HomeMy WebLinkAbout2012-278 Lease Agrmt - Macquarie Equipment
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Page i of4 A 0 E AS %0
1NJ Signature
el-_T IQ_
l Date'
(S4 ua a (Govt) Rev_ M4n2)
LEASE AGREEMENT
Lessor: Lease Number: 001
® Macquarie Equipment Finance, LLC Date: August 24, 2012
2285 Franklin Road, Suite 100
Bloomfield Hills, MI 48302 rrr,o, roha;n ev edo" &fininon M.,
Base Term Commencement Date: 20
MACOUARIE Call: (248) 253-9000
Fax: (248) 339-1650
Lessee (full legal name): City of Ashland
Street Address: 1155 East Main Ashland OR 97520
Equipment: See Schedule A for Equipment description.
_ Equipment Location: Ashland Police Department 1155 East Main Ashland OR 97520
Supplier: Feeney Wireless, LLC
Rent an(] I erni
Base Tcram Numberof Purchase Rental Payment Periods/ Document Advance Security Initial
(in months) Payments: Option: Payment Due Dates: Fee: Rent: Deposit: Payment:
60 60 $1 $1,260.91 Tax Not Monthly on the First $15000 $1,260.91 $0.00 $1,410.91
Included day of each calendar
Month
The Initial Payment, due on signing, is the Rental Payment for the first Payment Period of the Base Tenn + the Document Fee + the Advance Rent+ the Security Deposit.
In addition, prorated Rent from the Delivery Date to the Base Term Commencement Date is payable on demand.
Lessee has reviewed this page and the rest of this Lease. Lessor has reviewed this page and the rest of this Lease.
Lessee may not cancel or ter 'nate this Lease except as provided herein. Lessor may not cancel or terminate this Lease except as provided herein.
city nd Lessee Macquarie E ui menI Finance, LLC Lessor
X Gcy,._,~~-e_~ X
Authorized Si lure Authorized Signature
~J~ IC~t~r+6fZ C.trY kOn.~K~2A~oR °r s la
Print Name and Title Date Print Name and Title Date
Terms & Conditions
1. Effectiveness. This Lease becomes fully effective only when signed by Lessee and for 15 days after written notice; or Lessee is or becomes insolvent, dissolves, or assigns
Lessor or when signed by Lessee and Lessor pays for any portion of the Equipment, its assets for the benefit of its creditors, or becomes the subject of any bankruptcy or
whichever is the earlier event. Lessee should retain a copy of this Lease for its records. reorganization proceeding. "Taxes" means, except for Lessor's overall income taxes
Lessee waives notice of Lessor's signing this Lease, but Lessor will provide Lessee a and penalties, fines, and interest due to Lessor's negligence, all taxes, fees, and
photocopy or scanned copy of this Lease on request (if signed). Sections 1, 7, and 18 assessments of any kind, including penalties, fines, interest, license and registration
and the applicable definitions of this Lease are binding on Lessee (even if Lessor fees, electronic waste, recycling, and other environmental fees, and sales, use, and
doesn't sign it), and, as to any portion of the Initial Payment paid to Lessor, such personal property taxes (without proration), whether imposed on Lessor or Lessee or
provisions are binding on Lessor before it signs it or pays for the Equipment Until any of their affiliates, or on the Equipment, this Lease, or any related instrument,
Lessor must pay for the Equipment hereunder, Lessee is solely responsible to Supplier whether any of the foregoing amounts are assessed or arise during the Tenn, or
and all other persons for the Equipment, including as to payment of the Equipment thereafter and fairly attributable to the Term. "Claims" means Taxes, liabilities,
price. Any document fee paid hereunder is nonrefundable, even if Lessor does not sign damages, losses, penalties, expenses (including reasonable fixed, contingent, hourly, or
this Lease or pay for any Equipment or this Lease terminates before any Equipment is other collection agencies' and attorneys' fees and costs), claims, and actions (including
accepted; but in such events Lessor will refund any balance of the Initial Payment in those based on strict liability, statute, regulation, common law, or other legal theory)
excess of any amounts that are or it reasonably anticipates may become due. relating to the operation, selection, manufacture, purchase (by Lessee or Lessor),
2. Definitions. In addition to the definitions on the first page and elsewhere in this ownership, leasing, possession, maintenance, delivery, return, or sale (by Lessor to
Lease: "Delivery Date" as to any Equipment means the date the Equipment is delivered Lessee) of the Equipment, imposed during or fairly relating to any period preceding the
to Lessee. "Base Term Commencement Date" means the first day of the Payment expiration of the Tenn and the return of all Equipment to Lessor.
