|
SUMMIT LEASING, INC.
3901 Fairbanks Ave., Yakima, WA 98902
Mail: P.O. Box 7, Yakima, WA 98907-0007
(509) 575-4425 (800) 736-1530 Fax: (509) 453-3798
www.summitleasing.com
------------------------------------------------------------------------------
LEASE AGREEMENT
LEASE NO. 11333 EFFECTIVE DATE: 2/1/2005
LESSOR: SUMMIT LEASING INC.
LESSEE(S): HOMENET COMMUNICATIONS, INC.
Walter K. Ryan, Kevin Doherty, Michael W. Devine, Brian
Potter,
Frank J. Gillen, Leroy W. Jackson, Shauna Badger, Rodney S.
Badger,
Robert B. Jones, Carol Jones
5252 North Edgewood Dr.
Provo, UT 84604
(801) 377-1360
1.0 LEASED PROPERTY: Subject to the terms and conditions of this
Lease
Agreement, Lessor hereby leases to Lessee(s) the following
described personal
property hereinafter referred to as "leased property":
500 Set Top Boxes
500 Set Top Boxes with 32M RAM
2.0 TERM: The term of this lease shall be for a period of 36
months and 0 days
commencing 2/1/2005 and terminating at 12:00 noon on
2/1/2008.
3.0 LOCATION OF LEASED PROPERTY: The leased property shall be
located and based
at the following location:
5252 North Edgewood Dr.
Provo, UT 84604
4.0 RENTAL: The rental for the leased property, not including
applicable sales
tax or use tax (or comparable tax), hereinafter "tax", shall be
payable as
follows:
Due 2/1/2005
First month's rental: $4,605.01
Final 1 month(s) rental: $4,605.01
Due 3/1/2005
and upon or before the first day of each month thereafter:
$4,605.01
THIS LEASE IS SUBJECT TO THE TERMS AND CONDITIONS PRINTED HEREON
AND ON THE
ACCOMPANYING PAGES, ALL OF WHICH ARE MADE A PART HEREOF AND
WHICH LESSEE
ACKNOWLEDGES HAVING READ. THIS LEASE IS NOT BINDING UNTIL
ACCEPTED BY LESSOR.
Page 1 of 4 Initial /s/ WKR
Lease Agreement No. 11333:MS/jj
<PAGE>
4.1 LATE CHARGE: If rental payments are not received within five
(5)
days of the due date, a late charge shall be imposed, such
amount being five
percent (5%) per month, or $5.00, whichever is greater. Late
charges shall be
payable by Lessee upon demand and failure to pay the same shall
constitute an
event of default under this Lease. The right of Lessor to impose
a late charge
shall not be considered as a waiver of Lessor of the right to
insist upon strict
performance of the terms of this Lease.
5.0 TITLE - LESSEE'S INTEREST- PROTECTION OF THE LESSOR'S
INTEREST: Title to the
leased property is now and shall remain at all times during the
term of this
Lease in the Lessor. It is understood that this agreement
creates a lease only
of Leased Property and not a sale thereof, Lessee's rights
hereunder being only
for the possession and use of the leased property in accordance
with the terms
of this Lease agreement. If requested by Lessor, Lessee shall
execute any and
all documents deemed necessary to protect all of Lessor's rights
under this
Lease agreement and Lessor's ownership of the leased property.
Without limiting
the generality of the foregoing, Lessee agrees at Lessee's cost
to mark, sign,
tag or otherwise cause the leased property to be identified as
property of the
Lessor. The marking, identification, or signing shall be in such
manner as
reasonably required by Lessor. Lessor reserves the right and is
hereby granted
authority to enter Lessee's property for the purpose of marking,
signing,
tagging, or otherwise identifying the leased property as being
owned by Lessor.
Notwithstanding the foregoing, in the event this Lease is or
shall be construed
as a "Lease intended as security," the Lessee hereby grants to
Lessor a security
interesting and to the leased property and all proceeds thereof
(including
insurance proceeds) as security for all of Lessee's obligations
to Lessor of
every kind and nature. Lessee authorizes Lessor or its designee
to file a
Uniform Commercial Code financing statement, in form and content
and from time
to time as Lessor deems proper, listing Lessee as Lessee or
Debtor.
6.0 SELECTION AND INSPECTION: It is understood that Lessee has
requested and
selected the leased property and the supplier and/or vendor
thereof; that Lessee
has either inspected the leased property or has had an
opportunity to inspect
the leased property and accepts the same in its present
condition. It is further
agreed and understood that Lessor makes and has made no
representations,
warranties or guarantees, except as contained in this Lease, and
specifically,
that Lessor makes no express nor implied warranties as to any
matter whatsoever,
including, without limitation, the condition of the leased
property, it's
merchantability, or it's fitness for any particular purpose.
Lessee agrees and
acknowledges that it is the intent of both parties to this Lease
that it qualify
as a statutory finance lease under article 2A of the Uniform
Commercial Code.
