|
F'in'r )Wuhrhwiu L.:..
<br />DUI .Non), Nnn .Svrrrr
<br />a'iro',nrr.5 -lent, ,N, -rah co"w",
<br />Lessee Name
<br />FIRST
<br />WACHOVIA
<br />L—ce Name
<br />Address Address
<br />City _ P I 1 t sat.: 01C __ zip ;2117C Coy
<br />Contact Y T Phone n —� R1 , ?46allact
<br />N". Fe
<br />Slate
<br />I=n
<br />This Masser Lease Agreement sees f rdi mfr terms and conditions upon high Lessor will lease to Lessee. and Lessee will lent from Lessor. the ienls of personal prupsm) (EQUIP-
<br />MENT) set funh in written whedulais) iSUPPLEMENTARY SCHEDULE($) 1 to be executed by lessee and Lessor,
<br />Each Supplemeny Schedule, together with this Master Lease Agreement, shall constitute a single agreement and a separate and distinct lease tLEASEI WHICH SHALL.
<br />w
<br />BE NON - CANCELABLE DURING THE INITIAL TERM AND RENEWAL TERM(S), IF ANY. Tlutprovisims of this Master Lea. Agecment .hate
<br />be incorporated by reference in an, Supplementary Schedule. when and as executed, and shall have the came force and effect as if set forth fully therein. dl' anv pnmision of ft, %taster
<br />Lease Agreement shall materially differ Irom or 6e inconsistent with any provision of a Supplementary Schedule, the p "Sion of the Supplemenary ScheJulc .hall cunmul. and .hi,
<br />provision of Ihix Messer Lease Agreement. lu the Cxtent of such difference or inconsistency, shall not be applicable to the Lease• Execution of this Master Lease Agmemcm is not an
<br />agreement to execute any Supplemenary Schedule. . .
<br />Fxccpt as Pm`ided in Senwm Il of this Master Lease Agreement. any Invalidation, waiver, fulflllmen[, termination or other disposition ol'any rights' or obligations of Lcswr ter
<br />Lessee in or under anv Lease shall nor affect the rights or nbligiaums of Lc.sor or Lessee in or under any other Lease.
<br />EACH LEASE SHALL BE A NET LEASE. It is the intent of the panics that under each Lease Lessor shall receive the Rent plus the Residual value of the Equip•
<br />n m. All costa, expenses and obligatkirtc of every kind and nature. seen or unforeseen. Including but rut limited to. m a, duties, lepu re. seating, ranee se ectinn, delivery. packing,
<br />Insuallmon, meirctance, risk of loss. or use 4 die Equipment shall be paid and/or bumre solely by Lessee. All payments shall be paid by Lessee without set -off, crwnten- -lain. rvttwpnunl.
<br />defense or other right which Lessee may have against the supplier of the Equipment or any other party. LESSEE ACKNOWLEDGES AND AGREES THAT LES-
<br />SOR HAS NOT MADE AND WILL NOT MAKE ANY REPRESENTATIONS AS III) THE TREATMENT BY LESSEE OF ANY LEASE,
<br />EQUIPMENT OR RENT FOR FINANCIAL REPORTING, ACCOUNTING OR TAX PURPOSES. LESSEE iS ADVISED TO CONSULT
<br />ITS ATTORNEY AND ACCOUNTANT WITH RESPECT TO ALL SUCH MATTERS.
<br />1. DEFINITIONS: In addition to Ih: terms defined above, the follvvmg definititms shall apply to each Lease;
<br />LESSOR (mans Lessor and Its successors and assigns.
<br />LESSEE means each Lessee tend, it more than one, all of them. and its or their respective successors and assigns.
<br />GUARANTOR mean. each Suaranwr of the obligations of Lcssec to Lessor order any Lease or any other agreement of contras henwcen the parties hereto and. if more than one.
<br />all of them, aril its or their respoetive wccessors end assigns.
<br />PERIODIC PAYMENT means a periodic installment or payment of lend payable by Lessee to Lcssor in the Initial Te m or any Renewal Term of any Lease in the amount pro, id-
<br />ed in the applicable Supplelneneiry Schedule.
