants of the premises in the manner prescribed by statute relating to summary proceedings, without limitationor similar statutes; but Lessee in such case shall remain liable to Lessor as provided herein. E. In case of any such default, re-entry, termination and/or disposition by summary proceedings: 1. The rent shall become due thereupon and be paid up to the right time of self- helpsuch re-entry, termination and/or disposition; 2. Lessor may re-let the premises or any part thereof, either in the name of Lessor or otherwise, for a term which may, at Lessor’s option, be less than or exceed the period which would otherwise have constituted the balance of the term of this lease and may grant concessions or free rent, but such re-letting shall not be construed as an acceptance of a surrender of the leasehold interest; and 3. Lessee or the representatives of Lessee shall also pay Lessor as liquidated damages for the failure of Lessee to observe and perform ▇▇▇▇▇▇’s covenants herein contained any deficiency between the rent hereby collected on account of the lease of the premises for each month of the period which would otherwise have constituted the balance of the lease term. In computing liquidated damages, there shall be added to the said deficiency such reasonable expenses and counsel fees as Lessor may incur in connection with the default and re- letting. Any suit brought to collect the amount of the deficiency for any month shall not prejudice in any way the rights of Lessor to collect the deficiency for any subsequent month by a similar proceeding. Lessor, at its option, may make such alterations, repairs, replacements, and/or decorations in the premises as Lessor, in Lessor’s sole judgment, considers advisable and necessary for the purpose of re-letting the premises; and the making of such alterations, repairs, replacements, and/or decorations shall not operate or be construed to release Lessee or any personal guarantor from liability hereunder. ▇▇▇▇▇▇ agrees to mitigate in good faith all damages and to re-let the premises in the event Sublessor fails to cure the of any default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullspecified herein.

Default. 18.1. (a) Purchaser shall be in default under this Agreement (a Purchaser's Event of Default) if any of the following events shall occur: (i) If Sublessee Purchaser shall default be obligated to close the Escrow pursuant to the terms of this Agreement and Purchaser fails to pay the Purchase Price and to close the Escrow on the date scheduled therefor as provided in the payment of rent or other payments required of Sublessee, and if Sublessee this Agreement; (ii) Purchaser shall fail to cure said default within seven pay any monies due in accordance with this Agreement (7other than the obligations referenced in Subparagraph (i)) business days after receipt of written notice of said default from Sublessorby 5:00 p.m. MST on the stated due date; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee or (iii) Purchaser shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in fully and timely perform any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect Purchaser's obligations (other than the rights of the Sublessor monetary obligations referenced in any bankruptcy or receivership, then immediately, or at any time thereafter, Subparagraphs (i) and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if (ii)) arising under this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, Agreement by 5:00 p.m. MST on the fifth (5th) day next Business Day after Purchaser's receipt of written notice from Seller specifying Purchaser's nonperformance. (b) Seller shall be in default under this Agreement (a Seller's Event of Default) if any of the following events shall occur: (i) If Seller shall be obligated to close the Escrow pursuant to the terms of this Agreement and Seller fails to close the Escrow on the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease scheduled therefor as provided in this Article. The Sublessee Agreement; (ii) Seller shall fail to fully and timely perform any of Seller's obligations arising under this Agreement (other than the obligations referenced in Subparagraph (i)) and such failure shall continue past 5:00 p.m. MST on the fifth (5th) Business Day after Seller's receipt of written notice from Purchaser specifying Seller's nonperformance; or (iii) any representation of Seller becomes untrue in any material respect and Seller fails to cure such untruth in accordance with Section 7(b). (c) If a Seller's Event of Default shall exist, Purchaser, at Purchaser's sole option and as Purchaser's sole remedies, may (i) cancel this Agreement by written notice to Seller and Title Company whereupon the Earnest Money plus ▇▇▇▇▇▇st thereon shall be liable for a 5% late charge applicable paid immediately by Title Company to Purchaser and, except as otherwise provided in this Agreement as to any amounts due under this SubleaseSurvival Item, which are not paid within seven neither Purchaser nor Seller shall have any further liability or obligation hereunder; or, (7ii) business days from seek specific performance against Seller by delivering the date of Purchase Price into the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance Escrow; provided, however, that if as conditions precedent to such action for specific performance: [a] no uncured Purchaser's Event of Default shall exist and no event shall have occurred which with the default complained ofpassage of time or with notice, is or both, could become a Purchaser's Event of Default; and [b] Purchaser shall not seek to amend the Purchase Price in such a nature that action, in which event the same cannot be rectified or cured within such thirty (30 day period, then such default Closing shall be deemed to be rectified automatically extended as necessary. (d) If a Purchaser's Event of Default shall exist, as Seller's sole remedy (in lieu of any other legal or cured if Sublessor, within such thirty (30equitable remedies against Purchaser which Seller expressly waives except as hereinafter provided otherwise) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee Seller shall be entitled to pursue any retain the Earnest Money only i▇ ▇▇▇▇▇dance with Section 3(b) as Seller's agreed and total liquidated damages unless Purchaser objects to, fails to cooperate with or otherwise opposes Seller's withdrawal of such Earnest Money out of ▇▇▇ ▇scrow, in which event Seller shall have all of the remedies otherwise available to Sublessee Seller at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. If Sublessee shall the Tenant is in default in the payment of rent any money, whether hereby expressly reserved or other payments required of Sublesseedeemed as rent, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's propertyrent, then and such default continues following any specific due date on which the Tenant is to make such payment, or in any the absence of said casessuch specific due date, Sublessor lawfully for the __10____ days following written notice by the Landlord requiring the Tenant to pay the same then, at the option of the Landlord, this Lease may be terminated upon seven __10____ days notice or if such notice shall adversely affect and the rights of the Sublessor in any bankruptcy or receivership, term will then immediately, or at any time thereafterimmediately become forfeited and void, and the Landlord may without further notice or any form of demand, enter into and upon legal process immediately reenter the Subleased Premises, Premises or any part hereof of the Premises and in the name of the wholewhole repossess and enjoy the same as of its former state anything contained in this Lease or in any statute or law to the contrary notwithstanding. Unless otherwise provided for in this Lease, if the Tenant does not observe, perform and hold keep each and every of the Subleased Premises as if non-monetary covenants, agreements, stipulations, obligations, conditions and other provisions of this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed Lease to be guilty of any manner of trespass (or Sublessor may send observed, performed and kept by the Tenant and persists in such default, after __10____ days following written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of Landlord requiring that the notice of default. 