Common use of Equipment Orders Clause in Contracts

Equipment Orders. (a) Lessee, pursuant to the agency granted to it by Lessor in Article I hereof, may receive, accept and pay for the Equipment to be leased by Lessor to Lessee pursuant to the Lease. Upon and as of the date of issuance hereunder by Lessee of a Purchase Order with respect to Equipment, Lessee shall be unconditionally obligated to lease such Equipment from Lessor pursuant to the terms and conditions of the Lease and the applicable Schedule. Upon and as of the date of acceptance of the Equipment by Lessee and satisfaction of the conditions precedent provided for herein and in the Lease, Lessor shall be unconditionally obligated to purchase such Equipment pursuant to the terms of the applicable Purchase Order and to lease such Equipment to Lessee pursuant to the terms and conditions of the Lease and the applicable Schedule. (b) Notwithstanding any provision to the contrary herein, Lessee's ability to act as Lessor's agent hereunder, and unconditionally to obligate Lessor to purchase Equipment pursuant to such agency, shall be limited by the following: (1) Lessee must disclose in writing to all Suppliers that it is ordering the Equipment as agent for "General Electric Capital Corporation or its nominee"; (2) all of the Equipment ordered and/or accepted hereunder must meet at least one of the general description categories, and must be within the quantity, specific description, manufacturers, hard/soft cost allocation, and total cost parameters, contained on Schedule A attached hereto; (3) the aggregate Purchase Price for all Equipment purchased in connection with the Lease must be less than, or equal to, the Capitalized Lessor's Cost specified on Schedule A attached hereto; (4) the Equipment must be delivered to, and accepted by, Lessee on or before the Last Delivery Date specified in Schedule A attached hereto; and (5) the Purchase Price of each unit of Equipment must not be more than the then current fair market value of such Equipment. Lessor may refuse to purchase Equipment pursuant to such agency if Lessor determines, in its sole discretion, that the foregoing conditions have not been satisfied; and such refusal shall not constitute a breach by Lessor hereunder or under the Lease. (c) Lessee additionally agrees that all Purchase Orders executed by Lessee shall: (1) not permit passage of title for the Equipment earlier than such acceptance by Lessee; (2) not permit the Supplier or any other person or entity to retain any security interest in, or lien on, any of the Equipment; and (3) otherwise be on terms and conditions acceptable to Lessor in its reasonable discretion. Prior to passage of risk of loss to Lessor of the Equipment under the terms of the Purchase Orders, Lessee shall insure the Equipment, and provide to Lessor evidence of insurance, in accordance with the provisions of the Lease.

Equipment Orders. (a) LesseeUpon the execution by the Company and Lessor of each Schedule to the Lease, the Company, pursuant to the agency granted to it by Lessor in Article I hereof, may order, receive, accept and pay for the Equipment Equipment, to be leased by Lessor to Lessee pursuant to the Leaseeach such Schedule. Upon and as of the date of issuance hereunder acceptance of the Equipment by Lessee the Company and satisfaction of a the conditions precedent provided for in the Lease: (a) Lessor shall be unconditionally obligated to purchase such Equipment pursuant to the terms of the applicable purchase order or purchase agreement ("Purchase Order with respect Order") and to Equipment, Lessee lease such Equipment to the Company pursuant to the terms and conditions of the Lease and the applicable Schedule; and (b) the Company shall be unconditionally obligated to lease such Equipment from Lessor pursuant to the terms and conditions of the Lease and the applicable Schedule. Upon and as of the date of acceptance of the Equipment by Lessee and satisfaction of the conditions precedent provided for herein and in the Lease, Lessor shall be unconditionally obligated to purchase such Equipment pursuant to the terms of the applicable Purchase Order and to lease such Equipment to Lessee pursuant to the terms and conditions of the Lease and the applicable Schedule. (b) Notwithstanding any provision to the contrary herein, Lesseethe Company's ability to act as Lessor's agent hereunder, and to unconditionally to obligate Lessor to purchase Equipment pursuant to such agency, shall be limited by the following: (1i) Lessee the Company must disclose in writing to all Suppliers that it is ordering the Equipment as agent for "General Electric Capital Corporation or its nominee"Lessor; (2ii) all of the Equipment ordered and/or accepted hereunder must meet at least one of the general description