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2002-008 Williams Scotsman Lease for VH Temporary TrailersRESOLUTION 08-2002 • A R}iSO1,U770N OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM 13EAC11, FLORIDA, AUTHORIZING AND DIRECTING THE MAYOR AND VILLAGE CLERK 70 EN"17iK INTO A LEASE AGREEMENT WITH WILLIAMS SCOTSMAN, INC., ATTACHED AS EXHIBIT "A", WHICH LEASE IS FOR THE PURPOSE OF SECURING MODULAR BUILDINGS FOR USE AT VILLAGE HALL PROPERTY DURING INTERIOR IZF,NOVATIONS OF VILLAGE HALL; AND, PROVIDING FOR AN EFFECTIVE DATE. BF. 1T RESOLVED BY THE VILLAGE COUNCIL OF NORTH PALM BEACH, I'I,ORIDA: Section 1. The Village Council of the Village of North Palm Beach, Florida, does hereby approve the Lease Agreement with Williams Scotsman, Inc., attached as Exhibit "A", which Lease Agreement is for the purpose of securing modular buildings for use at Village Hall property during interior renovations of Village Hall. Section 2. The Mayor and Village Clerk are hereby authorized and directed to execute the Lease Agreement with Williams Scotsman, Inc., set forth in Exhibit "A" for and on behalf of the Village of North Palm Beach. Section 3. phis resolution shall take effect immediately upon its adoption. I'ASSEU AND ADOPTED THIS 14th DAY OF FEBRUARY, 2002. ~Viliage Seal) A • ®I ~scoTSn1AN _-~ r ntutlk OCKes•Slttag<P:oCucts Lessor Ane Ator< i.e55CC: VILLAGE OF \ORTH PALM BEACH 645 PROSPERITY' FARMS ROAD NORTH PALM BEACH PL 33408 Telephone: (561)691-3440 Cus;on•.er #: 003157 LEASE AGREEMENT Delivery Address: WILLIAMS SCOTSMAN. INC. 8211 Town Center Ori.c Baltimore, Mari!znJ 212?0-~9~' 41 D•Olt•6000 • R;)O-6?8~6Jfi FA\ 410-9?Lf065 531 US>ui NORTH PALM BEACH FL 334C8 Telephone: (5bl) 691.3440 P.O.#. EQUIPMENT SPcCIFICATIONS: Model Size: 64 X 12 Equipment Va;uc: 20.000.00 Serial Number3"/8116¢:c:' Minimum Lease Term: 6 MONTHS Delivery Date: 03;07/02 ivtonthly Rental Rate: 660.00 TLis Agreement is made as of 02i08:U2 by Williams Scotsman, Inc., a Maryland wrporation (hereinafter referred to a; Lessor) and the Lessee named above. Lessor heresy agrees to lease to Lessee and Lessee hereby agrees to tease aad rent from Lessor the trailer(s) acdior relocatable, modular andror prefabncated structure(s) described abeve to;ethzr with stairs, railings, furniture and other items attached or appurtenant thereto tercinaficr refrrred to collectively as the'Equipment'). NO".ICE: LESSEE IS RESPO\SiBLE FOR DA'v1AGF,TO THE EQli1PMF.NT (\ ACCORDANCE \\IT. H PARAGRAPH 9 OF LESSOR'S GENERAL TER\1S AND COXDlT10NS (1/99). L LIABILITY WAIVER. LESSEE _ACCEPTS _DECU\ES to pay an additional F.?~ per day per trailer ir, cans~deration for the Agreement on Ulc ?art cf the Lessor contained ir. Paragraph 1 I(Al of the General Terms and Conditions 2 PHYSICAL DA\1AGE WAIVER: LESSEE _" ACCEPTS _DECLINES to pay an additional 52.75 per S LOCO value of egcipment each month in considetatim for the .Agreement on the part of the Lesmr contained in Paragraph 11(B) of the General Tenns and Conditions. BILLING I\F:iRMA"fIUN'. RENT MOBILE OFFICE 32='00 DELIVERY FREIGHT 2I6.OU STGP(S) SET UP 15.00 I SETS STEPS RENTAL Lq' 1.5.00 35.00 RAMF I~'STALL.ATION SOU OO 1 kN-PT RAMP RE`tTAi.~?.~ 53001)0 300.00 BLOCK & LEVEL LABOR 625.00 MISCELLANEOUS 210.00 INITIAL PAYMENT Ah10UNT ==__> f ^2,166.00 THE FOLLOWING CHARGES TO BE BILLED AT LEASE TERh11~ATION: STEP(S) KNOCKDOWN.'RETURN $15.00, RETUR~i FREIGHT 5216.00 RAMP REMOVAL 5490.00, K\OCKDO\\'` 590.00 MISCELLANEOUS 5250.(x' FTER INITIAL Y.AYMENT H.AS BEEN MADE. A MONTHL\' RENTAL OF 1660.00 PLUS ALI. APPLICABLE TAXES AND FEES PAYABLE MONTHLY O): D.AY "r. Lessor is hereby authorized to accxpt and rely upon a facsimile signature of Lessee on this Agreement. Any sucl. signature shall be treated es an erigir,al signzture far all purposes. By executing this Agreement, Lessee hereby agrees to be bound by Lessor's General Terms and Conditions (1/99) as modified U3f~i02 (rneci in their enu:ery. which is incor orated herein b r ference, and .ahlch Lessee hereby acl.noW ledges roceiving eontemperaneous wish :he receipt th g erne t. LESSOR: WilliamsScotsman, lnc. LESSEE: illa Of r• ch Title: _~j0~.b~'-- -_ ~ Ti!le:_-.----.-. Wcbsite: h;tp7/www.willscal.com • E-mm1~. In(oi4'wi:I:coy cum Z•d 48ILSS9L02 ss [udwvyo uvlus~ooswvtlilm dSS~SO ZO 9Z Q~~ N'IL.L.IAh1S SCOTSMAN. INC. . CENERALTERMS& CONDITIONS(1/991 Villaee Of north Pelm Beech 1. ^.rue Least. This Agrtercent is a true lease and not a sale Lessee shall not acquire ownerhip interest in the Equiprent. The Equ:pnttnl shall remain the sole persona: ropeny of Lessor. Deliven: Acceptance Upon dtlivery, Lessee agues to inspect end accept the Equipment. The Equipment is deemed finally accepted at the time ofdtiivtry wtless Lessee notifies Lessor ofa defect deficiency in uriiag within 44 hoes after delivep. 3. tijte_ Suitab~: Inspection.. Ltuee shall choose a f rrt lent! six acccssble by tack to locate the Equipment. If Lessee tails to :+roeide such a site, then Lesae shzll pay for any resuhing additional delivery and return charges. Lessee shall nut alter the mznner of in:;:allation or location or the Equipment ss ithout wriuen consent of Lessor. Lessor shall Lave the right to inspect the Equipmem during the terns of this Agreement. 4. Lscybiaintcnance: Condiryn. Lessee has the right to peaccahly and quietly hold, use and enjoy the Equipment, suhjec: to the terms :u:d conditions of tins Agreement. Lessee agrees not to remove existing nameplates or decals af~i.xeJ to the Equipment. Lessee shall use the fquipnxet solely in du conduct of its busices; and in a careful and lawful manner. Lessee shzll pay any and all fees, charges and experocs and wmply with elf laws rclnxd to the use, possession, and open:ion cf the Er,uipmtnt whilt it is in Lessee's possession, inaudine olttaining all approvals acd pcnnits related :o the use and'or possession. of the Eq:tipmnn. l.esste shall keep the Equipment in grad repair and operating condi[+on during the term of Cnis Agrenntrt in accordance s:4h the \\'il tiaras Srotsman Servi:e Guide. Ltnsee shat! net, without Lessor's prio- xc~uen consent. make any changes, aheratiens or improvements in or to the Equiptnert or rrn•.ove any parts, aceessxies o: attachn:ems from it. Lesser makes nn represematiors as to tl:e F.yvipment's compliance with federal, start or local building codes, zoning ordinances, or other hpes of regulation; or use codes. 5 Tgnn of Lease: Extension. The term of this Agroement bogies on the dare of delivery of the Equipment, and ends on the later of the last day of the Minimum Lease Ttrm ("Taint") or the Extension Period (as herein Je!ined). At the red of the Ttrm, this Agreement is extended ore amouth-:o-month basis until the Equipment is ttmmed to Lessor (the'`Extens!on Period"). During the Extension Period, Lessor toes the right tu, un 30 days notice, increase the Rate Per Month by Lhe percentage incmase ir, the Consumer Price index (CPII and to increase any other fez or charge previously quoted in the Agreement. After the end of the Term, either party can temtinete this Agreement on 30 days written notice to the other party. 6. rte Fear Texes~ late Charees. Rent begins to accrue on the Delivery Date. Lessee shall pay Lessor monthly rent for the Equipment on the due date at the Rate Per Month stzted ir. this Agreement during the Tenn, and a: the Rate Per Month established by Lessor dtaing the Extension Period. if any payment is not paid on the due date, Lessee agrees to pay Lessor a charge o` 1 %,54 per month of the amount in arrears for the period such amount remsins unpaid. Lessee s'nall pay or, :f requested by Lessor, reimburse Lessor for nny and all sales, use, personal property taxes, or etlxr taxes, fees or assessetents ,evied against cr imposed coon the Equipmrn[, its valor, use or operation. Payments shall be effzctive upon receipt. Lessor may apply aay payment from Lessee against arty obligation. due and owing by Lessee under this Agreement, regardless of any statemtn; appearing on or retained to m any remittance from Lessee or any prior application ofpaytr:ent. The receipt by Lessor of a partial payment of any amount due to Lessor endorsed as paymrnt in ful! will be deemed to be a par, pavmcnt only, and any erdursemtnu nr stattmects on the check ur any letter accompar,y°:ng the check shall not be dtemec an accord ant4or satisfaction. Lessee's obligation (without prior notice or demands) to pay ran[ and all Mher amounts due hereunder shall be absolute and mconditionai. and not subject to any abatement, set of:, defense, rccouprtxrt. or reduction. i. lvo_L:~np. Lessee agrees to keep dte Equipment free and clear of lay and all claims, liens. epcumbraxes or anzchments. 