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<br />20. 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
<br />this Lease, the Equipment, or any part thereof, or any interest therein, (b) sublet, purport to sell or lend the Equipment or any
<br />portion thereof, or (c) permit the Equipment or any portion thereof to be used by anyone other than Lessee's employees or for
<br />any non-governmental purpose.
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<br />21. RETURN OF EOUIPMEN1. Subject to Lessee's purchase option, if any, set forth in the Equipment Schedule,
<br />when this Lease expires or otherwise terminates, in whole or in part, or, at Lessor's option, upon the occurrence of any Event
<br />of Default (as detined below), Lessee shall return all (or, at Lessor's option, any part of) the Equipment leased hereunder to
<br />Lessor in good repair and condition, excepting ordinary wear and tear resulting from its proper use, by deinstalling, packaging,
<br />and loading such Equipment, at Lessee's cost, on a carrier specified by Lessor and shipping it, fully insured, at Lessee's expense,
<br />freight prepaid by Lessee, to a site designated by Lessor.
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<br />22. DEF AUL 1. The occurrence of any of the following events or conditions shall constitute an event of default (each
<br />is referred to herein as an "Event of Default"): (a) Lessee shall fail to pay any rental payment required hereunder when and as
<br />due and payable; (b) Lessee shall fail to pay any other sum required to be paid by Lessee hereunder when and as due and
<br />payable; (c) Lessee shall fail to carry and maintain in effect insurance in accordance with Section 12 hereof; (d) Lessee shall
<br />fail to timely perform or observe any other term, covenant or condition of this Lease or any document executed in connection
<br />herewith, and either (i) such failure cannot be remedied, or (ii) such failure can be remedied, but such failure continues
<br />unremedied for a period often (10) days after it occurs; (e) the filing by Lessee (or against Lessee to which Lessee acquiesces
<br />or which is not dismissed within forty-five (45) days after the filing thereof) of any proceeding under the federal bankruptcy
<br />laws now or hereafter existing or any other similar statute now or hereafter in effect; the entry of an order for relief under such
<br />laws with respect to Lessee; or the appointment of a receiver, trustee, custodian or conservator of all or any part of the property
<br />of Lessee; (f) the insolvency of Lessee; or the execution by Lessee of an assignment for the benefit of its creditors; or the
<br />convening by Lessee of a meeting of its creditors, or any class thereof, for the purpose of effecting a moratorium upon or
<br />extension or composition of its debt; or the failure of Lessee to pay its debts as they mature; or if Lessee is generally not paying
<br />its debts as they mature; or the admission in writing by Lessee that it is unable to pay its debts as they mature or that it is
<br />generally not paying its debts as they mature; (g) the merger, consolidation or dissolution of Lessee; (h) the occurrence of any
<br />default that remains uncured after any applicable grace or cure period under any document executed and delivered by Lessee
<br />in connection with any other obligation or indebtedness of Lessee to Lessor, of any kind or character, direct or indirect,
<br />contingent or absolute, and whether now existing or hereafter arising or incurred; (i) Lessor's determination in its sole discretion
<br />that the Equipment or any portion thereof is in danger of theft, conversion, loss, damage or destruction or is to be moved,
<br />transported, shipped or stored without Lessor's prior written consent to or from a location or in a manner other than in
<br />accordance with the provisions of this Lease; or (j) the occurrence of any adverse change in the financial condition of Lessee
<br />+1.':1t Lessor, in its sole discretion, deems material, or if Lessor in good faith shall believe that the prospect of payment or
<br />rformance by the Lessee hereunder is impaired.
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<br />23. REMEDIES. If any Event of Default shall occur, Lessor, at its option, without notice or demand on Lessee (except
<br />as expressly provided in clause (f) below), in addition to any and all other remedies available to Lessor under applicable law,
<br />may, to the extent permitted by applicable law, do any or all of the following: (a) terminate this Lease and/or Lessee's rights
<br />of possession and use of all or any portion of the Equipment hereunder; (b) take possession of all or any portion of the
<br />Equipment, wherever located, or render the same unusable; (c) require Lessee to assemble and return all or any portion of the
<br />Equipment to Lessor (as more fully specified in Section 22 hereof); (d) retain, hold, sell, lease or otherwise dispose of all or
<br />any portion of the Equipment, in a public or private transaction, without demand upon or notice to Lessee, and any such sale,
<br />lease or other disposition shall be free and clear of any rights of Lessee; (e) use, without cost to Lessor, Lessee's place of
<br />business for the purpose of storing, displaying, selling, leasing or otherwise disposing of all or any portion of the Equipment;
<br />and (f) recover other and further damages, which shall include, but not be limited to, payment by Lessee immediately upon
<br />demand of the following, each bearing interest until paid in full at the Overdue Rate from the earlier of (i) the date such demand
<br />is made, or (ii) the date otherwise due and payable: (A) all accrued and unpaid rent payments payable hereunder and all other
<br />costs, charges, fees and amounts payable hereunder; (B) all of Lessor's costs and expenses in connection with Lessee's breach
<br />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
<br />payable by Lessee hereunder.
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