18.2. In Tenant remedy, correct or comply or, in the case of such terminationdefault which would reasonably require more than __10____ days to rectify, Sublessee unless the Tenant will indemnify commence rectification within the said __10____ days notice period and pay thereafter promptly and diligently and continuously proceed with the rectification of any such defaults then, at the option of the Landlord, this Lease may be terminated upon __10____ days notice and the term will then immediately become forfeited and void, and the Landlord may without further notice or any form of legal process immediately reenter the Premises or any part of the Premises and in the name of the whole repossess and enjoy the same as of its former state anything contained in this Lease or in any statute or law to Sublessor each monththe contrary notwithstanding. If and whenever: the Tenant's leasehold interest hereunder, or such any goods, chattels or equipment of the Tenant located in the Premises will be taken or seized in execution or attachment, or if any writ of execution will issue against the Tenant or the Tenant will become insolvent or commit an act of bankruptcy or become bankrupt or take the benefit of any legislation that may be in force for bankrupt or insolvent debtor or become involved in voluntary or involuntary winding up, dissolution or liquidation proceedings, or if a receiver will be appointed for the affairs, business, property or revenues of the Tenant; or the Tenant fails to commence, diligently pursue and complete the Tenant's work to be performed under any agreement to lease pertaining to the Premises or vacate or abandon the Premises, or fail or cease to operate or otherwise cease to conduct business from the Premises, or use or permit or suffer the use of the Premises for any purpose other period elected than as permitted in this clause, or make a bulk sale of its goods and assets which has not been consented to by the Sublessor against all loss Landlord, or move or commence, attempt or threaten to move its goods, chattels and equipment out of rentthe Premises other than in the routine course of its business; then, and all costsin each such case, expenses at the option of the Landlord, this Lease may be terminated without notice and the term will then immediately become forfeited and void, and the Landlord may without notice or any kind incurred by Sublessor by reason form of such terminationlegal process immediately reenter the Premises or any part of the Premises and in the name of the whole repossess and enjoy the same as of its former state anything contained in this Lease or in any statute or law to the contrary notwithstanding. In the event that the Landlord has terminated the Lease pursuant to this section, between the time of termination and on the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default time fixed in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have if any, this Lease and the right, but not the obligation, to cure such default itselftitle, and interest of the costs incurred by Sublessee Tenant under this Lease will terminate in curing such default shall be offset against the Base Rent next coming due until satisfied same manner and with the same force and effect, except as to the Tenant's liability, as if the date fixed in fullthe notice of cancellation and termination were the end of the Lease.

Default. 18.1. If Sublessee shall default in the payment Lessee: (a) Shall fail to pay to the Lessor any installment of rent or other payments required of SublesseeRent due, and if Sublessee such default shall fail to cure said default within seven continue for ten (710) business days after receipt of written notice of said default from Sublessorthe Lessor thereafter; or if Sublessee shall default in the performance or observance of or (b) Shall fail to comply with any other agreement covenant or condition obligation on its part to be performed or observed, hereunder and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after receipt by the Lessee from the Lessor of written notice thereof from Sublessee to Sublessor specifying the particulars nature of such default, either to cure such default or breach in good faith and with reasonable diligence to commence curing such default; or (c) Shall be adjudged to be bankrupt or shall make an assignment for the benefit of performance providedcreditors, howeveror if a receiver any of the property of the Lessee in or upon the Premises be appointed in any action (accept a stockholder dispute), that suit or proceedings by or against the Lessee, voluntarily or involuntarily and if the default complained ofsaid bankruptcy, assignment or receivership is of such a nature that the same cannot be rectified or cured dismissed within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day perioddays, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default or if the interest of this Sublease by Sublessor, Sublessee the Lessee in the Premises shall be entitled to pursue any sold under execution or other legal process, voluntarily or involuntarily; or (d) If Lessee, before the expiration of the Term and all remedies available to Sublessee at law without the prior written consent of the Lessor, vacates the Premises or abandons the possession thereof, or uses the Premises for purposes other than the purposes for which the Premises are hereby leased; (e) If an execution or other legal process is levied upon the goods, furniture, effects or other property of Lessee brought on the Premises, or upon the interest of Lessee in equitythis Lease, including, without limitation, and the right of self- help. levy is not satisfied or dismissed within twenty (20) days from the levy; In the event Sublessor fails to cure of any default or breach by the default within ten (10) days after delivery of such noticeLessee as specified herein, Sublessee the Lessor shall have the right, but not at the obligationoption of Lessor, to cure terminate this Lease on three (3) days prior notice to Lessee, and to thereupon re-enter and take possession of the Premises with or without legal process. In the event of any such default itselfor breach, Lessor shall have the right, at its option, from time to time, without terminating this Lease, to re-enter and re-let the Premises, or any part thereof, with or without legal process, as the agent and for the account of Lessee upon such terms and conditions as Lessor may deem advisable or satisfactory, in which event the rents received on such re-letting and collection, including necessary repairs, renovations and alterations of the Premises, cleaning expenses, reasonable attorneys’ fees and any real estate commissions shall accrue as additional Rent due Lessor hereunder. If a sufficient sum shall not be thus realized or secured to pay such sums and other charges, Lessee shall pay Lessor any deficiency monthly even though Lessor may have received rental in excess of the Rent stipulated in this Lease in previous or subsequent months, and the costs incurred by Sublessee in curing Lessor may bring an action therefore as such default monthly deficiency shall arise. Nothing herein, however, shall be offset against construed to require Lessor to pay Lessee any surplus of any sums received by Lessor on a re-letting of the Base Premises in excess of the Rent next coming due until satisfied provided in fullthis Lease. Lessor agrees to act in good faith in connection with mitigating any damages suffered by Lessor after a default or breach of this Lease by Lessee.