8. Inl~e. ni Lt>see agrees :o indemnify, defend and keep har?~:ass Lessor, its agents and employees, from and against any and all losses, c:airts, annmey s' fees end expenses related tea (a) the death of, injur/ to, or damage to the property of, any person or party related to or arsing out o` the use, possession or conduion of the F.gcipmenq and (bj the failure of Lessee to maintain the Equipment as agreed to herein. Nothing in this Section or any other portion of this Agreement is intended nor shall It be construed u a waiver of sovereign Immunity In tort actions es set forth In Scctkn'rtSg.ig, Florida Statutes. 9. Loss: Damaet. Lessee assumes the risk of all loss and damage to the Equipment from all causes. Upoc the occuntence of the total loss of the Equipment, to such an extent as to rnoke the repair thereof uneconomical (in Lessor's op;nion), then Lessor shat; declare the Equipment a Total Loss. In the event ofa Total Loss. Lessee shall pay Lessor, on the next date for the paymen[ of rant, the rent then dce plus the Yaiue of the Equipment as set forth heroic, plus all applicaFle sales tax (:he "Total Loss Amount"). Upon receipt of the Total Loss Atnount, the Lessee's least obligation will terminate and Lesser will transfer tide e(the Equipment to Lessee. In he event of less or damage to the Equipment which does not coretitute a Total L.w. Lessee, at ins sole cost and expensq s'rtall pay for the repair et ixh damage as directed by Lessor to the condition required by this A;reernent. 10. Lgstmarce. Lessee's responsibility for the Equipmem be;ins immzdiattiy upon delivery ar.d Lessee shall obtain and keep in force curing the entire Lease Tenn liability acd prnptrq insurance as follows; (AI General Liab~!i:v insuraxr: A policy of cumbiueJ bodily injury and prpperty damage insrrance insuring Lessee and Lessor against env liability arisiag out of the use, maictenanct, er posse>siun of the Equipment. Such insurance sha!I be in an amount no[ less than $500,000 per occurtence. (B1 rLpRtr- Insuranr.: A pdicy of insurance conning lass or damage to the Equipment, in an emopnt cyual to Io0°.o of the \'a'uc of the Equipnxnt, providing pdxction against all perils ine'.uded within the classification and speeinl exlerwed perils f"all risk" insuror!ce#. (Cj General, (!i Tht insurance for the Equipment shall be issued by insurzncc companies sa!isSctory to L<ssor. \vi:hin 10 days aftc the delivery of the Equipment, Lesue shall provide Lessor with Certifiartzs of Insurance slowing that the rtgoirrd coverages art in effect and naming Lesser as Additional Insured and Loss Payee, l~ht Certificates o(Instnance must provide Ltsscx with 30 days prior wriuen notice of any canctliation. Any proceeds of such insuranct shall be paiA to Lessor anA shall fie applied N the replscement o the Equipmem er paynent of all obligations due under this Agreement, at the option of Lessor. Lessee shall comply with all requirements of the inwrance underwriters er any governmental authoriq-. Page I of 3 E'd bB[LSS9L02 ss tudueUO •:e WSloosweiiitm dgS tSO ZD 9Z Red '~'i Lessee shall pay a tee of 52.5 per SIACO.CO of ['quipmcnt Valu< each month shat Lessee fails to timely provide the required Certificate of Irtsurance for property coverage. Leasae shall pay o fees of twenry- five cents (5.25) per unit per day that Lessee fails to timely provide the requittd Certificate of Insurance Cor liability coverage. Payment of such tees shall rat provide Lessee with any insurance coverage, nor excuse Lessee from perfrnming its obligations under Sections 8 & 9. ll. InsOrarte Waiver (A) If Lessee has aaepted the "Liability W~eiver" ecd pays the rycired additional Fees. then Lessee shall no: he eblieated to obtain the liability coverage describer in Srtion 10(A) and Lessor agrees to release Lessee tram its obligation to indemnify, defend and hold Lessor harmless against Ifabili;ies that woald be covered by insurenct up to the arneun: of SS00,000 per ocrnTence. Lessee shall remain obligated against f abili!ies in excess of 5500.000 per rKCUren:e. rBl I( Lessee has aaepted the "Physical Damage Waiver" and pays the re, aired additions! fees, then Lesstt shall not hr obliestcd to obtain ;he property insurance dcstrbed in Section 10(B) and Lessor agrees to relieve Lessee of iu liability for loss or damage to the Equipment far amounts in CC~X~: el f1,000 per emit per occurrence. This: waiver dyes nor apply w collision d.,mage (CIThc waivers contained hereunder a~a, Ft rotate) b" eitner parry upon l0 days pr.or,s-itten apart. )f e4l'ntr or both waivers arc canceled, Lessee shall providr, to Lesxr n pol:.cy or po:icies ofinsurance as requird n Section 10, together with the required i ri fiesta o` Iautrar:ce prior to cancellation. :Dl Ire:rnna Waivers are not elective urti'. ~e.l~ested by Lcs>te and paid fo:. Insurance Waivers are au:umnrcally exticguished or tenninatai on the date that rent or any other d:ar¢es dcc to bt paid'oy Lessee become late and unpaid, a de0ned by Section 6 0(this 9creemrnt. (Ei Tie walvrs set forh herein shill nx be binding upon Lessor unless the loss. damage, u:jury or claim is reported to Lt>;or, m uri[ing, wiJ'.in ~2 hours of iu xcucence. Ltssze shall also provide to Les~~n all information perm fining ur such evnt and Lesset shall cooperate fully with I ~asnr in regard therein. Nothine c dined I,rthr s,st ILS,LnFSSpt~controct for invuran^e or othenvise protect Lessee f or m liabili to lhini oary'f,. Lesstt ekMs to meet the insurance r<quirements contained in Section 10 by self-insurance. Accordingly, Lcswr acknowledges that Lessee Is self- iroured and Lessee shall not be required to obtain and keep in force the insurance policiu set forth in Section 10 or pay for insurance waivers as set forth In Section 11. If Lessee canecls it's self-Insurance with Southeast Risk Management, loc. dnring the term of this Agrremen4 Lessee chall immediately give notification to Lessor and shall purchase and obtain all Insurance coverage's or insurance waivers as set forth In Section(s) 10 and 11 of this Agreement. 12. Defaults: Remedies. (A) Lessce wall bt deemed to be in default hereunder upon the xcurrence of any of tot following events ~Ecens of Default"1: (I) Lesre shall tail a maF.e any payment due hereunder within 10 days after iu due dart; (2) Lessee shall fail to perfom o: observes any other term, covenant, er condition of ilris Agreement; or (3) Leuee shall have defaulted under any other agreement with Lessor. (B) Upon the occurrence of an Event of Defaoh, Lessor easy declare :his Agrctmcnt to be in Derauh, and tF.erea9er may esercist any one or more of the following remedies' (1) Dalare :he rent for the Terra and all other unpaid rent. fees, taxes and charges under this Agrcement immediately due and payzble; (2) Repossess, «reke and'or retair, any or ail of [he Equipmem free o` all righU and claims of Less.,-e without notice, legal process, er judicial intervention, and with•xa releasing Lessee of any tomb covenant or condition prov~dcd herein; (3) Sell or otherwise dispose of any or oL of the Equipment in a commercially reasonable manner and apply flee :tat proceeds of such disposit.on, after deductirg all cost,, to toe obligatimu ct Lessee, with Lessee rtrnaining Eab:e fur am def¢iency; (4) Cancel this Agreement: and-or (Si Exerc i;a any otner right or rtmtdy available to Lessor et law o; in equity. Lessor's waiver of any Event o(DefauL' 3.wll not eonsti:ate a waiver of any other Evtn[ of Dtfaalt er a waiver of any term or condition of :his Agreement. No