Period after the Delivery Date (or after the date Lessor receives the Acceptance 3. Warranties and Disclaimers. Lessor does not manufacture the Equipment. Lessor
Certificate if it requests one) for all Equipment. "Initial Term" means as to any does not represent the manufacturer or Supplier (who is the supplier of the Equipment to
Equipment, unless Lessee rejects the Equipment as expressly permitted in this Lease, Lessor, but chosen by Lessee). Lessee has selected the Equipment and Supplier based
the period beginning on the Delivery Date, continuing to the Base Term upon Lessee's own judgment. Lessor leases the Equipment to Lessee (and any sale
Commencement Date, and then continuing for the Base Term. "Term" means the Initial or transfer of the Equipment required to be made by Lessor hereunder is) As-Is,
Term and any renewals or extensions of this Lease at any time in effect, previously in Where-Is, and without warranties of merchantability or fitness for a particular
effect, or which are scheduled to come into effect as provided in this Lease or by other purpose or as to infringement or other warranties, except that Lessor warrants
written agreement of the parties (unless any such period is terminated earlier as Lessee's quiet enjoyment of the Equipment during the Term so long as no Default
expressly provided herein). 'Bent' means the Rental Payments indicated on the front of occurs and, if Lessor is required to sell or transfer the Equipment to Lessee hereunder,
this Lease for each whole or partial Payment Period of the Tenn plus Taxes and other Lessor will warrant the absence of any liens arising by, through, or under Lessor.
amounts that become or are scheduled to become due by Lessee hereunder. "Stipulated Except for direct damages due to Lessor's material breach of this Lease, Lessor is not
Loss Value" means, as of the date for which it is being determined: the Rent then due; responsible, and Lessee will not make any claim against Lessor, regardless of cause, for
plus the present value of all Rent Payments scheduled to become due for the rest of the any damages, whether consequential, direct, special, or indirect. Neither Supplier nor
Term, discounted from their Due Dates at 3% per annum; plus the present value of the any salesperson, employee or agent of Supplier is Lessor's agent or has any authority to
amount that Lessee is obliged to pay or that it may optionally pay to acquire all of the speak for Lessor or to bind Lessor in any way. Lessor assigns to Lessee, for the Tenn,
Equipment at the end of the Term, if this Lease expressly gives Lessee the obligation or any assignable warranties made by the manufacturer or Supplier that benefit Lessor, and
option to do so, or of the fair market value price of the Equipment otherwise, discounted Lessor agrees to enforce for the benefit of Lessee during the Term any such warranties
from the last day of Term at 3% per annum. "FMV" or 'fair market value" means the that are not assignable, at Lessee's request and expense.
retail in-place value of the equipment to be valued assuming that it is in the location and 4. Supplier; Acceptance. Lessee agrees that it has been informed of Supplier's identity,
condition required under this Lease (as if it were Equipment hereunder) and that all that Lessee may have rights under any Supplier contract, and that Lessee may contact
software and services necessary for its use are readily available in the market, as such Supplier for a description of those rights. Lessee assigns to Lessor its rights under any
value is determined by the Lessor. "Default" means: Lessee fails to pay Rent within 5 Supplier contract it may have entered into, but none of Lessee's obligations. Lessor's
buinsess days of its being due; or Lessee fails to comply with this Lease or any related only obligation to Supplier is to pay for the Equipment on the conditions of this Lease
document or other agreement with Lessor and, if curable, the failure cot -nues uncured and in the amount previously approved by Lessor. Lessee shall arrange for the delivery
Page 1 of4 A 0VE AS FORM
Signature
nafA
(5a Isau (C v9 Rev. 7/24/12)
of the Equipment to Lessee. Lessee shall inspect the Equipment immediately upon or that may be required to comply with the preceding sentence (even if there is a cost).
