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<br />If we file such personal proper tax reports, you will pay estimated propeny taxes with each montldy payment or m invoiced by us. You Will not take (or fail to tale)
<br />any action which we determine will result in the loss or disallowance of all or any portion of the maximum accderaled cost recovery deductions permitted to us by the
<br />hocian l Revenue Code of 1986, a; anendcd. You will indemnify us for any loss in our after tax economic yields caused by your nets or failure to act
<br />7. LOSS OR DANIAGE; INSURANCE: You are responsible for any loss, thefl, destruction or change to, the Equipment (collectively "Loss') from any cause, whether
<br />or not insured, until the Equipment is delivered to us at the end of this Lcai You arc required to make all lease payments even if there is a Loss. You must notify us in
<br />® wiling immediately of any Loss. Than, at our option, you will either (a) repair the Equipment so that it is in good condition and working order, eligible for any
<br />manufacturer's certification, or (b) pay us the amounts specified in Section 9 below. You agree to %eep the Equipment insured for its full replacement value against any
<br />type of Loss, and name us as additional insured and loss payee until the Lease is paid in full. You also agree to obtain u general public liability insurance policy, and
<br />include us as an additional insured on the policy. If you do not give us evidence of insurance acceptable to us, We have the right, but not the obligation, to obtain
<br />insurance covering our interest in the Equipment from an insurer of our choice. We may add die costs of acquiring such insurance and our fees for our services in
<br />placing and maintaining such insuranre (collectively, "Insurance Charge") to the amounts duo from you under this Lease. You will pay the Insurance Charge to us
<br />upon demand.
<br />8. LATE CHARGES; SECURITY DEPOSIT; SECURITY INTEREST: If any payment is not made when due, you agree to pay a late charge at the rate of ten
<br />percent (10%) of such late payment; and each month thereafter, a finance charge of one and one-half percent (t-5%) on any unpoid delinquent balance, but in no event
<br />greater than the maximum rate allowable under applicable late. Any Security Deposit under this Lease will either be returned to you, without interest, or used to offset
<br />any unpaid charges ai the end of the Lease provided that you have met all obligations under the Lease. In the event this transaction is deemed to create a security
<br />interest, you grant us a purchase money Security interest in the Equipment (including any replacements, substitutions, additions, attachments and proceeds). You will
<br />deliver to us signed Bouncing statements or other documents We request to protect our interest in the Equipment- You appoint us or our agent as attorney in Fact to
<br />execute, deliver and record financing statements on your behalf to perfect our interest in the Equipment-
<br />9. DEFAULT; REMEDIES: Each of the following is a "Default" under this Lease: (a) you fail to pay any lease payment or any other payment when due, (b) you fail to
<br />perform any of your other obligations or branch my representation, covenant or wmrmty under this Lease or in any otter agreement With us or with any of our
<br />affiliates, and this failure continues for 10 days alter we have notified you of il, (c) you become insolvent, you dissolve or are dissolved, you fail to pay your debts as
<br />they mature, you assign your assets for the benefit of your creditors, or you enter (voluntarily or involuntarily) any bankruptcy or reorganization proceeding, or (d) any
<br />guarantor of this Lease dies, does not perform its Obligations under the guaranty, or becomes subject to any of the events listed above, (e) you sell or encumber the
<br />Equipment or arempt to do so. If a Default occurs, we may do one or mum of the following: (a) cancel or terminate this Lease or any or all other agreements that we
<br />have entered into with you; (b) require you to immediately pay us; as compensation for loss of our bargain and not as a penalty, a sum equal to (i) all amours then due
<br />under this Lease plus, (ii) nil unpaid (case payments for the remainder of the term plus our anticipated residual interest in the Equipment each discounted to present
<br />value at the rate of 6% per annum; (c) deliver the Equipment to us as set forth in Section 6; (d) peacefully repossess the Equipment without court ordermd you will not
<br />make any claims against us for damages or trespass or any other mason; and (c) exercise any other right or remedy available at Irv or in equity. You agree to pay all
<br />of our costs of enforcing out- rights against you, including reasonable attorneys' fees and costs. If we take possession of the Equipment, we may sell or otherwise
<br />dispose of it with or without notice, at a public or private sale, and apply the net proceeds (alter we have deducted nil costs related to the sale or disposition of the
<br />Equipment) to the amounts that you owe us. You agree that if notice of sale is required by law to be given, 10 days notice shall constitute reasonable notice. You will
<br />remain responsible for any amounts that are due after we have applied such net proceeds. All our remedies are cumulative, one in addition to any other remedies
<br />provided for by law and may be exercised either concurrently or separately. Any failure or delay by us to exercise any right shall not operate as a waiver of my right,
<br />other or future rights or to modify the terns of this Lease. AS TO ANY ASSIGNEE OF LESSOR OR SUCCESSOR THEREOF OR ANY PERSON CLAIMING
<br />- ANY RIGHT OR INTEREST ACQUIRED FRONI, THROUGH OR UNDER LESSOR, LESSEE HEREBY WAIVES AND RELINQUISHES ANY AND
<br />ALI. RIGHTS TO ASSERT ANY CLAIM, COUNTERCLAMI, CROSSCLAINI, DEFENSE OR OFFSET THAT IT NIAY HAVE AGAINST LESSOR IN
<br />ANY ACTION, PROCEEDING ORLITIGATION ARISING HEREUNDER.