<br />RENT meem the uael of all Periodic payment, to be paid by Lessee to Lessor In the Initial Term or any Renewal Term of any Lease as provided in the applicable Suppleowntary
<br />Schcdole•
<br />ADDITIONAL PAYMENT means an amount or sum in addition to Rent payable by Lessee m Lessor in the Initial Term or m y Renewal Term of any Lease as provided in the Louse.
<br />LEASE TERM means the term or period of any Leaseand enncixt, of the Initial Term and uny Renewal Terms.
<br />INITIAL TERM means the imtial term or period of any lease that begins on the Lease Commencement Date and continues tin the period specified in the block or space capstans
<br />"Initial Term of Lease- in the applicable Supplementary Schedule,
<br />RENEWAL TERM means the rum or period ot• any renewal or exlemsiUm of any Lease that begins at the end of the Initial Term or any preceding Renewal "term and continue, for
<br />the period, if any, specified in the "' ble Supplementary Schedule.
<br />LEASE COMMENCFMENT DATE means the date upon which the Initial Term begins and shall be the date Lessor executes the Supplementary Schedule. Lessor Is not ubligaf-
<br />ed to execute the Supplemenan SchWule until it receives an executed Activation Notice fmm Lessee. Lessor and lessee mry agree to any other dale as the I— Con— woment dale.
<br />ACTIVATION NOTICE ,rem nc� nonce dshvered by Lessee to Lemur (using the dorm provided by Lessor) string that Lessee has received the Equipment. that lhu Equipment
<br />is as dewribed or .pecifiesl in the Supplementary Schedule and the Equipment is in good working condition and has been delivered and Installed in a manner sutisfacm n In Lessee.
<br />EQUIPMENT nwans the Equipment sea forth in any applicable Supplementary Schedule, or any unit thereof, together with all pans. replacements. additions and accessories in-
<br />carpuraleJ therein nr off ixed fficmur al any woe. . .
<br />ACTUAL COST mean,. th— sums actually paid by Lessor in conneeiton with the w4iiisninn of the Equipment.
<br />RESIDUAL VALUE means the fair market value of the Equipment as of the end of the Initial Term, or, If any amau i
<br />nl or a percentage of Actual Cast s specified in an Agreement
<br />to Purchax or Option In Patch—
<br />nicking reference w this Master Leese Agreement, that amount or the dollar equivalent of that percentage.
<br />3. LEASE TERM; The Lease Term c- unences on the Leone Commencement Date. If Renewal Terms arc specified In the Supplementary Schedule, then after the Initial Term and
<br />uthe terms tend conditions femrl the Lease shall he automatically renewed four the period of the Renewal Term at the rental rate specified in the Supplementary Schedule unless Leswe
<br />,Mnives Leaser written notice of cancellarion at Icast thirty 130) days before the expiration of the Initial Term of any Renewal Term.
<br />3. NO WARRANTIES: Lean acknowledges that Lessor is not the manufacturer, agent of the manufacturer, distributor or .ender of Equipment. LESSEE AC-
<br />KNOW'LEDGES AND AGREES THAT iT HAS INDEPENDENTLY SELECTED OR WILL SELECT THE EQUIPMENT AND HAS NOT
<br />RELIED AND WiLL NOT RELY UPON ANY EXPERTISE OF LESSOR AND THAT LESSOR HAS NOT MADE AND WILL NOT
<br />MAKE ANY REPRESENTATIONS OR WARRANTIES OF WHATEVER NATURE, DIRECTLY OR INDIRECTLY, EXPRESS OR IM-
<br />PLIED, WITH RESPECT TO THE EQUIPMENT, INCLUDING, BUT NOT LIMITED TO, THE SUITABILITY, DURABILITY, FIT-
<br />NESS FOR USE FOR ANY PARTICULAR PURPOSE, MERCHANTABILITY, DESIGN OR CONDITION, QUALITY OR CAPACITY,
<br />WORKMANSHIP OF OR IN THE EQUIPMENT, OR AS TO COMPLIANCE BY THE EQUIPMENT WITH THE REQUIREMENTS
<br />OF ANY LAW, RULE, SPECIFICATION OR CONTRACT PERTAINING THERETO, OR AS TO PATENT INFRINGEMENTS, OR AS
<br />TO LATENT OR PATENT DEFECTS.
