Exhibit 10.2
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RICHLUND & Associates, Inc. 0000 Xxxxxxxxx Xxxxx Lease Number
ST XXXXXXX MISSOURI 63303 10974983
TELEPHONE (000) 000-0000
FAX (000) 000-0000
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FULL LEGAL NAME AND ADDRESS OF LESSEE
Winterstone Management, Inc. and
I-Con Industries, Inc. as Co-Lessees
0000 Xxxxxx Xxxxx
Xxxxxx, XX 00000
JOINTLY AND SEVERALLY RESPONSIBLE
SUPPLIER OF EQUIPMENT (COMPLETE ADDRESS)
Excellon Automation Co.
0000 Xxxx Xxxxxxxxxx Xxx 000
Xxxxx, XX 00000
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EQUIPMENT LEASED
1 Upgrade Xxxx V Bearing Spindle Drill S/N 128
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TERMS
AMOUNT OF EACH PAYMENT
(PLUS SALES TAX, IF APPLICABLE) $ 727.32
MONTHLY [ X ]
TERM OF LEASE (# OF MTHS) 60
# OF PAYMENTS 60
SECURITY DEPOSIT [ ] $________
ADVANCE PAYMENT [ X ] $1,454.64
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TERMS AND CONDITIONS OF LEASE
1. LEASE, Lessee hereby leases from Lessor, and Lessor leases to Lessee,
the personal property described above, together with any replacement
parts, additions, repairs or accessories now or hereafter incorporated
in or affixed to it (hereinafter referred to as the "Equipment")
2. ACCEPTANCE OF EQUIPMENT, Lessee agrees to inspect the Equipment and to
execute an Acknowledgment and Acceptance of Equipment by Lessee
notice, as provided by Lessor. Such notice should be executed by
Lessee after the Equipment has been delivered and Lessee is satisfied
with the Equipment. Such acceptance will authorize Lessor to start
the lease and pay Supplier(s). Lessee hereby authorizes Lessor to
insert in the Lease serial numbers or other identifying data with
respect to the Equipment.
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3. DISCLAIMER OF WARRANTIES AND CLAIMS: LIMITATION OF REMEDIES, THERE
ARE NO WARRANTIES BY OR ON BEHALF OF LESSOR. Lessee acknowledges and
agrees by his signature below as follows. (a) LESSOR MAKES NO
WARRANTIES EITHER EXPRESS OR IMPLIED AS TO THE CONDITIONS OF THE
EQUIPMENT, ITS MERCHANTABILITY, ITS FITNESS OR SUITABILITY FOR ANY
PARTICULAR PURPOSE. ITS DESIGN ITS CAPACITY, ITS QUALITY, OR WITH
RESPECT TO ANY CHARACTERISTICS OF THE EQUIPMENT: (b) Lessee has fully
inspected the Equipment which it has requested Lessor to acquire and
lease to Lessee, and the Equipment is in good condition and to
Lessee's complete satisfaction: (c) Lessee leases the Equipment "as
is" and with all faults: (d) Lessee specifically acknowledges that
the Equipment is leased to Lessee solely for commercial or business
purpose and not for personal, family, household, or agricultural
purposes: (e) If the Equipment is not properly installed, does not
operate as represented or warranted by the supplier or manufacturer,
or is unsatisfactory for any reason, regardless of cause or
consequences. Lessee's only remedy, if any, shall be against the
supplier or manufacturer of the Equipment: (g) LESSEE SHALL HAVE NO
REMEDY FOR CONSEQUENTAIL OR INCIDENTAL DAMAGES AGAINST LESSOR, and
(h) NO DEFECT, DAMAGE, OR UNFITNESS OF THE EQUIPMENT FOR ANY PURPOSE
SHALL RELIEVE LESSEE OF THE OBLIGATION TO PAY RENT OR RELIVE LESSEE OF
ANY OBLIGATION UNDER THIS LEASE.
