Default. No Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof.

Default In the event commencing twelve (12) months after the Closing Date and ending twenty-four (24) months thereafter, the Purchaser is not permitted to resell any of the Conversion Shares without any restrictive legend or if such sales are permitted but subject to volume limitations or further restrictions on resale as a result of the unavailability to Subscriber of Rule 144(b)(1)(i) under the 1933 Act or any successor rule (a “144 Default”), for any reason except for Purchasers’ status as an Affiliate or “control person” of the Company, or as a result of a change in current applicable securities laws, then the Company shall pay such Purchaser as liquidated damages and not as a penalty an amount equal to two percent (2%) of the value of Conversion Shares (based on the closing sale of the Common Stock) subject to such 144 Default during the pendency of the 144 Default of each thirty day period thereafter (or portion thereof)

Default. If Seller has performed all of Seller’s obligations and fulfilled the conditions under this Agreement and, if within five (5) days after the date specified for Closing, the Buyer fails to make payment as required herein, through no fault of Seller, then Seller may, as its sole and exclusive remedy, cancel and terminate this Agreement and keep the earnest money deposit paid by the Buyer as liquidated damages. Subject to Buyer’s separate post closing rights and remedies discussed in Paragraph 9, if Seller breaches this Agreement or fails to perform any of Seller’s obligations hereunder, then Buyer may as its sole remedy, # terminate this Agreement and receive a refund of all of the earnest money (less the independent consideration), or # seek specific performance of this Agreement pursuant to the remainder of this Paragraph 15.

Default. In the event either party commits a material breach or defaults in the performance or observance of any of the material provisions of this Agreement, and such breach or default is not cured within sixty (60) days after the receipt of notice thereof from the other party specifying such breach or default, the party not in breach or default shall be entitled (without prejudice to any of its other rights) to terminate this Agreement, without additional penalty, termination fee or cost, by giving notice to take effect immediately.

DEFAULT. The occurrence of any one of the following events shall constitute an Event of Default:

Default. If the Employer is in “default” or “in danger of default” as those terms are defined in section 3(x) of the Federal Deposit Insurance Act, 12 U.S.C. 1813(x) the Executive shall forfeit any non-distributed amounts in the Deferral Account.

at the Landlord’s request, reimburse the Landlord for the cost of any repairs to the Premises necessitated by the Tenant’s or the Tenant’s guests or invitees misuse or neglect.

In addition to any other remedies available to Landlord at law or in equity and under this Lease, Landlord shall have the remedy described in California Civil Code Section 1951.4 and may continue this Lease in effect after Tenant’s Default or abandonment and recover Rent as it becomes due, provided Tenant has the right to sublet or assign, subject only to reasonable limitations. In addition, Landlord shall not be liable in any way whatsoever for its failure or refusal to relet the Premises. For purposes of this Section, the following acts by Landlord will not constitute the termination of Tenant’s right to possession of the Premises:

Tenant shall continue to pay all Base Rent, Additional Rent and all other amounts payable under the Lease and the Storage License for the Reduction Premises and shall perform all other obligations of Tenant under the Lease and the Storage License, until the later of # Reduction Date or # upon completion of Tenant’s Reduction Premises Surrender Obligations. In the event that Tenant has not completed Tenant’s Reduction Premises Surrender Obligations by the Reduction Date, then Base Rent, Additional Rent and other amounts payable under the Lease and the Storage License for the Reduction Premises will be owed on a per diem basis for each day Tenant has not completed Tenant’s Reduction Premises Surrender Obligations after the Reduction Date. For clarity, Tenant’s continued ability to access an IT closet and associated IT equipment in Suite [[Unknown Identifier]] pursuant to Section 1(a) of this Agreement shall not constitute Tenant’s failure to complete Tenant’s Reduction Premises Surrender so long it is completed by May 31, 2023.

No Default; Event of Default. No Default or Event of Default shall have occurred and be continuing on the Amendment Effective Date or result from this Amendment becoming effective in accordance with its terms.