right or rerxdy referred to herein is inte~xied to be esdusive, and each ntay be exercised conctuTZntly or separnteiy and Fpm time to time. In the cvttu Lessor shall reposses¢ or retake the Equipment, and there shall be in or attached to such Equipment any property owned by, or in the custody or control of Lessee. rhea Lesser 's hereby amhorzed to face possession of such propcm' for a period of 10 days. Thereafter. any such properly will be domed abandoned, and Lessor s'reli have the right [o dispose of it. (c) To the axtent pertained by applicable law, lessee and Lessor hereby wsive any and all rights to rcco,er any special, incidrnml or censequenlial damages. l- • e and Lessor ,~aiv_e all right to trigl M fun' of all clains Qefenses. coun(gr~aims and suits of any kind a[isin>z from nr selatjpg'o this Aereement- l3.Retum of Es~ttipmert: Term~natinn of Lease. Al the end of the lease terut, Lesset shall make the Equipment available to t essor, without impediment, at the Delivery Address or anv other address to which Lessor has previously providad written approval of relocation of the Equipntem. Ary impediment to pick-up of the Equipmn[ may resuh at additional charges to Lessee. Lessee will provide Ltsior with at least Id days advance notice of the return of the f::quipn:cnt. In the a''+'ent an immediate ptck•up of the Equipment is necessary (and can x effected by Leswr), Lesstt will be require) to cooperate wish Lessor and-or letrporerily relocate the EquiprxnG and Lessee shall reimburse Lessor Cor any' related rota and expenses. T!te Equipment a'nall be "broom clean" and in the szme condition as delivered to Lessee, ord inarvwaar and tea: excepted. Tcrmina[ion will become effective only when the Equipmem has been returned to Lessor as herein provided and Lessee has paid Lessor a!I unpaid rental and other charges applicable to the Equipment. Lessee agrees chat prior w eF.e return of the Equ~pment to Lessor oc upon notice of it; rcpossessioc, Lessee shwa immediately disconnect all mai:ies, remove all of Lessat's personal propem, and vxatt du Equipment. Lessee hereby consecLc to carry by Lesser ~: its agent upon tx premises wFere the Equip-ncnt may a' located for return or repossession of the Equipment Lessor shall not be IiaF!c t-or keepicg er storing any peones: propcT~ of Lessee tail in o• on the Equipment; sx'', prperty will be dramas zbandoncd by Lesset. Any acezssorics and additions to tFe returned Equipment shall be domed to Ft part of the Equipment and the propcny of Lescar. Lessee shall reimburse Lesser iorary acd ail cols ixurred related to the rr:urn of tae Equipment and in repairinx. ckaning or other,cist r<stori~g the Equipment [e iG condition when delivered, adiikiry wear and tzar exctpted. Lessee s!ratl indemnify. Ecfcnd and hold Lessor harmless from any and ail maims arising from am revm prepossession ur the Equipment. Page 2 of 3 b'd 68[LSS9LOZ sstudtueyo uews~oosuteti[rm dLS:SU 20 9Z qad 14. Limited 14arranty. For as long as Lessee timely makes all paymrnts due hereunder, Lex or wzrrants throughout the term ohhis A greenlent that it will repair structural or mechanical defects ir. -the Equipment iaxduding HV.4C filters, fuses and light Fulbsl. Lessor shall have no liability frx the repair of any defect or condition resulting from Lessee's relocation of the Equipment, utililie~ connection, alteration of the I:quiolnert use of the Equipment for a purpose for which it was not intended, vandalism, misuse of the Equipment or fur escesslve wear and tsar. The repair of the Equiprneln by Lessor, due to a defect or condition resulting from any of the preceding causes shall result in additional chargei to Lessee. Lessor shall have no liability whatsoever for any consequential, incidental or punitive damages, costs or expenses. Ficcent as specificath provided herein. Lessor i; lairis any a^.1 all warranties. ex,Rrcssed or im i d related to the Eeu;pment and env m=irtenance or repair work cerformed by I_snr indud;ng__~_, warranties of n;erchanta i!i ~ sui~ab;li:v or fimess for a Ca=cuter ouroose I `. Assi~~tnrem. Lessee shall not assign this 4.~rtcment or ab'n the Equipment without 1`q ~~r waitt:n consent of Lessor. This Agreement shat: be binding upon any pcrn~tted assignee or successor of Lessee. I. r<sor stay assgn any of its rights hereundtt wiCTCUt notice to Lessee. tr~. M icet an n-. (a) Time is ofthe essence •thh rasped to this Agreemen7. (b) Th+s •ig: remant, when signed by both parties. err eti;etas the enrirc agreement between the peu:<s, supaneding and replacing all prior docu';renli and representations, wi7h respect W the su`,+ject matter hereof. It map only be gm.cded by a document signed by both panics. i cl If any provision of the Agreement is deemed unenforceable for any reason. :hen such provision sF.all be deemed stricken end .flail noc affect the enforceability gfany of its other provisions. idl The obli5'ntions of Lessee under SecCons 5, 7, 8 and 9, which accnrr during the term of this .4gttcment, shad sun:ve the terminztion of this Agreement. (c} [f Lessee (ails to perform any of ns obligations hereunder, Lessor shall have the right to effect such performance; the v,wunt of ony out-of-pocket and other n.u.o~able ez?enscs of Lessor incurred in Lnmtectign with s~~ch pcrformana shall :x payable by Lessee upon demacd. (f) Lesue ~rrtwcably appoin•s Lessor or its agents or a•.vgns as Lessee's anomcy-in-fan to execute :,,y CCC 5wnc~cg statements- documents. ,Iw chaks and droll related to the payment of any loss, damage a defukce under polities of insurance required by this Agreement. jg) govemec ov the laws of the stare of ~ Jonas. Nothing fn this Agreement u Intended nor shall it be construed as • waiver of sovereign Immunity in tort actions as set tomb in Section 768.28, Florida Statutes. (h) In any litigatioa between the panes in regards to this Agreement, the preY¢lliag party is each litigation shall be entitled to recover from tde non-prevailing party a reasooeble attorney's tees aad all calls for litigation both at the Irlal and appellate les'el. T'reRNSLCeu F,m,aaat oxa IWr.!F99 Lott Lrax Crynii ar,,,.a%G~ InP4)'.71~{>NNOnn rdmlura mx r,v Ne03 Page 3 of 1 e ~•d b6ILSS9LOZ SS rUeIW PLt7 uews~ooswrrll[tas d6S3S0 Z4 9Z Uad ~ WILLIAMS SCOTSMAN. INC. ®i 5211 -town (:c m<r Drirt • 6zhimore, MarylaaA 21235.59c? SCOTSMAN LEASE AGREEMEN-f 476931•F000 • d0U~633 096; ~ FAX 41U-93L6i~hf Al:dilk CtlKa • SlOryt PfC(1'JCts LCSSOr - AnU Mae Lessee: Delivery Address: VILLAGE OF NORTH PALM BEACH NOF.TH PALM BEACH VILLAGE F:.4LL 64 `_ PROSPERITY FARMS ROAD 501 US k 1 NORTH PALM BEACH FL 33408 NORTH PALM BEACH FL 33408 Telephenr (561)691-3440 Telephone: (561)691-3440 Customer it: 003157 p,p, q; EQUIPMENT SPECIF[CATIUNS: Model Size: 60 X 12 Equipment Va!ue: 2:,000.00 Soria; Number: {~rf Minimum Lease Term: ti VIUNTHS Delivery Date: 03/Oi/02 Monthly Rental Rate: 660.C0 This Ag2emeot is made as of 02/08/02 by W illinms Scotsman, Ire., a Nta,yland corporation (hereinafter referred to as Lessor) aid the Lessee named above. Lessor }:ereby agrees to lease to Lessee and Lessee hereby agrees n, lease and root fran Lessor the trailer(s) and'or relocatable, modu'.ar and~or prefabricated structure(s) described above together with stairs, ra;lings, furniture and other items ettached or eppurtenant thereto (hereinafter referreC to colle;.tively as thc'Equipment~. NOTICE: LESSEE IS RESPONSIBLE FOR DAMAGE. TO T}IE EQUIPMENT M ACCORDANCE N'ITH PARAGR4PH 9 OF LESSOR'S GENERAL TERMS AND CONDITIONS (:199). 