Supplement No. 103 under Retail Technology Exchange Agreement No. EH-101
(the "Agreement")
1. CAPITALIZED TERMS. Capitalized terms used in this Supplement but not
defined herein shall have the definitions set forth in the Agreement.
2. INCORPORATION OF TERMS. Except to the extent, if any, that the same are
modified by this Supplement all terms and conditions of the Agreement are
in full force and effect, affirmed by Lessor and Lessee, and incorporated
in this Supplement by reference as if they had been set forth herein in
full.
3. COMMENCEMENT DATE: January 1, 1996
4. INITIAL TERM: 72 Months
5. RENT AMOUNT: 1 Payment of $252,179.28
72 Payments of $1,229.73
6. DAILY RENT: $0.00
7. PRODUCT LOCATION: See attached Exhibit 1
8. FIRST DAY OF FIRST RENTAL: January 1, 1996
9. TERM. The term of the Agreement as to all Product designated on this
Supplement shall commence on the Commencement Date, and shall continue for
the number of months specified as the Initial Term. Any such termination
shall be effective only on the last day of the Initial Term or of any
renewal period, as applicable. Notwithstanding anything to the contrary
contained herein or in the Agreement, upon expiration of the Initial Term
set forth above, Lessee shall have the right to continue its use and
possession of all Products identified on Invoice # 195109 in Supplement
No. 101, subject to and in accordance with the terms and conditions of the
separate licensing agreement between Lessor and Lessee and Lessee shall
have no obligation to pay any rental for such Products in respect of any
periods subsequent to expiration of the Initial Term nor any obligation to
return the Products to Lessor except as provided in the licensing
agreement.
10. PRODUCT. The items listed on the attached Exhibit 1 and made a part hereof
constitute the Product which is subject to the terms of this Supplement.
11. CASUALTY AMOUNT: 10 % of the Acquisition Cost for the applicable item(s) of
Product set forth on the attached Exhibit 1.
12. COMMENCEMENT AND ACCEPTANCE. a) The Product listed herein has been (i)
delivered to Lessee in good order and condition, (ii) inspected by Lessee
and found to be satisfactory for Lessee's purposes, and (iii) accepted by
Lessee for renting under the Agreement pursuant to the terms of the
Supplement; b) Lessee is obligated to pay the Rent and all other sums
provided for in the Agreement and the Supplement concerning the Product; d)
no Rent with respect to the Product or any period subsequent to the date
hereof not yet due as provided in the Supplement and Agreement has been
prepaid under the Agreement or Supplement, and all remaining Rent is
payable over the balance of the Initial Term and any renewal period as
therein provided.
13. CHATTEL PAPER: This is Counterpart No. 3 of 3 counterparts. Lessee hereby
agrees and acknowledges that delivery to a Lessor's Assignee of a copy of
the Agreement plus executed original of the Schedule designated
"Counterpart No. 1" shall be sufficient to convey to such Lessor's Assignee
the rights of Lessor contained in the Supplement to the extent assigned
thereto. Only Counterpart No. 1 shall be treated as the original hereof
for the purpose of evidencing or perfecting any transfer hereof or security
interest herein, each subsequently numbered counterpart being a duplicate
thereof.
14. FAIR MARKET VALUE PURCHASE OPTION: Provided that no default has occurred
and is continuing, Lessee shall have the option (the "Purchase Option")
upon not less than sixty (60) days prior written notice delivered to Lessor
and to the then Lessor's Assignee, if any, with respect to the Supplement,
to purchase all of the Product described in the Supplement, with the
exception of the Product identified in Invoice # 195109, upon the
expiration of the Initial Term. The exercise price of the Purchase Option
shall be the Fair Market Value of the Equipment on the expiration of the
Initial Term. "Fair Market Value" shall mean and refer to the value, as
reasonably determined by Lessor, which would be obtained in an arms length
transaction between an informed and willing buyer-user under no compulsion
to buy and an informed and willing seller under no compulsion to sell.
15. NOTICES: All notices under this Agreement shall be addressed to Lessor at
000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 and to Lessee at 000 Xxxxxx
Xxx., XX, Xxxxxx, XX 00000.
IN WITNESS WHEREOF, and intending to be legally bound hereby, Lessor and Lessee
have caused this Supplement to be executed as of March 1, 1996 and do each
hereby warrant and represent that their respective signatories whose signatures
appear below have been and are on the date of their signing duly authorized by
all necessary and appropriate action to execute this Supplement.
FUJITSU-ICL SYSTEMS INC. EAGLE HARDWARE & GARDEN, INC.
