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HomeMy WebLinkAboutCORRESPONDENCE - GENERAL CORRESPONDENCE - MASON STREET PROJECT01/27/2006 10:19 3033405909 1$151 East 6"' Ave Aurora, Colorado 80011 303-340-0020 x14 303-340-6909 Fwc GE MODULAR SPACE John StepherV From: Robin McNauf- ht Fam 970-221-6707 Pages:30 including coN er Phon: Date: 01/2"6 Compamr: City of Fort Collins Re: Lease Agreerr ents ® urgent C3 For Review ❑ Please Conmment a Please Reply ❑ Please Recycle e Comnwnts: PAGE 01 j C-f--1 Attached are the lease agreements far the units chat we recently delivered o Ft Collins on 01/13(06 and OWN. Please sign the lease where marked & fax It back to me at 3M •340-5909. Please call me if you have any questions. Thanks, Robin McNaught V) AA qj'V 01/27/2006 10:19 3033405909 GE MODULAR SPACE PAGE 02 Chm Modular Space modspece.com RETURN EQUIPMENT TO GEMS: DENVER 18151 EAST 6TH AVE. AURORA CO 80011 Telephone: 303-340-0020 1.800.523-7918 Fax: 303-340-5909 LEASE AGREEMENT NO.: ACCOUNT NO.: CUSTOMER NO-, 686322 7251DO 664972 GE MODULAR SPACE, a division of Transport International Pool, Inc., a Pennsylvania corporation ("GEI IS") hereby leases the equipment specified below (the "Equipment") to: City of Ft. Collins Engineering Dept/Street Oversi 281 North Collerje Drive FORT COLLINS CO 80522 Customer Contact: Mark Lakin Telephone: 970-221-6605 Fax: 970-221.837E P.O. #: NO The Equipment will t s located at (subject to Section 4 on attached page): Fairway Lane & Fos: it Blvd. FORT COLLINS CO 80525 Customer hereby leases Equipment from GEMS for a minimum period of 6 months (the "Minimum Least Period") from the start of the lease term in accordance with the terms and conditions of this Lease Agreement including the terms and conditions s :t forth on the attached page phis "Lease"). Rental month is defined as a thirty -day period. Customer agrees to pay GEMS without demand and in advance the mordhly rental and other charges on the due dates set forth in this Lease. The anticipated delivery date for the Equipment, subject to Section 3(c) on th s attached page, will be on or at out the 13th day of January. 2008. MONTHLY CHARGES UNIT $265.00 RENTAL STEPS (CQWW. 2 at $20.00 $40. 00 Total $305.00 DAILY, $8, 71 WEEKLY: $60.99 -- un:eo it current rare at i enninvoun No agent, employee or reepnesentative of GEMS has any authority to make any representation or warranty cancer :ing the Equipment that is not specifically included in this Lease. Unless sp oifically identified In this Lease, this Lease supersede ; all prior negotiations, proposals and documents. This Lease will not be subject to any additional provision that may be contained in the Cust V11"ase ordar, alth h ustom is purchase uder number may be used by the parties as a convenient reference for invoicing purposes.>PLE54SE PROV jN U CE CONTACT /AGENT NA & PHONE CUSTOMER IS RESPONSIBLE TO RAVE SITE UTILITIES MAR PRIOR TO DELIVERY. CONTACT FOR'.'HIS SERVICE IS UTILITY LOCATOR AT 800-922-1987, OR FOR WYOMING, 800449.2476. THIS SERVICE REQUIRES 72 HOURS ADVANCE NOTICE, 01/10/2006 12:29 3033405909 GE MODULAR SPACE PAGE 03/06 GE Modular Space modapaco.cam ACCOUNT NO.: CUSTOMISRNO.; RETURN EQUIPMENT TO GEMS: DENVER 18151 EAST 6TH AVE. AURORA CO 80011 Telephone: 303-340.0020 1.800523.7918 Fax 303.34OZ909 686322 725100 664972 (Connued) The attached page (Form No.U=021218) contains Terms and ConcNons thtt form an Integral pad of this Lase. Those tumor and condltlats Include but am not ImIted to diacistmers of vranarntles of merchantability and Mil as and Nmmatlau on damages. The only otlwr documents that form a part of this lase are: §M ,L I �- 8 Signed by dory autlrorlaed agents, wltA the Intent b be legally bound, thii �l day of —;iORAUTHORCEDAW J'�aE MOW AR SPACE AUTHMM AceK Name MARY NELSON ree JS�-- (PUN P" Accepted and Del. By: Frew late: Remarks: Received and Accepted By: Nerve: Date: 01/10/2006 12:29 3033405909 GE MODULAR SPACE PAGE 04/06 ®GE Modular Space FGrm: US20021216 modepeoe.00m TERMS AND CONDITIONS OF LEASE AGREEMENT L,mat Tals tranacdon is a lease a defined by the Uniform C000neroial Code as cracted in Pennsylvania and nwt a ale. Customer