Default. 18.1. If The occurrence of any one or more of the following ------- events shall constitute an event of default by Sublessee shall default in the payment under this Sublease: (a) any failure by Sublessee to pay any monetary obligation of rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default hereunder within seven three (73) business days after receipt of written notice of said default from Sublessor; or if the same is due hereunder, (b) any failure by Sublessee shall default in the performance or observance of to comply with any other agreement provision of this Sublease, which failure shall continue for ten (10) or condition on its part more days after notice thereof from Sublessor to Sublessee (provided that if compliance cannot reasonably be performed or observedaccomplished within such time, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required extended a reasonable period so long as the Sublessee shall be has commenced and is diligently pursuing such cure after receipt of written notice of said default from Sublessorcompliance); or if any person (c) Sublessee shall levy uponbecome insolvent, or take bankruptcy proceedings shall be commenced by or against Sublessee, or a receiver shall be appointed to control any part of Sublessee's leasehold interest business or any part hereof, upon execution, attachmentassets, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, . Upon or at any time thereafterafter the occurrence of an event of default, Sublessor shall be entitled at its option, to exercise, concurrently or successively, any one or more of the following rights and remedies: (a) to pay any sum required to be paid by Sublessee hereunder to any person or entity which Sublessee has failed to pay, and to perform any obligation required to be performed by Sublessee, for the account of Sublessee; any amount so paid by Sublessor shall be deemed to constitute additional rent hereunder and shall be paid by Sublessee to Sublessor forthwith on demand; (b) to bring suit for the collection of any amounts for which Sublessee may be in default, or for the specific performance of any other covenant devolving upon Sublessee for performance, and for damages for the non-performance thereof, all without further notice entering into possession of demand, the Premises or terminating this Sublease; (c) to re-enter into and upon the Subleased Premises, by summary proceedings or any part hereof in the name otherwise, with or without process of the wholelaw, and hold the Subleased Premises as if this Sublease had not been madetake possession thereof, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of thereby terminating this Sublease, whereupon Sublessor may (i) expel all persons and upon entry as aforesaid remove all property therefrom, without thereby becoming liable in trespass or otherwise, and (ii) relet all or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date any portion of the sending of the notice)Premises for such periods (either longer or shorter than, or coterminous with, the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted Sublease); it being agreed that no legal or other action initiated by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates shall (X) construed as an election to terminate this Sublease as provided unless Sublessor shall, in this Article. The Sublessee shall be liable for a 5% late charge applicable writing, expressly exercise its election to any amounts due under declare the Term ended and terminate this Sublease, which are not paid within seven or (7y) business days deemed to absolve or discharge Sublessee from any of its obligations and liabilities for the date remainder of the notice of default. 18.2Term; and (d) to terminate this Sublease, re-enter the Premises and take possession thereof, eject all parties therefrom, repossess and enjoy the Premises together with all additions, alterations and improvements thereto. In the case of such termination, Sublessee will indemnify All rights and pay remedies granted herein and any other rights or remedies which Sublessor may have at law or in equity are hereby declared to Sublessor each month, or such other period elected by the Sublessor against all loss of rentbe cumulative and not exclusive, and all costs, expenses of the fact that Sublessor may have exercised any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of remedy without terminating this Sublease. Sublessor Sublease shall reasonably perform its legal obligation not impair Sublessor's rights thereafter to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar terminate this Sublease or to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of exercise any other of its promisesremedy granted herein, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.

