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
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