receipt. The Equipment is deemed irrevocably accepted by Lessee on and as of the Any alterations, additions, and replacements will become Equipment and Lessor's sole
Delivery Date for all purposes, including under this Lease and any Supplier contract, property without cost to Lessor. Except as required in this section or as permitted under
unless within 10 days of the Delivery Date (and before Lessee otherwise accepts the the loss provisions of this Lease, Lessee will make no alterations, additions, or
Equipment) Lessee by written notice to Lessor expressly rejects the Equipment. Upon replacements to the Equipment. Lessee shall permit Lessor to inspect the Equipment
acceptance, Lessee shall on request of Lessor (made at any time) provide Lessor with and Lessee's applicable maintenance agreements and records at any reasonable time
signed Acceptance Certificates for the Equipment in a form requested by Lessor. (subject to Lessee's usual, reasonable security procedures). Lessee will keep the
Lessor's obligation to purchase and lease any Equipment is conditioned on Lessee's Equipment in good working order and useable, reasonably clean and cosmetically good,
acceptance thereof and Lessor's receiving an Acceptance Certificate therefor (if and in the same condition as when shipped to Lessee, reasonable wear and tear
requested). Lessor may terminate this Lease as to any Equipment that Lessor is not then excepted. Lessee is solely responsible for obtaining any software or services that may be
required hereunder to purchase and lease and that Lessee has not accepted and provided applicable to the Equipment or that it may need to use the Equipment; and Lessee shall
an Acceptance Certificate (if requested) within 90 days of the date hereof perform its obligations under this Lease regardless of the availability, failure, or quality
5. Term And Rent; Nonappmprialion. Lessee agrees to lease the Equipment from of any software, services, and other non-hardware matters (even if the costs thereof are
Lessor for the Tem. Lessee cannot terminate or cancel this Lease before the end of financed hereunder). At Lessor's request, Lessee will at its expense maintain in force
the Initial Term Lessee authorizes Lessor to insert in this Lease or any Acceptance during the Term a standard maintenance contract with the manufacturer of the
Certificate or other related documentation the Base Term Commencement Date (and Equipment or another party acceptable to Lessor.
Lessor's determination of that date is conclusive in the absence of clear and convincing 7. Net Lease; Tasem As this Lease is a net lease, Lessee will indemnify Lessor for all
evidence to the contrary), and any serial numbers or other descriptions of the Equipment Claims, and, to the extent Lessor so notifies Lessee, pay directly and hold Lessor
that are provided to Lessor by Lessee or Supplier. The Rental Payment for the first harmless from all Claims; provided, however, Lessee will not be liable under the
Payment Period of the Base Tenn is due when Lessee signs this Lease and is earned foregoing for the net price of the Equipment due to Supplier after Lessor must pay
upon Lessee's acceptance of the Equipment as provided herein. The Rental Payment for Supplier hereunder, or to a person to the extent of person's negligence or willful
each Payment Period thereafter is due on the Due Date of that Payment Period. misconduct. As between Lessee and Lessor, unless Lessor otherwise directs in writing,
Additionally, Lessee shall, upon demand, pay prorated interim Rental Payments, on all Lessor is exclusively entitled to file for and pay personal property Taxes imposed
Equipment, for any portion of the Initial Term preceding the Base Term during the Tenn on the Equipment (regardless of who owns it). Taxes billed with the
Commencement Date. Proration of Rental Payments hereunder, if applicable, shall he Rental Payments are due with the Rental Payment, and any other Taxes are due on
made on the basis of a 360-day year of four 90-day quarters and twelve 30-day demand. At Lessor's option, Lessee will remit, along with the Rental Payments under
months.All Rent and other payments will be paid by ACH funds transfers initiated by this Lease, an amount equal to a percentage of Lessor's reasonable estimate of the
Lessor, unless otherwise demanded by Lessor (in which cases Lessee will make personal property Taxes that will be assessable against the Equipment. In addition, at
payment by financial instrument or otherwise in good funds); and Lessee agrees to Lessor's option, Lessor may include in the Rental Payment an amount for any Taxes
execute an Electronic Payment Addendum to this Lease as required by Lessor. Lessee's that may be imposed at the inception of the Lease (such as "up-front" sales or use
obligations under this Lease are absolute and unconditional and not subject to Taxes), financed at an interest rate reasonably determined by Lessor; and, if it is stated
abatement, offset, counterclaim, notice, or any defense whatsoever, arising under on the first page of this Lease that the Rental Payment includes sales tax, the sales or
this Lease or otherwise, or arising against Lessor or its assigns, Supplier or the use taxes included are only estimates and subject to adjustment by Lessor based on
manufacturer of the Equipment, or any other person. However, the foregoing does actual Tax amounts, as Lessor may advise Lessee from time to time by invoice or other
not limit Lessee's enforcement of any rights it may have against Lessor in a separate writing. Lessee will remain obligated for any deficiency, if such amounts are
action at law for damages. If Lessee does not pay any Rent when due, Lessor may insufficient to fully reimburse Lessor the actual amount of such Taxes, and any surplus
impose late charges of up to the greater of $25 or 10% of the delinquent amount plus, will be either credited to Lessee's other obligations to Lessor or resumed to Lessee.
