Events of Default. The occurrence of any one or more of the following events, acts, or occurrences shall constitute an event of default (“Event of Default”) hereunder:

Each of the following occurrences shall constitute an Event of Default:

If the reason for the Participant’s cessation of employment is a Good Leaver Event, then despite the Participant not being employed on the Award Payment Date or serving out a Notice Period on the Award Payment Date, the Participant may be considered for an Award, subject to the other terms and conditions of the Plan. In relation to the Eligibility Date requirement: # Participants whose employment terminates due to the redundancy Good Leaver Event must be employed on the Eligibility Date of the Plan Year to be considered for an Award for that Plan Year; # Participants whose employment terminates due to other Good Leaver Events may be considered for an Award despite not being employed on the Eligibility Date of the Plan Year.

No Disqualification Events. With respect to the Securities to be offered and sold hereunder in reliance on Rule 506 under the Securities Act, none of the Company, any of its predecessors, any affiliated issuer, any director, executive officer, other officer of the Company participating in the offering hereunder, any beneficial owner of 20% or more of the Company’s outstanding voting equity securities, calculated on the basis of voting power, nor any promoter (as that term is defined in Rule 405 under the Securities Act) connected with the Company in any capacity at the time of sale (each, an “Issuer Covered Person” and, together, “Issuer Covered Persons”) is subject to any of the “Bad Actor” disqualifications described in Rule 506(d)(1)(i) to # under the Securities Act (a “Disqualification Event”), except for a Disqualification Event covered by Rule 506(d)(2) or (d)(3). The Company has exercised reasonable care to determine whether any Issuer Covered Person is subject to a Disqualification Event. The Company has complied, to the extent applicable, with its disclosure obligations under Rule 506(e), and has furnished to the Purchasers a copy of any disclosures provided thereunder.

Events of Default. Merchant shall be in default of the Agreement should any of the following events occur: # Merchant makes any misrepresentation hereunder or breaches any warranty, agreement, promise or covenant in this Agreement; # Merchant instructs its banking institution to stop payment on any authorized ACH withdrawal initiated by Purchaser; # Merchant fails to remit the purchased percentage of the Merchant’s receivables and fails to provide bank statements and other documents demonstrating that business revenue has declined or that the business has ceased operations; # Merchant applies for, or agrees to, any merchant cash advance or any other form of financing without the prior, written consent of Purchaser; # the sale of any of Merchant’s assets outside the ordinary course of business or material change to the operational structure or business plan of the business, without Purchaser’s prior, written consent; # the sale of any of Merchant's Future Receivables, without Purchaser's prior, written consent; # Merchant deliberately depletes the balance in any Approved Account; (viii)

Accelerated Vesting Events. Upon the occurrence of one of the following events (each, an “Accelerated Vesting Event”), the outstanding unvested RSUs subject to this Agreement shall vest as provided below:

Events of Default. Each of the following occurrences shall be an “Event of Default” and shall constitute a material default and breach of this Lease by Tenant: # any failure by Tenant to pay Rent or any other amount due and payable hereunder when due; # the abandonment or vacation of the Premises by Tenant regardless of whether Rent is paid or not; # any failure by Tenant to obtain and maintain insurance and/or deliver insurance certificates required under Paragraph 11; # any failure by Tenant to execute and deliver any estoppel certificate or other document described in Paragraphs 12 or 23 requested by Landlord, where such failure continues for five (5) days after delivery of written notice of such failure by Landlord to Tenant; # any failure by Tenant to fully perform any other obligation of Tenant under this Lease, including but not limited to any Rules or Regulations or Sign Criteria, where such failure continues for thirty (30) days after delivery of written notice of such failure by Landlord to Tenant; # the voluntary or involuntary filing of a petition by or against Tenant or any general partner of Tenant or any guarantor # in any bankruptcy or other insolvency proceeding, # seeking any relief under any state or federal debtor relief law, or # for the appointment of a liquidator or receiver for all or substantially all of Tenant’s property or for Tenant’s interest in this Lease; # the default, repudiation or revocation of any guarantor of Tenant’s obligations hereunder. Any notice of any failure of Tenant required under this Paragraph 17 shall be in lieu of, and not in addition to, any notice required under applicable law.

Events of Default. It is further understood that the following defaults shall constitute events of default hereunder and are hereinafter referred to as an “Event of Default” or “Events of Default”: # the failure of the Borrower to pay any principal amounts within three (3) Business Days of when due hereunder, # a material default in the performance of any of the other agreements, conditions, covenants, provisions or stipulations contained herein, # any bankruptcy, insolvency, reorganization or liquidation proceedings or other proceedings for the relief of debtors or dissolution proceedings shall be instituted by or against the Borrower and shall not be dismissed within thirty (30) days of their initiation, or # any representation or warranty made herein proves to be untrue in any material respect as of the date of making or deemed making thereof.

Events of Default. In addition to any other provision for acceleration of maturity contained in notes and collateral instruments to be executed by Borrower, and after the notice of default and opportunity to cure set forth in the Notes evidencing the term loan and the line of credit, Lender at its election may declare all sums owing by Borrower immediately due and payable upon the happening of any of the following events:

Events Requiring Notice. The Company shall be required to give the notice described in this Section 8 upon one or more of the following events: # if the Company shall take a record of the holders of its Shares for the purpose of entitling them to receive a dividend or distribution payable otherwise than in cash, or a cash dividend or distribution payable otherwise than out of retained earnings, as indicated by the accounting treatment of such dividend or distribution on the books of the Company, # the Company shall offer to all the holders of its Shares any additional shares of capital stock of the Company or securities convertible into or exchangeable for shares of capital stock of the Company, or any option, right or warrant to subscribe therefor, or # a dissolution, liquidation or winding up of the Company (other than in connection with a consolidation or share reconstruction or amalgamation) or a sale of all or substantially all of its property, assets and business shall be proposed. Failure to give such notice shall not invalidate any such action.