categories, and must be within the quantity, specific description, manufacturers, hard/soft cost allocation, and total cost parameters, categories contained on Schedule A attached heretothe applicable Schedule; (3iii) the aggregate Purchase Price for all Equipment purchased in connection with the Lease any Schedule must be less than, or equal to, the Capitalized Lessor's Cost specified on Schedule A attached heretothat Schedule; (4iv) the Equipment must be delivered to, and accepted by, Lessee the Company on or before the Last Delivery Date specified in Schedule A attached heretothe applicable Schedule; and (5v) the Purchase Price of each unit of Equipment must not be more than the then current fair market value Fair Market Value of such Equipment. ; (vi) each unit of Equipment must qualify for all the Tax Benefits described in the applicable Schedule in the hands of Lessor may refuse upon the Company's acceptance thereof from the Supplier and (vii) with respect to purchase any documentation, technical or confidential business information and/or software relating to the Equipment (collectively, "Software"), the Purchase Order will ▇▇▇▇▇ ▇▇▇▇▇▇ a license to use the Software and will allow Lessor to grant a sublicense to the Company to use such Software pursuant to such agency if the Lease and will allow Lessor determines, to grant a sublicense to a third party after a termination or the expiration of the Lease in its sole discretion, the event the Company does not elect to exercise any purchase option that the foregoing conditions have not been satisfied; and such refusal shall not constitute a breach by Lessor hereunder or under may be provided for in the Lease. (c) Lessee . The Company additionally agrees that all Purchase Orders executed by Lessee the Company as Lessor's agent hereunder shall: (1A) condition Lessor's obligation to pay for and purchase the Equipment on the Company's acceptance of such Equipment: (B) not permit passage of title or risk of loss for the Equipment earlier than such acceptance by Lesseethe Company; (2C) not permit the Supplier or any other person or entity to retain any security interest in, or lien on, any of the Equipment; and (3D) otherwise be on terms and conditions acceptable to Lessor in its reasonable sole discretion. Prior to passage of risk of loss to Lessor of the Equipment under the terms of the Purchase Orders, Lessee shall insure the Equipment, and provide to Lessor evidence of insurance, in accordance with the provisions of the Lease.

Equipment Orders. (a) Lessee, pursuant to the agency granted to it by Lessor in Article I hereof, may receive, accept and pay for the Equipment to be leased by Lessor to Lessee pursuant to the Lease. Upon and as of the date of issuance hereunder by Lessee of a Purchase Order with respect to Equipment, Lessee shall be unconditionally obligated to lease such Equipment from Lessor pursuant to the terms and conditions of the Lease and the applicable Schedule. Upon and as of the date of acceptance of the Equipment by Lessee and satisfaction of the conditions precedent provided for herein and in the Lease, Lessor shall be unconditionally obligated to purchase such Equipment pursuant to the terms of the applicable Purchase Order and to lease such Equipment to Lessee pursuant to the terms and conditions of the Lease and the applicable Schedule. (b) Notwithstanding any provision to the contrary herein, Lessee's ability to act as Lessor's agent hereunder, and unconditionally to obligate Lessor to purchase Equipment pursuant to such agency, shall be limited by the following: (1) Lessee must disclose in writing to all Suppliers that it is ordering the Equipment as agent for "General Electric Capital Corporation Corporation, for itself and as agent for certain participants, or its nominee"; (2) all of the Equipment ordered and/or accepted hereunder must meet at least one of the general description categories, and must be within the quantity, specific description, manufacturers, hard/soft cost allocation, and total cost parameters, contained on Schedule A attached hereto; (3) the aggregate Purchase Price for all Equipment purchased in connection with the Lease must be less than, or equal to, the Capitalized Lessor's Cost specified on Schedule A attached hereto; (4) the Equipment must be delivered to, and accepted by, Lessee on or before the Last Delivery Date specified in Schedule A attached hereto; and (5) the Purchase Price of each unit of Equipment must not be more than the then current fair market value Fair Market Value of such Equipment; and (6) with respect to any documentation, technical or confidential business information and/or software relating to the Equipment, if applicable (collectively, "Software"), the Purchase Order will grant Lessor a license to use the Software