for all Rent or other amounts remaining unpaid for more than one month, 18% per Lessor may impose a tax administration fee (which it may bill as part of the underlying
annum (but Lessor may not impose more than the maximum lawful amount of late Tax) of up to 5% of Taxes. If requested, Lessee agrees to file promptly on behalf of
charges). Lessor all requested Tax returns and reports concerning the Equipment in forth
f Lessee notifies Lessor at the time Lessee executes this Lease that leases with satisfactory to Lessor, with all appropriate governmental agencies and to mail a copy to
Lessee are generally subject to moneys being duly appropriated, then the following will Lessor concurrently with the filing thereof If an individual Tax-related liability or
apply: (a) as of the date Lessee enters into this Lease, Lessee affirms its present payment in question under this section is less than $1,000 Lessor may, and on Lessee's
intention to continue this Lease for its entire scheduled term and to pay all amounts request it will, certify the amount and existence of the liability to Lessee, and such
relating hereto, and to the extent permitted by law, to do all things lawfully within its certification shall be conclusive evidence thereof (without Lessor having to provide
power to obtain and maintain funds from which the Rental Payments and all other other evidence).
amounts due hereunder may be made, including allocating in its budget request for each 8. Endof-Term Options. Lessee may exercise one and only one of the following end-
fiscal year during the Term all amounts anticipated to become due in such fiscal year, of-Term options by giving Lessor written notice of the election at least 90 days before
and also including using its best efforts and all reasonable and lawful means available to the end of the Tem and duly performing the elected option by the end of the Term:
secure the appropriation such amounts; (b) the parties acknowledge that appropriation (a) Lessee may elect to return not less than all of the Equipment to Lessor so as to be
for such amounts is a governmental function which Lessee cannot contractually commit received by Lessor by the last day of the Tenn, or (b) if a Purchase Option is provided
itself in advance to perform and that this Lease does not constitute such a commitment, in this Lease, Lessee may elect to purchase not less than all of the Equipment on the last
however, Lessee reasonably believes that moneys sufficient to pay such amounts can day of the Term for the specified Purchase Option price whereupon, on the last day of
and will lawfully be appropriated and made available to permit Lessees continued use the Term, if such price and all Taxes and other Rents have been paid and no Default has
of the Equipment in the performance of its essential functions during the term of this occurred Lessor will sell the Equipment to Lessee, or (c) Lessee may elect any other
Lease; (c) if Lessee fails to appropriate sufficient moneys in any fiscal year for Rental end-of-Term option that may be stated herein. If Lessee does not give Lessor such a
Payments or other amounts due under this Lease, and if other funds are not available for written election notice or if Lessee does not duly perform the elected option, the
such payments, then Lessee shall give Lessor notice and written evidence of the non- election notice, if given, will terminate and the Term will automatically renew for
appropriation at least 60 days before the end of the then current fiscal year or, if the successive one-month renewal terms until Lessee gives a written election notice and
non-appropriation has not occurred by then, immediately upon the occurrence of the performs the endo6Term option it duly elects therein. During any such renewal terms
non-appropriation, in which case, on the last day of the fiscal year for which the amount of each Rental Payment will remain the same (or become the average Rental
appropriations have been made, this Lease and the Tenn hereof shall terminate (without Payment in effect during the previously applicable portion of the Term-whether it be
penalty or fee to Lessee) and Lessee shall return all of the Equipment to Lessor in the Base Term or a renewal ten-if Rental Payments were not constant for each
accordance with Section 16 on or before that dare; and (d) Lessee shall nonetheless and Payment Period of such portion of the Tem), and the other terms of this Lease will
in all events be required to pay all Rental Payments and other amounts due or to become remain the same. If Lessee performs an end-of-Tenn option elected duly by it before the
due under this Lease for which moneys shall have been appropriated or are otherwise last day of the Term, Lessee's obligations under this Lease, including for the payment of
available, and, for the avoidance of doubt, and as provided in Section 25 for any period Rent, shall nonetheless continue through the scheduled end of the Tenn.