Lessee acknowledges and agrees that Lessee has selected both (1)
the Leased
Property; and (2) the supplier from whom the Lessor is to
purchase the Leased
Property. Lessee acknowledges that Lessor has not participated
in any way in the
Lessee's selection of the Leased Property or of the supplier,
and that Lessor
has not selected, manufactured or supplied the Leased Property.
Lessee is
advised that it may have rights under the contract evidencing to
the Lessor's
purchase of the Leased Property from the supplier chosen by the
Lessee and that
the Lessee should contact the supplier of the Leased Property
for a description
of any such rights.
7.0 NO WARRANTY: Lessor, not being the manufacturer or the
manufacturer's agent,
MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED,
AS TO THE
FITNESS FOR A PARTICULAR USE OR OTHERWISE QUALITY, DESIGN,
CONDITION, CAPACITY,
SUITABILITY, MERCHANTABILITY OR PERFORMANCE OF THE LEASED
PROPERTY OR OF THE
MATERIAL OR WORKMANSHIP THEREOF, IT BEING AGREED THAT THE LEASED
PROPERTY IS
LEASED "AS IS" AND THAT AL SUCH RISKS, AS BETWEEN THE LESSOR AND
THE LESSEE, ARE
TO BE BORNE BY THE LESSEE AT ITS SOLE RISK AND EXPENSE. Lessee
accordingly
agrees not to assert any claim whatsoever against the Lessor
based thereon. In
addition, Lessee waives any and all rights and remedies
conferred by UCC 2A-508
through 2A-522, including, but not limited to, the Lessee's
right to (a) cancel
or repudiate the lease; (b) reject or revoke acceptance of the
Leased Property;
(c) deduct from rental payments all or any part of any claimed
damages resulting
from the Lessor's default under the Lease; (d) recover from the
Lessor any
general, special, incidental, or consequential damages, for any
reason
whatsoever.
8.0 NON-ASSIGNABILITY BY LESSEE: Neither this Lease nor Lessee's
rights
hereunder, including, but not limited to, the possession and use
of the leased
property, shall be assignable by Lessee without the written
consent of Lessor.
Further, Lessee shall not sublease nor transfer in whole or in
part the
possession of the leased property without the written consent of
Lessor. It is
understood that Lessee has no property rights in the leased
property, other than
the right to use the same in accordance with the terms of this
agreement, and
that Lessee shall not encumber the Leased Property by either
voluntary or
involuntary lien.
Page 2 of 4 Initial /s/ WKR
Lease Agreement No. 11333:MS/jj
<PAGE>
9.0 MAINTENANCE, USE AND RETURN OF LEASED PROPERTY:
9.1 MAINTENANCE AND USE: Lessee shall maintain the leased
property in a
good and safe operating condition and working order, using as a
guide the
maintenance program prescribed in the owner's manual, if any,
for each item of
leased property, and shall perform, all preventive maintenance
reasonably
required, including but not limited to, such preventive
maintenance required to
insure full validation of a manufacturer's warranty, if any, on
the leased
property. In addition, Lessee shall repair and provide
replacement parts
necessary to keep the leased property in a good and safe
operating condition and
working order. All replacement parts, as required hereunder,
shall immediately
become the property of Lessor. It is understood that this is a
net lease and
Lessor assumes no obligation whatsoever for the maintenance,
repair or
replacement of the leased property or any portion thereof. The
Leased Property
shall be used solely in the conduct of Lessee's business and
Lessee warrants
that Leased Property is leased for commercial or business
purposes and not for
consumer, personal, home or family purposes.
9.2 RETURN OF LEASED PROPERTY: When the leased property is
returned to
Lessor, at the expiration of the term of this Lease, or as
otherwise provided
for under the terms hereof, then the same shall be returned in
the same
condition as when the leased property was delivered to Lessee
under the terms of
this Lease, ordinary depreciation for normal use excepted.
Unless otherwise
agreed in writing, Lessee shall be responsible for returning, at
Lessee's
expense, the leased property to such location in Yakima County,
State of
Washington, or at such other location as may be designated by
Lessor. In the
event the leased property is not returned in such condition and
state of repair,
the costs incurred in replacing the same in such condition and
repair shall be
paid by Lessee to Lessor, upon demand.
WARNING: FAILURE TO PROMPTLY RETURN THE LEASED PROPERTY MAY
RESULT IN CRIMINAL
PROSECUTION.
10.0 RISK OF LOSS-INSURANCE-INDEMNITY-LIABILITY INSURANCE:
10.1 RISK OF LOSS: Lessee hereby assumes and shall bear the
entire risk
of loss and damage to the leased property from any cause
whatsoever, regardless
of whether the loss is insured.
10.2 PROPERTY INSURANCE: During the term of this Lease, Lessee
shall
cause the leased pro
| 