does not acquire through this Late or by payment of renal under this Law any fight, this or I in or to the 4lipenm4 except the right to possses and use the Equipment to long as Cisesma r is not in default under uhis Low Rectal m d Oulbw Thymnn (a) The start of the Icme term is the dote no which GEMS suboaslially compiek s its seape ofwork for inetallation, [aloe otherwise agreed to among the parties. Monthly rental will a through and including ilia numb in which the latw of the Ran Date or End ordt Tam occurs, The'Romm. Date" is the dill* ore which the Equipment Is returned to GEMS in amordlum with the terms of this Lane The "End of the Term" Is the date on which do tam of this Twaw Is to oxplre, either originally, under a renewal tam or under mouth-M-come h mwwds as contemplated by this Leave, Rental and such other charger will be prorated on a daily basis wham necessary. Unless otherwise specified in this Law charges for delivery mod installation, initial montb'a rent aced any applicable inldal thing= for the Optional Insurance Program and Damage Waiver will be dare and payable at the seen of the ian cute, and charges floc Wardown and return will be der and payablo at the earlier of tie Return Dots or tbe Eod ofTerm. After payment of the Initial month's root, cub month's rem 0wraRa is due and payable without demand and In advance (0 at tho cad of each dthq• (30) day period ibliowiae the aornnausuis m of IM foam tam, if a Yawl month is deiitwd on tho fiat page of this Lana as a thirty -day period or OQ me the 5m of each month hamedimuly following the moody to which this tease consciences, if a rental month is deSand oil the first page of this Law a is calendar mmalth. All other sum payable by Customer under this Law are duo and payable when Invoiced. Unless agreed otherwise, all paymsen made under this Lew will be merle by Clumunces chock drawn on hs rogulw bank a6cokiog element or such other tbsm of payment as Is acceptable to GEMS. All paymmu by Customer willhe made whhow adeRordisholl nofsprykind (b) Customer will pay GEMS for any aid all sake and use macs, other direct taxes and mlisaatton fees imposed by my city, eomry, state, or federal govemmod or other taxing audualdes and related directly or Indirectly to the Equipment or its use, excluding federal or sill* tamp relating to income (all of the foragoing that Container is to pay. Tssa"). Taxes may bealloUW by GEMS on of uir me Individual or "god bale Aw any imm of Equipmect bawd on purchase price, value, powenion, am locaioo, recalls, deli -airy or operation of such Fqulpmm6 Tomes may iachud. m allooadon on a statewide basis of loeaAy imposed taxes, Customer's obliptiaas under this Subsection war siwive the mmination of this Lease. (c) for Customds convenience. GEMS intends to issue invoice for amounts due under this Lew. If Customer mils to pay my amoet der within twenty (20) days of the duo dais, GEMS may impose a ahnge on ouch amount at one and one halrpenceo1(i.1/2%) per month a the highest cal perm(tsrd by law, whichever is lower, from the due date until payment in full Is remlvod by aEMS. (d) Who this Lam tam exceeds eleven (I 1) months, the petal charge may, at GEMS's option, be adjusted uupwmd, bona upon the Consumer price lads, All Urban Consumers, U,8, City Average. AD home ("CFI") (United Stores Sunset of Labor Staistiau or sue+ other index as may succeed the CPI), a follows: for ash change of ono percent (1%) In the CPI 0'om rho CPl as available Iomesdady;)rlor to the start date of this Lew, the renal ate will be adjusted by a Peeler of one percent (1%). Any adjustments will take dferd at six (6) months following the start dude of this Law and Will be Author adjusted rook she (6) montM thereaftr. Tim adju uowm will be based on the most recent CPI indices available prior to the invoice in wbich as adjustment is made. (a) From time to lie, at GEMS's option, GEMS may add additional Croats and expenses, Including but nor limited to Inereawa In fi d oats md/or other opaatins cou and felpeusw ("Addition= Operating Coate*) to the rental charges and other payments the Customer must pay so GEMS under this Leese, said Additional