<br />DI. FINANCE LEASE STATUS: You agree that this is a Finance Lease pursuant to Article 2A of the Uniform Commercial Code and this Lease will be considered a
<br />® "finance lease" as dint Icon is defmnd in Article 2A. By signing this Lease, you agree dint either (n) you have reviewed, approved and received, a copy of the Supply
<br />Contract or (b) that we have informed you of the identity of the supplier, that you may have rights under the Supply Contract, and dint you may contact the supplier for
<br />a description of those rights. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY AND AI.L RIGHTS AND REMEDIES
<br />CONFERRED UPON A LESSEE BY ARTICLE 2A.
<br />11. PURCHASE OPTION; AUTONIATIC RENEWAL. If no Default exists under this Lease, you may have the option at die end Of die original or any renewal term to
<br />purchase all (bill not less than all) of the Equipment at die purchase option price above, plus any applicable taxes. You roust give us at least 120 days written notice
<br />Wore the end of the original term Unit you will purchase the Equipment or that you will return the Equipment tons. If you do not give us such written notice or ifyou
<br />do not purchase or deliver the Equipment to us in accordance with the terms of this Lease, this Lease will automatically renew for successive six month terms until you
<br />deliver the Equipment o us. During such renewal ten(s) the tense payment will remain the sure. We may cancel an automatic renewal term by sending you written
<br />notice 10 days prior to such renewal term. We will use our reasonable judgment to daarmine the Equipment's fair market value. If you do not ngree with our
<br />determination of the Equipment's fair market value, the fair market value will be determined at your expense by on independent appraiser selected by us. The FMV
<br />option must be paid within 30 days of our identifying an appraiser or the monthly rent will continue to accrue until die FMV is paid. Upon payment of the purchase
<br />option price, we shall transfer our interest in the Equipment to you "AS IS, WHERE IS" without my representation or warranty, whatsoever, and this Lease will
<br />terminate.
<br />12. INDEMNIFICATION. You are responsible for and agree to indemnify and hold us harmless from any (a) losses, damages, penalties, claims, suits and actions
<br />(collectively "Claims") mused by or related to the mmufacture, installation, ownership, use, Imse, possession, or delivery of tee Equipment or any defects in the
<br />Equipment and (b) all costs and emomays' Ices incurred by us relining to any Claim. You agree to reimburse us Intend ifwc request, to defend us, at your own cost and
<br />expense, aemnst my Claims. You ti_rm Ihalyour obligations under this Secdon 12 shall survive din termination of this Leese.
<br />13. SECURITY DEPOSIT: You have paid us the Security Deposit to insure your obligations. If you default, we may apply all or part of die Security Deposit against
<br />your obligations. If you decide to purchase the Equipment under 11. above you can tell us to use the remaining amount of the Security Deposit towards your purchase.
<br />If the remaining amount of the Security Deposit (a) doesn't cover your purchase price, you will immediately pay us the difference (b) exceeds your puchase price; We
<br />will immediately pay you the difference. The Security Deposit will not cam in micst.
<br />1J. MISCELLANEOUS: (u) Choice of Low. This Lcuse shall be governed by the laws of die Smte of New Jersey (without regard to the conflict oflnws principles of
<br />such state). (b) Jurisdiction. You consent to die jurisdiction of any local, state or federal court located within die State of New Jersey. (e) In ry Trial. YOU
<br />EXPRESSLY WAIVE TRIAL BY JURY AS TO ALL ISSUES ARISING OUT OF OR RELATED TO THIS LEASE. (d) Entire Agreement. The Lease
<br />constitutes die entire agreement between you and as and superecdes all prior agreements. (e) Enforceability. If any provision of this Lease is unenforceable, illegal
<br />or invalid, die remaining provisions shall continue to be effective (Q Amendment. This Lease may not be modified or amended except by a writing signed by you
<br />and us. You agree however, !lint we are authorized, without notire to you, to supply missing information or correct obvious errors In Ilia Lease
<br />All collects shall be in writing and shall he delivered to die appropriate party pccxmally, b (g) Notice.
<br />is courier,
<br />its address shown herein or to such other address m directed in writing by such puayO h yU private
<br />the express er, facsimile a odt ion or by moil, postage prepaid, le
<br />usury lows or to exceed the maximum amount of interest permitted y applicable Im and intent t ofb both pay me not ll violate my t o die able
<br />eenwill to
<br />ri[
<br />be e refunded ed to or co you. llec B) ted Prepayment. Preplanymrnt any Or unity excess
<br />is l be not applied t permitted to din Teri[ except al
<br />payments in inverse order ofit cony, and any remaining excess wisuch time and on such terms =d conditions as we may agree to in writing. (j) Time is of the essence.
<br />Lamination will
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