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<br />events as they may relate to such Lease: (a) Lessee fails to make any Rent Payment (or any other payment) as it becomes due
<br />in accordance with the terms of the Lease, and any such failure continues for ten (10) days after the due date thereof; (b)
<br />Lessee fails to perform or observe any of its obligations under Sections 12.1, 14 or 18.1 hereof; (c) Lessee fails to perform or
<br />observe any other covenant, condition or agreement to be performed or observed by it under the Lease and such failure is not
<br />cured within thirty (30) days after receipt of written notice thereof by Lessor; (d) any statement, representation or warranty made
<br />by Lessee in the Lease or in any writing delivered by Lessee pursuant thereto or in connection therewith proves at any time to
<br />have been false, misleading or erroneous in any material respect as of the time when made; (e) Lessee applies for or consents
<br />to the appointment of a receiver, trustee, conservator or liquidator of Lessee or of all or a substantial part of its assets, or a
<br />petition for relief is filed by Lessee under any federal or state bankruptcy, insolvency or similar law, or a petition in a proceeding
<br />under any federal or state bankruptcy, insolvency or similar law is filed against Lessee and is not dismissed within sixty (60)
<br />days thereafter; or (f) Lessee shall be in default under any other Lease or under any other financing agreement executed at any
<br />time with Lessor.
<br />
<br />20, REMEDIES. If any Event of Default occurs, then Lessor may, at its option, exercise anyone or more of the following
<br />remedies:
<br />
<br />(a) Lessor may require Lessee to pay (and Lessee agrees that it shall pay) all amounts then currently due under all
<br />Leases and all remaining Rent Payments due under all Leases during the fiscal year in effect when the Event of Default occurs
<br />together with interest on such amounts at the highest lawful rate from the date of Lessor's demand for such payment;
<br />
<br />(b) Lessor may require Lessee to promptly return all Equipment to Lessor in the manner set forth in Section 21 (and
<br />Lessee agrees that it shall so return the Equipment), or Lessor may, at its option, enter upon the premises where any
<br />Equipment is located and repossess such Equipment without demand or notice, without any court order or other process of law
<br />and without liability for any damage occasioned by such repossession;
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<br />(c) Lessor may sell, lease or otherwise dispose of any Equipment, in whole or in part, in one or more public
<br />or private transactions, and if Lessor so disposes of any Equipment, then Lessor shall retain the entire proceeds of
<br />such disposition free of any claims of Lessee, provided, that the net proceeds of any such disposition shall be
<br />applied to amounts payable by Lessee under clause (a) above of this Section only to the extent that such net
<br />proceeds exceed the applicable Termination Value set forth in the applicable Schedule;
<br />
<br />(d) Lessor may terminate, cancel or rescind any Lease as to any and all Equipment;
<br />
<br />(e) Lessor may exercise any other right, remedy or privilege which may be available to Lessor under
<br />applicable law or, by appropriate court action at law or in equity, Lessor may enforce any of Lessee's obligations
<br />under any Lease; and/or
<br />
<br />(f) Lessor may require Lessee to pay (and Lessee agrees that it shall pay) all out-of-pocket costs and
<br />expenses incurred by Lessor as a result (directly or indirectly) of the Event of Default and/or of Lessor's actions
<br />under this section, including, without limitation, any attorney fees and expenses and any costs' related to the
<br />repossession, safekeeping, storage, repair, reconditioning or disposition of any Equipment.
<br />
<br />None of the above remedies is exclusive, but each is cumulative and in addition to any other remedy available to
<br />Lessor. Lessor's exercise of one or more remedies shall not preclude its exercise of any other remedy. No delay or
<br />failure on the part of Lessor to exercise any remedy under any Lease shall operate as a waiver thereof, nor asan
<br />acquiescence in any default, nor shall any single or partial exercise of any remedy preclude any other exercise
<br />thereof or the exercise of any other remedy.
<br />
<br />21. RETURN OF EQUIPMENT. If Lessor is entitled under the provisions of any Lease, including any termination
<br />thereof pursuant to Sections 6 or 20 of this Master Lease, to obtain possession of any Equipment or if Lessee is
<br />obligated at any time to return any Equipment, then (a) title to the Equipment shall vest in Lessor immediately upon
<br />Lessor's notice thereof to Lessee, and (b) Lessee shall, at Its sole expense and risk, immediately de-install,
<br />disassemble, pack, crate, insure and return the Equipment to Lessor (all in accordance with applicable industry
<br />standards) at any location in the continental United States selected by Lessor, Such Equipment shall be in the sane
<br />condition as when received by Lessee (reasonable wear, tear and depreciation resulting from normal and proper use
<br />excepted), shall be in good operating order and maintenance as required by the applicable Lease, shall be free and
<br />ciear of any Liens (except Lessor's Lien) and shall comply with all applicable laws and regulations. Until Equipment
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<br />MLD 01 (4/26/96)
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