in which Lessee fails to return the Equipment as required above. 9.'Risk of foss Lessee shall bear all risk of loss (including by way of theft, destruction,
6. Covenants. Lessee will keep the Equipment at the Equipment Location (except damage, governmental requisition or taking, or otherwise) to the Equipment at all times
mobile Equipment intended for travel may be temporarily moved if it remains domiciled until the Equipment is returned to Lessor hereunder. No such loss shall condition, limit,
at the Equipment Location). Lessee shall use the Equipment only for its business or affect Lessee's obligation to pay Rent. In the event of a loss with respect to any
operations, only for the purposes for which it was designed, and only in compliance Equipment, lessee shall either: (a) place such Equipment in good repair, condition, and
with all applicable manufacturer operating standards and insurance requirements. working order, (b) replace such Equipment with equipment of the same manufacturer,
Lessee shall comply with all laws applicable to this Lease, the Equipment, or Lessee, year, make, model, and accessories in good repair, condition and working order, or
including maintaining all required insurance and obtaining all governmental (c) pay Lessor the Stipulated Loss Value. If Lessee elects a repair or replacement under
permissions necessary for it to so comply (or that may be required of Lessor in so subsections (a) or (b) above and the repair or replacement is for any reason not
complying), and including occupational safety and employment laws and laws relating completed within 30 days of the loss, Lessee shall thereupon be deemed to have elected
to hazardous materials and the environment, and also including any licenses for to pay the Stipulated Loss Value under subsection (c) above. Upon Lessor's receipt of
Lessee's business operations or operation of the Equipment. Lessee shall make all the Stipulated Loss Value under this section, along with all Taxes and other Rents due
alterations or additions to the Equipment that may be required (and supplied at no cost hereunder, this Lease shall terminate and Lessor shall transfer the Equipment to Lessee.
or under a maintenance agreement) by the manufacturer or other maintenance provider
Page 2 of 4
(Sa I.eau (~vo ae..'1rza12)
10. Insurance. Lessee shall keep in effect an "all risk" extended coverage property 13. Assignment. Lessor may, with or without notifying Lessee, and with or without
insurance policy covering the Equipment for its full replacement value. Lessee shall delegating any of Lessor's obligations hereunder, in whole or in part assign this Lease
also carry a comprehensive general liability insurance policy. Such policies shall be in or transfer the Equipment. Lessee agrees any assignments or transfers by Lessor will
form, amount, and with insurers reasonably acceptable to Lessor. The property not materially change Lessee's obligations hereunder. Lessee may not assign this
insurance policy shall name Lessor and its assigns as loss payee and the general liability Lease or transfer or sublease the Equipment, in whole or in part. Subject to the
insurance policy shall time Lessor and its assigns as additional insureds. Each policy foregoing, this Lease binds and benefits the parties' successors and assigns.
shall provide: (a) for no less than 30 days prior written notice of cancellation or non- 14. Equipment Return. Whenever Lessee must or may return Equipment hereunder, it
renewal to Lessor, and (b) that such policy shall not be invalidated as against Lessor or will deinstall, properly pack, transport, and deliver the Equipment to Lessor by the date
its assigns for the violation of any term of the policy by Lessee. Lessee appoints Lessor required at a place in the continental United States Lessor specifies. When received by
as Lessee's agent to request required insurance coverage, make claims, receive Lessor, the Equipment shall be: useable and in good working order; reasonably clean
payments, and sign and endorse all documents, checks, drafts or other instruments and cosmetically good; in the same condition as when shipped to Lessee, reasonable
necessary or advisable to secure payments due under any policy contemplated hereby. wear and tear excepted; free of password protection, application programs, data,
The foregoing shall not relieve Lessee from its obligations to procure the insurance consumables, and, if applicable, fuel, chemicals, wastes, or toxic, hazardous, or
policies required herein, to make timely insurance claims and to otherwise cooperate dangerous materials not originally included by the manufacturer as part of the
with insurance carriers and Lessor in seeking insurance coverage and recoveries in Equipment; and, except for personal computers, at the manufacturer's current
connection with the Equipment Proceeds from any general liability policy shall be engineering change level, and certified by the manufacturer as eligible for its
made payable first on behalf of the Lessor to the extent of its liability, if any. All maintenance contract, if generally available, at then prevailing rates, without the need
policies of insurance carried by Lessee, whether primary or excess, shall be primary as for Lessor to incur any repair, rehabilitation, or certification expense.