The parties have specifically negotiated and agreed to the foregoing
paragraph. Initials /s/
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4. STATUTORY FINANCE LEASE. Lessee aggress and acknowledges that it is
the intent of both parties to this Lessee that it qualify as a
statutory finance lease under Article 2A of the Uniform Commercial
code. Lessee acknowledges and agrees that Lessee had selected both:
(1) the Equipment; and (2) the supplier from whom Lessor is to
purchase the Equipment. Lessee acknowledges that Lessor has not
participated in any way in Lessee's selection of the Equipment or of
the supplier, and Lessor has not selected, manufactured, or supplied
the Equipment.
LESSEE IS ADVISED THAT IT MAY HAVE RIGHTS UNDER THE CONTRACT
EVIDENCING THE LESSOR'S PURCHASE OF THE EQUIPMENT FROM THE
SUPPLIER CHOSEN BY LESSEE AND THAT LESSEE SHOULD CONTACT THE
SUPPLIER OF THE EQUIPMENT FOR A DESCRIPTION OF ANY SUCH RIGHTS.
5. ASSIGNMENT BY LESSEE PROHIBITED, WITHOUT LESSOR'S PRIOR WRITTEN
CONSENT. LESSEE SHALL NOT ASSIGN THIS LEASE OR SUBLEASE THE EQUIPMENT
OR ANY INTEREST THEREIN, OR PLEDGE OR TRANSFER THIS LEASE, OR
OTHERWISE DISPOSE OF THE EQUIPMENT COVERED HEREBY.
6. RENTAL PAYMENTS. Lessee agrees to pay the total rent equal to the
"Amount of Each Payment" multiplied by the number of payments
specified in "No. of Payments." Payments will be made in advance and
periodically as specified in "Terms" above. Payments shall be made by
Lessee to Lessor as set forth above via ACH from Lessees bank or as
otherwise allowed by Lessor. This document shall act as ACH
authorization to Lessees bank. In the event Lessor allows a different
method of payment by Lessee, Lessee shall incur a billing charge equal
to $5 per month which shall be added to the monthly invoice. Lessee
shall not xxxxx, set off, deduct any amount, or reduce any payment for
any reason. In the event this lease does not commence for any reason,
Lessee agrees that Lessor is entitled to keep all Advance Payments as
liquidated damages. The first payment shall be due on the date of
acceptance of the Equipment by Lessee, and subsequent payments shall
be due on the due date selected by Lessor of each succeeding month
throughout the term of the Lease.
THIS LEASE IS NOT CANCELABLE OR TERMINABLE BY LESSEE. LESSEE
UNDERSTANDS AND ACKNOWLEDGES THAT NO BROKER OR SUPPLIER, IS AUTHORIZED
TO WAIVE OR ALTER ANY TERM OR CONDITION OF THIS LEASE, AND NO
REPRESENTATION AS TO THE EQUIPMENT OR ANY OTHER MATTER BY THE BROKER OR
SUPPLIER, NOR ANY SALESMAN, BROKER, OR AGENT OF ANY BROKER OR SUPPLIER,
SHALL IN ANY WAY AFFECT LESSEE.
7. CHOICE OF LAW/PROPER AUTHORITY. This lease shall not be effective
until signed by Lessor at its principal office listed above. This
Lease shall be considered to have been made in the state of Missouri
and shall be interpreted in accordance with the laws and regulations
of the state of Missouri. Lessee agrees to jurisdiction in the state
of Missouri in any action, suit or proceeding regarding this Lease,
and concedes that it and each of them, transacted business in the
state of Missouri by entering into this Lease. In the event of any
legal action with regard to this lease or equipment covered hereby,
Lessee agrees that venue may be laid in the County of St. Xxxxxxx,
Missouri.