Operating Cow will be alculstcd by OEM, In its sole dlserodo , as a result of inouetws in OEMS's coal* and vxpers ss. De wry and Las4Esdon (a) Cumtomor will provide drw and clear more for delivery of the Equipment by standard mobile transport vehicles. Cwtomm well be solely responsible, a its cost, for preparation of the site on which the Equipment is to be used (the "Site*), inottding any re ivirod muotttnl or gri do alterations and idectiftoadon of utility Hoar. Customer will provide firm and level ground ee no morn Shen a sex -inch (6") slope from ore end to the other err aPe and unobstructed Installation nor the F4WpmeM, Site admi m is the Role aapontubility of Customer. GEMS ASSUNM NO LIABTLITY NOR OFFERS ANY WARRANTY FOR 171E FITNESS OR ADEQUACY Of, OR THE UTILfrW AVAILABLE AT THE S1111I. (b) Customer will have sole responsibility, at Customers cost, to obtain any end all ticarsse, lilies, building and other permits and my odw approves and certificates Is may be required by law or otherwise for the installation and plaament of the Equlpmsml and Cuammers wwAtl operation, possession or occupancy of the Bquipmeet Customeragrem that all cettifivem; of tide or aglsnotion applicable to the Equ• pment will reflect GEMS's ownership of the Equipment. (a) GECMS's delivery Of Me Equipment is abject to delays in manuibeturlog, arodiilation, delivery or installation due to fire, flood, windstorm, dot, civil disobodlence, svfke or other %her uttom, aft of God, or any dnwmMances beyond GECMS s control (including but net limited to brasher er by OFCMS's sub-eontrwom or man fa xwm) which dplsy the mansilw ste or modification ofpoducts or the making of deliveries In the name[ course ofbusinces, (d) The prices for delivery, inMUation, mardown, return delivery and other "one-time charges, the due data of such chimps lost tie wR dal* of this Leine aas®e summary of the information given to GEMS with respect to Site conditions mid locations and are SaWa t to adjustment to the extant that der timing or or physical Music of saps to the Site is or becomes limited, rho Site does not have adequate load bearing or topographic qualities or is otherwise ant properly prepared, utilities ere not correctly looted, provision of udUdes is not timely or applicable licenses er permits are not provided In a thmely manna or Customer otherwise delays completion of GEMS'= aaopo otwork, (e) GEMS may suspend work at the Site if GEMS deems the Site to be unsafe. Maintenance of Equipmene (a) Customer willow move or In any way moditj' the Equipment without written consent of GEMS. Notwithstanding GEMS's consent to Customer's modint ulon or the EgWpment, Customer is liable ibr the cast of the removal of such modifucidfon or restoration of the Equipment upon the termination of dill Late for the modified Equ(pm=L GEMS may plea its us=on the Equipment, and Customer win court that such usnnc is not removed or conaalM in wbolc or in pan. (b) Customer, at Cusmawr's sole cost, will keep the Equipment at all times MME the Return Date to good repair and operation condition, subject to ordinary wow and tear, and free of any and all Item and euumbrmca. OECMS will have the right U inspect the Equipment from time to time until ilia Return Date and If OECMS believes dw Equipment to be misused, abused or maleotod, OECMS may mmrmai)y comov a and Rpaaess the Equipment at Customtt's cost (a) Customer will perform, execute and comply with all Laws which in any -way a(8xt the ass, operation, maiouzzlee, or stomp of the Equipment. "Laws' seems all laws, rules, regulations or orders of any governmental agency or Instrumental- ty of the United States, Canada, any state, province, mtmidpatlty or other local government and all orders, wris and doctep of any court, tribunal or administrative agency, in coy come which now c list or berefler mile (fnehading but not limited to laws governing Hazardous Substances mud other environmental risks and the Americans with Disabilities Act). Customer will not make or permit any unlawful use or handling of the Equipment (d) HAZARDOUS SUBSTANCES. W "hazardous Substances" mans lwa dour, toxic, radioactive or bio-ha9ardol s