and will allow Lessor to grant a sublicense to Lessee ▇▇ ▇▇▇ ▇▇▇▇ Software pursuant to the Lease and will allow Lessor to grant a sublicense to a third party after termination or the expiration of the Lease in the event Lessee does not elect to exercise any purchase option that may be provided for in the Lease. Lessor may refuse to purchase Equipment pursuant to such agency if Lessor determines, in its sole discretion, that the foregoing conditions have not been satisfied; and such refusal shall not constitute a breach by Lessor hereunder or under the Lease. (c) Lessee additionally agrees that all Purchase Orders executed by Lessee shall: (1) not permit passage of title for the Equipment earlier than such acceptance by Lessee; (2) not permit the Supplier or any other person or entity to retain any security interest in, or lien on, any of the Equipment; and (3) otherwise be on terms and conditions acceptable to Lessor in its reasonable sole discretion. Prior to passage of risk of loss to Lessor of the Equipment under the terms of the Purchase Orders, Lessee shall insure the Equipment, and provide to Lessor evidence of insurance, in accordance with the provisions of the Lease.

Equipment Orders. Upon the written acknowledgment by the Company and Lessor of each jointly approved purchase agreement, purchase order or invoice (a) Lessee“Purchase Order”), the Company, pursuant to the agency granted to it by Lessor in Article I hereof, may order, receive, accept and pay for the Equipment to be leased by Lessor to Lessee pursuant to in accordance with the Lease. Upon Economic Terms (as hereafter defined and as of the date of issuance hereunder by Lessee of a Purchase Order with respect to Equipment, Lessee shall be unconditionally obligated to lease such Equipment from Lessor pursuant to the terms and conditions of the Lease and the applicable Scheduledescribed). Upon and as of the date of acceptance of the Equipment by Lessee the Company and satisfaction of the conditions precedent provided for herein and in the Lease, : (a) Lessor shall be unconditionally obligated to purchase such Equipment pursuant to the terms of the applicable Purchase Order and to lease such Equipment to Lessee the Company pursuant to the terms and conditions of the Lease and the applicable completed Schedule. ; and (b) the Company shall be unconditionally obligated to lease such Equipment from Lessor pursuant to the terms and conditions of the Lease and the applicable completed Schedule. The leasing of Equipment pursuant to this Agreement shall be in accordance with the Economic Terms set forth in Section 2.05 hereof, and upon delivery of the Equipment from any Supplier shall be deemed to be leased pursuant to this Agreement and the Lease and be subject to all of the provisions of the Lease, including without limitation, the insurance and indemnity provisions of the Lease. Notwithstanding any provision to the contrary herein, Lessee's the Company’s ability to act as Lessor's ’s agent hereunder, and to unconditionally to obligate Lessor to purchase Equipment pursuant to such agency, shall be limited by the following: (1i) Lessee the Company must disclose in writing to all Suppliers that it is ordering the Equipment as agent for "General Electric Capital Corporation or its nominee"Lessor; (2ii) all of the Equipment ordered and/or accepted hereunder must meet at least one of the general description categories, and must be within the quantity, specific description, manufacturers, hard/soft cost allocation, and total cost parameters, categories contained on Schedule A attached heretoin Section 2:05; (3iii) the aggregate Purchase Price for all Equipment purchased in connection with the Lease any Schedule must be less than, or equal to, the Maximum Aggregate Capitalized Lessor's ’s Cost specified on Schedule A attached heretoin Section 2:05; (4iv) the Equipment must be delivered to, and accepted by, Lessee the Company on or before the Last Delivery Date specified in Schedule A attached heretoSection 2:05; and (5v) the Purchase Price of each unit of Equipment must not be more than the then current fair market value Fair Market Value of such Equipment. ; (vi) each unit of Equipment must qualify for all the Tax Benefits described in the applicable Schedule in the hands of Lessor may refuse upon the Company’s acceptance thereof from the Supplier and (vii) with respect to purchase any documentation, technical or confidential business information and/or software relating to the Equipment (collectively, “Software”), the Purchase Order will ▇▇▇▇▇ ▇▇▇▇▇▇ a license to use the Software and will allow Lessor to grant a sublicense to the Company to use such Software pursuant to such agency if the Lease and will allow Lessor determines, to grant a sublicense to a third party after a