LESSEE ACKNOWLEDGES UNDER PENALTY OF LAW THAT THE INDIVIDUAL SIGNING ON
BEHALF OF LESSEE HAS THE AUTHORITY TO BIND LESSEE TO THIS OBLIGATION AND
THAT, IN THE EVENT, LESSEE'S CHARTER REQUIRES BOARD OR PARTNERSHIP
APPROVAL OR RESOLUTION TO ENTER INTO THIS LEASE AGREEMENT, LESSEE HAS
RECEIVED SUCH APPROVAL.
LESSEE: Winterstone Management, Inc. and
I Con Industries, Inc as Co-Lessees
/s/
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Xxxxx X. Xxxxx, President of Winterstone Management, Inc. DATE 11/12/97
/s/
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Xxxxxx X. Xxxxxx, Xx. Vice President of I-Con Industries, Inc. DATE 11/12/97
LESSOR: RICHLUND & Associates, Inc.
The reverse side of this AGREEMENT contains more terms and conditions which
are part of this Lease.
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This Guaranty is executed for the benefit of Lessor, and successors and
assigns the Lessor to induce Lessor to enter into the above Lease with
the above named Lessee.
WHEREAS, Guarantor has an interest, financial or otherwise, in Lessee,
and it is to the benefit of Guarantor that Lessor enter into the Lease
with Lessee, and Guarantor has read the proposed Lease in full and finds
the terms of said LEASE acceptable, and in recognition that Lessor would
be unwilling to enter into the Lease without the Guaranty hereinafter set
forth, and in recognition of Lessor's reliance upon the Guaranty in
entering into the Lease;
NOW, THEREFORE, In order to induce Lessor to enter into the Lease,
Guarantor, jointly and severally, unconditionally guaranties the faithful
and full performance by Lessee of all terms and conditions of the Lease.
In the event of default by Lessee, or failure to faithfully perform any
of the terms or conditions required of Lessee under the Lease, or in the
event of failure of Lessee to make any and all payments of money required
of it under the Lease. Guarantor unconditionally promises to pay to
Lessor, in lawful money of the United States, all sums at any time due
and unpaid under the Lease, plus costs of collection, including
reasonable attorney fees with or without trial, and upon appeal and
review.
The obligations of Guarantor hereunder are joint and several and are
independent of the obligations of Lessee under the Lease, and a separate
action or actions may be brought against Guarantor, whether action is
brought against Lessee or whether Lessee be joined in any action or
actions, the Liability of Guarantor hereunder being primary. Guarantor
hereby waives the benefit of any surelyship defenses affecting its
liability hereunder or the enforcement hereof.
Guarantor authorizes Lessor, without notice or demand, and without
affecting Guarantor's liability hereunder, from time to time to renew,
extend, accelerate, or otherwise change the payment terms or other terms
of the Lease or any part thereof, Lessor may, without notice, assign this
Guaranty in whole or part.
Guarantor hereby waives any right to require Lessor to: (a) proceed
against Lessee; (b) proceed against or exhausted any security held by
Lessor; or (c) pursue any other remedy in Lessor's power. Guarantor
waives any defense arising by reason of any defense of Lessee, or by
reason of the cessation, from any cause whatsoever, of the liability of
Lessee under the Lease. Guarantor waives any and all demands for
performance, notices of nonperformance or default, and notices of
cancellation or forfeiture. Lessor may apply all proceeds received from
Lessee or others to such part of Lessee's indebtedness, as Lessor may
deem appropriate without consulting Guarantor and without prejudice to or
in any way limiting or lessening the liability of Guarantor under this
Guaranty.
If Lessee is a corporation, the undersigned warrant and represent that
they are stockholders, directors or officers and/or are financially or
otherwise interested in Lessee, and, if married, their marital
communities are so interested.
This Guaranty shall not be affected or discharged by the death of the
undersigned, but shall bind Guarantor's heirs and personal
representatives, and shall inure to benefit of any successors or assigns
of Lessor.