<br />Lessee will lease the Equipment AS IS" and specifically waives all rights to make claims or assert dernsea against Lessor tin breach of any warranty, of am' kind whauocvcr. Lessee
<br />specifically canven:lnu and agrees that Lessor shall non be liable la Lessee for any loss, damage, expense or cost ot any kind or nature caused directly or nnJirectl) M any Equipmenl.
<br />including, but tar limited w: its use, maintenance, loss of use, repairs. service, adjustment, delivery, installation, delay tar failure to provide the foregoing, interruption of wrvitt, or
<br />Ins. of business. Leaser agree+, upon Lessee s request. to assign to Lessee any Interest Lessor may have inter under any warrant)', express or implied, made by any manufacturer. dis-
<br />tribulurter crid r of the Equipment. All claims or actions of any arrany sit assigned shall be made or prosecuted by lessee at in .sole expense. and Lessor shall not be obligated or
<br />required to make anv claim on such warranty. Any recovery under such a sw.rmnty shall be payable jointly to Lessee and Lessor. All amounts recovered shall first be applied, at the
<br />election rat Lessor, either in the satislaMon of lessee:. obligations w Lessor under the Lease or to the costs of repairing, altering. modifying or replacing the Equipmenn, and the balance
<br />ning if any. shall be paid to Ltnsee lesser Further authorizes Lessee to obtain such warranty service as may ac customarily tendered by any manufacturer, distributor or vgo-
<br />dor of the Equipment. pri —ded shat no such service shall be at the expense of lessor and, provided further, that no such .service shall be rendered to or accepted by Laaec in satis-
<br />faction. compromise ter spdcment of any amounts due Lessor and Lenox es recovery under a warranty.
<br />d, RENT: During the Lease Term, Lessee shall pay w Lessor (at the address stated above unless otherwise dimcmd by Lesson the Rent and any ,iddiuonal Payments provided to
<br />the Lean. Lessee acknowledge+ and agree., that the Rent is baud upon Actual Cost and Residual Value. AS AN INDUCEMENT AND CONDITION PRECEDENT TO LESSOR'S
<br />ENTRY INTO THE LEASE Loses acknowledges and agrees that Lessor has burrgg final for and is entitled w receive the Rent, any Additional Payments and the Residual value.
<br />The rcccipt d' am' check ter rider item an account of any Periodic Payment, Additional Payment or Residual Value will nor be considered as payment until such check or other soot
<br />is honored when prewned for payment. Lessor's acceptance of any payment by a third party hall not be construed w a consent by Less r w a transfer or assumption of the Tense, a
<br />lease of Lessee, or as a wailer cif an) of Lessor's right, hereunder. Any amount received by Lessor upon execution of a Supplementary Schedule and entry into a Lease in excess of
<br />the first Periodic Payment shall he leaf wid—, interest w security for Les'see's faithful performance of the conditions of the Lease. If Lessee fails to pry arty Periodic Payment or Additional
<br />Payment when due. lessee shall pay to Lessor a late charge of five percent (5 %) of each such delinquent musum for each thirty 130) day period or part thereof for which said amount
<br />is delinquent,
<br />THE ADDITIONAL PROVISIONS OF THE REVERSE SIDE HEREOF ARE INCLUDED IN AND ARE PART OF THIS MASTER
<br />LEASE AGREEMENT. LESSEE ACKNOWLEDGES THAT iT HAS READ AND AGREES TO BE BOUND BY THE SAME.
<br />If more than one Lessee u u pan) Io this Master Lease Agreement, the Liability of each such Lessee shall be JOINT AND SEVERAL.
<br />it
<br />A "I'TEST: T:
<br />Asigo.t
<br />/ C//C FTi7tIeS)J
<br />Ismpri Sr I He—
<br />ATTEST:
<br />r Wimcs.l
<br />(Signature)
<br />Dale 'If - a
<br />ATTEST:�
<br />rlini. nl Secretary
<br />i - 9ra6
<br />ITide)
<br />OranGP County
<br />lame ul' Lesser(
<br />•. .�• c= :.rn:= covNn-r
<br />R
<br />y'TSignarurc) niue i
<br />IN.Fre of Lnaccl
<br />Accepted: Fint Wachovia Leaeine Corporation
<br />via Pntidemt
<br />
|