By: By: Xxxx Xxxxxx
----------------------- --------------------------
Name: Name: /s/ Xxxx Xxxxxx
--------------------- ------------------------
Title: Title: President
-------------------- -----------------------
Eagle Hardware Garden
Exhibit 1 to Supplement No. 103
Invoice Invoice Invoice Net Monthly
Location Number Date Cost Credit Cost Rental
-------- ------- ------- ------- ------ ---- ------
#391 199320 12/27/95 17,957.40 (14,006.94) 3,950.46 68.30
00 Xxxx Xxxxx Xxxx
Xxxxxxxxx, XX 00000
#323 199095 12/19/95 20,772.87 (16,203.03) 4,569.84 79.01
0000 Xxxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
#325 199096 12/19/95 20,732.56 (16.171.59) 4,560.97 78.86
0000 Xxxx Xxxx Xxxxxx
Xxxxxxxxx Xxxxxxx, XX 00000
#381 199319 12/27/95 16,888.40 (13,173.11) 3,715.29 64.24
00-000 Xxxxxxx Xxxxxx
Xxxxxxx, XX 00000
#317 199094 12/19/95 17,869.40 (13,938.30) 3,931.10 67.97
0000 Xxxx Xxxxxx Xxxx
Xxxxxxxx, XX 00000
#421 199021 12/15/95 17,868.08 (13,937.27) 3,930.81 67.96
0000 Xxxxxx Xxxx Xxx.
Xxxxxxx, XX 00000
#441 199134 12/20/95 16,805.68 (13,108.59) 3,697.09 63.92
000 Xxxx 0000 Xxxx
Xxxxxx, XX 00000
#447 199135 12/20/95 16,805.68 (13,108.59) 3,697.09 63.92
0000 X. Xxxxxxxx Xxxxx
Xxxxxx, XX 00000
#481 199136 12/20/95 16,805.68 (13,108.59) 3,697.09 63.92
000 Xxxx 0000 Xxxxx
Xxxxx, XX 00000
#485 199137 12/20/95 16,805.68 (13,108.59) 3,697.09 63.92
000 Xxxx 0000 Xxxxx
Xxxx, XX 00000
#311 198671 11/29/95 17,888.87 (13,953.48) 3,935.39 68.04
North 6902 Division
Xxxxxxx, XX 00000
#315 198705 11/29/95 19,319.98 (15,069.76) 4,250.22 73.49
E. 0000 Xxxxxxx Xxxxxx
Xxxxxxx, XX 00000
#321 198703 11/29/95 17,171.90 (13,394.24) 3,777.66 65.32
0000 Xxxxxxx Xxx
Xxxxxxxxx, XX 00000
#341 198706 11/29/95 19,248.42 (15,013.95) 4,234.47 73.21
0000 Xxxxxx Xxxx
Xxxxx Xxx, XX 00000
Page 1
Eagle Hardware Garden
Exhibit 1 to Supplement No. 103
Invoice Invoice Invoice Net Monthly
Location Number Date Cost Credit Cost Rental
-------- ------- ------- ------- ------ ---- ------
#401 198701 11/29/95 17,131.23 (13,362.52) 3,768.71 65.16
0000 Xxxxxxx Xxxxx
Xxxxx Xxxxxx, XX 00000
#431 198704 11/29/95 16,924.55 (13,201.31) 3,723.24 64.37
0000 Xxxxxxx Xxxxxx
Xxxxxxx, XX 00000
#451 198707 11/29/95 19,302.09 (15,055.81) 4,246.28 73.42
N. 0000 Xxxxxxxx Xxxxxx
Xxxxxxxxx, XX 00000
#461 198702 11/29/95 17,004.45 (13,263.63) 3,740.82 64.68
000 00xx Xxxxxx XX
Xxxxxxxx, XX 00000
Total Exhibit 1 323,302.92 252,179.28 71,123.64 1,229.73
Page 2
Supplement No. 104 under Retail Technology Exchange Agreement No. EH-101
(the "Agreement")
1. CAPITALIZED TERMS. Capitalized terms used in this Supplement but not
defined herein shall have the definitions set forth in the Agreement.
2. INCORPORATION OF TERMS. Except to the extent, if any, that the same are
modified by this Supplement all terms and conditions of the Agreement are
in full force and effect, affirmed by Lessor and Lessee, and incorporated
in this Supplement by reference as if they had been set forth herein in
full.
3. COMMENCEMENT DATE: August 1, 1996
4. INITIAL TERM: 72 Months
5. RENT AMOUNT: 72 Payments of $5,261.75
6. DAILY RENT: $0.00
7. PRODUCT LOCATION: See attached Exhibit 1
8. FIRST DAY OF FIRST RENTAL: August 1, 1996
9. TERM. The term of the Agreement as to all Product designated on this
Supplement shall commence on the Commencement Date, and shall continue
for the number of months specified as the Initial Term. Any such
termination shall be effective only on the last day of the Initial Term
or of any renewal period, as applicable. Notwithstanding anything to the
contrary contained herein or in the Agreement, upon expiration of the
Initial Term set forth above, Lessee shall have the right to continue its
use and possession of all Products identified on Invoice # 195109 in
Supplement No. 101, subject to and in accordance with the terms and
conditions of the separate licensing agreement between Lessor and Lessee
and Lessee shall have no obligation to pay any rental for such Products in
respect of any periods subsequent to expiration of the Initial Term nor any
obligation to return the Products to Lessor except as provided in the
licensing agreement.