This instrument constitutes the entire agreement between Lessor and
Guarantor. No oral or written representation not contained herein shall
in any way affect this Guaranty, which shall not be modified except by
the parties writing. Waiver by Lessor of any provisions hereof in one
instance shall not constitute a waiver as to any other instance.
IMPORTANT: THIS AGREEMENT CREATES SPECIFIC LEGAL OBLIGATIONS. DO NOT
SIGN UNTIL YOU HAVE READ IT. BY SIGNING YOU COMPLETELY AGREE TO ITS
TERMS.
IN WITNESS WHEREOF, the undersigned Guarantor(s) has/ have executed this
Guaranty this 12th day of November, 1997.
/s/
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Xxxxx X. Xxxxx, Individual GUARANTOR
/s/
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WITNESS
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8. COMMENCEMENT AND EXPIRATION. This Lease shall commence upon Lessor's
acceptance of it. Lessor shall have not obligation to the Lessee
under this Lease if the Equipment, for whatsoever reason, is not
delivered to Lessee within 90 days after Lessee signs this Lease.
Lessor shall have no obligation to Lessee under this Lease if Lessee
fails to execute and deliver to Lessor an Acknowledgment and
Acceptance of Equipment by Lessee notice for the equipment within 30
days after the Equipment is delivered to the Lessee. Unless earlier
terminated or canceled by Lessor, this Lease shall expire upon the
expiration of the number of months (following Lessee's acceptance of
the Equipment) set forth in "Term of Lease" above.
9. SECURITY DEPOSIT. As security for the prompt and full payment of the
amounts due under this Lease, and Lessee's complete performance of all
of its obligations under this Lease, and any extension or removal
hereof, Lessee has deposited with Lessor the security amount set forth
in the section shown as "Security Deposit." In the event any default
shall be made in the performance of any Lessee's obligations under
this Lease, Lessor shall have the right, but shall not be obligated,
to apply the security deposit to the curing of such default. Within
15 days after Lessor mails notice to Lessee that Lessor has applied
any portion of the security deposit to the curing of any default,
Lessee shall restore said security deposit to the full amount set
forth above. On the expiration or earlier termination or cancellation
of this Lease, or any extension or renewal hereof, provided Lessee has
paid all of the rent called for and fully performed all other
provisions of this Lease, Lessor will return to the Lessee any then
remaining balance of said security deposit, without interest. Said
security may be commingled with Lessor's other funds.
10. LIMITED PREARRANGED AMENDMENTS; SPECIFIC POWER OF ATTORNEY. In the
event it is necessary to amend the terms of this Lease to relect a
change in one or more of the following conditions.
(a) Lessor's actual cost of procuring the Equipment, or
(b) Lessor's actual cost of providing the Equipment to Lessee, or
(c) A change in rental payments as a result of (1) or (2) above, or
(d) Description of the Equipment
Lessee agrees that any such amendments shall be described in a letter from
Lessor to Less, and unless within 15 days after the date of such letter
Lessee objects in writing to Lessor, this Lease shall be determined amended
and amendments shall be incorporated in this Lease herein as if originally
set forth.
Lessee grants to Lessor a specific power of attorney for Lessor to use as
follows, (1)Lessor may sign and file on Lessee's behalf any document Lessor
deems necessary to perfect or protect Lessor's interest in the Equipment or
pursuant to the Uniform Commercial Code. And (2)Lessor may sign, endorse or
negotiate for Lessor's benefit any instrument representing proceeds from
any policy of insurance covering the Equipment.
11. LOCATION. The Equipment shall be kept at the location specified
above or, if none is specified, at Lessee's address as set forth above
and shall not be removed without Lessor's prior written consent.
12. USE. Lessee shall use the Equipment in a careful manner, make all
necessary repairs at Lessee's expense, shall comply with all laws
relating to its possession, use, or maintenance, and shall not make
any alterations, additions, or improvements made to the Equipment
without Lessor's prior written consent. All additions, repairs or
improvements made to the Equipment shall belong to Lessor.
