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LEASE'TERMS AND CONDITIONS
<br /> This is a tease with Pitney Bowes Global Financial Services LLC (PBGFS), Pitney Bowes' leasing company. PBGFS provides leasing options to our customers. PBGFS
<br /> does not warrant, service or otherwise support the equipment. Those services are provided by Pitney Bowes inc. (P81) as stated In the Pitney Bowes Terms. Due to
<br /> federal regulations, only P81 can own an inteliillnk Control Center or Meter. Therefore, those items are rented to you rather than teased. Unlike the other equipment
<br /> you may lease from us, you cannot purchase an intelliLink Control Center or Meter at the end of the Agreement.
<br /> L1. DEFINITIONS L9. RISK OF LOSS AND VALUEMAX' PROGRAM
<br /> L1.1 All capitalized terms that are not defined in this document are Because we own the equipment while you lease it from us, we need to make
<br /> defined in the °Definitions" section of the Pitney Bowes Terms. sure It is protected white it is In your possession. You can demonstrate to
<br /> L2. AGREEMENT us that the equipment will be protected either by showing us that your
<br /> L2.1 You are leasing the Equipment listed the Order. You will make insurance will cover the equipment or by enrolling In our fee -based
<br /> each Monthly Payment by the due date shown on our invoice. VatueMAX program. The terms of that program are listed In Section 19.2.
<br /> L2.2 You may not cancel this Lease for any reason except as
<br /> expressly set forth in Sections 110 and 111 below. All
<br /> payment obligations are unconditional. L9.1 Risk of Loss.
<br /> L2.3 Our remedies for your failure to pay an time or other defaults are (a) You bear the entire risk of loss to the Equipment from the date of
<br /> set forth in the "Default and Remedies" section of the Pitney shipment by PBI until the end of the Lease Term (including any
<br /> Bowes Terms. extensions), regardless of cause, ordinary wear and tear
<br /> L2.4 You authorize us to file a Uniform Commercial Code financing excepted ('Loss ").
<br /> statement naming you as debtor/lessee with respect to the (b) No Loss will relieve you of any of your obligations under this
<br /> Equipment. Lease. You must immediately notify us in writing of the
<br /> L3. PAYMENT TERMS AND OBLIGATIONS occurrence of any Loss.
<br /> 13.1 We will invoice you in arrears each month for all payments on the (c) You will keep the Equipment insured against Loss for its full
<br /> Order (each, a "Monthly Payment"), except as provided in any replacement value under a comprehensive policy of Insurance or
<br /> SOW attached to this Agreement. other arrangement with an insurer of your choice, provided that it
<br /> L3.2 Your Monthly Payment may include a one -time origination fee, is reasonably satisfactory to us ("Insurance"). YOU MUST CALL
<br /> amounts carried over from a previous unexpired lease, and other US AT 1 -800- 243 -9506 AND PROVIDE US WiTH EVIDENCE OF
<br /> costs. INSURANCE.
<br /> L3.3 If you request, your intelliLink Control Center/Meter Rental fees, L9.2 ValueMAX Program.
<br /> Service Level Agreement fees, and Soft-Guarcr payments ("P8I (a) If you do not provide evidence of insurance and have not enrolled
<br /> Payments ") will be included with your Monthly Payment and begin in our own program (VaIueMAX), we may include the Equipment
<br /> with the start of the Lease Term. Your Monthly Payment will in the ValueMAX program and charge you a fee, which we will
<br /> increase if your PBI Payments increase. include as an additional charge on your invoice.
<br /> 14. EQUIPMENT OWNERSHIP (b) We will provide written notification reminding you of your
<br /> L4.1 We own the Equipment. PBI owns any intelliLink Control Center insurance obligations described above in Section L9.1(c).
<br /> or Meter. Except as stated in Section L6.1, you will not have the (c) If you do not respond with evidence of insurance within the time
<br /> right to become the owner at the end of this Agreement. frame specified in the notification we may Immediately include the
<br /> L5. LEASE TERM Equipment in the VatueMAX program.
<br /> L5.1 The Lease term is the number of months stated on the Order (d) if the Equipment is included in the ValueMAX program and any
<br /> ( "Lease Term "). damage or destruction to the Equipment occurs (other than from
<br /> L6. END OF LEASE OPTIONS your gross negligence or willful misconduct, which is not covered
<br /> 16.1 During the 90 days prior to the end of your Lease, you may, if not by VarueMAX), we will (unless you are in default) repair or replace
<br /> in default, select one of the following options: the Equipment.
<br /> (a) enter into a new lease with us: (e) If we are required to repair or replace the Equipment under the
<br /> (b) purchase the Equipment as is, where is for fair market ValueMAX program and we fail to do so within 20 days of
<br /> value; or receiving your written notice of loss or damage, you may
<br /> (c) retum the Equipment, InIeltiLink Control Center and /or Meter terminate this Lease.
