2017-395-E AMS - Enterprise Fleet Management for FY 2017-18 leased vehicle program

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DocuSign Envelope ID: 3F0F44D1-0249-418D-A8C6-A7EDC761 CC87 Lessor will be the original lease for purposes of applicable law.All of the representations,warranties,covenants,agreements and obligations of each Lessee under this Agreement(if more than one)are joint and several, 97. SUCCESSORS AND ASSIGNS;GOVERNING LAW:Subject to the provisions of Section 15,this Agreement will be bindingupon Lessee andits heirs,executors, personal representatives,successors and assigns,and will inure to the benefit of Lessor,Servicer,any other agent of Lessor and their respective successors and assigns.This Agreement will be governed by and construed in accordance with the substantive laws of the State of Missouri(determined without reference to conflict of law principles). 18. NON-PETITION: Each party hereto hereby covenants and agrees that,prior to the date which is one year and one day after payment in full of all indebtedness of Lessor,it shall not institute against,or join any other person in Instituting against,Lessor any bankruptcy,reorganization,arrangement,insolvency or liquidation proceedings or other similar proceeding under the laws of the United States or any slate of the United States.The provisions of this Section 18 shall survive termination of this Master Walkaway Lease Agreement. 19. NON-APPROPRIATION: Lessee's funding of this Agreement shall be on a Fiscal Year basis and is subject to annual appropriations.Lessor acknowledges that Lessee is a municipal corporation,is precluded by the County or State Constitution and other laws from entering into obligations that financially bind future goveming bodies,and that,therefore,nothing in this Agreement shall constitute an obligation of future legislative bodies of the County or State to appropriate funds for purposes of this Agreement,Accordingly,the parties agree that the lease terms within this Agreement or any Schedules relating hereto are contingent upon appropriation of funds.The parties further agree that should the County or State fail to appropriate such funds,the Lessor shall be paid an rentals due and owing hereunder up until the actual day of termination. In addition,Lessor reserves the right to be paid for any reasonable damages,These reasonable damages wig be limited to the losses incurred by the Lessor for having to sell the vehicles on the open used car market prior to the end of the scheduled term(as determined in Section 3 and Section 14 of this Agreement), IN WITNESS WHEREOF,Lessor and Lessee have duly executed this Master Walkaway Lease Agreement as of the day and year first above written. LESSEE: Orange County,North Carolina DocuSigned by: LESSOR: Enterprise FM Trust r By: �°jbv In' !_(- tMtiltkii Enterprise Fleet Management,Inc.' tamnie)iihPPaE4y ' ' e Bonnie Hammersley _ 063/994B/55E477... Matthew Berblinger /%�i�-�— rue: County Manager sy: OReA4nAFC865467._ rue: Regional Sales Manager Address: 200 South Cameron Street Hillsborough,NC 27278 Address: 4817 Hargrove Road Suite 109 Raleigh,NC 27616 Date Signed; 8/22/2017 Date Signed: 8/18/2017 _::. g=am