substances or pebolaum products. (11) Customer will not use or store Hezardow Substances in the Equipment, except such subvimm and lit such gtsm itiec as would be normal In the operation are commercial office. Customer will not Loma the Equipment at a ra mediatioo or nuclear site or use the Equipment for medial laboratory lating, (iii) Ordinary war and tar does not indads COntamhtatlW by Hamuclous Substances. If any returned Equipment is Peu eC to have loom oontaminme i by Hazardous Subi taneos during Custom ei possession, GEMS may charge Customer for the olron up w mey require Customer to purchase the Equipment at rho then current Market price Cbar&d loran unan4minated unit. (a) Customer agrees that the Equipment listed hcrounder win not be occupbW by any purwo other than Customer of its lamb, employees or inviteev, The Equipment will no; be used for residential or dormitory purposes. NO WARRANTY FOR MERCHANTABILITY OR FITNESS THERE ARE NO WARRANTIES, EXPRIAS OR TMPLMD, AND ALL WARRANTIES OF ANY KIND, INCLUDING ANY EXPRESS OR IMMIEQ WARRANTY OF I11ERCHANTAIMM Y OR FITNESS FOR M11POS14 ARE HEREBY EXCLUDED BOTH AS TO THE EQUIPMENT AND AS TO ANY INSTALLATION, MAINTENANCE OR REPAIR WORK PERFORMED BY GEMS ON THE EQUIPMENT. 01/10/2006 12,29 3033405909 GE MODULAR SPACE PAGE 05/06 GE Modular Space Form: U820021216 modspoce,corn TERMS AND CONDITIONS OF LgA89 AGREEMENT 6. LimmintlormfDamages Customer don hereby expressly waive my and all claim and demands for lax ofpMIIU or other alleged consequential, incidental or punitive damages arising oat of or in connection with this Lane. GEMS is not liable for stay bss or damtgs to any properly stowk boated or transported is upon, under or amusd now Equfp"m and Customer don hereby waive my and all claims and demands for any such loos or dumatC 7. SAW of Lease W Unless .pa cifimA otborwise, C stomor most give GEMS sixty (60) dayY prior written notice oftkt date on which the Equipment is to bo mdmnad, (b) ifCustoaer, without any tinther written sgrcemcnt, continua to posses or rcoupy the Equipment after the wtpiratbn of the ahial and any noawl ism ofteae, with or withmst consent of QEMS, C strmar willthin bus dammed to bare ronmed thk Law m a month to-mmim basic v*aa to such rate n GEARS t abM to bo in ofW (and in the sbamoc; of such doclandoo at the leer monthly rate appHohble to the Equiptmne), and GEMS may Irminato luck too uk4omMeA C7tttasfona at coy time. (a) if, at any time after the Initial or any rewwal term (or at GEMS's requests at any time We Lone is an a mmdrioanonth bane). GEMS ngnsax dac resus of the Equipment. Ctrmomsr will rnmm ilia Equipment to GEMS, within five (S) dale, at GEMS'i designated address, at Customers acls Cam Missing seeessofles, ottaohw4m or other Items, repairs of my kind and restoration to original speciflaabm whaher due to Customer ah"Jons or odmwin will remain the foie mpossiWiity or Customs, normal wear and tear excepted, (d) Customer may brminao this Lease prim to the oxpcatiod of the MWmuu Laue Period, actions to an tams and conditions of this Lease. and the Customer will pay (in addition to tw4own and remm charges) the Iblbwtogtmminatton ahmgis i) If Clulomm Is the &d user ottM Hqulpmcac the remaiditrg unpaid renter shares for the Minitnwn Liao Period; 11) if Customer is not the Bat user. (A) if the remaining Minimum Lea Puied Mr) is lam than time (Y) renal monks, Tour (4) times the Adjusted Weft Lease Charm ('AW1.C1); (li) if the remaining MLP is between three (S) Intel months and shh (6) metal months, inclusive, dghi (1) times the AWLC; if the remaining MLP let atom six (6) rental months but one (1) year or lass, twelve (12) times the AWLC; ;f too memaicidg b" exocads as (1) YIM fowtoon (14) times thus AWLC for each year, or portion thereof, of the portion of the Idudning MLP aneslled. inn The "A4humod WeddyLow ChetDe" or "AWLC" meets the WatdyLtex Chnge hen that ponton representing automation ofmydeEvery, aeFup, tnrdown. return or similar mwthm charges srhd mMommwnquetted modiiwtions not provided as a separate charge under the terms of this Lax (ibs'Amenimd One -Time Cops") In auldttao, Customer will pay to mill the upaW Amortized Oooa Elmo Casts. In no one; will the tormmatlon charges be in excess of the rental charge for the mtralndaofMLL'. (� S gust hereby j 'c9 . EyC Qf.