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ATRUE COPY
<br />CERTIFICATION ON LAST PAGE
<br />J.R. SMITH, CLERK
<br />take possession of the Premises, remove the Company's possessions and Collateral from the Premises.
<br />and either dispose of, sell or transfer such possessions and Collateral.
<br />3. Accelerated Termination ofLease. Tn the event the Lease is terminated on an accelerated
<br />basis prior to the expiry date set forth in the Lease due to a default of the Company under the Lease.
<br />Landlord shall give Lender written notice thereof (the "Termination Notice") Landlord agrees that, at
<br />Lender's option and upon written notice (the ^'Lcndcr's\�obce``)delivered to Landlord within thirty (30)
<br />Lenderduys of Landlord's delivery to of the Termination Notice, the Collateral may remain upon the
<br />Premises for a period not to exceed sixty (60) 'days following Landlord's delivery to Lender of the
<br />Termination Notice (the "Disposition Period") ,provided that Lender (a) complies with all of the
<br />obligations imposed upon Lender in Section 2 above with respect to the removal of the Collateral from
<br />the Premises, and (b) with respect to each day during such Disposition Period during which the Collaterat
<br />so remains on the Premises, pays all rent (including rent adjustments, if any), calculated on a per diem
<br />basis, that would otherwise be due and payable under the terms of the Lease had the Lease remained in
<br />full force and effect. Such rent payment shall be due from Lender (such payment to be made assuming
<br />full utilization of the Disposition Period) simultaneous]y with Lender's delivery of the Lender's Notice.
<br />and upon the expiration ofthe Disposition Period and the Lender's removal of the Collateral, Landlord
<br />shall refund to Lender any unapplied portion of such rent payment.
<br />4. Landlord's Rights After Delivery of Termination Notice. If Landlord delivers a
<br />Termination Notice, (a) but Lender fails to both timely deliver the Lender's Notice and pay the rent
<br />attributable to the Disposition Period; or (b) Lender timely delivers Lender's Notice aiid pays the rent
<br />attributable to the Disposition Period, but Lender then fails to remove the Collateral pnor to the expiration
<br />of the Disposition Period, then, in either event, Landlord shall thereafter be cnnUcd, on an immediate
<br />basis, to exercise any and all rights available to Landiord against the Company under the Lease, whether
<br />at law or in equity (including, but not limited to, the right to take possession of the Premises, the right to
<br />remove the Company's possessions and CuJ)uber�| from the Premises, dispose of, sell or transfer such
<br />Collateral, and the right to obtain and execute upofl ajudgment against the Company)
<br />5. Amendment or Extension o[the Company's Obligations. Lender may, without affecting
<br />the validity ofthis Waiver, extend, amend or modify, in any way, the terms of payment or performance of
<br />any of the Company's obligations, without the consent of Landlord and without giving notice thereof to
<br />6. No Recordation. It is agreed that none of Lender, the Company, or any successor or
<br />assignee ofeither, may record this Waiver in the publicrncnoduofanyoountyorstatc 10 the event ofany
<br />such recordation, this Waiver shall automatically be rendered null and void and of no force and effect
<br />7. Successors and Assigns. This Waiver shall be binding upon, and inure to the benefit of,
<br />the successors and assigns of the parties hereto.
<br />8. Litigation. In the event of litigation between the Landlord and Lender with respect to the
<br />provisions ofthis Waiver, the Premises or the Collateral, the losing party shall pay all costs and expenses
<br />incurred by the prevailing party in connection with such litigation, including, but not limited to.
<br />reasonable attorneys' fees of counsel selected by the prevailing party.
<br />9. Notices. Any notice required to be given by either party pursuant to this Waiver, shall be
<br />in writing and shall be deemed to have been properly given, rendered or made only if peemm}|}
<br />delivered, or if sent by certified U.S. Mail, return receipt requested or overnight delivery service,
<br />addressed to the other party at the addresses set forth below (or to such other address as Landlord or
<br />Lender may designate to each other from time to time by written notice), and shall be deemed to have
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