|
6. SECURITY INTEREST; TITLE: Unless otherwise required by the law, immediately return the System to Lessor as required herein , Lessee
<br /> shall pay
<br /> upon the Commencement Date , legal title to the Equipment shall vest in to Lessor, upon demand , an amount equal to the
<br /> then current Rent prorated
<br /> Lessee subject to Lessor's rights hereunder; provided that title shall thereafter on a daily basis for each day from and including the termination
<br /> or expiration
<br /> immediately and without any action by Lessee revest in Lessor, and Lessee date of the Lease through and including the day Lessee
<br /> ships the System to
<br /> shall immediately surrender possession of the System to Lessor, upon the Lessor in accordance with this Section . Lessee
<br /> shall pay to Lessor, upon
<br /> occurrence of an Event of Default. Lessee shall execute any such written demand , any amount necessary
<br /> to place the System in good repair,
<br /> instruments as Lessor may request to evidence such transfer. To secure condition and working order, ordinary wear and tear excepted
<br />.
<br /> Lessee's obligations under this Lease, Lessee hereby grants to Lessor a first 10. PURCHASE OPTION : Provided that there is
<br />no Event of Default, or an
<br /> priority security interest in Lessee's existing and future right, title and interest event which with notice or lapse of time,
<br /> or both , could become an Event of
<br /> in the Lease and the System , which includes all additions , attachments, Default, then existing and continuing , upon
<br /> payment by Lessee of $ 1 .00 at the
<br /> accessions , and leased Modifications and Additions (as defined in Section 7 end of the Term hereof. Lessor shall transfer, assign
<br />, and convey its interest
<br /> below) thereto and replacements therefor as well as all proceeds of the in all of the Equipment to Lessee , and
<br /> Lessor shall assign any nonexclusive
<br /> foregoing including, without limitation , insurance proceeds, rents and all sums sublicense to Lessee to use all of the
<br /> Software . Lessee also shall be
<br /> due or to become due to Lessee with respect any of the foregoing , and all responsible for the payment of all sales taxes, transfer
<br /> fees and other similar
<br /> monies received in respect thereof and the Supplier
<br /> ier Agreement. charges, if any, which may arise in connection with Lessee's payment of the
<br /> 7. MODIFICATIONS ; ADDITIONS ; ALTERATIONS : After the purchase price .
<br /> Commencement Date of this Lease and without notice to Lessor, Lessee may, Upon satisfaction by Lessee of such purchase conditions, Lessor's
<br /> sole and
<br /> at Lessee's expense, alter or modify any item of Equipment with an upgrade, exclusive obligation after payment of the purchase price shall
<br /> be to deliver to
<br /> accessory or any other equipment which meets the specifications of the Lessee any and all right, title and interest
<br /> it may have in and to such
<br /> manufacturer of the System for use on or in connection with the System Equipment, such as Lessor shall have received from
<br /> the Supplier, warranted
<br /> ("Modification") or with Software or other associated items or materials which only to be free and clear of all liens, encumbrances , rights,
<br /> title and interests
<br /> meet the specifications of the manufacturer of the System and are to be used of others arising solely out of Lessor's actions ,
<br /> to release Lessor's security
<br /> on or in connection with the System ("Addition"). Any other modification or interests in the Equipment and to assign to
<br /> Lessee a non-exclusive Software
<br /> addition ("Alteration") shall be permitted only upon written notice to Lessor sublicense as described in the Supplier Agreement.
<br /> Lessor's assignment of
<br /> and at Lessee's expense and risk, and any such Alteration shall be removed the sublicense is limited to such sublicense
<br /> as Lessor can assign without
<br /> and the Equipment restored to its normal , unaltered condition at Lessee's incurring further cost and is subject to all
<br /> applicable terms and conditions of
<br /> expense prior to its return to Lessor. If not removed upon return of the the license and/or sublicense set forth
<br /> in the Supplier Agreement. Lessee
<br /> System , any Modification or Addition shall become, without charge, the purchases the Equipment and receives the sublicense
<br /> to use the Software
<br /> property of Lessor free and clear of all encumbrances. Restoration will AS-IS, WHERE-IS, WITH ALL FAULTS AND SUBJECT
<br /> TO THE SAME
<br /> include replacement of any parts removed in connection with the installation of DISCLAIMERS OF WARRANTIES AND DAMAGES AS SET FORTH IN THE
<br /> an Alteration , Modification or Addition . Any Equipment or Software installed in LEASE,
<br /> connection with warranty or maintenance service or manufacturer's upgrades
<br /> provided at no charge to Lessee shall be subject to this Lease .
<br /> 8. LEASES FOR MODIFICATIONS AND ADDITIONS : During the Term of
<br /> this Lease, at Lessee's request, Lessor may elect to lease to Lessee
<br /> Modifications and Additions ("CSO Equipment") subject to the terms of this
<br /> Lease. While the CSO Equipment shall be added to and become a part of
<br /> this Lease as of the CSO Commencement Date (as defined below), the CSO
<br /> Lease Addendum shall be assigned a separate Schedule number. The lease
<br /> for CSO Equipment shall expire at the same time as this Lease. The
<br /> applicable Lease Rate Factor shall be Lessors then-current Lease Rate
<br /> Factor for similar transactions based upon the remaining length of the Term .
<br /> The rent for CSO Equipment shall be determined by Lessor who shall adjust
<br /> the then-current Rent and notify Lessee in writing of such adjustment(s),
<br /> which shall be effective as of the first day of the month following the date of
<br /> the notice (or the date of the notice if it is the first day of the month) ("CSO
<br /> Commencement Date"). Any adjustment notice shall be added to and
<br /> become a part of this Lease.
<br /> CSO Equipment must be ordered by Lessee from the Supplier. On the date
<br /> any CSO Equipment is delivered to Lessee, Supplier shall pass title to such
<br /> CSO Equipment (other than any Software which shall be licensed and/or
<br /> sublicensed ) directly to Lessor. Such title shall be good and marketable and
<br /> free and clear of any and all liens and encumbrances of any nature
<br /> whatsoever except Lessee's interests hereunder. Lessor shallpromptl pay
<br /> to Supplier the appropriate price of the CSO Equipment after the Fater of i0the
<br /> date the CSO Equipment is Installed and functioning , or (ii) Lessor's receipt of
<br /> a full and complete listing of the CSO Equipment and the Supplier's invoice.
<br /> No interest shall be payable by Lessor to Supplier with respect to such
<br /> payment. Lessor's agreement to lease any CSO Equipment is subject to the
<br /> condition that the Price payable to Supplier with respect thereto shall not
<br /> exceed $ 100,000 .00 or be less than $ 1 , 000 .00 and is subject to satisfactory
<br /> credit review by Lessor of Lessee's credit.
<br /> 9. RETURN OF SYSTEM : (a) Upon any termination of this Lease pursuant
<br /> to the terms hereof prior to the end of the Term or, (b) at Lessor's request
<br /> upon the occurrence of an Event of Default, Lessee shall , at its own risk and
<br /> sole expense, immediately return the System to Lessor by properly removing ,
<br /> disassembling and packing it for shipment, loading It on board a carrier
<br /> acceptable to Lessor, and shipping the same to a destination in the
<br /> continental United States specified by Lessor, freight and insurance prepaid .
<br /> The returned System shall be in the same condition and operating order as
<br /> existed when received , ordinary wear and tear excepted. If Lessee does not
<br /> SLGSCHED 7/14199 CADocuments and Settings\shadir\Desktop\Indian River 002 County SLG $bo .doc
<br />
|