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<br />6. AUTHORITY AND AUTHORIZATION. Lessee represents, covenants and
<br />warrants and, as l'equested by Lessor, will deliver an opinion of counsel to the effect
<br />that: (i) Lessee is a fully constituted political SUbdivision or agency of the State of the
<br />Equipment Location; (ii) the execution, delivery and performance by the Lessee of this
<br />Lease have been duly authorized by all necessary action on the part of the Lessee' and
<br />Wi) this Lease constitutes a legal, valid and binding obliga tion of the Lessee enforc~ablc
<br />in accordance with its terms. Lessee agrees that: (j) it will rJo or '~AlI~" tq I,,, <i.>".. All
<br />things necessary to preserve and keep the Lease in full fOfQe a,nd effect; (iil it has
<br />complied with all bidding. requirements where necessary and by due notifieation
<br />presented this Lease for approval and adoption as a valid obligation on its part; and (iii)
<br />it has sufficient appropriations or other funds available to pay ail nmoullts due hereundel'
<br />for the current fiscnl period.
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<br />7. TITLE. Upon acceptance of the Equipment by Lessee hereunder, title to the
<br />Equipment will vest in Lessee; however, (i) in the event of termination of this Lease by
<br />Lessee pursuant to Section 4 hereof; (ii) upon the occurrence of an Event of Default
<br />hereunder and as long as such Event of Default is continuing; or Oii) in thc event that the
<br />purchase option has not been exercised prior to ttle Expiration Date, title will
<br />immediately vest in Lessor or its assignee.
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<br />8. SECURITY INTEREST. In order to secure all of its obligations hereunder,
<br />Lessee hereby: (j) grants to Lessor a first and prior security interest in any and all right,
<br />title and interest of Lessee in the Equipment and in all ndditions, attachments.
<br />accessions, and substitutions thereto, and on any proceeds therefrom; (ii) agrees tha t
<br />this Lease may be filed as a financing statement evidencint; such security interest; Ilnd
<br />(jii) agrees to execute and deliver all financing statements, eel'tificlltes of title and other
<br />instruments necessary or appropriate to evitjence such security interest.
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<br />9. PERSONAL PROPERTY. T he Equipment is and will remain per'sonal property
<br />and will not be deemed to be affixed to Ot' a pat.t of the l'eal estate on which it may be
<br />situated, notwithstatlding that the Equipment or any part thereof may be or hereafter
<br />become in any manncr physicnlly affixcd Ot. Ilttaehed to rcal estate 0[' nny building
<br />thereon. If requested by Lessor, Lessee will, at Lessee's expense, furnish a landlord or
<br />mortgage waiver with respect to the Equipment.
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<br />10. USE; REPAIRS. Lessee will usc the Equipment in a careful manner for the use
<br />contemplated by the manufacturer for the Equipment and shall comply with all laws,
<br />ordinances, insurance policies and regulations relating to and will pay all costs, claims,
<br />damages, fees and charges arising out of its possession, use or maintenance. Lessee, at
<br />its expense, will keep the Equipment in good repair and furnish all parts, mechnnisms and
<br />devices required therefor. If the Equipment is such as is customarily covel'ed by a
<br />mHintenilnce agreement, Lessee will furnish Lessor with a maintenance agreement with n
<br />party satisfactory to Lessor.
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<br />11. ALTERATIONS, Lessee will not make any alterations, additions 01'
<br />improvements to the Equipment without Lessol"S prior written consent unless SUCll
<br />alterations, ndditions or' improvements may be rendily removed without damage to the
<br />Equipment.
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<br />12. LOCATION; INSPECTION. The Equipment will not be removed from or, if the
<br />Equipment consists of roiling stock, its permanent base will not be changed from the
<br />Equipment loeation without Lessor's prior written consent which will not be unreasonably
<br />withheld, Lessor will bc entitled to enter upon the Equipment location or elsewhere
<br />during reasonable business hours to inspect the Equipment 01' observe its use and
<br />opera tion.
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