13. OWNERSHIP; PERONALITY. The Equipment is, and shall remain, the
property of Lessor, and Lessee shall have no right, title, or interest
in the Equipment except as expressly set forth in this Lease. The
Equipment shall remain, the property of Lessor, and Lessee shall have
no right, title, or interest in the Equipment except as expressly set
forth in this Lease. The Equipment shall remain personal property
even though installed in or attached to real property.
14. SURRENDER. By this Lease, Lessee acquires no ownership rights in the
Equipment, and has ho option to purchase same unless specified by a
Purchase Option Addendum signed by both Lessor and Lessee. In the
event Lessee opts to purchase equipment in accordance with the
Purchase Option Addendum, Lessee must give written notice of its
intention to do so sixty (60) days prior to Lease maturity. Upon the
expiration, or earlier termination or cancellation of this Lease, or
in the event of a default under Paragraph 22, hereof, Lessee, at its
expense shall return the Equipment in good repair, ordinary wear and
tear resulting from proper use thereof alone expected, by delivering
it, packed and read for shipment to such place or carrier as Lessor
may specify.
15. LEASE MATURITY. At the expiration or earlier termination of the
Lease, Lessee shall return or purchase the Equipment in accordance with
Paragraph 14, hereof. If upon such expiration or termination, Lessee
does not exercise either option or give notice of Lessee's intent to
purchase Equipment, the term of this Agreement shall continue to be
extended from month to month at the same monthly rent as scheduled
during the original term subject to the right of either Lessor or
Lessee to terminate the Lease upon sixty (60) days written notice
whereupon Lessee shall either exercise its Option to Purchase or
return the Equipment as provided for in Paragraph 14. Monthly rentals
are not pro-rated. At the time of final termination by purchase or
return, Lessee shall pay a termination fee equal to the greater of 1%
of the original equipment cost or $75.
16. LOSS AND DAMAGE. Lessee shall at all times after signing the Lease
bear the entire risk of loss, theft, damage or destruction of the
Equipment from any cause whatsoever, and no loss, theft, damage or
destruction of the Equipment shall relieve Lessee of the obligation to
pay rent or to comply with any other obligation under this Lease. In
the event of damage to any part of the Equipment, Lessee shall
immediately place the same in good repair at Lessee's expense. If
Lessor determines that any part of the Equipment is lost, stolen,
destroyed, or damaged beyond repair, Lessee shall, at Lessee's option,
do one of the following:
(a) Replace the same with like equipment in good repair, acceptable
to Lessor; or
(b) Pay Lessor in cash the following: (i) all amounts due by Lessee
to Lessor under this Lease up to the date of the loss; (ii) the
accelerated balance of the total amounts due for the remaining
term of this Lease attributable to said item, discounted to
present value at a discount rate of 6%, as of the date of loss.
Upon Lessor's receipt of payment as set forth above, Lessee shall
be entitled to title to the Equipment without warranties. If
insurance proceeds are used to fully comply with this
subparagraph, the balance of any such proceeds shall go to Lessee
to compensate for loss of use of the Equipment for the Equipment
for the remaining term of the Lease.
