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DocuSign Envelope ID: 3F0F44D1-0249-418D-A8C6-A7EDC761 CC87
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<br /> 13. INSPECTION OF VEHICLES;ODOMETER DISCLOSURE;FINANCIAL STATEMENTS:Lessee agrees to accomplish,at its expense,ail inspections of the Vehides
<br /> required by any governmental authority during the Term, Lessor,Servicer,any other agent of Lessor end any of their respective successors or assigns will have the
<br /> right to Inspect any Vehicle at any reasonable lime(s)during the Temi and for this purpose to enter Into or upon any building or place where any Vehicle is located.
<br /> Lessee agrees to comply with all odometer disclosure laws,rules and regulations and to provide such written and signed disclosure Information on such forms and
<br /> in such manner as directed by Lessor. Providing false information or failure to complete the odometer disclosure form as required by law may result in fines and/or
<br /> imprisonment. Lessee hereby agrees to promptly deliver to Lessor such financial statements and other financial information regarding Lessee as Lessor may from
<br /> time to lime reasonably request.
<br /> 14. DEFAULT;REMEDIES;The following shall constitute events of default("Events of Defaulr)by Lessee under this Agreement:(a)if Lessee fails to pay when due
<br /> any rent or other amount due under this Agreement and any such failure shall remain unremedied for ten(10)days;(b)if Lessee fails to perform,keep or observe any
<br /> term,provision or covenant contained in Section 11 of this Agreement;(c)if Lessee fails to perform,keep or observe any other term,provision or covenant contained
<br /> in this Agreement and any such failure shall remain unremedled for thirty(30)days after written notice thereof Is given by Lessor,Servicer or any other agent of
<br /> Lessor to Lessee;(d)any seizure or confiscation of any Vehicle oranyother act(other than a Casualty Occurrence)otherwise rendering any Vehicle unsuitable for use
<br /> (as determined by Lessor);(e)if any present or future guaranty in favor of Lessor of at or any portion of the obligations of Lessee under this Agreement shall at any
<br /> time for any reason cease to be in full force and effect or shall be declared to be null and void by a court of competent jurisdiction,or if the vetidity or enforceability
<br /> of any such guaranty shall be contested or denied by any guarantor,or if any guarantor shall deny that It,he or she has any further liability or obligation under any
<br /> such guaranty or if any guarantor shall fail to comply with or observe any of the terms,provisions or conditions contained In any such guaranty;(f)the occurrence
<br /> of a material adverse change in the financial condition or business of Lessee or any guarantor,or(g)if Lessee or any guarantor is in default under or fails to comply
<br /> with any other present or future agreement with or In favor of Lessor,The Crawford Group,Inc.or any direct or indirect subsidiary of The Crawford Group,Inc.For
<br /> purposes of this Section 14,the term"guarantor"shall mean any present or future guarantor of all or any portion of the obligations of Lessee under this Agreement.
<br /> Upon the occurrence of any Event of Default,Lessor,without notice to Lessee,will have the right to exercise concurrently or separately(and without any election of
<br /> remedies being deemed made),the following remedies:(a)Lessor may demand and receive Immediate possession of any or all of the Vehicles from Lessee,without
<br /> releasing Lessee from its obligations under this Agreement;if Lessee fails to surrender possession of the Vehicles to Lessor on default(or termination or expiration of
<br /> the Term),Lessor,Servicer,any other agent of Lessor and any of Lessor's independent contractors shall have the right to enter upon any premises where the Vehicles
<br /> may be located and to remove and repossess the Vehicles;(b)Lessor may enforce performance by Lessee of its obligations under this Agreement;(c)Lessor may
<br /> recoverdamages and expenses sustained by Lessor,Servicer,anyother agent of Lessor orany of their respective successors orassigns byreason of Lessee's default
<br /> including,to the extent permitted by applicable law,all costs and expenses,including court costs and reasonable attorneys'fees and expenses,incurred by Lessor,
<br /> Servicer,any other agent of Lessor or any of their respective successors or assigns in attempting or effecting enforcement of Lessor's rights under this Agreement
<br /> (whether or not litigation is commenced)and/or in connection with bankruptcy or insolvency proceedings;(d)upon written notice to Lessee,Lessor may terminate
<br /> Lessee's rights under this Agreement;(e)with respect to each Vehide,Lessor may recover from Lessee(i)either the Vehicle(in the condition required by Section