10. PRODUCT. The items listed on the attached Exhibit 1 and made a part hereof
constitute the Product which is subject to the terms of this Supplement.
11. CASUALTY AMOUNT: 10 % of the Acquisition Cost for the applicable item(s) of
Product set forth on the attached Exhibit 1.
12. COMMENCEMENT AND ACCEPTANCE. a) The Product listed herein has been
(i) delivered to Lessee in good order and condition, (ii) inspected by
Lessee and found to be satisfactory for Lessee's purposes, and
(iii) accepted by Lessee for renting under the Agreement pursuant to the
terms of the Supplement; b) Lessee is obligated to pay the Rent and all
other sums provided for in the Agreement and the Supplement concerning the
Product; d) no Rent with respect to the Product or any period subsequent to
the date hereof not yet due as provided in the Supplement and Agreement has
been prepaid under the Agreement or Supplement, and all remaining Rent is
payable over the balance of the Initial Term and any renewal period as
therein provided.
13. CHATTEL PAPER: This is Counterpart No. 3 of 3 counterparts. Lessee hereby
agrees and acknowledges that delivery to a Lessor's Assignee of a copy of
the Agreement plus executed original of the Schedule designated
"Counterpart No. 1" shall be sufficient to convey to such Lessor's Assignee
the rights of Lessor contained in the Supplement to the extent assigned
thereto. Only Counterpart No. 1 shall be treated as the original hereof
for the purpose of evidencing or perfecting any transfer hereof or security
interest herein, each subsequently numbered counterpart being a duplicate
thereof.
14. FAIR MARKET VALUE PURCHASE OPTION: Provided that no default has occurred
and is continuing, Lessee shall have the option (the "Purchase Option")
upon not less than sixty (60) days prior written notice delivered to Lessor
and to the then Lessor's Assignee, if any, with respect to the Supplement,
to purchase all of the Product described in the Supplement, with the
exception of the Product identified in Invoice # 195109, upon the
expiration of the Initial Term. The exercise price of the Purchase Option
shall be the Fair Market Value of the Equipment on the expiration of the
Initial Term. "Fair Market Value" shall mean and refer to the value, as
reasonably determined by Lessor, which would be obtained in an arms length
transaction between an informed and willing buyer-user under no compulsion
to buy and an informed and willing seller under no compulsion to sell.
15. NOTICES: All notices under this Agreement shall be addressed to Lessor
at 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 and to Lessee at
000 Xxxxxx Xxx., XX, Xxxxxx, XX 00000
IN WITNESS WHEREOF, and intending to be legally bound hereby, Lessor and
Lessee have caused this Supplement to be executed as of August 19, 1996 and
do each hereby warrant and represent that their respective signatories whose
signatures appear below have been and are on the date of their signing duly
authorized by all necessary and appropriate action to execute this Supplement.
FUJITSU-ICL SYSTEMS INC. EAGLE HARDWARE & GARDEN, INC.
By: By: Xxxx Xxxxxx
--------------------------- ---------------------------
Name: Name: /s/ Xxxx Xxxxxx
--------------------------- ---------------------------
Title: Title: President
--------------------------- ---------------------------
Eagle Hardware & Garden
Exhibit 1 to Supplement No. 104
Invoice Invoice Invoice Monthly
Location Number Date Cost Rent
-------- ------ ------- -------- -------
#381 201481 04/11/96 988.25
00-000 Xxxxxxx Xxxxxx 000000 05/07/96 1,979.48
Xxxxxxx, XX 00000 --------
2,967.73 51.32
#331 201679 04/19/96 40,232.99 695.67
000 Xxxxxxx Xxxx Xxxx
Xxxxxxx, XX 00000
#351 199865 01/25/96 16,987.27 293.73
00000 Xxxxxxxx Xxx
Xxxxxxxx, XX 00000
#461 199763 01/22/96 1,131.02 19.56
000 00xx Xxxxxx XX
Xxxxxxxx, XX 00000
000 Xxxxxx Xxxxxx XX 200592 02/29/96 17,147.34
Xxxxxx, XX 00000 202112 05/10/96 43,003.07
---------
60,150.41 1,040.06
0000 Xxxxx Xxxxx Xxxxxx 000000 07/19-96 171,627.87
Xxxxxxxxx, XX 00000 205290 07/31/96 2,420.23
204629 07/17/96 8,787.93
----------
182,836.03 3,161.42
Total Exhibit 1 304,305.45 5,261.75
Page 1