Default. 18.1. If Sublessee shall default continued Default occurs under this Loan Agreement when: • the Borrower has failed to pay an amount owing on a scheduled payment; • the value of iA Financial Group’s security in the assigned or hypothecated Non-registered Annuity Contract diminishes for any reason, including but not limited to, the surrender of a sum of money invested in the assigned or hypothecated Non-registered Annuity Contract or the payment of rent any benefit under the assigned or other payments required hypothecated Non-registered Annuity Contract, or iA Financial Group has any reason to believe that the value of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default its security in the performance assigned or observance of any other agreement or condition on its part hypothecated Non-registered Annuity Contract will diminish; • the Borrower fails to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make fulfill an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof obligation set out in the name of assigned or hypothecated Non-registered Annuity Contract and does not remedy the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default situation within ten (10) days after delivery notice is given by iA Financial Group advising of said default; • the Borrower becomes or is about to become insolvent or bankrupt, assigns his assets to his creditors, takes advantage, or attempts to take advantage of, the Bankruptcy and Insolvency Act (Canada) (the “Act”) or any other legislation relating to arrangements with creditors; • the Borrower ceases to honour his obligations in the normal course of business as they fall due; • the Borrower or the assigned or hypothecated Non-registered Annuity Contract is the subject of a receiving order, liquidation order, dissolution order or any other such noticeorder; • the Borrower is in arrears or fails to remit taxes or other charges that he/she is legally required to pay to the appropriate government authorities; • the Borrower does not fulfill any obligation arising herein and does not remedy the situation within ten (10) days after notice is given by iA Financial Group advising of said default; • any of the information or documentation provided by the Borrower to iA Financial Group herein proves to be false, Sublessee shall have incomplete or inaccurate; • the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullBorrower passes away.

Default. 18.1. If Sublessee shall default in the payment Should LESSEE fail to pay any installment of rent when due or other payments required fail to fulfill or perform any of Sublesseethe agreements or provisions of this lease, which are the obligation of the LESSEE, or otherwise at any time to be in default thereinunder, and if Sublessee shall fail to cure said pay such rent or continue in breach or default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written LESSOR shall have demanded in writing by Certified Return Receipt mail for performance thereof; or should LESSEE be adjudicated a bankrupt or make an assignment for benefit of creditors; or should LESSEE'S interest in this lease be levied on or attached in any action against LESSEE and such levy or attachment is not vacated within sixty (60) days thereafter, then in any such event or events, LESSEE'S interest in the leased premises and in this lease shall not be transferred by operation of law, but LESSOR may, at LESSOR'S election, and without prejudice to any other rights or remedies which might otherwise be available to LESSOR, (1) bring appropriate action against LESSEE to enforce the agreements and provision of this lease, and to compel the LESSEE to abide by the same; (2) terminate this lease, and in such event LESSOR may rightfully re-enter tile leased premises without notice thereof from Sublessee or demand, and repossess the same or recover possession thereof, as if such premises were held by forcible detainer; or (3) to Sublessor specifying pursue, in connection with the particulars of such default foregoing or breach of performance providedseparately, and other right or remedy provided by law: provided however, that if the default complained of, is of such a nature that the same canLESSEE shall not be rectified or cured in default hereunder in the event that such obligation, other than the payment of rent is fulfilled and performed within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty Thirty (30) day period. LESSOR'S RIGHT OF ACCESS ------------------------ The LESSOR may enter the leased property, shall have commenced such cure and shall continue thereafter with due diligence at any reasonable time, for the purpose of inspecting the leased property or performing any work which the LESSOR deems necessary to cause such cure to be completedmaintain property interest. Upon any default of this Sublease by SublessorPROPERTY INSURANCE, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.DESTRUCTION OF PREMISES AND OBLIGATION TO REBUILD ---------------------

Default. 18.1. If Sublessee shall default in In the payment event of any failure of Subtenant to pay the rent or other payments required of Sublesseeadditional rent due hereunder, and if Sublessee shall fail to cure said default within seven for more than five (75) business days after receipt of written notice of said default from Sublessor; or Sublandlord that the same is due (provided that if Sublessee shall default Sublandlord has provided Subtenant with 2 notices in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a 12 month period of 60 dayssuch default, then Sublandlord shall not be required to provide any further written notices if Subtenant’s subsequently fails to pay rent or additional rent when due), or if a receiver, trustee, Subtenant abandons or assignee shall be appointed for the whole or vacates all of any part portion of the Sublessee's propertyPremises for any reason other than the occurrence of an alteration or a casualty or condemnation, then in any of said cases, Sublessor lawfully unless Subtenant can and does pay all reasonable costs that Sublandlord may upon seven days notice suffer or if such notice shall adversely affect the rights incur by reason of the Sublessor in any bankruptcy abandonment or receivership, then immediately, or at any time thereafter, and without further notice vacancy of demand, enter into and upon the Subleased Premises, or any part hereof in failure to commence and diligently pursue the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment performance