<br /> 4)or the estimated undamaged wholesale value of the Vehicle(as determined by Lessor in good faith)plus(ii)all accrued and unpaid rent for such Vehicle for the
<br /> period ending on,and all other amounts owed by Lessee with respect to such Vehicle as of,the date all of the amounts owed by Lessee to Lessor under this clause
<br /> (e)(including the amounts owed under this subclause(i))are paid in full(the Payment Date')plus(iii)an amount equal to three(3)months rent plus(iv)Thirty
<br /> Percent(30%)of the total future rent due under the applicable Schedule for the period commencing on the Payment Date end ending on the last day of the scheduled
<br /> Term;and/or(f)Lessor may exercise any other right or remedy which may be available to Lessor under the Uniform Commercial Code,any other applicable law or
<br /> in equity.A termination of this Agreement shall occur only upon written notice by Lessor to Lessee.Any termination shall not affect Lessee's obligation to pay all j
<br /> amounts due for periods prior to the effective date of such termination or Lessee's obligation to pay any Indemnities under this Agreement. All remedies of Lessor
<br /> under this Agreement or at law or in equity are cumulative,
<br /> 15. ASSIGNMENTS:Lessor may from time to time assign,pledge or transfer this Agreement and/or any or all of its rights and obligations under this Agreement to
<br /> any person or entity. Lessee agrees,upon notice of any such assignment,pledge or transfer of any amounts due or to become due to Lesser under this Agreement
<br /> to pay all such amounts to such assignee,pledgee or transferee.Any such assignee,pledgee or transferee of any rights or obligations of Lessor under this Agreement
<br /> will have all of the rights and obligations that have been assigned to it,Lessee's rights and interest in and to the Vehicles are and will continue at all times to be
<br /> subject and subordinate In all respects to any assignment,pledge or transfer now or hereafter executed by Lessor with or In favor of any such assignee, pledgee
<br /> or transferee,provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has occurred and is
<br /> continuing.Lessee acknowledges and agrees that the rights of any assignee,pledgee or transferee in and to any amounts payable bythe Lessee under any provisions
<br /> of this Agreement shall be absolute and unconditional and shall not be subject to any abatement whatsoever,or to any defense,setoff,counterclaim or recoupment
<br /> whatsoever,whether by reason of any damage to or loss or destruction of any Vehicle or by reason of any defect in or failure of titre of the Lessor or interruption from
<br /> whatsoever cause in the use,operation or possession of any Vehicle,or by reason of any indebtedness or liability howsoever and whenever arising of the Lessor or
<br /> any of its affiliates to the Lessee or to any other person or entity,or for any other reason.
<br /> Without the prior written consent of Lessor,Lessee may not assign,sublease,transfer or pledge this Agreement,any Vehicle,or any interest in this Agreement or in
<br /> and to any Vehicle,or permit its rights under this Agreement or any Vehicle to be subject to any lien,charge or encumbrance. Lessee's interest in this Agreementis
<br /> not assignable and cannot be assigned or transferred by operation of law.Lessee will not transfer or relinquish possession of any Vehicle(except for the solo purpose
<br /> of repair or service of such Vehicle)without the prior written consent of Lessor.
<br /> 16. MISCELLANEOUS:This Agreement contains the entire understanding of the parties.This Agreement may only be amended or modified by an instrument
<br /> in writing executed by both parties.Lessor shall not by any act,delay,omission or otherwise be deemed to have waived any of its rights or remedies under this
<br /> Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then only to the extent therein set forth,A waiver by Lessor of any
<br /> right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or remedy,which Lessor would otherwise have on any future
<br /> occasion.If any term or provision of this Agreement or any application of any such term or provision is invalid or unenforceable,the remainder of this Agreement and
<br /> any other application of such term or provision will not be affected thereby. Giving of all notices under this Agreement will be sufficient if mailed by certified mail to a
<br /> party at its address set forth below or at such other address as such party may provide In writing from time to time. Any such notice mailed to such address will be
<br /> effective one(1)day after deposit in the United Slates mail,duly addressed,with certified mail,postage prepaid.Lessee will promptly notify Lessor of any change in
<br /> Lessee's address. This Agreement may be executed In multiple counterparts(including facsimile and pdf counterparts),but the counterpart marked*ORIGINAL"by
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