1. LIABILITI' ~l'.41VER: LESSEE _ACCEPTS _DECLINES to day an additional $._5 per day per tra let in consideration for the Agreement on ;he part of the Lessor oortained in Paragraph i 1(A1 of the General Tenns and COnditiUn s. .. PHYSICAL D:~MAGE WAIVER: LESSEE _ACCEPTS _DECLiNES to pay an additional 52.75 ptr $1,000 salve ofeq~~ipmcnt each month in consideration for the Agreement nn the par, oft^e I"essor contained in Pangranh 11(B) of :he General Terms and Conditions. BILLING LNFUR:MATION': RENT MORILE.OFFICE 325.00 DELIVERY FREIGHT 215.00 BLOCK & LcVEL LABOR 625.00 STEP(S) SF.T UP 15,00 1 SETS STEPS RENTAL ra? S35.00 ;>.00 RA~1PINSTALLATION X00.00 I as-F'T RAMP RENTAL L, $300.00 :00.00 MISCELLANEOUS 250.00 INITIAL PAYMENT AMOUNT =____> $ 2.166.00 THE FOLLO\4'ING CHARGES TO BE BILLED AT LEASE TERM1N,411ON: S'I'LP~)) KNOCKDOIVN:RETURV 515.00, KNOCKDOWN $90.00 RETURN FREIGHT $:16.00. RAMP REMOVAL 5400.Of. \4SCF.LLANEOL'S S?50.00 AFTER INITIAL PAYMENT FfAS SF.F.N MADE, A MONTHLY' RENTAL OF $b6200 PLUS ALL APPLICABLE TAXES AND FEES PAYABLE MONTHLY ON DAY' 7. Lessor is hereby authcrized to accept and rely upon a facsimile signature of Lessee on this Agreement. Any such signature shall be treated as an origins! signature for all purpusos. By executing this Agreement. Lessee hereby agrees to be bound by Lesset's General Terms and Conditions (1/99) ar mo,~ifiza f-aoiU2 !n,ec)in their entirety, which is incur rat h ein by reference, and which Lessee hereby acknowledges receiving contemporaneous srich the receio thi r ,unt. . LEASE .: V.I ~ Palm Beach LESSOR: 1~'il!ians Scotsman. Inc. Dy: _. -- -- By: Title: _ /~~yb.~ Titlr.__ ___, q'e Mile: http:liwww.xillsmt.cmn • E-mail, ir.f~willrcct can pt •d b87 LSS9LOZ sstudwtryo uvu+s~oaswvEtttm dSC r90 ZO 3Z 9~d u ]. Daliverv~ Acceorance. Upon delivery, i -sste agrees to inspect and accept the Equipment. The Equipment is dcemtd finally accepted at the time of delivery unless Lessee nor.fits Lctu?r o(a defect/deficiency in •sririrg within 4g hours otter delivery. WILLIAMS SCOTSMAN. INC. GENERALTERMS& CONDIT IONS(t ro9y Village Of North Palm Beach ' . Tnie Lease. This Agreement is a true lease and not a sale. Lessee wall not acquire ownership inures: in the Equipment. T'he Equipment shall remain :he sole personal proxrty of Lessor. 3 itc uitahilily: Inscectinn. Lessee shall obtuse a Finn level site eccessiSlt by tnkk to locale the Equipment. If Lessee fails to provide scch a site, then Lessee shall pxy far any ~esaltirg additional delivery ar,d roturn c."., rges. Lessee shat! not aloe the maker of instal laden or Mca;ion of the F.quipcxnt without written tonstnt of Lessor. Lessor shY,l love the right to inspect the Equipment dur:n2 the tent a this Agretnxn:. J. Lse; Mairtcnance: Cunditier.. Lessee has the ri3h: to peaceably and quietly hold. ^st and eglo;: the Equipment, subject to the terms and conditions of this Agreement Lessee acees not to remove existing nameplates or tilt als affixed :o the Equipment. Lessee shoo use the Equipment solely in the cor,duc, of its' business and in 2 careful and lawfitl manner. Lcssce shall pay any and all fees, charges and r•, ptrses and comply wi'h ell Uws related to tee ase, possession, and operation of the Eq-iipment while it is in Lessee's possessior, irclt:Jing obteinicg ell cpprovals and pcr-niU related to the use andror possession of the Equiprtent. Lesszc shall keep the Equipment in rzoad repair and operating condition during the tc:m of this Agreement in accordance wish the N~'illiams Scotsman Service Gt.ide Lessee shall not, without Lessor's prior ~rritten consent, make am• ehaages. alrranons or itrprovenxnU in or to the Equipment or remove any pans, accessories or attachments from it. Lessor makes no representations as to the Eavipment's ,:omplianet with federal, state or local bvi!dirg codes, zoning ordinances, or other apes of rgulations or use codes. • 5. Tenn o(L.casr Extension. The term of this Agrzcn:tn: begins on the dare ofCelivery of rho Equipment, and ends nn the later of the !act day of the Minimum Lease Tem f 1:rni') or dx Fztcnsion Period (az herein Jcfned). A•: tx end of the Term, tF.is A~rccment is extend:C on a month-to•month basis until the Equipment is returned to Lessor (the "Extension Period"). Duricg dte Extemiun Period, Lessor has the right to, on 30 days notice, increase the Rate Per Month by the percentage increase in the Consumer Price Inden (CPD and to increase any other fee or charge previously quoted in the Agreement. After the end of the Terre:, either patty pen [trminate Lhis Agreement on 30 days wrircen notice to the other party. 6 Rent: Faes~Taxes: Lctc Charggs. Rent btgirts to accrue on the Delivery Date. Lessee shall pay Lessor monthly rent for the Equipment on the due date at the Rete Per Monde stated in this Agroement during the Term, and at the Rate Per Month established by Lessor during the Extension Period. If any payTrtent is not paid on the due date, Lessee agrees to pay Lessor a charge of 14i:'o per month o`the amount in rrrears for Coe period such arnoun: tamales unpaid. Lessee shall pay or, if rzquesttd by Lessor, reini~urse Lessor for any and all sales, use, personal property taxes, or other 1dxCS. flea er assessmen[s levied against er imposed upon the F.cvipment, its value, ose or operation. Payments shall be eflective upon receipt. Lessor may apply an}~ payment from Lessee against ary obligation due and owing by Lessee under :his Agreement, regardless of any statement appearing on or referred to in any rtmiCan.e from Lessee a any prior application of payment. Tht receipt oy Les-aor of a partial payment of any amount titre to Lessor cndor>ed as paymen[ in full will be deemed to be a part payment only, and any endorsrmenu ur statements on the check or ary letter accompanyinK tae check shall not be deemed an accori andbr satislaction. Lessee's obligation (without prior ounce or demands; to pay rent a»d ail other amounts doe hereunder shall he absolute and unconditieral, and net subject to any abarement, set off, defense, rewupment, or redaction. 7. No Li~S. Lessee agrees to keep the Equipment free aad clear of ary axl all claims, liens, encumbrances or attac'nrnenU. 8. mi ~. Lessu agrees m indemnify, defena and keep harmless Lessor, iU ogcnU and employees, from and against ay and all Wsses, claims, aaomeys' fees and expenses related :o: (a) the death oc, injury te, or damage to the property of, any person or party related to or arising out of the use. possession or tondition of the Equipment; and (b) the G.i!urz of Lessee to me:mein the Equipment zs agreed to herein. Nothing in this Section or any other portico of this Agreement Is intended our shall it tst construed as a waiver of fovereign Immunity In tort actions as set forth In Section 768.28, Florida Statutes. P. loss; Damage. Lessee assumes the risk of all loss end damage to the Equipment from ell causes. L,'pon the ocatmence of the total loss of the Equipment, to such an extern as to make the ropair thereof urxonomica~. (in Lessor's opinion), thm Lessor shall declare :he Equipment a Total Loss. In the estxt of s Total Loss, lessee shall pay Lessor, on the nzxt date for tx payment of rent. the rent then tits plus the Vah:e of the Equipment as set forth herein, plus all applicable aa!es tax i the "Total Loss Amount"). Upon receipt of the Total Loss Amount, the Lessee's lease obligation will teminate~and Lessor wit! transfer title of the Equipment to Lessee. In the event of Inss or damage to tht Equipment vvh~ch tot; not connitutt a Tora~ Loss, Lessee, at its sole cos: and expecse. shall pay for the repair cf such damage 2s directed by Lessor to the condition rtauired by this Agreement. 10. Inwrnnce. Lessee's respxsibility far the Equipment Ixgins immediately upon delivery and Lessee sha'.I obtain and keep ir. three during the en!ire l.easc Ttmt liability and property insurance as follows: (A) eneral Liability Insurante: A policy of comninx bodily injury and property damage insurance insu;'ing Lessee and Ltssor against fl:,y !lability arising out oftae use, maintenarce. or possession of the Lquipnttnt. Such auurance small br in an amount net :e CS than $SCQt100 per occurrence. (B) Pro r Insurance: A policy of insurance eoverin:; loss or damage to the EcuiprttenL in ac avourt equal k~ IUO°e of for Val.tc of tits Equipment, prov'.dmg xotection against':II perils ixluded within the classification and special extended perils ("ell risk" irsurancei. (C) c teal. (11 Tht insurance fug the Equipment shall br issued by imurancc companies saGs7hctory tc l.cssor t4'itnin 10 days after the dtliseq cf the Equipment. Lessee shall provide Lessor with C:nificztes of !nnurancc slowing that the rquird coverages art in rt7ect and nzming Lrs;or as .4ddi:ienal Irts::reJ and Loss Payee. The Certi9cetes of Icsurence must provide Lea.