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-25- <br />aggregated amount in excess of $100,000.00; provided, that agreements and obligations <br />referenced in the preceding sentence do not include bonds issued by Lessee solely as a <br />conduit issuer and special tax or assessment bonds and other similar obligations for <br />which Lessee is never ultimately responsible to pay from its own funds; <br />(e) Lessee shall (i) apply for or consent to the appointment of a receiver, <br />trustee, custodian or liquidator of Lessee, or of all or a substantial part of the assets of <br />Lessee, (ii) be unable, fail or admit in writing its inability generally to pay its debts as <br />they become due, (iii) make a general assignment for the benefit of creditors, (iv) have an <br />order for relief entered against it under applicable Federal bankruptcy law, or (v) file a <br />voluntary petition in bankruptcy or a petition or an answer seeking reorganization or an <br />arrangement with creditors or taking advantage of any insolvency law or any answer <br />admitting the material allegations of a petition filed against Lessee in any bankruptcy, <br />liquidation, readjustment, reorganization, moratorium or insolvency proceeding; or <br />(f) An order, judgment or decree shall be entered by any court of competent <br />jurisdiction, approving a petition or appointing a receiver, trustee, custodian or liquidator <br />for Lessee or of all or a substantial part of the assets of Lessee, in each case without its <br />application, approval or consent, and such order, judgment or decree shall continue <br />unstayed and in effect for any period of thirty (30) consecutive days. <br /> Section 12.02. Remedies on Default. Whenever any Event of Default exists, Lessor shall <br />have the right, at its sole option without any further demand or notice, to take one or any <br />combination of the following remedial steps: <br />(a) By written notice to Lessee, Lessor may declare all Rental Payments <br />payable by Lessee and other amounts payable by Lessee hereunder to the end of the then <br />current Original Term or Renewal Term to be immediately due and payable; <br />(b) With or without terminating the Lease Term, Lessor may enter the <br />premises where the Equipment is located and retake possession of such Equipment or <br />require Lessee at Lessee’s expense to promptly return any or all of such Equipment to the <br />possession of Lessor at such place within the United States as Lessor shall specify, and <br />sell or lease such Equipment or, for the account of Lessee, sublease such Equipment, <br />continuing to hold Lessee liable, but solely from legally available funds, for the <br />difference between (i) the Rental Payments payable by Lessee and other amounts <br />hereunder that are payable by Lessee to the end of the then current Original Term or <br />Renewal Term, as the case may be, and (ii) the net proceeds of any such sale, leasing or <br />subleasing (after deducting all expenses of Lessor in exercising its remedies hereunder, <br />including without limitation all expenses of taking possession, storing, reconditioning and <br />selling or leasing such Equipment and all brokerage, auctioneer’s and attorney’s fees), <br />subject, however, to the provisions of Section 3.03 of this Agreement. The exercise of <br />any such remedies respecting any such Event of Default shall not relieve Lessee of any <br />other liabilities hereunder or with respect to the Equipment; <br />304