of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promisesterms, covenants, or agreements contained in and conditions of this Sublease to be observed and such default in performance continues performed by Subtenant for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, (provided that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such cure reasonably takes more than thirty (30) day perioddays, Subtenant shall have commenced such additional time as is reasonably needed, as long as Subtenant commences the cure promptly after written notice of the default from Sublandlord and shall continue thereafter with due diligence to cause such diligently pursues the cure to completion), or if the Subtenant's interest herein shall be completedsold under execution, then Sublandlord, at its option, may terminate this Sublease without further notice to Subtenant and upon such termination Subtenant shall quit and surrender the Premises to Sublandlord, but such termination shall not affect the Sublandlord's right, subject to the terms and conditions of this Sublease, to recover damages or exercise any other right hereinafter provided; however, in lieu of terminating this Sublease, Sublandlord may elect to recover possession of the Premises without terminating this Sublease and Sublandlord shall have the right to re-enter the Premises and to remove all persons or property therefrom and store any property in a public warehouse or elsewhere at the cost and for the account of Subtenant, all without service of notice, except as notice is in this Paragraph 23 required, or resort to legal process, and Sublandlord shall not be liable for any loss or damage resulting from such re-entry nor shall Sublandlord be deemed guilty of trespass therefor. Upon any default In the event of termination of this Sublease or a re-entry of the Premises pursuant to this P▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇▇▇▇ may re-let the whole or any part of the Premises on behalf of Subtenant for a period equal to, greater or less than the remainder of the then term of this Sublease, at such rental and upon such terms and conditions as Sublandlord shall deem reasonable. Sublandlord shall not be liable in any respect for the failure to relet the Premises or in the event of such reletting, for failure to collect the rent thereunder and any sums received by SublessorSublandlord on a reletting shall belong to Sublandlord. In the event of a termination of this Sublease, Sublessee Sublandlord shall forthwith be entitled to pursue recover from Subtenant, as liquidated damages, the amount by which the sum of (a) rent and additional rent payable for the remainder of the term of this Sublease; and (b) all reasonable out-of-pocket expenses of Sublandlord actually incurred in recovering possession of the Premises and reletting the same including costs of repair and renovating the Premises, management agents' commissions and fees, Court costs and reasonable attorneys' fees, exceed the fair rental value of the Premises. Subtenant hereby expressly waives its right to any notice to quit under the statutes relating to summary process or any statutes which may be enacted for recovery of possession of Premises. If Subtenant vacates or abandons the Premises prior to the expiration of the term of this Sublease, the same shall not be a default by Subtenant as long as Subtenant complies with all of the terms of this Sublease, but in that event, Sublandlord may re-take possession of the Premises from Subtenant without affecting Subtenant’s obligations under this Sublease, in which event Subtenant shall have no further right to possess the Premises. In no event shall Subtenant be liable to Sublandlord for any special, indirect, punitive or consequential damages under this Sublease except (i) to the extent covered by Subtenant’s liability insurance, or (ii) to the extent of damages incurred by Sublandlord as a result of any holdover by Subtenant. In no event shall Sublandlord be liable to Subtenant for any special, indirect, punitive or consequential damages under this Sublease, except to the extent covered by Sublandlord’s liability insurance. Sublandlord shall also be entitled to a reasonable attorney's fee in the event that it shall retain an attorney for recovery of rent or additional rent or to otherwise enforce the provisions of this Sublease or if suit shall be brought for recovery of possession of the Premises or because of the breach of any other covenant herein contained on the part of Subtenant to be performed. In the event that Subtenant is in default of any provision of this Sublease requiring the payment of monies, then Subtenant shall pay to Sublandlord as additional rent the greater of (a) interest at the rate of eighteen percent (18%) per annum or the highest rate permitted by law, whichever is less, on the amount due Sublandlord hereunder, or (b) a late charge of five percent (5%) of the amount due. In the event of a breach or threatened breach by Subtenant of any of its obligations under this Sublease, Sublandlord shall also have the right of injunction. The special remedies to which Sublandlord may resort hereunder are cumulative and all are not intended to be exclusive of any other remedies available to Sublessee which Sublandlord may lawfully be entitled at any time and Sublandlord may invoke any remedy allowed at law or in equity, including, without limitation, the right of self- helpequity as if specific remedies were not provided for herein. In addition to any remedies which Sublandlord may have under this Sublease, and without reducing or adversely affecting any of Sublandlord's rights and remedies under this Paragraph 23, if there shall be a default hereunder by Subtenant which shall not have been remedied within the event Sublessor fails to cure applicable grace period, Sublandlord shall not be obligated during the default within ten (10) days after delivery continuance of such noticedefault to furnish to Subtenant or the Premises any heat, Sublessee shall have the rightventilation or air-conditioning services outside of Business Hours on Business Days, but not the obligation, to cure such default itself, or any extra or additional cleaning services; and the costs incurred by Sublessee in curing discontinuance of any one or more such default services shall be offset against the Base Rent next coming due until satisfied in fullwithout liability by Sublandlord to Subtenant and shall not reduce, diminish or otherwise affect any of Subtenant's covenants and obligations under this Sublease.