=or with 30 days prior carioca notice o` any catxella:ion. Any proceeds of such insurance ahal: be paid to Lessor and sh.t:l be applied to the rep4xement of the Equipment or paymem of all obligations due under this Agreement at the optior. of Lessor. Lessee ahaii comply calla all requiremexs of the insuranct underwriters or any governmental authoriR. Pace I of 3 bgILSS9LOZ ssiudurey~ UC WS70~sWVtti[m dg0 r90 ZO 9Z ?aj • (2) Lesse: sha!I pay a Fee of 52.75 per SI,000AO of Equipment Veluc each month that Lessce fails w :imely provide the rcquirzd Certitcate of Insurance for property coverage. Lessee shall pay o fee of twenty- five cents (5.25) xr unit per day that Lessze fails to timely provide the required Certificate of Insurance for liability coverage. Paymtcnt of such fees shall not p oxide Lessee with any Insurance coverage, our excuse Lessee from pzrfiw,ning its ob:igztions under Sections 3 & 9. I I. Irsurance Waiv -. (A) If Lessee has ,accepted rite "Liability Ntaiver" and pays the :equircJ addi:icnal fees, then Lessee shall not 'x oblibattd to obtain the liability coverage describzd in Section 10(A) and Lessor agrees :o retonsr Lessee from its obliga8on to ;nJznu~iiy, defend and hvld Lessor harmless n_einst tiabilitizs that wou;d be covered by insurance up ro the amount of SSOO,Ui)0 per occcrrrnca Lessze shall remain rhligatec'. a~~a!nst liabilltizs in excess of 5500,000 per v.currecce. (0) If Lessee has accepted the "Physical Damage N'a!ver" zed pays the rey,;fired additional fees, then Lessee shall not ix nbP.ga:cd to ebtair. the property insurance Jt;crihed in Section 10(B) and Lessor agrees to «lizve Lessee of its liability fee loss or damaee tv the Equipment for amounts in excess of SI n00 per unit per occurrentt. Ttis waiver does rot apply ro eol!ision dnmaec. (C)Tl~.z waivers conained hcrounder m a•, be canceled by eiCner pain upon 10 days prior wrihrn notice. If either or both wzivers nro can_eltd, Lessee shall provide to Lessor pJP~cy or po.icies of insurance as rcquirzd in Srruon 10, W~cther with the required Cert~f carts of Insurance prior to caneellarion. 1 D) Insurance Waivers art not effective until req.izsttd by Lessez and paid for. lnsuance Wei. crs are automatically extinguished or lerminatrd an Cie date that reef or airy other ch arses d.ie to bz pair by Lzssee become lace and ut~aid, as defined by Section 6 of this Agreement. (E) The waivers sz: forth herein shall not he binding open Lessor unless the less, darvge. injury or claim is repontd to Lcsa~r. in writing, within 72 hours of its occurrence Lessee shall also provide to Lusnr all inforrvtion peraining to such event and Lessez shall cooperate fully wits Lzsntt m «gard thereto, ything contained • h_rln shat' core[itutc a contact for insurance r tl)rrwisc orutect Lessee Rom liaiility to third rti~. Ltssce elects to meet the insurance requirements contained fn Section 10 by self•insurance. Accordingly, Lessor acknow9edges that Lessee is sdf- Insured and L,eczce shall nn/ be required to obtain and keep in force the Insurance polkies set forth in Section 10 or pey fnr insurance waives as set forth in Section ll. If Leuee cancels It's self-insurance with Southeast Risk hlsnagement. Inc. during the term of this Agreement, Lessee shall immediately give notificaliun to Lessor and shall purchase and obtain all insurance coverage's or insurenee waivers es set forth in Section(s) 10 and I1 of this Agreement. 1?. De'aults: Remedies. (A) Lessee shall be deemed to be in default hereunder :tpon the occurtencc of any of the following events ("Furors of Defaua"): (! j l.essce shall fail to make any payment due hereunder withir. 10 days sere: is due daft; (2) Lessee shall fail to perform o: ooze-ve any other term, covenaz.t, or cond'ttion of this Agrumenq or (3) Lessee shall have defaulted under any other ag«emen: with Lessor. (B) upon the occurttncz of an Event of Default Lessor may dxlarc fitiis:4grcement to be inikfzuh, and thereafter may exerci.e any one or more of :he t"ollowing remedies: (1) Declare the rent for the 'frm and all other unpaid rent. fees. taxes and charges under this Agrecn~ent immediately drat and payable; (2) Repossxs. «rake and'or reuain any or ail of the _qutpmznt free of aF. tights and chins of Lessee N1thUtll nor.<e, legal prat.~s, or iudldal Interentioc, acd wifnout releasing Le<sec oC say term, covenant or conditior. prJVl:kd hers in; (3) Sell or otherwise dispose of any ur alt of the Equipmen: k t contmzrially reasonable manner and apph~ the net proceeds of such disposition, aP.m dtdur.irg all costs, to the obtigat~ons of Lessee. with I.esste rerrwining liable for any deficitnry; (4) Cancel this Agreement; and'or (i) Exercise any other right or remedy available to Lessor at law or in equity. Lessor's waiver of any Evem of De.`ault shall not constiudt a waiver o(any ot)xr Gvcnt of Defaua or a waiver of any term or cocdrtion of this Agreement No right or remedy referred to herein is intended to be cxtlusiv't. and each may be exercised concturertly or sepamte'y and from time W time. In Cte event Lessor shall repossess nr retake the Equipment, and lhe« shall be in or attached to such Equipment any property owned Sy, ur in the custody or control of Lessez, then Lessor is herebv authorized to take passession of such property for a perkd of 10 drys. Thereafter. any scch property will be dzemed abandoned, and Lessor shall Face the right to dispose of it. (c) To the extent pzrmitted by applicabl: law, Lessee and Lesser hereby waive any and ail rights to recover any special, incidental or conczqumtia: damages. Lessee and Le~C waive ail ryln to trial by ion of awl i s defensts. counterclaims and suits of ear kind ari=ing from or relating to this Aerefrncnl 13.Remm of EouionenL Tem'~inetion of Leave. At thz end of the Icase term, Lessee shall make the Equipmen, available is Lessor. without impediment, at the Delivery Addrtcs or any other address to welch Lessor has previously provided writter. approval of relocation o`the Equipment Any impediment to pick-up of the Equipment may resuh in additional charges to Lessee. Lessee v:•'ll provide LGCSOr with at last la days advance notiu of the rotom e(the Equipment. In the evrnt a~. immediate pick-up of the Equipment is necescary (and can tx efTzcted by Lessor), Lessee will he required to cooperate with Lessor and `or temporarily relocare the Equipment, and Lt;;ee shz P. reimbnse Lessur fnr any related costs znJ expenses. The Fquipnxnt shat. be "brim. clean" a^d m the same condition as delivered to Lessze, crdirtary wear and tear excepted. Termination will Lrcomz effective oni~~ whey. t"c Equipment has been rc*.umed to Lessur as herein provided sad Lesstt has ~zid Lessor all unpaid yenta! and othr charges applicah.e to rte Equipma•.t. Lesstt ay«es the- prior to the rewm of the Eq~uipmtm a Lessor cr uncn rntict of its «possession, Lesstt ;tali immediately ciscomect all c:ilities, remme all of Lessee's personal propery, and vawce the Equipment. Lessee hereby carsents to entry by Lessor nr its agent. upon etc premises where rte Equ ipmznt nay to Wcarod for return or rtxcsession of the Eouipment. Lessor shal~ not he :iahlt fnr keeping or storing any persona! ; mptny of Lcsut It9 fir. nr nn :hr F.q.iipmrr r, snrh xoperq~ wi!I be deemed abandoned by Lessee Any accessories err, acd`tions :n the «mrntd F.quipntenl sFall `..e der•ned to Fe part of the Equipmen! acd the proptm cf Lessor Lessze Thal: relrt~bune I_rnJr for ar.;. and all costs insnrad «la;ed to the «wn: of :he'~quipmeut send in repairing. clzaninc or urhen•'se «stnring the Equipmen[ to its cJrJition when ddivzrtd, otJ:nary wear and tear excepted. Lessee shall irdamnify, defend acd ho:d Lessur harmless f-sYn any and all c4airns arising Rum any return or rtposse~ivn of the F.quipmert. Page? Jf? dL0 ~90 ZD 9Z s7ad 1 ~. invited Wartan~t ••. For a> long Its Lessee Umely maMcs all payments due hereunder, Lzssot warrants threcghout the term of this Agreement that it will repair structural or mechanical