•��P%2ri�u�y /.W i L14�J \J mmarkKaby apatitauty tnd®mtetac agrmn a deftstd and betas tratmtas 3EM3 its emptayenadd aemts from nY and eft loan alaioa liatiliGat, damgas, east, tbrfcibra, sdames, pundtiss and expenses (faehmilft auemeys' ilea and invesigmivc costs) (collectively "Loon') that may ariss fivm or In connection win; (a) The loss of or damage to the Eeuipsaw prior to Imo Rmmm Dam baomx t-f collision, Nor, lightning or theft, flood, windmmm or axplmim% civil disturbance or riot or any Other Pon or casumb ; (h) The death of or igiuy to, including but out limited to, damage to flu property of, any person (other than tbo Equipment) as a result of to whole or In part, the me or condition prim to the Rerum Date of the Equipment; (a) Any tot or ominion ofGlMomer in violation of this Lase; (d) The actwl or alleged rtomg% maintenance, use, haadling, repair, or opensbn of the Equipment, prior to the Remus Date, including bail not limited to dry Adman to un anchor amp; any work done monk, or any matmiab supphled to or in e000eotfm with the, operation, nradnterona, possession or storage of the Lquipment and any has or damage to anything stored in any of the 6gWpmaq and (o) Any damage to Customers property or the property of any Win parties lammed drriug or in eonaceden with tie Ailf Item of Customws obligations by m m behalf of GEMS or the nposmoadon or mom of Equipmsatby GEM] in atxendana a ith the terms of this Lam The obligations contained in this Soatiom Sg will sutr(w sxpiratbn or twainthm of the tam of this Lease and the Ratum Date. The indemnhflWions contained In title Sectioo S will apply to soy Lomas whedw they am mowed before or after the Ito = Data, 9. 11"arana (a) Cnetorta, at CYmamces sole cost, will proemo and keep in full fora and a nbm, from the initial delivery 4m until the return of all Equipment the fbllowiogpolicies of inmrmce xtiaAetory to GEMS as to the irmmrr and u to the tone sod amount ofeovarage, with premlomc prepaid; 9 Commercial General Liability Insurance with a minimum eomblamd sthsle limit of 51,000,000 per occurrence, written on m Occununce, form, Including covfTamp for premises, operations, contractual liability, broad Ann property dance, independent contractors and personal injury liability, naming GEMS n m add tk" insured. u) Commhereial ptopa y hnsmenou protecting against all Ion and damwex, at full rspbeomnt cost, mussied of sufffred aim to the loss of or darnegs to the Equipment as a result ofmllislon, Are, lighming, thole noon, windstorm, cxplabn or any other casualty, naming GEMS as It lox payee. (b) Catom mor will dettvar cW01c a s evidencing all such iamema to GEMS within fonaeem (14) days aft delivery of the Equipment to Cuarmmer's she, then being of the essence; except tbat, if Customer eleete to enroll In" Optbod Lnsur m v Program or me Damage Waiver Option, Customer will out have to deliver cer i n n of insurance to GEMS for the type of risks covered by the Optional Insurance rhogram or Damage Waiver Option as elected by Ctist mer. Each ca iflaa will state that deb Imstvanct will met termiatc or be matunahyabmged witbom thirty (30) days prat written notice to GEMS, (e)1f Cusmomcr bib to deliver the insurance Gwirlomte as required by pangniph (b) on the duo raquirod, Customer will be in default under this Laos- In addition to an the odhm remedies for default under this Leon, GEMS may 0) Impose: upon Customer a otre"tboo in for inamanov procenine of One Hundred Dollars (3100) and pf) aareas as additional rent an uninsured lessee fee of to percent (10,A) or the monthly rental from the start of the Imam term until the required Insurance eernfleae is delivered toGEMS. (d) Obtaining insurance a doamlbod above, Including the Optional Insunnar Program, will not affect Customer's obligations and indcmnitim under this Lasso, and the loan damrgo to, or dattnotion of my of the Equipment will neither tmmiaar this Lease nor, except to the extent than GEMS is actually annpngnod by Insurance paid fen by Customer, relieve Customer of any of Customers liability under this Lomita. 