Default. 18.1. If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 days, or if a receiver, trustee, or assignee shall be appointed for the whole or any part Any of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice following events shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for constitute a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by SublessorSublessee: (i) Failure of Sublessee to pay any rent or any other charge, or any part thereof, required to be paid under this Sublease when due; or (ii) Failure of Sublessee shall to observe or perform any other provision, covenant, obligation or condition of this Sublease to be entitled observed or performed by Sublessee when such failure continues for ten (10) days after notice thereof from Sublessor to pursue Sublessee: or (iii) Abandonment or vacation of the Premises by Sublessee; or (iv) A general assignment by Sublessee for the benefit of creditors or the filing by or against Sublessee of any and proceeding under an insolvency or bankruptcy law, unless, in the case of a proceeding filed against Sublessee, such proceeding is dismissed within thirty (30) days, the appointment of a trustee or receiver to take possession of all or substantially all of the assets of Sublessee, unless possession is restored to Sublessee within thirty (30) days, or any attachment, execution or other judicially authorized seizure of all or substantially all of Sublessee's assets located upon the Premises or of Sublessee's interest in this Sublease, unless such seizure is discharged within thirty (30) days. (b) In the event of any such default by Sublessee, in addition to any other remedies available to Sublessee Sublessor at law or in equity, including, without limitation, Sublessor may treat the right occurrence of self- helpany one or more of said events as a breach of this Sublease. In the event such event, in addition to any or all other rights or remedies Sublessor fails to cure the default within ten (10) days after delivery of such noticemay have under this Sublease and as provided by law, Sublessee Sublessor shall have the right, but not right to declare the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in full.term of this

Default. 18.116.01. If Sublessee It shall be a Default if Tenant shall default in the payment of rent Base Rent or other payments required of SublesseeAdditional Rent, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee Tenant shall default in providing the In-Kind Services required herein, and such default shall continue for fifteen (15) days after due, or if, without the consent of Landlord, as required hereunder, Tenant shall sell, assign, or (without Landlord’s approval) sublet this Lease, or if default be made in the performance or observance of any of the other agreement or condition covenants and agreements in this Agreement contained on its the part of Tenant to be kept and performed or observed, and if Sublessee shall fail to cure said default within ninety for thirty (9030) days after notice (or such longer period of time as shall be reasonably required to cure such default so long as the Sublessee shall be a cure is commenced within such period and diligently pursuing such cure after receipt of written notice of said default from Sublessor; prosecuted to completion thereafter), or if Tenant shall fail to comply with any person shall levy uponof the statutes, ordinances, rules, orders, regulations and requirements of a Governmental Authority, or take Sublessee's leasehold interest if Tenant shall file or any part hereof, upon execution, attachmentthere be filed against Tenant a petition in bankruptcy or arrangement, or their process of law; Tenant be adjudicated bankrupt or if Sublessee shall make an assignment of its property for the benefit of creditors; creditors or if Sublessee shall file voluntary bankruptcy; take advantage of any insolvency act and such proceeding is not stayed or if dismissed within sixty (60) days thereafter, Landlord may: (a) cure such default, and any bankruptcy or insolvency proceedings costs and expenses, plus interest at the rate set forth in Section 16.03, incurred by Landlord therefor shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 daysdeemed Additional Rent, or (b) if a receiverLandlord so elects, trustee, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, terminate this Agreement, on giving to Tenant five (5) business days notice in writing of Landlord’s intention so to do, and without further this Agreement shall expire and come to an end on the date fixed in such notice of demand, enter into and upon on the Subleased Premisesterms set forth for an Early Termination, or any part hereof in (c) by summary proceedings enter the name Leased Premises and repossess the same as the former estate of the whole, and hold the Subleased Premises as if this Sublease had not been made, Landlord and expel Sublessee Tenant and those claiming under it, and remove its or their property Tenant without being taken or deemed to be guilty of any manner of trespass (or Sublessor liable to prosecution thereof and without prejudice to any other remedies which Landlord may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in have. 16.02. In the event that Sublessor the relation of Landlord and Tenant may cease or terminate by reason of the re-entry of Landlord by summary proceedings, the Early Termination of this Agreement by Landlord, or after the abandonment of the Leased Premises by Tenant, Landlord’s remedies shall sent be cumulative and Landlord may seek all remedies allowed by law or in equity. Tenant shall be liable for all costs incurred by Landlord in collecting any amounts and damages owing by Tenant pursuant to Sublessee notice the provisions of termination this Agreement or to enforce any provision of this Agreement, including reasonable attorneys’ fees, whether or not one or more actions are commenced by Landlord. 16.03. Except as above providedotherwise specifically provided in this Agreement, on if either party is required to incur any expense, including reasonable attorneys’ fees, in instituting, prosecuting and/or defending any action or proceeding instituted by reason of any default of the fifth other party hereunder, and such non-defaulting party shall prevail in any such action or proceeding, then the defaulting party shall promptly reimburse the non-defaulting party for such expenses incurred, together with interest accrued hereon at a fluctuating rate per annum at all times equal to the prime rate of interest (5thor any comparable successor rate) day next following in effect from time-to-time as announced by Bank of America, NA (or any successor thereto) plus three (3%) percent from the date of such default until payment in full (“the sending of the notice“Interest Rate”), the term of this Sublease shall terminate. 16.04. Sublessee Tenant hereby expressly waives any and all rights of redemption granted by or it may have, and further waives any counterclaims, other than compulsory counterclaims, against the Landlord, under any present existing or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of defaultlaws. 18.216.05. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee Tenant shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment damages of any of the above as to expenses kind or rent, provide the Sublessee with an itemization of all such items nature arising from or as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in result of Tenant’s default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery of such notice, Sublessee shall have the right, but not the obligation, to cure such default itself, and the costs incurred by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullhereunder.