dcfec;s in the Equipment (excludicg HVAC filters, fuses and light bulbs). Lessor shall have no liability for the repair of any defect or condition tesuhing from Lessca's relocar'on of the Equipment, utilities conneztion, alteration of the F.yuipmem use of the Equipment for a purttosz for which it was nut intended, vandalism, misuse of the Equipment or for z,cessive wear and tear. The repair of the Equipment by Lessor, due to a deFed or condition rzsuhing fiem any ofthc preceding causes shall result in additional charges w Lc:see. Lessor shall have no liability whatsoever for any consequential, incidecla! or punitive damages, costs or expenses. F.xttDl ,u stxoil•callyp-ovided herein lessor Jisclains crew and all wa_rran:ies exnruedps impjgd. related :o the Eouinment and nnv mist ne ance_Qr repair work t~crformod by Lesxtr Jit eluding any warranties of m_rchantabili(y, suitabilirt or fitnea for o particular purpose. IS. Assi¢nntetll. Lessee shall not assien this ngreempnt or suble• the Eauinmen[ wit o thc_Cripr Hri«tn consent ssor• This .4greentent shall be binding upon any pennitled assit;na or successor of Lessee. •.essnr m,ay assign any of its rights hereunder wi!Peut notice w Lessee. I a. N! is9ellapg,~. t,a) Time is of the essence with respect to this Agreement. (h) This -\g-cznxnt, whin signed by both panics. consr.mtes the emir: tAreemenl between the fartirs, superseding arui replacing as p•ior dou;mcns and representations, with. respect rn the subject manor hereof I: may only be amended by a document signed by both panics. (c) Ifany pmrision ofth's Agreement i~ Aeemed unrnfprccable fur any reason, then r.lch provision shall be deemed stricken and shall not affect the enforceability of any of its n;her p:ocisions. (dl 'fhe obligations of Lessee under Sections 6, 7, 8 and 9, which accrue during the term of this Agreement, shall survivr the tenninalicr. of this Agn:enxnt. (e) I(Lcsset fails !o perform any of it: obligatons hereunder, Lessor shall have the right to etlea suoh performaxe; the amount of any ouo-o6pocke: and other roasunaA'c expenses of Lessor incurred in connection with such per(prmance shall be payuhlc by Lessee upon demand. (f) Lessee inrclxably appnims Lessor or its agents or assigns as Izsszc'<attomtyin-'cot to execute any IiCC financing statemems, documents, and chicks and drags related to the payment of any loss, damage or defrnse under policiea of insurance required by this Agreement. (g) This Aereement shall in all res~,eds be g~ventA by the laws of Lhe state of FlorNa Nothing in this Agreement V intended nor shall k be comtroed as a waiver of sovereign lromunky in tort actions as ut forth in Section 768.28, Florida Statutes. (h) In any litigation between the parties in regards to this Agreeroeot, the prevaikng party In aueh litigation shall b'e entitled to recover from the non•prevailing party a rtasonabk attorney's fees end all costs for litigation both at the trial and appellate level. T VtIRa'. L~<a Fxx41a<e+ rbc, 1998:994 L,x~ exu Qitie~t t>w ax f•~' IIIND)Vil'.aq Nfier/, Plln,oora irca n. I~!ap2 b81 LSS9L02 f age ? o; 3 ss [udwtryo uvws~ooswelllcm dti0 r90 ZO SZ sa+~ wlt.uwnts scorst+wn. tic. ® E_'l1 Tow r. Conte: Dir • $ C l7 T $ M A N LEASE AGREEMENT Belrimorc. Maryland 2I:3ti 50?7 410~9?i-6000 • 800-dab-6963 ® FA.r 310 93 1-500 5 q.,~~~~ M ~Jc OH;ees . Storage' izS~Or - And Morc Lessee: - Delivery Address: VILLAGE OF NORTH PALM BEACH 645 PROSPERITY FARMS ROAD 501 US #1 NORTH PALM BEACH FL 33408 NORTH PALM BEACH FL 33408 Telephone: (561)691.3440 Telephone: (561)691-3440 Customer a 003 f 57 P.O. #: F.QUIPhfENT SPECIFICATIONS: Model Size: 60 X 12 Equipment Value: 23,000.00 Serial Nnrnber CC-86588 Minimum Lease 7ernt: MONTHS Dolivery Date: 03/OJl02 Monthly Rental Ratc: 660.00 This Agreement is made as of 02/08/02 by Williams Scotsman, Inc., a Maryland corporation (hereinafter refeneA to as Lesser) and the Lessee named above. Lessor hereby agrees to lea>e to Lessee and Lessee hereby agrees to lease and rem from Lessor the trailer(s) and/or reloca[able, modular and/or prefabricated structure(s) described abn'e together with stairs, railings, furniture and other items attached or appurtenant thereto (hereinafter rcfcrccd to collect'vely as IFe Equipment. NOTICE: LESSEE IS RESPONSIBLE FOR DAMAGE TO THE EQUIPMENT' IN ACCORDANCE ~>,'1TH P.ARAGR,4PH 9 OF LESSOR'S GENERAL TERMS AND CONDITIONS (1199). LIABILITY WAIVER: LESSEE _ACCEPTS _DECLINES M pay an additional $.25 per day per railer il, consideration for the Agreement on the part of the Lessor contained in Paragraph 11(Aj of the General Terms and Conditions. 2 PHYSICAL DAMAGE WAIVER: LESSEE _ACCEPTS _DECLINES [o pzy an additional $2.J5 Per $1,000 value of equipment each mcnth in consideration for the Agreement on the part of the Lessor contained in Paragraph 11(B) of the Gcncral Terms end Conditions. BILLING NFORMATION: RENT MOBILE OFFICE 725.00 DELIVERY FRFICiHT 216.00 BLOCK & LEVEL LABOR 625.00 STEP(S) SETUP 15.0(' I SETS STEPS RENTAL C $35.00 35.00 RAb1P TNSTALLATION 400.00 I ##-FT RAMP RENTAL ~ S300.00 300.00 MiSCELLANEOUg 250A0 INITIAL PAYMENT AMOL!NT =~___> $ 2,)66.00 "f HE. FOLLOWING CHARGES TO BE BILLED AT LEASE TERMINATION: STEP(Sj KNOCKDOWN/RETURN $15.00, KNOCKDOWN $90.00 RETURN FREIGHT $216.00- RAMP REMOVAL 5100.00 MISCELLANF,OUS $250.00 AFTER INITIAL PAYMENT HAS BEEN MADE, A MONTHLY RENTAL OF g66U.00 PLUS Ai.l. APPLICABLE TAXES AND FEES PAYABLE MONTHLY O\ D.45' ~. Lessor is hereby authorized to accept and rely upon a facsimile signaure of Lessee on this Agreement. Any such signature shall be treated as an original signature for al[ purposes. By executing this Agrccmcnt, Lessee hereby a3rees to be bound by Lessor's General Terms end Conditions (l l99) as modify ~~30/~2 (mec; in their entirety. which is incorporated 'nor by reference, and which Lessee hereby acknowledges receiving contemporaneous with • the receipt of :his Agree el . LEASE a Palm Beach LESSOR: Williams Scotsman, Inc. BY' -- By'--- Titlc: _ /1~A T~_ Title:__ - Wcbsile'. hupd/www.willxot.com • Email: inior~willtcot.com 9-d bBtLSS9LOZ scgudWVya UQWS'~OOS WYttt3m d00390 ZO 97 9a~ ~V'ILLIA)1S SCOTSMAN, INC. • ~ENER.4L TERMS & CONDITIONS(IN9) Villeee Of North Palm Bosch L °, rye Leapt. This Agreemtot is a true lease and cut a sale. Lessee shall not acquire ovvners!~ip interest in the Equipment. Tfie F.yuipment shall remain the sole personal property of Lessor. ?. I_eliven: Actepsaance. Upon delivery, Leese; agree: :o inspect end accept the F.yuipatzm. Thz Equipment is deemed finally zceepxd at the time of delivery unless Lessee narifizs lessor oC a defrcddeficiency in writing within 78 hours after delivery. ?. Sjte_Suitabil:p: Inspection. Lessee shall cbusu a firm level she accessible by truck to Icccte thz Egcipmtot. If Lessee fails to pro~~ ode such a site, then Lessee shall pay for env resulting additions! delivery and re?um charges. Lessee shall not ulcer the manner of in;tal~ation or location of rte Equipment •.vi.t.out written consent of Lessor Lessor sha'.I have the right to inspect the Equipment durng the remt of this Agreement. A. use; Maintenance: Condition. Lessee has the right to pzaceably and quietly hold, use and enjoy the Equipment subject to the terms and conditions of this Agreement. Lessee agree. not ro remove axis?ing nameplates or dotal affixed to the Equipment Lessee shall u>z the Equipment solely it: the voodoo of its business and in a careful and lawful rnar:ner. ! essee >hali pay any and all tees, charges and type nsr, and comply w i[h all laws related to :ht use. pos>usion, and operation of the Egwpmem while it is in Lessee's possession, including obtaining all approvals and pennis related to the use and/or possession of the Equipment. Lesser shall keep the Equipmen! is good repair znd operating condition during the [arm of this Agreement in accordance w.th the Williams Scotsman Service Guide. Lessee shall not, without L.esscr's prior written wnsent make any changes, aitera~ions or improvements in or to the Equip!xnt or remove any parts, acceuorics or attachments from i!. Lessor makes no representations as to the Equipment's compliance who federal, state or local tivilding codes, zoning ordinances, or other !ypes of regulations or usz codes. s, Tertt' of ra Pxt ~ i .. The term of this • Agreement begins on the date of delivery of the Equipment and ends on the later of the last day of the Minimum Lease Term i"Terri') or the Extension. Period (as herein defined). At the end of the Term, this Agrozment is extended on a month4o-month basis unto the Equiptent is returned to Lsssor(the "Extension Period"). Duringlhe Extension Period, Lessor has the right to, on ?0 days noGCq increase the Rate Per Month by the percentage increase in the Consumer Price Index (CPI) and to increase any other fee or charge previously quoted in the Agreement. After the end of the Temt, either party can tartttinate this Agreement on 30 days wrinen notice to the other party. 