<br /> in its original condition, reasonable wear and tear excepted. (f) We are not liable to you if we terminate the ValueMAX program.
<br /> If you return the Equipment, IntelliLink Control Center and /or By providing the ValueMAX program we are not offering or selling
<br /> Meter, at our option you will either (1) properly pack them and you insurance; accordingly, regulatory agencies have not
<br /> insure them for their full replacement value (unless you are reviewed this Lease, this program or its associated fees, nor are
<br /> enrolled in the ValueMAX® program) and deliver them they overseeing our financial condition.
<br /> aboard a common carrier, freight prepaid, to a destination L10. NON - APPROPRIATION
<br /> within the United States that we specify, or ((ii) properly pack L10,1 You warrant that you have funds available to pay all payments
<br /> and return Them in the return box and with the shipping label until the end of your current fiscal period, and shall use your best
<br /> provided by us and, in either case, pay us our then efforts to obtain funds to pay all payments in each subsequent
<br /> applicable processing fee. fiscal period through the end of your Lease Term. If your
<br /> L6.2 If you do not select one of the options in Section L6.1, you shall appropriation request to your legislative body, or funding authority i
<br /> be deemed to have agreed to enter into successive 12 -month ("Governing Body ") for funds to pay the payments is denied, you
<br /> annual extensions of the term of this Agreement. You may opt to may terminate this Lease on the last day of the fiscal period for I
<br /> cease the automatic extensions by providing us with written notice which funds have been appropriated, upon (1) submission of
<br /> within 120 days (but no Less than 30 days or such shorter period documentation reasonably satisfactory to us evidencing the
<br /> as may be contemplated by taw) prior to the expiration of the Governing Body's denial of an appropriation sufficient to continue
<br /> then - current term of this Agreement. Upon cancellation, you this Lease for the next succeeding fiscal period, and (ii)
<br /> agree to either return all items pursuant to Section L6.1(c) or satisfaction of all charges and obligations under this Lease
<br /> purchase the Equipment. incurred through the end of the fiscal period for which funds have
<br /> LT. WARRANTY AND LIMITATION OF LIABILITY been appropriated, including the retum of the Equipment at your
<br /> L7.1 WE (PBGFS) MAKE NO WARRANTIES, EXPRESS OR expense.
<br /> IMPLIED, INCLUDING ANY WARRANTY OF 111. EARLY TERMINATION
<br /> MERCHANTABILITY, FITNESS FOR A PARTICULAR L11.1 You further warrant that you intend to enter into this Lease for the
<br /> PURPOSE, OR FREEDOM FROM INTERFERENCE OR entire Stated Term and you acknowledge that we have relied
<br /> INFRINGEMENT. upon such represented intention when determining the applicable
<br /> L7.2 P81 provides you with and we assign to you our rights in) the pricing plan. If you cancel or terminate this Lease prior to
<br /> Limited warranty in the Pitney Bowes Terms, expiration of the Stated Term (other than for non - appropriations),
<br /> L7,3 WE ARE NOT LIABLE FOR ANY LOSS, DAMAGE (INCLUDING you shall pay a termination charge equal to the nel present value
<br /> INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES), of the monthly payments remaining through the completion of the
<br /> OR EXPENSE CAUSED DIRECTLY OR INDIRECTLY BY THE term, discounted to present value at a rate of 6% per year. The
<br /> EQUIPMENT. foregoing paragraph shall supercede Section G5.2(b) of the
<br /> Pitney Bowes Terms.
<br /> L8. EQUIPMENT OBLIGATIONS L12. MISCELLANEOUS
<br /> L8.1 Condition and Repairs. You will keep the Equipment free from 112.1 If more than one Lessee is named in This Lease, liability is joint
<br /> liens and encumbrances and in good repair, condition, and and several.
<br /> working order. 112.2 YOU MAY NOT ASSIGN OR SUBLET THE EQUIPMENT OR
<br /> L8.2 Inspection. We may inspect the Equipment and any related THIS LEASE WITHOUT OUR PRIOR WRITTEN CONSENT,
<br /> maintenance records. WHICH CONSENT WILL NOT BE UNREASONABLY
<br /> L8.3 Locatton. You may not move the Equipment from the location WITHHELD.
<br /> specified on the Order without our prior written consent. L12.3 We may sell, assign, or transfer all or any part of this Lease or the
<br /> Equipment. Any sale, assignment, or transfer will not affect your
<br /> rights or obligations under this Agreement,
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<br /> SIG FMV Lease Agreement (Rev. 1/11) See Pitney Bowes Terms for additional terms and conditions
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