Default. 18.1. A. Any one and all of the following events shall constitute an Event or Default. i. If Sublessee shall default Lessee files a petition in the payment of rent bankruptcy or other payments required of Sublessee, and if Sublessee shall fail to cure said default within seven (7) business days after receipt of written notice of said default from Sublessor; insolvency or if Sublessee shall default in the performance for reorganization under any bankruptcy act or observance voluntarily takes advantage of any other agreement such act or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (90) days or such longer period as shall be reasonably required so long as the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make makes an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if ; ii. If involuntary proceedings under any bankruptcy law, insolvency or insolvency proceedings receivership action shall be commenced by Sublessee or an involuntary bankruptcy shall be filed instituted against the Sublessee which remains undischarged for a period of 60 days, Lessee or if a receiver, trustee, receiver or assignee trustee shall be appointed for the whole all or any part substantially all of the Sublessee's propertyproperty of Lessee, then in any of said cases, Sublessor lawfully may upon seven days notice or if and such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediatelyproceedings are not dismissed, or at any time thereafterthe receivership or trusteeship vacated, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other of its promises, covenants, or agreements contained in this Sublease and such default in performance continues for more than thirty (30) days after written notice thereof from Sublessee to Sublessor specifying the particulars of such default or breach of performance provided, however, that if the default complained of, is of such a nature that the same cannot be rectified or cured within such thirty (30 day period, then such default shall be deemed to be rectified or cured if Sublessor, within such thirty (30) day period, shall have commenced such cure and shall continue thereafter with due diligence to cause such cure to be completed. Upon any default of this Sublease by Sublessor, Sublessee shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, the right of self- help. In the event Sublessor fails to cure the default within ten (10) days after delivery the institution or appointment; iii. If Lessee fails to pay rentals to the Lessor or fails to pay any other charges when due, and does not make the payment within five (5) days after written notice thereof. For the purposes hereof, such other charges shall constitute additional rentals; iv. If Lessee fails to fully perform and comply with all conditions of Lease Agreement and such failure of performance continues for a period of ten (10) days after notice thereof; v. If Lessee vacates or abandons the Premises; vi. If the interest of Lessee is transferred or assigned to any other person, firm or corporation except as herein permitted; vii. If Lessor, in any three (3) months of any Lease Year, give any notice to Lessee pursuant to subsection iii and iv above, notwithstanding Lessee’s cure of default within the allowable period or periods. viii. If Lessee loses their license to practice or is otherwise unable to practice full time for a period exceeding 90 days in one calendar year. B. Upon the occurrence of any Event of Default as set forth above, Lessor shall have at its option any one or more the following rights: i. To cancel and terminate the Lease Agreement and all interests of the Lessee hereunder by giving notice of such cancellation and termination not less than ten (10) days prior to the effective date of such termination. Upon the expiration of said ten (10) day period, the Lessee shall have no further rights under this Lease Agreement; and/or ii. To make any payment required of Lessee herein or correct any condition required to be corrected by Lessee, and Lessor shall have the right to enter the Premises for the purpose of correcting any such condition and to remain on the Premises until the complete correction of such condition. However, no expenditure by Lessor on behalf of Lessee shall be deemed to waive or release Lessee’s breach hereof and Lessor shall retain all rights to proceed against Lessee as set forth herein; and/or iii. To reenter the Premises immediately with or without Order of Court and without being guilty of trespass, remove the property and personnel of Lessee and store such property in a public warehouse or such other location selected by Lessor, all at the expense of Lessee. After such reentry, Lessor shall have the right to terminate this Lease Agreement by giving ten (10) days notice of termination to Lessee, but without such notice, Sublessee the reentry by Lessor shall have not terminate this Lease Agreement. On termination, Lessor may recover from Lessee all damages resulting from Lessee’s breach, including the rightcost of recovery of the Premises and placing them in satisfactory condition, but not the obligationvalue of the balance of this Lease over the reasonable rental value of the Premises for the remainder of the Term, all of which sums shall be immediately payable to cure such default itselfLessor from Lessee; and/or iv. To relet the Premises or any part thereof for any term, with or without terminating the Lease, and at such rentals and on such other terms as Lessor may select including the costs incurred by Sublessee right to grant free rental, and to alter and repair the Premises as Lessor deems necessary. Should Lessor relet the Premises, Lessee shall pay all expense of reletting including brokers’ or finders’ fees and such reasonable attorneys’ fees as Lessor may incur. Lessor shall apply the rent received from reletting in curing such default shall be offset against the Base Rent next coming due until satisfied in full.following order:

Default. 18.1. 18.1 If Sublessee shall default in the payment of rent or other payments required of Sublessee, and if Sublessee shall fail Lessee fails to cure said default pay any rents when due within seven ten (7) business days after receipt of written notice of said default from Sublessor; or if Sublessee shall default in the performance or observance of any other agreement or condition on its part to be performed or observed, and if Sublessee shall fail to cure said default within ninety (9010) days or such longer period as shall be reasonably required so long as of the Sublessee shall be diligently pursuing such cure after receipt of written notice of said default from Sublessor; or if any person shall levy upon, or take Sublessee's leasehold interest or any part hereof, upon execution, attachment, or their process of law; or if Sublessee shall make an assignment of its property for the benefit of creditors; or if Sublessee shall file voluntary bankruptcy; or if any bankruptcy or insolvency proceedings shall be commenced by Sublessee or an involuntary bankruptcy shall be filed against the Sublessee which remains undischarged for a period of 60 daysdue date, or if Lessee commits a receiver, trusteebreach under paragraph 17 hereof, or assignee shall be appointed for the whole or any part of the Sublessee's property, then in any of said cases, Sublessor lawfully may upon seven days notice or if such notice shall adversely affect the rights of the Sublessor in any bankruptcy or receivership, then immediately, or at any time thereafter, and without further notice of demand, enter into and upon the Subleased Premises, or any part hereof Lessee defaults in the name of the whole, and hold the Subleased Premises as if this Sublease had not been made, and expel Sublessee and those claiming under it, and remove its or their property without being taken or deemed to be guilty of any manner of trespass (or Sublessor may send written notice to Sublessee of the termination of this Sublease, and upon entry as aforesaid (or in the event that Sublessor shall sent to Sublessee notice of termination as above provided, on the fifth (5th) day next following the date of the sending of the notice), the term of this Sublease shall terminate. Sublessee hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Sublessee being evicted or dispossessed for any cause, or in the event Sublessor terminates this Sublease as provided in this Article. The Sublessee shall be liable for a 5% late charge applicable to any amounts due under this Sublease, which are not paid within seven (7) business days from the date of the notice of default. 