Orange County NC Website
5 <br /> of leased/Purchased Equiratent, free and clear of any lien or security interest <br /> of lessor therein. Immediately upon the occurretse of an event of default by <br /> lessee hereunder or the termination of this Agreement under Section 12, title <br /> to the apiipzent (and all additions, repairs, replacements or modifications <br /> thereto) =hall revert to lessor, free and clear of any right, title or interest <br /> of Lessee unless lessor elects otherwise, without the necessity of any further <br /> action or the executien of any dactsents by the parties. <br /> 6.2 Security Agreetneft. 'lb se eze all obligations of lessee hereunder, <br /> lessee hereby grants to lessor a security interest in any and all of lessee's <br /> right, title and interest in and to this Agreement, the Equipment, all <br /> additioxs attache:ante, accessions substitutions and replacements thereto, and <br /> rental paYments due or to beccue dale hereunder, and any aid all proceeds <br /> thereof, including without limitation, the proceeds of insurance thereto. <br /> lessee agrees to execute and deliver all documents, instruments and financing <br /> statesmen necessary or appropriate to perfect or maintain the security <br /> interest granted hereby. lessor is autharized to file financirq statements <br /> without lessee's signature or to eocecute and file such financing statements <br /> without lessee's signature on lessee's behalf as specified by the Uniform <br /> Commercial cc:de to perfect or maintain lessor's security interest granted <br /> hereby. At the reenmzt of lessor, /essee will beep and maintain a Marcus <br /> marking or tag on the Equipment that a security interest therein is held by <br /> lessor. <br /> 6.3 Perscasal Proxerty. The Ecluipnent, is, and shall at all times be and <br /> remain, personal prcperty rot:withstanding that the Belipment or any part <br /> thereof may nee be, or hereafter became, in any nenner affixed or attached to, <br /> or iftedded in, or permanently resting upon, real property or any building <br /> thereon or any fixtures, or Steadiest in any wormer to what is permanent by any <br /> marts of cement, plaster, nails, bolts, scars or otherwise. 'Upon request of <br /> Lessor, lessee shall obtain, as to any place where the Equipment is located, a <br /> waiver fres the landlord and mortgagee thereof with respect to any rights they <br /> any have in and to the Equipment or the rights of levy or seizure thereon. <br /> 6.4 Liens. lessee shall not directly or indirectly create, incur, <br /> assume or suffer to exist any mortgage, pledge, lien, caharge, security <br /> Interest, encumlorame or ceeim cs or with respect to the Equipnent or any <br /> interest therein, except for the lien and security interest of lessor therein. <br /> lessee shall promptly, at its 0WCA expense, take such action as may be necessary <br /> to duly discharge any such mortgage, pledge, lien, security interest, charge, <br /> encumbrance or claim if the same shal l arise at any time. <br /> 6.5 Inepection, Acceptance and eritteatiotice of Defects. eneerliately <br /> upon receipt aid installation of the Bedpan*, lessee shall inspect the <br /> Egripteszt. Unless lessee gives lessor written erica of each defect or other <br /> proper objection to the Equipment before the execution of the Acceptance <br /> Certificate, it shall be conclusively preenmed, as betw-een lessor and lessee, <br /> that lessee has fully inspected.ard adowledged that the Equipment is in good <br /> condition and repair, has been properly installed aid is perfonnin <br /> satisfactorily, and that lessee is satisfied with aid has accepted the <br /> 24draent in such good condition and repair. <br /> SEC'/TON 7. WARRAIVITES AND REPRESENIZTICBS OF tEsSER <br /> lessee warrants and represents to lessor (all such representations aid <br /> warranties being =timing), and is delivering an opinion of its camel dated <br /> the date hereof, in fore and substance satisfactory to Lessor, to the effect <br /> that: <br /> (a) lessee is a state or a duly organized and validly existing <br /> political subdivision or agency thereof within the waning of Section <br /> 103 of the Internal Reverse Code and the related regulations aid <br /> rulings, and is duly authorized to enter into the transactions <br /> contemplated by this Peneement and to carry out its daligations <br /> hereunier; <br /> (b) This Agreement and all other abetment= relating thereto aid <br /> the performance of lessee's obligations hereunder have been duly and <br /> validly authorized, exited and delivered by lessee and arovid under <br /> all laws, regulation aid procedures aeplicable to lessee, soltding bit <br /> not limited to, compliance with public bidding requirenents, and <br /> constitute a valid, legal and binding obligation of lessee, enforceable <br /> in accordance with its terns; and <br />