01/10/2006 12:29 3033405909 GE Modular Space mnodspnoe,mm cs)aT�?;y�i? TERMS AND CONDITIONS OF LEASE AGREEMENT Form: PAGE 06/06 U820021216 10, 0ptload lmsurarn card Dencagm YVaivr (s) [o auwln elrcumxacaa, Cwtmua may choose (0 to aotoll in an Optional lamme oe progeme to cover geoarai liability dots (the "Optional Iewraox ►ngmarl) or (hq to secept a Damage Waiver Option to cover damage to roe Equipment (tilt ^Damage Wolves Optionw) or (El) to sled both nation Irtbe Optimal Laurance hosmm or the ego D waiver Option isavausble and Customer, in writing prior to aklivcry of the Equipment to the sits, elects to emoll in *AOpdonl insmance lfrepan or saw � Damao Waiwx Option that, soction In(b) wits apply if Ctdmw clot to enroll Endo Optional Insurance program md, Section 10(e) tom Apply tr Customer coupon docDamage WarmOption. (b) the Optimal Insurance Program is nervy described in on outline of Coverage ("the "Oatlbx of coversgrh wbith customer hn tenoivmd and reviewed prior b sty election to enroll in the Optional los mmoc; Propam. Ali Questions ragarding the Optional hount a Program will be answered by the quallfled licensed Insurance agent ideatiRad in the Online ofCovmaoe. If Customer property oleots to eoron in ties optional humnnu oo Pfogro, ao long as such coverage is still in fall fordo sod canes, Customer will cat be required, coder this Lna, to as" additional communist liability Insurance ae eogmmd by section 9(a)(1). (a) u the Damage waiver option is properly elected mad so long u Customer timely pays the additional ice specified for such Darase waiver option Cuatomor will ram be required, under the terms of this Lease, to clay Any oddiflow omamaoisl property btsmanc; ae regoired by Section 9(s)(U) and CustOmar win not be liable to GEMS in czar of SS00 per unit of Equipment for Iocs or damage specified in Set fan S(y, muscm Customer will not be roliewd of liability if Customer vlaana Atyr other provision of this Loco. TBE DAMAGE WAIVER IS NOT INSURANCE C DVZRAGE. (d) Customer's coverage under rho Optimal humane Program or aceeptanx of the Damago Waiver Option may be cancelled by either party and calm for oavemgo under the Imauaoee Program or foes ibr Oa Damage Waiver Optifa my be changed upon thirty (30) days' prior written notice, If me Opda ml Imimaose Pressure o� Waiver Option 1% far my rmwa, emwmilmd, Customer will provide to GEMS evidence of politics of Insurance a on !brut her Sections 9(aXI) or 9(s)(in, as mpprgprism, within ten (lu) days (aim to the atIbetivcdate afma crfcellatloo. (a)) The coverage provided under the OptlmW Insurance Program and the limitation of liability under the Do, Waiver Option don not mttoed to lbe tranitporlsdoo of Equipment or is contents and, onlyatlends to Equipment !called on ground level. (0 The Damage Waiver Option will not be binding upon GEMS unless ray less, damage, injury or claim is reported to GEMS in writing within levemy-two (72) houn of the ocoumna ofany such went. Customer will ado provide rap' infomudonis ngnd tosuch event that GEMS reasoneby ra racsO. 11. DMsch the occurrence of one or morn ofere following in clauses; (a) • (a) below will cc eatltuu an event of Default under this Law. (a) Customer fsile to pay when due my rental ""am or any other payment doe under this Lem or fells to perform its obligations under SaRka 9 of this Lemsa (b) Cumomm Wit to parflam or observo any oleo tam or condition wader 0Is Lease and such failure twain masmsdied for more than tan (10) do" after such Bailer• to pmrfbrm or observe; (4) Customer or my person or entity which coetrolt moat than fifty porecot (30%) of Customer's equity (a "Control Peron") or any guammm of any of Cusbma's obligations hamo ndm (a "Guarantor") (I) becomes insolvent, (il) becomes subject to any voluntary or involuntary bankruptcy of morgonfadon proceedings, Oil) eaameits on Ad of bankruptcy, (iv) milks m mmigmmot for tba benefit of creditors, (vh appolnr or subctlis to the appoinonent of a receiver for all or any of its "gas, (vl) admits in writing its inability to pay its debts as they bee.. don or (v(l) enters