6. Rent: Peas: Taxes: )ramie Charees. Rent begins to accrue on the Delivery Date. Lessee shall pay Lessor monthly rent for the Equipment on the due date at the Rate Per Month stated to this Agreement during the Term, and at the Rate Per Month established by Lessor during the F..xtension Period. if any payment is not paid on the due date, Lcssez agrees to pay Lessor a charge of I %r %o per month of the amount in arrears for the period such amount remains unpaid. Lessce shell pay or, if requested by Lessor, reimb;>rse Lessor for any and all sales, use, personal property taxes, or other taxes, fees or assessmenu levied against or Imposed upon the Equipment i[s value, use or operation. Payments shall be effective upon receipt. Lessor may apply any payment from Lessee against any obligation duo and owing by Lessee under this Agreement regardless of any statemen[ appeazln3 nn or refer red to in any reminance from Lessee or any prior application of fwytnent. The receipt by Lessor of a panial payment of any amount due to Lessor ardorsed as payment in full will be deemed to be a part payment only, and any endorsements ur statements on the check or any lever accompanying the check shall not 'ce deemed ar. atxwrd and/or satisfac!ion. Lessee's obligation (without prior notice or demands) to pay rent and all other amouna due hereunder shall be absolute and unconditional, and no: subject to any abatement set errs defense, recoupment or reduction. 7. '~ Liens. Lessee agrees to keep thr Equipment &ee and clear of any and al claims. liens, encumbrences or enachmenta. 8. Indemnirv. Lessee agrees to Lnaemnify, defend and keep harmless Lessor, iu agents end employees, from and against any and all losses, claims, attorneys' fees and expenses related to: (a) the death of, injury to, or damage to the property of, any person or party related to or arising out of the use, possession or condition of the Equipmenr and (b) the failure of Lessee to maintain the Equipntznt as agreed [o heroin. Nothing in this Section or any other portion of this Agreement is intended nor shell it be construed ns a waiver of sovereign immunity is tort actions es set forth in Section 768.28, Florida Statutes. 9. jegssyDamax.. Lessee assumes the risk of all loss and damage to the Equipment from all causes. Upon the txcurtence of the rota! loss of the Eyvipment to such an extent as to make the repair thereof uneconomical (in Lessor's opinion), then Lesser shall dcclart the Equipment a Total Loss. In the event of s Tonal Loss, Lessee shall pay Lessor, on the next date for the payment of rent. the rent then due plus the Value of the Equipment as set forth he;ein, plus an appheahle sales tax (the'"fotei Los; Amount"). Upon receipt of the Total Loss Amount, the Lessee's Iwse obligation will terminate and Lessor will transfer title of the Equipment to Lessee. In the event of loss of damage to the Equipment which dour nm constitute a Total Loss. Lessee, at iu sole cost and expense, shall pay for the repair of such damage as directed by Lessor to the condition required by this Agreement. 10. ra .Lessu'sresponsibiiityfurthe Equipmeut begins immedieteh upon delivery and Lessee shall obtain and keep in force doting the entire Lease Term liabiliq and property ittsurancc as follows: (A) : tc al jaiabil'Q:-psurance: A policy of combined bodily injury and property damage insurance insuring Lesser and lessor against am liability arising out of the rut, nraintrnance, or possession of the Equipment. Such insurance shall be ir. an emcunt net less than 5500.000 par occurrence. (B) Prooer~ n r A policy of insurance covering loss or damage to the Equipment in an amcur.t equal to 100"~ of the Value n` the Equipment. providing proteuion against all perils included within the classification and special extended perils ("all rLs<' insurance). (C) ' ne 1. (Ij The insurance for the Equipment shall M issued by insurance companies sa[isfactory to Lesser. Within 10 days after the delivery of th<, Equipment, Lessee shall provide Lessor with Certificalos of Insurance showing that the required coverages are m effect and naming Lesser as Additional Insured and Lou Payees Thz Certifiea:es of Insurance must provide lessor with 30 days prior written notice of any cancellation. Any proceeds of such insurance shall be poid to Lessor and shall be appllyd R the replacement of the Equipment or payment of all obligations due under this Agreement, at the option of Lessor. Lessee shall tempt} with al! requirements of the insurance under,vrittts cr any govetnn,ental authorip~. Page I of 1 G'd fB ILSSBLOZ sstudwayo uewcgooswettrtm dT0 r90 ZD 9Z Aad • f2) Lessee shall pay a fee of S2.Ji per S I,000.GO of Equipment Value each month that Ltsset fails [o timely provide the required Certificate of Irssurance far property coverage. Le~sea shall pay a fee of twenty- :icc cenLC (5.25) per unit per day that Lessee .'ails to timely provide the tt;quired Certificate of insurance for liability coverage. Paytnent of s::ch fees shat l tot provide lessee with any :nswance coverage, nor excuse Lessee from ptrferming its obligatiore under Sections 8 & 9. I t In n cove Waiver. (A) If Lessee has accepted the "Liability Waiver' and pays the required additional fats, thin i,essee shall not be obligated to obtain the liability coverage descxibed m Section IOiA) and Lessor agrees :o release Lessee fray its obligation to .r.dtmnify, defend and hold Lector harmless against liabilities that would b: covered by ~nsurartce up to the amoum of SS00,000 per xcurrence. Lessee shat remain obligated axainst liabilities in excess of SS00,000 per :wcutrence. (B) if Lessee has accepted the "Physical Damage Waiver" and pays the rcqui: of additional fees, then Lessee shall no: :x obligated to oS:ain the property insurance described in Section 10(B) and Lessor agrees to relieve Lessee of its Liability for loss or damage w [he F.geipnttnt for amounU in excess of SI,000 per unit per oaunence. Th's waiver dots no! apply to collision damnge. (C)The waivers conained hereunder muy bz canceled by either patty upon 10 days prior written notice. if either or both waivers arc canceled, Lessee sh¢II provide to Lessor a policy a~ politics of insuraec as required in Section 10, together with the required Certificates of Insurance prior to czncellation. (D1 insurance Waivers arc not effective until requested by hessee and paid for. Insurance \l~aivers are automatically extinguished or terntinated on the date that rent or any other charges due to be paid by Lessee become late and unpaid, as defined by Section 6 of this Agreement (E) Tht waivers set foRh herein shzll not be binding upon Lessor unless the IMS, damage, injury or claim is reported to Lessor, in writing, within J2 hours of its occurrence. Lessee shall also provide to Lessor all information pertaining to such even: and Lessee shell cooperaze fully with Lessor in regard thereto. Nothing_contained her in a I constitute a contract for insurance or otherwise protect Lessee tom liabi tin to third parties. l.eace elects to meet the insurance requirements contained in Section 10 by self-Insurance. Accordingly, Lessor acknowledges that Lessee is selt- incured and Lessee shall not be required to obtain and keep io force the Insurance policies set forth in Section 10 or pay for insurance waivers as sal forth In Section ll. It lessee cancels ft's sell-Insurance with Southeast Risk Management, Inc. during the term of this Agreement, Lessee shell immediolely give notification to Leswr end shell purchase and obtain all Insurance coverage's or insurence waivers as act forth in Section(s) 10 and 11 of this Agreement. 