to any policies maintained by Lessor (and Lessee has no right to the benefit of any 15. Representations. Lessee represents: this Lease is duly authorized and executed by
insurance maintained by Lessor generally, and not specifically obtained in connection Lessee and is its valid, binding, and enforceable obligation; neither this Lease nor
with the Equipment or this Lease under this section). If Lessee fails to maintain the Lessee's performance hereof will result in any breach or default under Lessee's
insurance required hereunder, or provide satisfactory proof of the existence and terms of organizational documents or any agreement to which Lessee is a parry or its assets
the insurance to Lessor, Lessor may at its sole discretion obtain insurance to protect bound; Lessee is duly organized and in good standing in the states of its organization
Lessor and its interest in the Equipment. Lessee agrees to pay Lessor for all expenses and the Equipment Location; and all financial information made available by Lessee is
which Lessor incurs as a result thereof, including paying the periodic insurance charges accurate and provides a good representation of Lessee's financial condition. As a
as requested by Lessor at the time Rental Payments are due. The insurance charge may condition to Lessor's obligations hereunder, Lessee shall provide Lessor on request with
include the insurance premium paid by Lessor; finance charges on the premium, which evidence satisfactory to Lessor of the names, titles, signatures, and authority of any
may be higher than the rate used to determine the Rental Payment; backing fees; fees persons executing this Lease or any related documents, opinions of counsel to Lessee,
for billing and collecting the insurance premium and related charges; administrative and such other satisfactory documentation or information Lessor may request.
fees; and, other fees resulting from Lessee's failure to maintain insurance on the 16. Initial Payment; Advance Rent; Security Deposit If any amount included in the
Equipment. Lessee acknowledges that Lessor may keep some or all of these insurance Initial Payment is less than the actual amount that becomes due, Lessee will on demand
charges, including the billing, tracking and other fees, finance charges, commissions, or pay Lessor the difference, and any excess will be refunded or held as Advance Rent or a
reinsurance premiums paid to Lessor or an affiliate of Lessor, and, a profit included in Security Deposit (as Lessor may determine). Advance Rent is due and earned when
any of these charges. Lessee agrees that the premium and insurance charges assessed by Lessee accepts the Equipment in satisfaction of Rents to have become due at the end of
Lessor are likely to be higher than the amounts Lessee would pay to maintain insurance the Base Term, in inverse order of their Due Dates; however, if any Advance Rent is
on the Equipment as agreed in this Lease. Lessor's election to obtain insurance to determined to be refundable at any time for any reason it shall nonetheless be deemed to
protect the Equipment shall not constitute a waiver of Lessee's breach of its insurance have been paid as a Security Deposit, and the obligation to which the payment would
obligations, and Lessor reserves all other remedies provided under this Lease or otherwise have been applied deemed outstanding. Lessee hereby grants Lessor a
applicable law. security interest in any Security Deposit, and any rights Lessee may have relating to
11. Remedies. Lessor may upon a Default: (i) terminate this Lease; (it) declare the Advance Rent or any Equipment, as security for Lessee's performance of this Lease.
Stipulated Loss Value immediately due, as liquidated damages for Lessor's loss of its Any Security Deposit is not an advance payment of Rent or a measure of Lessor's
bargain and not as a penalty (and upon Lessor's full receipt of the Stipulated Loss Value damages in case of Default. Lessor may, from time to time, without prejudice to any
as a result of Lessor's declaration under this section, plus all Taxes and Rent other right or remedy it may have, apply all or part of any Security Deposit to an
outstanding hereunder this Lease, this Lease will terminate and Lessor will transfer to unperformed obligation due by Lessee, whereupon Lessee shall pay Lessor the amount
Lessee any Equipment still in Lessee's possession, free of liens created by Lessor); and so applied in order to restore the Security Deposit to its previous amount. Any Security
(iii) require Lessee to return the Equipment to Lessor or peacefully repossess the Deposit need not be segregated from Lessor's general assets and shall bear no interest.
