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<br />21. RESTRICTIONS ON ASSIGNMENT BY LESSEE. Lessee shall not, unless Lessee shall have obtained the prior
<br />written consent from Lessor: (a) assign, transfer, pledge, hypothecate or grant or suffer to exist any lien or security interest in this
<br />Lease, the Equipment, or any part thereof, or any interest therein, (b) sublet or purport to sell or lend the Equipment or any portion
<br />thereof, or (c) permit the Equipment or any portion thereof to be used by anyone other than Lessee's employees or for any non-
<br />governmental purpose.
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<br />22. RETURN OF EQUIPMENT. Subject to Lessee's purchase option, if any, set forth in the Equipment Schedule, when
<br />this Lease expires or otherwise terminates, in whole or in part, or, at Lessor's option, upon the occurrence of any Event of Default
<br />(as defined below), Lessee shall return all (or, at Lessor's option, any part of) the Equipment leased hereunder to Lessor in good
<br />repair and condition, excepting ordinary wear and tear resulting from its proper use, by deinstalling, packaging, and loading such
<br />Equipment, at Lessee's cost, on a carrier specified by Lessor and shipping it, fully insured, at Lessee's expense, freight prepaid by
<br />Lessee, to a site designated by Lessor.
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<br />23. DEFAULT. The occurrence of any of the following events or conditions shall constitute an event of default (each is
<br />r rred to herein as an "Event of Default"): (a) Lessee shall fail to pay any rental payment required hereunder when and as due
<br />and payable; (b) Lessee shall fail to pay any other sum required to be paid by Lessee hereunder when and as due and payable;
<br />(c) Lessee shall fail to carry and maintain in effect insurance in accordance with Section 12 hereof; (d) Lessee shall fail to timely
<br />perform or observe any other term, covenant or condition of this Lease or any document executed in connection herewith, and
<br />either (i) such failure cannot be remedied, or (ii) such failure can be remedied, but such failure continues unremedied for a period
<br />often (10) days after it occurs; (e) the filing by Lessee (or against Lessee to which Lessee acquiesces or which is not dismissed
<br />within forty-five (45) days after the filing thereof) of any proceeding under the federal bankruptcy laws now or hereafter existing
<br />or any other similar statute now or hereafter in effect; the entry of an order for relief under such laws with respect to Lessee; or the
<br />appointment of a receiver, trustee, custodian or conservator of all or any part of the property of Lessee; (f) the insolvency of Lessee;
<br />or the execution by Lessee of an assignment for the benefit of its creditors; or the convening by Lessee of a meeting of its creditors,
<br />or any class thereof, for the purpose of effecting a moratorium upon or extension or composition of its debt; or the failure of Lessee
<br />to pay its debts as they mature; or if Lessee is generally not paying its debts as they mature; or the admission in writing by Lessee
<br />that it is unable to pay its debts as they mature or that it is generally not paying its debts as they mature; (g) the merger,
<br />consolidation or dissolution of Lessee; (h) the occurrence of any default that remains uncured after any applicable grace or cure
<br />period under any document executed and delivered by Lessee in connection with any other obligation or indebtedness of Lessee
<br />to Lessor, of any kind or character, direct or indirect, contingent or absolute, and whether now existing or hereafter arising or
<br />incurred; (i) Lessor's determination in its sole discretion that the Equipment or any portion thereof is in danger of theft, conversion,
<br />loss, damage or destruction or is to be moved, transported, shipped or stored without Lessor's prior written consent to or from a
<br />location or in a manner other than in accordance with the provisions of this Lease; or G) the occurrence of any adverse change in
<br />the financial condition of Lessee that Lessor, in its sole discretion, deems material, or if Lessor in good faith shall believe that the
<br />prospect of payment or performance by the Lessee hereunder is impaired.
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<br />24. REMEDIES. If any Event of Default shall occur, Lessor, at its option, without notice or demand on Lessee (except
<br />:xpressly provided in clause (f) below), in addition to any and all other remedies available to Lessor under applicable law, may,
<br />to the-extent permitted by applicable law, do any or all of the following: (a) terminate this Lease and/or Lessee's rights of possession
<br />and use of all or any portion of the Equipment hereunder; (b) take possession of all or any portion of the Equipment, wherever
<br />located, or render the same unusable; (c) require Lessee to assemble and return all or any portion of the Equipment to Lessor (as
<br />more fully specified in Section 22 hereof); (d) retain, hold, sell, lease or otherwise dispose of all or any portion of the Equipment,
<br />in a public or private transaction, without demand upon or notice to Lessee, and any such sale, lease or other disposition shall be
<br />free and clear of any rights of Lessee; ( e) Lessee will, without cost to Lessor, allow Lessor a reasonable place for a reasonable
<br />period of time for the purpose of storing, displaying, selling, leasing or otherwise disposing of all or any portion of the Equipment;
<br />and (f) subject to Section 4, recover other and further damages, which shall include, but not be limited to, payment by Lessee
<br />immediately upon demand of the following, each bearing interest until paid in full at the Overdue Rate from the earlier of (i) the
<br />date such demand is made, or (ii) the date otherwise due and payable: (A) all accrued and unpaid rent payments payable hereunder
<br />and all other costs, charges, fees and amounts payable hereunder; (B) all of Lessor's costs and expenses in connection with Lessee's
<br />breach of this Lease, or the enforcement of this Lease (including reasonable attorneys' fees and expenses), or associated with the
<br />repossession, reconditioning and sale, lease or other disposition of the Equipment; and (C) payment of any and all amounts payable
<br />by Lessee hereunder.
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<br />Lessor's remedies hereinabove specified are cumulative, and may be exercised by Lessor in any order or manner, as to all or
<br />any part of the provisions of this Lease and/or the Equipment, all as Lessor shall determine in its sole discretion. No exercise of
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