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thereof. All legal fees and expenses incurred by Lessor in connection with the review by Lessor
<br />of Lessee's requested assignment or sublease pursuant to this paragraph, together with any legal
<br />fees and disbursements incurred in the preparation and/or review of any documentation, will be
<br />paid by Lessee within thirty (30) days of invoice for payment thereof, as Additional Rent, but in
<br />no event, prior to execution by Lessor of the Assignment. If the rent due and payable by any
<br />assignee or sublessee under any permitted assignment or sublease exceeds the Base Rent payable
<br />under this Lease for such space, Lessee will pay to Lessor all such excess rent and other excess
<br />consideration within ten (10) days following receipt thereof by Lessee.
<br />17. INTENTIONALLY OMITTED
<br />18. Care Around Tracks
<br />Lessee shall adopt, monitor and enforce reasonable rules and regulations for the
<br />conduct of Lessee's employees, patrons, agents and contractors (including employees thereof) or
<br />any other persons using the Leased Premises to protect them from injury while on, about or near
<br />any track on or adjoining the Leased Premises and/or the ROW.
<br />19. Destruction or Damage to Leased Premises
<br />If the Leased Premises (which shall not include Lessee's Property or property of a
<br />third party) are at any time materially damaged or destroyed by fire or other Acts of God
<br />preventing all use of the Leased Premises by Lessee for the purposes set forth in this Lease and
<br />the extent of such damage or destruction does not in any way result or arise from the acts or failure
<br />to act of Lessee, its employees, agents, invitees, visitors, customers, assignees, sublessees,
<br />contractors or subcontractors, Lessor shall have sixty (60) days from such damage or destruction
<br />to determine in its sole discretion and inform Lessee whether Lessor will restore the Leased
<br />Premises (excluding any Alterations and/or other improvements constructed by Lessee) to
<br />substantially the condition that existed immediately prior to the occurrence of the casualty. If
<br />Lessor determines not to restore the Leased Premises, it will notify Lessee and Lessee's sole
<br />remedy shall be to terminate the Lease upon 30 days prior written notice to Lessor. If Lessor elects
<br />to restore the Leased Premises (excluding any Alterations and/or other improvements constructed
<br />by Lessee), it will give Lessee its reasonable estimation of the time it will take to restore the Leased
<br />Premises. If in Lessor's reasonable estimation, the Leased Premises cannot be restored within two
<br />hundred forty (240) days of such damage or destruction, then either party may terminate this Lease
<br />by written notice to the other party. Subsequent to Lessor's determination to restore the Leased
<br />Premises as set forth herein, and until such restoration of the Leased Premises is complete, there
<br />shall bean abatement of the Base Rent. If all or part of the Leased Premises may be used by
<br />Lessee for the purposes set forth in this Lease during the period of such restoration, there will be
<br />no abatement of Base Rent. In addition, if the damage or destruction was caused by or increased
<br />in any way by the acts or failure to act of Lessee, its employees, agents, invitees, visitors,
<br />customers, assignees, sublessees, contractors or subcontractors, then Lessee shall be solely
<br />responsible for promptly returning the Leased Premises to their former condition and there will be
<br />no abatement of Base Rent.
<br />20. Default
<br />(a) DEFAULT. The following will be events of default by Lessee under this Lease:
<br />(1) Failure to pay when due any installment of Rent or any other payment
<br />required pursuant to this Lease;
<br />(2) Failure to deliver, maintain and/or timely restore the Security Deposit
<br />required under this Lease;
<br />(3) Failure to obtain and maintain the insurance required under this Lease;
<br />(4) The filing of a petition for bankruptcy or insolvency under any applicable
<br />federal or state bankruptcy or insolvency law; an adjudication of bankruptcy or insolvency or an
<br />admission by Lessee that it cannot meet its financial obligations as they become due, or the
<br />appointment of a receiver or trustee for all or substantially all of the assets of Lessee; the foregoing
<br />shall also apply to any guarantor of this Lease (a "Guarantor"), if any;
<br />(5) A transfer in fraud of creditors or an assignment for the benefit of creditors,
<br />by Lessee or any Guarantor;
<br />(6) Any act which results in a lien being filed against all or a portion of the
<br />Leased Premises or the ROW;
<br />(7) The liquidation, termination or dissolution of Lessee or any Guarantor of
<br />this Lease, or, if Lessee or any Guarantor is a natural person, the death of Lessee or such Guarantor,
<br />and
<br />(8) Failure to cure any breach or default of any provision of this Lease (excluding
<br />any provision dealing with payment of Rents or any other payments hereunder and/or any other
<br />provisions dealing with the matters contemplated by subsections (1)-(7) above) within 20 days
<br />after written notice thereof to Lessee.
<br />(b) REMEDIES. In the event of any default hereunder by Lessee, then without prejudice
<br />to any other rights which it has pursuant to this Lease or at law or in equity, Lessor shall have the
<br />following rights and remedies, which are cumulative and not alternative:
<br />(1) Lessor may terminate this Lease by notice to Lessee and retake possession
<br />of the Leased Premises for Lessor's account. Lessee shall then quit and surrender the Leased
<br />Premises to Lessor in accordance with the requirements of this Lease. Lessee's liability under
<br />all of the provisions of this Lease shall continue notwithstanding any expiration and surrender,
<br />or any re-entry, repossession, or disposition hereunder, including to the extent legally
<br />permissible, payment of all Rent and other charges until the date this Lease would have expired
<br />had such termination not occurred and the surrender of the Leased Premises in accordance with
<br />the requirements of this Lease. If Lessor so elects, Rent may be accelerated and Lessee shall
<br />pay Lessor damages in the amount of any and all sums that would have been due for the
<br />remainder of the Initial Term and/or any Renewal Term.
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