EQUIPMENT LEASE AGREEMENT

 

 

 

                            EQUIPMENT LEASE AGREEMENT

 

 

This Equipment Lease Agreement ("Agreement") is made and entered into as of

March 21, 2005, 2005 by and between Commodity Express Transportation, Inc., a

South Carolina corporation ("Lessor") AND Commodity Express Transportation,

Inc., a Delaware corporation, ("Lessee") and Power2Ship, Inc., a Florida

corporation, ("Lessee") (collectively referred to as the "Parties").  Each

Lessee is jointly and severally liable for the lease payments and performance of

all other terms of this Agreement.  A judgment entered against one Lessee shall

be no bar to an action against the other Lessee.

 

The Parties agree as follows:

 

1.  EQUIPMENT: Lessor hereby leases to Lessee the commercial trailers used to

haul dry commodities described in Schedule A ("Equipment"), which is hereby

incorporated into this Agreement

 

2. LEASE TERM:  The initial date of lease for all Equipment listed in Schedule A

is March 21, 2005.  Each individual trailer in the lease has a specified term,

depending on the age of the trailer, as described in Schedule A.  As used in

this Agreement, "Lease Term" means from March 21, 2005, until the individual

trailer in question is surrendered based upon the attached lease schedule A.

 

3.  LEASE PAYMENTS: Lessee agrees to pay to Lessor as rent for the Equipment the

amounts specified in Schedule A ("Rent") each month in advance on the first day

of each month at:

 

          c/o Al Stokes

     354 South Chimney Ln.

          Columbia, SC 29209

 

If during the Lease Term any individual trailers are damaged beyond repair and

Lessor is reimbursed for the value of said trailers, according to the terms of

Section 13 of this Agreement, then the rents shall be reduced accordingly.

 

4.  LATE CHARGES: If any amount under this Agreement is more than five calendar

days late, Lessee agrees to pay a late fee of five percent (5%) of the amount

that is late.  The late fee will increase by five percent (5%) each subsequent

30 days that the amount is late.

 

5.  SECURITY DEPOSIT:  The Parties, and additional parties, have agreed to a

series of mutual covenants and concessions in a separate document entitled

Mutual Agreement, dated on or near the date of this Agreement.  In consideration

of the covenants and concessions made in the Mutual Agreement, the Parties agree

to waive the requirement of a security deposit associated with this Agreement.

 

6.  DELIVERY:  Lessee shall acquire control of the Equipment on March 21, 2005.

Individual trailers may be at varying locations on that date.  Lessor has no

duty to physically deliver any Equipment to Lessee at the beginning of the Lease

Term.  Lessor will not be responsible for any costs associated with delivery of

Equipment to Lessee at the beginning of the Lease Term.

 

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7.  DEFAULTS: If Lessee fails to perform or fulfill any obligation under this

Agreement, Lessee shall be in default of this Agreement. Subject to any statute,

ordinance or law to the contrary, Lessee shall have seven (7) business days from

the date of notice of default by Lessor to cure the default. In the event Lessee

does not cure a default, Lessor may at Lessor's option (a) cure such default and

the cost of such action may be added to Lessee's financial obligations under

this Agreement; or (b) declare Lessee in default of the Agreement.  If Lessee

shall become insolvent, cease to do business as a going concern or if a petition

has been filed by or against Lessee under the Bankruptcy Act or similar federal

or state statute, Lessor may immediately declare Lessee in default of this

Agreement.  In the event of default, Lessor may, as permitted by law, re-take

possession of the Equipment.  Lessor may, at its option, hold Lessee liable for

any difference between the Rent that would have been payable under this

Agreement during the balance of the unexpired term and any rent paid by any

successive lessee if the Equipment is re-let minus the cost and expenses of such

reletting. In the event Lessor is unable to re-let the Equipment during any

remaining term of this Agreement, after default by Lessee, Lessor may at its

option hold Lessee liable for the balance of the unpaid rent under this

Agreement as if this Agreement had continued in force.

 

8.  POSSESSION AND SURRENDER OF EQUIPMENT: Lessee shall be entitled to

possession of the Equipment on the first day of the Lease Term. At the

expiration of the Lease Term, Lessee shall surrender the Equipment to Lessor by

delivering the Equipment to Lessor or Lessor's agent in good condition and

working order, ordinary wear and tear excepted, as it was at the commencement of

the Agreement.  Delivery of the Equipment shall be to a location within 75 miles

of Columbia, South Carolina, mutually agreed upon by the Parties.  If the