Equipment without court order and without liability for entry or damage to property. Any unapplied Security Deposit held by Lessor upon expiration of the Term and
Lessee agrees to pay all Claims incurred by Lessor in enforcing Lessor's rights against Lessee's payment of all Rent and performance of all of its other Lease obligations shall
Lessee. Lessor's sole obligation to mitigate its damages is that if it repossesses the be refunded to Lessee. If Lessor assigns any Security Deposit to an assignee who
Equipment under this section, it will sell or otherwise dispose of the Equipment, in a assumes Lessor's obligations under this Lease, the assignee shall be solely responsible
commercially reasonable manner, with or without notice (but, with respect to any notice for the return or application of the Security Deposit.
of sale required by law, 10 days' notice is reasonable), at public or private sale, and 17. Adjustments. Lessor may adjust the amount of each Rental Payment, up to 15%, if
apply the net proceeds (after deducting all costs related to the sale or other disposition either (a) Lessor's final cost (which is all amounts Lessor has paid or may be required
to
of the Equipment) to the amounts that Lessee owes Lessor. The remedies stated in this pay in connection with the purchase, delivery and installation of the Equipment,
Lease are in addition to all other rights or remedies now or hereafter existing under this including any upgrade and buyout amounts) differs from Lessor's originally expected
Lease or at law or in equity and may be enforced concurrently and from time to time. If cost, or (b) US interest rate swaps for terms comparable to the Base Term increase at
Lessee fails to make any payment in a third parry or perform any other act required any time between the date of this Lease and the date Lessor pays Supplier for the
hereunder, Lessor may, but need not, make such payment or perform such act a the Equipment. Lessor may, but is not obligated to, purchase and lease the Equipment if
expense of Lessee, reimbursable to Lessor on demand, and Lessor's action shall not be Lessor's actual cost would be more than its originally expected cost.
deemed a cure or waiver of Lessee's failure. 18. Miscellaneous. A provision of this Lease that is or becomes invalid does not affect
12. Title; UCC. No payment of Rental Payments shall entitle Lessee to any equity the remainder of that provision or this Lease. Any signature of Lessor on or relating to
interest in the Equipment, and unless a Purchase Option is provided in this Lease and this Lease is effective only if the signature is made by hand in pen and ink (but a
duly elected and performed by Lessee, Lessor shall at all times be the owner and facsimile of a document so signed may nonetheless be transmitted as a scanned copy or
titleholder of the Equipment. Lessee will keep the Equipment free of all liens and photocopy). Amendments to this Lease must be in writing and signed by the party to be
encumbrances other than those created by Lessor or its assigns. The parties agree, bound. Lessor may, without notice to Lessee, insert into this Lease a Lease Number or
unless this Lease gives Lessee the option to purchase all of the Equipment at the end of any missing information and correct obvious errors in this Lease. The terms of this
the Term for a price of $1, that: (a) they intend this Lease to be an operating lease; Lease may differ from other leases between the parties. Terms of inclusion are without
(b) by the parties' execution of this Lease, Lessee acquires no ownership interest in the limitation. Time is of the essence. A parry's waiver or failure to require strict
Equipment, whether vested or contingent; (c) Lessee's interest in the Equipment is observance of this Lease will not constitute a waiver of any other breach of the same or
limited to that of a lessee only and Lessor retains all the rights of owner therein; and any other provision of this Lease or any other lease between the parties. All notices shall
(d) any provisions in this Lease indicating to the contrary are for precautionary purposes be given in writing by the party sending the notice and shall be effective when received,
only. If the Uniform Commercial Cade-Leases (Article 2A) applies to this Lease, this or, if earlier, on the fifth day after being deposited in the US mail, postage prepaid, or
Lease is to be considered a "finance lease" as that term is defined therein. To the extent on the next business day after being accepted by a nationally recognized overnight