12. Lkfau!ts: Remedies. (A) Lessee shall to deemed to be in default hereunder upon the xcurrence of nny of the followioq evens ("Events of Defauh'~: (I) Leatee sh¢I I t-ail to make any payment due heretmder whitin 10 days after tts due date;l2j hessee shall fail to perform or observe any other tern, covenant, or wndilion of Cnis Agreement, or (3) Lessee shall have defaulted under any other agreement with Lessor. (B) Upon the xcumence of an Event of Detault, Lessor may declare this Agroement m be In Defauh, and thereafter may exercise any one or more of the Collowing remedies: (1) Declare the rent fur dre Tcrm and ai! other unpaid root, fees, taxes and charges under this Agrccmcm immediately due and payable; (2) Repossess, retake anther retain aiy or all of the Equipment fete of all rights and claims of Lessee without notice, legal process, or judi:inl intervention, and without releasing Lessee of any turn, covenant or condition provided herein; (3) Sell or otherwise dispose of any or all of the Equipment in a commercially reasonable manner and apply the net proceeds o; such disposition, after deducting all costs, to the obligations of Lessee, with Lessen remaining liable for any deficiency; (4) Cancel this Agreement; anNor (5) Exercise any other right or remedy available to Lessor at law sx in equity. Lessor's waive; of any Event of Default shall not constiNte a waiver of any other Event of Default or a waiver of any tern or condition of this Agreement. No right or remedy referred m herein. is inteMed to be exclusive, end each may be exercised concurently or separately end from time to time. In rho evznl lessor shall repouesc or retake the Equipment, and there shell be in or attached to such Equipment any property owned by, a in the custody or control of Lessee, then Lessor Ls hereby authorized to take possession of such property for a period of 10 days. Thereafter, any such progeny will be deemed abandoned, and Lessor shall have the right to dispose of it. (c) To the extent pennitteA by applicable law, Lessee and Lessor hereby waive aey and all rights to recover any special, incidental or consequential damages. 1 sc -and esc nr waive alt rieht to trial by:urv of all claims. of a counterclaimg~Ltd sujh2Q; env k'i~ arisine fmm or:clatim• to this .4grcemen[. 13.Retum of Equipment' Termina[ion_Q' ea e. At the end of the case term, Lessee s'.tall make the Equipment available to Lessor, without impedimtnt at t}te Delivery Address x any other address to which Lessor has previously provided written approval of relocation of the Egcipr;tent Ar0~ impediment N pick-up o` the Equipment may re>ult is additional charges to Lessee. Lessee wit'. provide Lessor with at least f~ days advance notice ofthe rctam of the Equipment. In the event an immediat: pickup ofthe Fqulpmen: is necessary (and can be ef'ected by Lessor). Lessee will be required N cooperate with Lessor attdior temporarily relocate the Equipment, and Lcssce shall reimburse Lessor fps aay related costs and expenses. Tht Equipment shall 3e "brxm clean" and in the same condition as delivered to Lcssce, oMirtary wear and tear excepteC. Termination will becortre effective only when the Equipment has been reNmed to Lessor as herein provided and Lessee has paid Lessor all unpaid rental and other char gas applicable to the Equipment. Lessee agrees that prior to the reCtm of the Equipment [o Lessor or open notice of its repossession, L.e>cee shall immediateh~ disconnect all uti'.itits, remove nil of Lessee's personal property, acd vacate the Equipment Lessee hereby :ronsents to entry by Lessor or its agenu ufon the premises where the Equipment may b: Ixated for reram or repossessiot of the Equipment, Lessor shall trot be lia.b,t for keeping or storing any pcrxna: property of Lessee lef, m or on the Equipnxng such property will be deemed a'pandoned by Lessee. Any accesso: ies acd additions to the retamed Equipment shall he deemed to he paA of the Equipment and the progeny of Lessor. Lessee shall re'unburse Lessor for any and all costs incurred related to the return of the Equipment ant in repairing, cleaning or otherwise restoring the Equipmem to its condition whin delivered, ordinary wear and tearexctptcd. Lessee shall indemnify. defend and hold Lessor harmless from any and all claims arising from any reium er repossession of the Equipment. Page 2 of 3 g•d bBTLSS9LO2 csrudweyo uewslooswect Ltm dZ0=90 ZD 9Z 4a3 14. limited Warranrv. For as lung as Lessee • tinkly maAcs all paymems due hereunder, Lessor warrants throughaa the term of this A greenFent that it will rrpair stNCtnra! or meehanleal defects in the Equipment (ex,luditg H\'AC filters, fuses and light nnnls). Lessor shall have no liability for the repair of m:y dcfxt or condition resulting from Lessee's relocation of the Equipment. ~tilitics connection, elteratlon of the Egniproent use of the Equipment for a purpose ter which it was not intended, vandalism, misuse of the Equipment or (or excessive wear ncd tear. The repair of the Equipment b} Lessor, due to s defeat or condition resuhing from ary of:he preceding causes shall result in additional charges to Lessee. Lessor shall have no liability whatsoever for any consequential, incidental or punitive damages, costs or expenses. ce a~ snerCcally provided herein L Qsclaims any_and ell warranties exor0.s ' or ' d rel d to the Ecu~oment and gqy rn~Lntenance or repair worA performgg_by jes•or incNdi~a env warrantief o` CICICiihll;a~i ui bility, or fimass for a Rarticnlar puroose IS. rlc~ment. es ee hat: not assi¢n this .Agreement or sublet the Egt,~pment without th--_ prior written consent of Lessor This .Agreement shall be binding upon any p['Itnitted assignee or successor of Lessee. Lessor may assign any o(its rights herzuunder without notice to Lessee. 1 G. 'VI i scrllanrnus. (a) Timc is of the essrnce ~.viti respect to this Agreement. (b) This Agreement, when signed by both parties, constitrrns the entire agreement between the paries, superseding and replacing all prior docurt;ents and representations, with respect to the subject matter hereof It may only be amended by a dxuntent signed by both parties. (c) If any provision of ihis Agreement is deemed tmcnforceable for any reason, then such provision shat' he deemed stricken and shall not affect rte rnforccability ofany of its other provisions. (d) The obligations Of Les;ee under Srtlons 6, ~, 8 and 9, which accme during the rem of this Agreement, shall survive the icrrnination of this Agreement. (e) It Lessee fails to perform any e! ih obligations hereunder, Lessor shall have the rieH to efrect v~eh performance; the amount of ary oubof-pocket and other reasonable expenses of Lessor incuned in connection with such performance shad be • payable by Lesxe upon demand. (f) .zssee urcvocably appoints Lessor or its agents or assigns as Lessee's anomey-in-fact to execute nay UCC financing statements, documents, and ;hacks and d-atls related to the payment ofary loss, damage or defense under policies of insurence required by this Agreement. (g) This~greement shall in all r4sxcts ¢g termed by the laws of the smote of Florida. Nothing in this Agreement Is intended nor shall i[ be construed as a waiver of sovereign immunity in tort actions as set forth in gectioa ?68.28, Florida Statutes. (h) In any titigaNon between the parties In regards to this Agreement, the prevailing party in such litigation shall be entitled to recovtr from the non-prevailing party o teasaoable attorney's tees and all costs for litigation both at [he trial and appellate level. T+IOFAfS'U~.q fbGCVI!a[ eaa I We.lab luti Lae O,yiiul Ckm he Ra'.. '; ay9l~iFy,a el Nm\ hn Iara net m :90gP Page 3 of 3 g •~+' 6B [GSS9GOZ ss cudweyo uewspoaranef Tfrm db0 r90 ZO 9Z Gad