Into my typa of voluntary or Involuntary liquidation of dissolution; (en Custonw, may Control Pawn or any Goarm w default' under nay other agmal m with GEMS or my affiliate of GEMS; and (e) Any letter of credit. guaranty or other scomiy given to me= the porfovance of Customers obligations under this Lean aspires, terminatom or to the reasonable opinion OfOEM becomes worthlea Upon the occurrence of m Event of Dmnub, GEMS will nave the option to tioclan the aetiro balance of rent for the mmdnder of the stated logs term immediately this and payable and to seeeknom and make Inane I stag due and payeblo my otlnr anouar owing miler this Lane, GEMS will duo have the option to wake and mina my or an of the Equipment I m Ora tights of Customer without my Author liability of obiollm to raddhvar my of On Equipment to Customer, and Cuaomr hereby Vats GEMS the right to cater upon my promises wbsrs all or say of the 9quilment is located in coder to take possession ofand remove ode EgApotmt. (rmtwtmsmnding the tangoing, if m Event of Ddholt ecc= under claret (e) above, snob eccolernioa will occur automatically without the food for dmelruhoo.) Customer will pay to OE45 on demand all het, Goan and coon n incum l by GEMS in enforcing its rights under this Lmao, Including without Halation reasonable anomays' foe. The mawalica provided in fsverof GEMS will be cumulative and In addition to an other eorecdles provided In this Lean of existing al law or in equity. NO action taken by GEMS pursuant to ads Section 11 or Section I will rolaro Customer from Customes covenona, obligations and indemnities µovidad under ibis Lmaso, !maims but not limited to Customers obligation for the payment ofmcools provided is ibis Lege, IfOEMS retakes possession of the Equipment or any pert crib* Equipment out Owe is at the than of such reakifg, in, upon of Attsohod to such repareseed Squipmmt. say other property, goodsr thing; of value owacd by Customer or is am cuoto iy or control of Customer, GEMS is amfwrfsed to take possession crouch other property, goods or things and bold the ante for Customer, at Customers sole cost, either in GEMS's possession or in public morass, at OEMS's ante discretion. IL GRCMS• KIWTa Cure If Custcma defaults in any of its obligations under this Lasso, whether or rat an Event of Delauh that axists, OEMS may pay ail amomu or perform or cause to be prfrmed all obligation mquired to be poll or performed by Customr wider this Lase and mcover hem Customer as additional tent all smonts so paid or the rem, noble value of ail services sopribnned, 13. Scf-O!f Without Iimitkg my other provision of this Lease, upon the occurrence of in Event of Default, GEMS will have the immedrm right without notice, devoted or other action, to at.orragalnst Customer any amounts GEMS may hold as prep tymoo Is or deposits fbr GEMS liabilities to Customer whdbr or not Once duo to Customer. Uokg otherwise prohibited by law, GEMS will be damned to have axmin d such riot to mtWff and to have fade a charge against my such sums immediately upon the ooewronoe of any Exert ofDaSult by Cummr, 14. As ''gmmmay Anandm my Modiffcadom, MhouRo mows (a) Customer wit] not havc the tight w aerlp this Lease or to sublet, rent err othrwisc him out r m afar possession army or the Equipment to my peraoa or amity other then GEMS, without the prior wrmiaw coowft of GEMS. GEMS retry assign this Law and Iha miss reserved under title Laue. If GEMS makes such m nmsigauaant. flee assignee will acquire all rights and remedies posmsed by r amailablato GEMS under this Lau. (0) The Lame contains the entire agreement between the parks pertaining to the subject touter of this Lease, No urc=cats, repmantmtim r umdaruadisp not specifically contained in this Lasso win be binding aeon any of the Duties hereto uflso reduced to writing and signed by the parties to be bound thereby. Any amendment, modification or addrnduan to thins Lraw win riot be binding on (;EMS out= signed by an authorized omom or OEMs. This Lease wtu be govarmad ss to its conmuetlon, interpretation and olfeot by the laws oftere Commonwealth of Psnnsylvmiawitbout regard to pdneiples of choice of laws.