termination or the expiration of the Lease in its sole discretion, the event the Company does not elect to exercise any purchase option that may be provided for in the foregoing conditions have not been satisfiedLease; and such refusal shall not constitute a breach by Lessor hereunder or under (viii) all conditions precedent set forth in the Lease. (c) Lessee , including the delivery and execution of the Schedule and the Certificate of Acceptance, must be completed by no later than the Last Basic Term Commencement Date specified in Section 2.05. The Company additionally agrees that all Purchase Orders executed by Lessee the Company as Lessor’s agent hereunder shall: (1A) condition Lessor’s obligation to pay for and purchase the Equipment on the Company’s acceptance of such Equipment; (B) not permit passage of title or risk of loss for the Equipment earlier than such acceptance by Lesseethe Company; (2C) not permit the Supplier or any other person or entity to retain any security interest in, or lien on, any of the Equipment; and (3D) otherwise be on terms and conditions acceptable to Lessor in its reasonable sole discretion. Prior to passage of risk of loss to Lessor of the Equipment under the terms of the Purchase Orders, Lessee shall insure the Equipment, and provide to Lessor evidence of insurance, in accordance with the provisions of the Lease.

Equipment Orders. (a) Lessee, pursuant to the agency granted to it by Lessor in Article I hereof, may receive, accept and pay for Components and Completed Items. It is contemplated that, upon reconfiguration and assembly of Components and the purchase of Completed Items, Lessee will, on a quarterly basis, prepare and submit to Lessor a list of Equipment For Lease that Lessee wishes to be leased covered by Lessor to Lessee pursuant to the Lease. Upon Lease and as of the date of issuance hereunder by Lessee of a Purchase Order with respect to Equipment, thereupon Lessee shall be unconditionally obligated to lease such Equipment Components and Completed Items from Lessor pursuant to the terms and conditions of the Lease and the applicable Schedule. Upon and as of the date of acceptance of the Equipment by Lessee of Equipment For Lease as "Equipment" under the Lease and satisfaction of the conditions precedent provided for herein and in the Lease, upon satisfaction of the conditions of the Lease for subjecting such Equipment For Lease to the terms of the Lease as "Equipment" thereunder, Lessor shall be unconditionally obligated to purchase such Equipment for Lease pursuant to the terms of the applicable Purchase Order purchase order and to lease such Equipment For Lease to Lessee pursuant to the terms and conditions of the Lease and the applicable Schedule. (b) Notwithstanding any provision to the contrary herein, Lessee's ability to act as Lessor's agent hereunder, and unconditionally to obligate Lessor to purchase Equipment pursuant to such agency, the same shall be limited by the following: (1) Lessee must disclose in writing to all Suppliers that it is ordering the Equipment as agent for thereupon become "General Electric Capital Corporation or its nominee"; (2) all of the Equipment ordered and/or accepted hereunder must meet at least one of the general description categories, and must be within the quantity, specific description, manufacturers, hard/soft cost allocation, and total cost parameters, contained on Schedule A attached hereto; (3) the aggregate Purchase Price for all Equipment purchased in connection with Equipment" under the Lease must be less than, or equal to, the Capitalized Lessor's Cost specified on Schedule A attached hereto; (4) the Equipment must be delivered to, and accepted by, Lessee on or before the Last Delivery Date specified in Schedule A attached hereto; and (5) the Purchase Price of each unit of Equipment must not be more than the then current fair market value of such Equipmentunder this Agreement. Lessor may refuse to purchase Equipment For Lease pursuant to such agency if Lessor determines, in its sole discretion, that the foregoing conditions have not been satisfied; and such refusal shall not constitute a breach by Lessor hereunder or under the Lease. (c) Lessee additionally agrees that all Purchase Orders executed by Lessee shall: (1) not permit passage of title for the Equipment earlier than such acceptance by Lessee; (2) not permit the Supplier or any other person or entity to retain any security interest in, or lien on, any of the Equipment; and (3) otherwise be on terms and conditions acceptable to Lessor in its reasonable discretion. Prior to passage of risk of loss to Lessor of the Equipment under the terms of the Purchase Orders, Lessee shall insure the Equipment, and provide to Lessor evidence of insurance, in accordance with the provisions of the Lease.