17. INSURANCE; LIENS; TAXES. Lessee shall provide and maintain insurance
against loss, theft, damage or destruction of the Equipment in an
amount not less than the full replacement value of the Equipment, with
loss payable to Lessor, Lessee also shall provide and maintain
comprehensive general all risk liability insurance including but not
limited to protect liability coverage, insuring Lessor and Lessee,
with a severability of interest endorsement, or its equivalent,
against any and all loss or liability for all damages, either to
persons or property or otherwise, which might result from or happen in
connection with the condition, use, or operation of the Equipment,
with such limits and with an insurer satisfactory to Lessor. Each
policy shall expressly provide that said insurance as to Lessor and
its assigns shall not be invalidated by any act, omission, or neglect
of Lessee and cannot be canceled without 30 day' prior written notice
to Lessor. As to each policy Lessee shall furnish to Lessor a
certificate of insurance from the insurer, which certificate shall
evidence the insurance coverage required by this paragraph. Lessor
shall have no obligation to ascertain the existence of or provide any
insurance coverage required by this paragraph. Lessor shall have no
obligation to asertain the existence of or provide any insurance
coverage for the Equipment or for Lessee's benefit. If Lessee fails
to provide such insurance, Lessor will have the right, but no
obligation, to have such insurance protecting Lessor placed at
Lessee's expense. Such placement will result in on the right, but no
obligation, to have such insurance protecting Lessor placed at
Lessee's expense. Such placement will result in an increase in
Lessee's periodic payments, such increase attributed to Lesso's costs
of obtaining such insurance and any customary changes or fees of
Lessor's or its designee associated with such insurance. Lessee shall
keep the Equipment free and clear of all levies, liens, and
encumbrances. Lessee shall pay all charges and taxes (local, state,
and federal) which may now or hereafter be imposed upon the ownership,
leasing, or rental, sale, purchase, possession, or use of Equipment,
excluding, however, all taxes on or measured by Lessor's net income.
If Lessee fails to pay said charges or taxes, Lessor shall have the
right, but not be obligated, to pay such charges or taxes. In that
event, Lessor shall have the right, but not be obligated, to pay such
charges or taxes. In that event, Lessor shall notify Lessee of such
payment and Lessee shall repay to Lessor the cost thereof within 15
days after such notice is mailed to Lessee.
18. INDEMNITIY. Lessee shall indemnify Lessor against any claims,
actions, damages, or liabilities, including all attorney fees, arising
out of or connected with Equipment, without limitation. Such
indemnification shall survive the expiration, cancellation, or
termination of this Lease. Lessee waives any immunity Lessee may have
under industrial insurance act, with regard to indemnification of
Lessor.
19. ASSIGNMENT BY LESSOR. Any assignee of Lessor shall have all of the
rights but none of the obligations of Lessor under this Lease. Lessee
shall recognize and hereby consent to any assignment of this Lease by
Lessor, and shall not assert against the assignee any defense,
counterclaim, or setoff that Lessee may have against Lessor. Subject
to the foregoing, this Lease inures to the benefit of and is binding
upon the heirs, devisees, personal representatives, survivors,
successors in interest, and assigns of the parties hereto.
20. SERVICE CHARGES; INTEREST. If Lessee shall fail to make any payment
required by this Lease within 10 days of the due date thereof, Lessee
shall pay to Lessor a service charge of 5% of the amount due;
provided, however, that not more than one such service charge shall be
made on any actual additional expenses incurred by Lessor in
collection efforts, including but not limited to long distance
telephone charges and travel expenses. Lessee shall pay to Lessor
interest on any delinquent payment or amount due under this Lease from
the due date thereof until paid, at the lesser of the maximum rate of
interest allowed by law or 18% per annum.
21. TIME OF ESSENCE. Time is of the essence of this Lease, and this
provision shall not be implied to have been waived by the acceptance
on occasion of late or defective performance.
22. DEFAULT. Lessee shall be in default if:
(a) Lessee shall fail to make any payment due under the terms of
this Lease for a period of 10 days from the due date thereof; or
(b) Lessee shall fail to observe, keep, or perform any provision of
this Lease, and such failure shall continue for a period of 10
days; or
(c) Lessee has made any misleading or false statement in connection
with application for or performance of this Lease; or
(d) The Equipment or any part hereof shall be subject to any lien,
levy, seizure, assignment, transfer, bulk transfer, encumbrance,
attachment, execution, sublease, or sale without prior written
consent of Lessor, or if Lessee shall abandon Equipment or permit
any other entity or person to use the Equipment without the prior
written consent of Lessor; or
(e) Lessee dies or ceases to exist; or
(f) Lessee defaults on any other agreement it has with Lessor or
(g) Any guarantor of this agreement defaults on any obligations to
Lessor or any of the above listed events of default occur with
respect to any such guarantor files or has filed against it a
petition under the bankruptcy laws.
