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1 4 40 Page 7 reorganization, arrangement composition, readjustment, liquidation, moratorium or similai relief under any existing or future bankruptcy, insolvency, or other similar insolvency or other similar laws ohall be filed and not withdrawn or dismissed within GO days thereafter. (b) Remedies on Default-. whenever any event of default- shall have occurred and be continuing, Lessor shall have the right, at its sole option without any further demand or notice, to exercise any one or more of the following remedies: (1) with or without terminating this Agreement, retake possession of the Equipment and dispose of the Equipment- for the account- of Lessee, with the net amount of all proceeds received by Lessor to be applied to Lc0Gee'G obligations hereunder, holding Lessee liable for the excess (if any) of (i) the rent payable to Lessee hereunder to the end of t-he Original Term or then current Renewal Term, whichever is applicable, and any other amounts then payable by Lessee hereunder, including but not limited to attorney's fees, expenses and coots of repossession, over (ii) the not proceeds received in connection with the diepooit-ion of the Equipment; provided that the excess of the amounts referred to in clause (ii) over the then applicable Purchase Price and amounts referred to in clause (i) shall be paid to Lessee; (2) require Lessee at Lesoce's risk and expense promptly to return the Equipment- in t-he manner and in the condition set- forth in Sections 2(e) and 5; (3) if Lessor is unable to repossess the Equipment for any reason, the Equipment- shall be deemed a total loss and Lessee shall pay to Lessor the amount due pursuant- to Section 8; and (4) exercise any other right or remedy which may be available to it under applicable law or proceed by appropriate court- action to enforce the terms of this Agreement or to recover damages for the breach of this Agreement as to any or all of the Equipment-. Nothing contained herein shall be construed to provide any remedy of acceleration of the rental payments. In addition, Lessee will remain liable for all legal fees and other costs and expenses, including court costs, incurred by Lessor with respect to the enforcement of any of the remedies listed above or any other remedy available to Lessor. (c) No Remedy Exclusive. No remedy available to Lessor is intended to be exclusive and every ouch remedy shall be cumulative and oliall be in addition to every other remedy given under this Agreement or now or hereafter existing at law or in equity. No delay or omission to exercise any right- accruing upon any default shall impair any ouch right or shall be constructed to be a waiver thereof, but any such right might be exercised from time to time and as often as may be deemed expedient-. 13. TAX ASSUMPTION; COVENANTS. The parties assume that Lessor can exclude from Federal gross income the interest portion of each Lease Payment set forth in the amortization schedule under the column captioned "Int-erest- Paid ". Lessee covenants that it will (i) register this Lease and transfers thereof in accordance with Section 149 (a) of the Code and tile regulations thereunder, (ii) timely file a statement with respect to this Lease in the required form in accordance with Section 149(e) of the Code, (iii) not permit the property financed by this Lease to be directly or indirectly used for a private business use within the meaning of Section 141 of the Code, (iv) not take any action which results, directly or indirectly, in the interest portion of any Lease Payment not being excludable from Federal gross income pursuant- to Sect-ion 103 of the Code and will take any reasonable action necessary to prevent ouch result-, and (v) not take any action which results in this Lease becoming, and will take any reasonable action to prevent- this Lease from becoming (a) an arbitrage obligation within the meaning of Section 148 of the Code or (b) federally guaranteed within the meaning of Section 149 of the Code.