Equipment Orders. (a) Lessee, pursuant to the agency granted to it by Lessor in Article I hereof, may receive, accept and pay for the Equipment to be leased by Lessor to Lessee pursuant to the Lease. Upon and as of the date of issuance hereunder by Lessee of a Purchase Order with respect to Equipment, Lessee shall be unconditionally obligated to lease such Equipment from Lessor pursuant to the terms and conditions of the Lease and the applicable Schedule. Upon and as of the date of acceptance of the Equipment by Lessee and satisfaction of the conditions precedent provided for herein and in the Lease, Lessor shall be unconditionally obligated to purchase such Equipment pursuant to the terms of the applicable Purchase Order and to lease such Equipment to Lessee pursuant to the terms and conditions of the Lease and the applicable Schedule. (b) Notwithstanding any provision to the contrary herein, Lessee's ability to act as Lessor's agent hereunder, and unconditionally to obligate Lessor to purchase Equipment pursuant to such agency, shall be limited by the following: (1) Lessee must disclose in writing to all Suppliers that it is ordering the Equipment as agent for "General Electric Capital Corporation Corporation, for itself and as agent for certain participants, or its nominee"; (2) all of the Equipment ordered and/or accepted hereunder must meet at least one of the general description categories, and must be within the quantity, specific description, manufacturers, hard/soft cost allocation, and total cost parameters, contained on Schedule A attached hereto; (3) the aggregate Purchase Price for all Equipment purchased in connection with the Lease must be less than, or equal to, the Capitalized Lessor's Cost specified on Schedule A attached hereto; (4) the Equipment must be delivered to, and accepted by, Lessee on or before the Last Delivery Date specified in Schedule A attached hereto; and (5) the Purchase Price of each unit of Equipment must not be more than the then current fair market value Fair Market Value of such Equipment; and (6) with respect to any documentation, technical or confidential business information and/or software relating to the Equipment, if applicable (collectively, "Software"), the Purchase Order will ▇▇▇▇▇ ▇▇▇▇▇▇ a license to use the Software and will allow Lessor to grant a sublicense to Lessee to use such Software pursuant to the Lease and will allow Lessor to grant a sublicense to a third party after termination or the expiration of the Lease in the event Lessee does not elect to exercise any purchase option that may be provided for in the Lease. Lessor may refuse to purchase Equipment pursuant to such agency if Lessor determines, in its sole discretion, that the foregoing conditions have not been satisfied; and such refusal shall not constitute a breach by Lessor hereunder or under the Lease. (c) Lessee additionally agrees that all Purchase Orders executed by Lessee shall: (1) not permit passage of title for the Equipment earlier than such acceptance by Lessee; (2) not permit the Supplier or any other person or entity to retain any security interest in, or lien on, any of the Equipment; and (3) otherwise be on terms and conditions acceptable to Lessor in its reasonable sole discretion. Prior to passage of risk of loss to Lessor of the Equipment under the terms of the Purchase Orders, Lessee shall insure the Equipment, and provide to Lessor evidence of insurance, in accordance with the provisions of the Lease.