23. REMEDIES. If Lessee is in default, Lessor, with or without any
notice to Lessee, shall have the right to exercise any one or more of
the following remedies, concurrently or separately, and without any
election of remedies being deemed to have been made:
(a) Lessor may enter upon Lessee's premises and without any court
order or any process of law may repossess and remove the
Equipment, or render the Equipment unusable without removal,
either with or without notice to Lessee. Lessee hereby waives
any trespass or right of action for damages by reason of such
entry, removal, or disabling. Any such repossession shall not
constitute a termination of this Lease unless Lessor so notifies
Lessee in writing;
(b) Lessor may require Lessee, at its expense, to return the
Equipment in good repair, ordinary wear and tear resulting from
proper use thereof alone expected, by delivering it, packed and
ready for shipment, to such place or carrier as Lessor may
specify;
(c) Lessor may cancel or terminate this Lease and may retain any and
all prior payments paid by Lessee;
(d) Lessor may declare all sums due and to become due under this
Lease immediately due and payable, including as to any or all
items of Equipment, without notice or demand to Lessee;
(e) Lessor may re-lease the Equipment, without notice to Lessee, to
any third party, upon such terms and conditions as Lessor alone
shall determine, or may sell the Equipment, without notice to
Lessee, at private or public sale, at which sale Lessor may be
the purchaser;
(f) Lessor may xxx for and recover from Lessee the sum of all unpaid
rents and other payments due under this Lease, discounted to
their present value at a discount rate of 6% as of the date of
default, plus Lessor's estimate at the time this Lease was
entered into of Lessor's residual interest in the Equipment as of
the date of default, less the net proceeds of disposition, if
any, of the Equipment;
(g) To pursue any other remedy available at law, by statue or in
equity. No right or remedy herein conferred upon or reserved to
Lessor is exclusive of any other right or remedy herein, or by
law or by equity provided or permitted, but each shall be
cumulative of every other right or remedy given herein or now or
hereafter existing by law or equity or by statue or otherwise,
and may be enforced concurrently therewith or from time to time.
No single or partial exercise by Lessor of any right or remedy
hereunder shall preclude any other further exercise of any other
right or remedy.
24 MULTIPLE LESSEES. Lessor may, with the consent of any one of the
Lessees hereunder, modify extend, or change any of the terms hereof
without consent or knowledge of the other Lessees. Each Lessee is
jointly and severally responsible and liable to Lessor under this
Lease.
25. EXPENSE OF ENFORCEMENT. In the event of any legal action with
respect to this Lease, the prevailing party in any such action shall
be entitled to reasonable attorney fees, including attorney fees
incurred at the trial level, including action in bankruptcy court, on
appeal or review, or incurred without action, suits, or proceedings,
together with all costs and expenses incurred in pursuit thereof.
26. SEVERABILITY. This Lease is intended to constitute a valid and
enforceable legal instrument, and no provisions of this Lease that may
be deemed unenforceable shall in any way invalidate any other
provision or provisions hereof, all of which shall remain in full
force and effect.
27. FINANCIAL STATEMENTS. Lessee shall supply Lessor with financial
statements upon Lessor's request during the term of the lease.
28. ENTIRE AGREEMENT; NO ORAL MODIFICATIONS; NO WAIVER. This instrument
constitutes the entire agreement between Lessor and Lessee. No
provision of this Lease shall be modified or rescinded unless in
writing signed by Lessee and Lessor. Waiver by Lessor of any
provision hereof in one instance shall not waiver as to any other
instance.
(END OF DOCUMENT) INITIALS /s/
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