Article 12. FORECLOSURE, RECEIVERSHIP AND ABANDONMENT  

1.

Foreclosure. Upon the foreclosure or other judicial sale of all or a part of the System, or upon the termination of any lease covering all or part of the System, Grantee shall notify Grantor of such fact and such notification shall be treated as a notification that a change in control of Grantee has taken place, and the provisions of this Franchise governing the consent to transfer or change in ownership shall apply without regard to how such transfer or change in ownership occurred.

2.

Receivership. Grantor shall have the right to cancel this Franchise one hundred twenty (120) days after the appointment of a receiver or trustee to take over and conduct the business of Grantee, whether in receivership, reorganization, bankruptcy or other action or proceeding, unless such receivership or trusteeship shall have been vacated prior to the expiration of said one hundred twenty (120) days, or unless:

A.

Within one hundred twenty (120) days after its election or appointment, such receiver or trustee shall have fully complied with all the provisions of this Franchise and remedied all defaults thereunder; and

B.

Such receiver or trustee, within said one hundred twenty (120) days, shall have executed an agreement, duly approved by a court having jurisdiction, whereby such receiver or trustee assumes and agrees to be bound by each and every provision of this Franchise.