permitted by applicable law, Lessee waives any and all rights and remedies conferred delivery service, addressed to the party receiving the notice at its address shown on the
upon a lessee under Sections 516-522 of Article 2A. Lessor may file financing front of this Lease (or to any other address specified by that parry by notice). This Lease
statements giving public notice of its interest in any goods Lessor may lease to Lessee will survive the Term, and any return or sale of the Equipment, and remain in full force
and any related attachments, additions, substitutions, products, replacements, rentals, and effect, with respect to events or conditions occurring or existing during (or fairly
and proceeds (including insurance proceeds). Lessee agrees to promptly, at Lessee's attributable to) the Term or Lessee's possession of the Equipment. The parties intend
expense, deliver such other reasonable documents and assurances, and take such further not to violate any applicable usury laws or to exceed the maximum amount of time price
action as Lessor may request, in order to effectively carry out the intent and purpose of differential or interest, as applicable, permitted to be charged or collected by applicable
this Lease. law, and any such excess payments that would otherwise be charged or collected will
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(54 r (C A) ner. M4/12)
instead be applied to Rental Payments or refunded to Lessee. In any proceeding relating Lessor, or any debit entry initiated by Lessor, that is not successful (in addition to actual
to this Lease, a parry may produce a photocopy or scanned copy of a document rather costs incurred and applicable late charges that may accrue as a result of a payment not
than an original and such copy will have the same force as an original. The page being timely made). Lessor may also impose an administrative surcharge of up $175
numbering of this Lease may or may not include any schedules or other attachments with respect to any on-site inspection of the Equipment it makes hereunder. Lessor may
hereto. Lessor may obtain credit reports from or make inquiries to credit bureaus or provide copies of this Lease or related documents or information concerning Lessee and
other sources as it determines appropriate. Lessor may impose an administrative its obligations hereunder to any current or prospective assignee, affiliate, credit agency,
surcharge of up to $50 with respect to any financial instrument given by Lessee to or service provider (or other person it may reasonably determine), and none of such
information shall be considered confidential or proprietary to Lessee. The terms of this
Lease that precede Section I govern the rest of this Lease to the extent of any
inconsistencies. This Lease is governed by the internal laws of the state in which
Lessee is organized. Each party submits to the jurisdiction or any state or federal
court having jurisdiction in such state. To the extent permitted by applicable law,
each party expressly waives trial by jury. As between Lessee and Lessor, for matters
relating to this Lease or the Equipment, Lessee unconditionally and irrevocably waives
any sovereign or other immunity (or claim therefor) from the jurisdiction of such courts
or against Lessor's rights relating to this Lease or the Equipment. The terms and
conditions contained in this Lease (and any addendum, riders, supplements, or
amendments contemporaneously or after the date hereof entered into) are the
entire agreement between Lessee and Lessor regarding the Equipment.
Page 4 of 4
SCHEDULE A (EQUIPMENT)
Lessor: Lease Number 001
® Macquarie Equipment Finance. LLC
2285 Franklin Road, Suite 100 Lessee: City of Ashland
Bloomfield Hills, MI 48302
This Schedule is a part of the above-referenced Lease between Lessee and
Call: (248) 253-9000 Lessor.
MACQUARIE Fax: (248) 339-1650
Lessees ees that this Schedule is com Iete and accurate.
Quantity Manufacturer Description Serial No.
8 Panasonic FW4273S Arbitrator 360 Kit MK12.0
8 Panasonic FW4311(CN2581R-P) Arbitrator Rear Seat lR
8 Panasonic FW4955 RP-SDW32GP I K: Arbitrator P2
8 Panasonic CF-SVCARB2AMA5Y: Arbitrator 360 Software Maintenance Agreement - (Years I, 2,
3 4 & 5 per VPU Ends June 30
1 Panasonic CF-SVCARB21CCI - Arbitrator 360 Car Installation Training - Train the installers on up
to 3 vehicles includes travel ex p.
FWOn-Site Arbitmtor360 Backend Server, Client, Service Watch, Service Watch
3 Panasonic Streaming set up and configuration. Arbitm[or360 BE & FE Training.
SOW needed PSA Needed. TBD
8 Panasonic CF-SVCARB2EX2Y: Arbitrator 360 Extended Warranty- 2 Years (Years 4 & 5)
Lessee has reviewed this page. Lessee initials