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FORBEARANCE AGREEMENT

Default Notice Forbearance Agreement

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This Default Notice Forbearance Agreement involves

MOLECULAR IMAGING CORP | Siemens Financial Services, Inc. | Mobile PET Systems, Inc

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Title: FORBEARANCE AGREEMENT
Governing Law: New Jersey     Date: 7/18/2005
Industry: HTHFAC     Sector: HEALTH

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Forbearance Agreement dated July 1, 2005

Exhibit 10.71

 

FORBEARANCE AGREEMENT

 

Siemens Financial Services, Inc.

 

This Forbearance Agreement (the “Agreement”), dated as of July 1, 2005 is by and between Siemens Financial Services, Inc. (“Siemens”) and Molecular Imaging Corporation (“Molecular”). Reference is made to those certain Leasing Schedule Nos. 141-0001111-002 dated as of May 9, 2003 by and between Siemens as assignee of Siemens Medical Solutions USA, Inc. and Molecular Imaging Corporation f/k/a Mobile PET Systems, Inc. (“Lessee”); 141-0001098-001 dated as of January 16, 2001 by and between Siemens and Lessee; 141-0001100-001 dated as of January 16, 2001 by and between Siemens and Lessee; 141-0000124-000 dated as of June 11, 2003 by and between Siemens and Lessee; 141-0001096-000 dated as of November 2, 2000 by and between Siemens and Lessee; 141-0000066-000 dated as of October 7, 2002 by and between Siemens and Lessee; 141-0000060-000 dated as of November 19, 2002 by and between Siemens and Lessee; 141-0001098-000 dated as of December 21, 2000 by and between Siemens and Lessee; 141-0001100-001 dated as of January 16, 2001 by and between Siemens and Lessee; 141-0001104-000 dated as of April 15, 2001 by and between Siemens and Lessee; 141-0001100-000 dated as of January 5, 2000 by and between Siemens and Lessee; 141-0001103-000 dated as of April 18, 2001 by and between Siemens and Lessee; and 141-0001104-001 dated as of August 1, 2001 by and between Siemens and Lessee, all as amended and pursuant to that certain Master Equipment Lease Agreement dated as of October 23, 2000 by and between Siemens and Lessee, and the Contract Addendum Leasing Schedule dated June 30, 2004 and Addendum Master Equipment/Service Agreement dated June 30, 2004 (collectively, the “Leases”). Terms used herein and otherwise not defined herein shall have the meanings ascribed thereto in the Leases.

 

WHEREAS, Molecular is in Default of its respective obligations under the Leases for failure to make certain payments when due and Molecular acknowledges said Default; and

 

WHEREAS, Molecular has not cured the Default; and

 

WHEREAS, Siemens has accelerated all amounts due and owing to Siemens under the Leases and has made demand for the return of the Equipment subject to the Leases; and

 

WHEREAS, Molecular acknowledges all of the foregoing and that the Default remains outstanding; and

 

WHEREAS, Siemens is willing to forebear only as expressly provided herein in the exercise and enforcement of such rights, powers and remedies only upon compliance and fulfillment by Molecular of the terms and conditions set forth herein.


NOW, THEREFORE, in consideration of the terms and conditions contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:

 

1. CURRENT ARREARAGE UNDER THE LEASES

 

1.1 Molecular hereby acknowledges, confirms and agrees that, through and including the date of this Agreement, the following amounts are currently past due and owing to Siemens pursuant to the Leases:

 

$12,014,911.87 as of the date of this Agreement.

 

1.2 Molecular hereby acknowledges, confirms and agrees that as of the date hereof, the Leases are in full force and effect and represent the valid, legal and binding obligations of Molecular to Siemens.

 

2. FORBEARANCE

 

2.1 Siemens hereby agrees to forbear from exercising and enforcing its rights, powers and remedies under the Leases or now existing at law or in equity or by statute with respect to the Event of Default set forth above, provided that Molecular shall comply with and fulfill each of the following terms and conditions:

 

 

A.

Molecular shall pay to Siemens three (3) consecutive monthly payments of $150,000 each starting on or before June 30, 2005.

 

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B.