18.2. In the case of such termination, Sublessee will indemnify and pay to Sublessor each month, or such other period elected by the Sublessor against all loss of rent, and all costs, expenses of any kind incurred by Sublessor by reason of such termination, between the time of termination and the expiration of the term of this Sublease. Sublessor shall reasonably perform its legal obligation to relet the premises for such term as the Sublessor shall determine, without releasing Sublessee from Sublessee's liability whatsoever. The Sublessee shall be liable for any expenses incurred by Sublessor in connection with obtaining possession of the Subleased Premises, with removing from the Subleased Premises property of Sublessee and persons claiming under it (including warehouse charges), with putting the Subleased Premises into a condition reletting similar to its condition at the commencement of this Lease, reasonable wear and tear excepted, and with any reletting, including, but without limitation, reasonable attorneys' fees and brokers' fees. Any monies collected from any reletting shall be applied first to the foregoing expenses and then to the payment of rent and all other payments due from Sublessee to Sublessor. The Sublessor shall, commensurate with any demand for payment of any of the above as to expenses or rent, provide the Sublessee with an itemization of all such items as a condition to the Sublessee's obligations to make payment. If Sublessor shall be in default in the prompt and full performance of any other term or covenant of its promisesthis Lease Agreement, covenants, or agreements contained in this Sublease and any such default in performance continues for more than thirty is not cured within five (305) days after written notice thereof from Sublessee Lessor to Sublessor specifying Lessee, then, in any such event Lessor may, at Lessor's option, terminate this Lease Agreement and/or re-enter the particulars Premises and remove all persons and all or any property therefrom either by summary dispossess proceedings or by any other suitable action or proceeding at law or by force or otherwise, without being guilty of trespass or liable to indictment, prosecution or damage therefor, and repossess and enjoy the Premises, together with all improvements, additions, alterations, installations and fixtures, without such re-entry and repossession working a forfeiture or waiver of the rents to be paid and the covenants to be performed by Lessee during the full term of this Lease Agreement, and upon such termination or re-entry, Lessee will quit and surrender the Premises to Lessor, but Lessee shall remain liable as hereinafter provided. Upon termination of this Lease Agreement or expiration of Lessee's right to occupy the Premises by reason of the happening of any of the foregoing events, or in any other manner or circumstances whatsoever, whether with or without legal proceedings, by reason of or based upon or arising out of a default or breach of performance providedthis Lease Agreement on the part of Lessee, howeveror upon the happening of any default hereunder, that if Lessor may, at its option, at any time and from time to time, relet the default complained ofPremises or any part or parts thereof, is for the account of Lessee or otherwise, and receive and collect the rent therefor, applying the same first to the payment of such a nature that expenses as Lessor may have incurred in recovering possession of the Premises, including attorneys' fees and expenses for putting the same caninto good order and condition or preparing or altering the same for re-rental to the extent Lessor deems necessary or desirable and all other expenses, commissions and charges paid, assumed or incurred by Lessor in or about reletting the Premises and then to the fulfillment of the covenants of Lessee hereunder. Any such reletting herein provided for may be for the remainder of the term of this Lease Agreement, as originally granted, or for a longer or shorter period. Lessor shall have the right to change the character and use made of the Premises, and Lessor shall not be rectified required to accept any substitute tenant offered by Lessee or cured within to observe any instructions given by Lessee up to the later of the time of such thirty (30 day periodtermination of this Lease Agreement or of such recovery of possession of the Premises by Lessor, then such default shall be deemed as the case may be, and thereafter, except in a case in which liability of Lessee as hereinafter provided arises by reason of the happening of the insolvency of Lessee, Lessee covenants and agrees, if required by Lessor, to pay to Lessor until the end of the initial term of this Lease Agreement, and/or any renewal term, as the case may be, the equivalent of the amount of all rent reserved hereunder, and all other charges required to be rectified or cured paid by Lessee, less the net proceeds of reletting, if Sublessor, within such thirty (30) day period, any. Lessor shall have commenced the election in place of and instead of holding Lessee so liable forthwith to recover against Lessee as damages for loss of the bargain and not as a penalty, an aggregate sum which at the time of such cure termination of this Lease Agreement or of such recovery of possession of the Premises by Lessor, as the case may be, represents the then present worth of the excess, if any, of the aggregate of the rent and shall continue thereafter with due diligence to cause all other charges payable by Lessee hereunder that would have accrued for the balance of the initial term, and/or any renewal term, as the case may be, over the then present worth of the fair market rents and all other charges for the Premises for the balance of such cure to be completedterm. Upon In addition, upon any default of this Sublease by Sublessorhereunder, Sublessee Lessor shall be entitled to pursue any and all remedies available to Sublessee at law or in equity, including, without limitation, have the right to exercise in connection therewith or separately any other rights or remedies provided by law. 18.2 The rights and remedies of self- helpLessor shall include, but are not limited to, enforcement of any rights and privileges hereunder by mandatory injunction, restraining order or other equitable relief. In the event Sublessor fails of re-entry by Lessor as hereinabove provided, Lessor shall not be or become responsible for or incur any liability to cure Lessee or other persons for any personal property, goods, commodities or materials in or about the default within ten (10) days after delivery Premises at the time of re-entry, the Lessor may store or dispose of such noticepersonal property, Sublessee shall have goods, commodities or materials at the right, but not the obligation, expense of Lessee with payment therefore to cure such default itself, and the costs incurred be made by Sublessee in curing such default shall be offset against the Base Rent next coming due until satisfied in fullLessee upon demand of Lessor.