Master Lease Agreement

ADDITIONAL TERMS AND CONDITIONS OF AGREEMENT

8.

LOSS OR DAMAGE . If any Item of Equipment is lost, stolen or damaged you will, at your option and cost, either: (a) promptly repair the item or replace the item with a comparable item reasonably acceptable to us; or (b) pay us the sum of: (i) all past due and current Lease Payments, (ii) the present value of all remaining Lease Payments for the item, discounted at the rate of 6% per annum (or lower rate permitted by law, whichever is higher), (iii) all Lease Charges, and (iv) the Fair Market Value of the Equipment (If an FMV Lease). We will then transfer to you all our right, title and interest in the Equipment AS-IS AND WHERE-IS, WITHOUT ANY WARRANTY AS TO CONDITION, TITLE OR VALUE. Insurance proceeds shall be applied toward repair, replacement or payment hereunder, as applicable. In this Master Agreement, "Fair Market Value" of the Equipment means its installed fair market value at the end of the Term, assuming good order and condition (except for ordinary wear and tear from normal use), as estimated by us. á

9.

INSURANCE . During the term of a Lease, You will keep the Equipment Insured, at its sole cost and expense, against all risks of a loss or damage in an amount not less than she replacement cast of the Equipment, without deductible and without co-insurance. You will also obtain and maintain for the term of a Lease, comprehensive public liability insurance and such policy shall provide Us with thirty (30) days prior written notice of cancellation of termination of such policy covering both personal Injury and property damage in an amount acceptable to Us. We will be the sole named loss payee on the property insurance under a separate lender's loss payable clause and named as an additional Insured on the public liability insurance. You will pay all premiums for such Insurance and You shall deliver proof of insurance coverage to Us satisfactory to Us. If You does not provide such insurance. You agree that We have the right, but not the obligation, to obtain such insurance and charge You for all costs. You irrevocably appoint Us as Your attorney-In-fact to make claims for, receive payment of, and execute and endorse all documents, checks or drafts in payment for loss or damage under any said Insurance policies. If your agent or broker does not confirm property insurance coverage on the equipment at our request for confirmation or cancellation of existing policy, the equipment will be Insured under our policy. An insurance charge will be added to each of your Invoices. The Insurance charge includes premium, Interest and/or finance charges on that premium, fees for tracking the Insurance, and administration expenses (including a fee payable to us which may include a profit).

10.

DEFAULT . You will be In default under the Lease if (a) you fall to remit to us any payment within five (5) days of the due date or breach any other obligation under this Lease; (b) a petition Is filed by or against you or any Guarantor under any bankruptcy or insolvency law or you shall fail to pay your debts as they generally became due; (c) you default under any other agreement with us; or (d) you or the Guarantor, as the case may be, shall terminate its/yours corporate existence, or consolidate with, merge into, or convey or lease substantially all of your/its assets to any other person or entity.
11.

REMEDIES . If you default, we may do one or more of the following: (a) recover from you, AS LIQUIDATED DAMAGES FOR LOSS OF BARGAIN AND NOT AS A PENALTY, the sum of: (I) all past due and current Lease Payments, (II) the present value of all remaining Lease Payments, discounted at the rate of 8% per annum (or the lowest rate permitted by law, whichever Is higher), (Ill) all Lease Charges, and (iv) the Fair Market Value of the Equipment (If an FMV Lease); (b) declare any other agreements between us in default; (c) require you to return all of the Equipment in the manner outlined in Section 12, or take possession of the Equipment, in which case we shall not be held responsible for any losses directly or Indirectly arising out of, or by reason of the presence and/or use of any and all proprietary information residing on or within the Equipment, and to lease or sell the Equipment or any portion thereof, and to apply the proceeds, less reasonable selling and administrative expenses, to the amounts due hereunder; (d) charge you Interest on all amounts due us from the due date until paid at the rate of 1-1/2% per month, but in no event more than the lawful maximum rate; (e) charge you for expenses incurred in connection with the enforcement of our remedies including, without limitation, repossession, repair and collection costs, attorneys' fees and court costs. These remedies are cumulative, are in addition to any outer remedies provided for by law, and may be exercised concurrently or separately. Any failure or delay by us to exercise any right shall not operate as a waiver to any other right or future right.

12.

END OF TERM PROVISIONS; RETURN OF EQUIPMENT . In the case of a $100 Lease or a % Lease and if you are not in default, we will release any security interest which we may have in the Equipment at the end of the Term upon payment of the purchase price, applicable sates and other taxes and an end of lease processing fee of $87.25; YOU DO NOT HAVE THE OPTION TO RETURN THE EQUIPMENT. In the case of an FMV Lease, at the end of the Term and upon 30 days prior written notice to us, you shall either (a) return all of the Equipment, or (b) purchase all of the Equipment AS-IS AND WHERE-IS, WITHOUT ANY WARRANTY AS TO CONDITION, TITLE OR VALUE, for the Fair Market Value, plus applicable sales, other taxes and a end of lease processing fee as stated below. The Lease shall continue on a month-to-month basis and you shall pay us the same Lease Payments and Lease Charges as applied during the Term until the Equipment is returned to us or you pay us the applicable purchase price (and taxes). If you are in default or, in the case of an FMV Lease, you do not purchase the Equipment at the end of the Term (or any month-to-month renewal term), you shall return all of the Equipment, freight and Insurance prepaid at your cost and risk, to wherever we indicate In the continental United States, with all manuals and lags, in good order and condition (except for ordinary wear and tear from normal use), packed per the shipping company's specifications, and pay an inspection, restocking and handling fee of $87.25, not to exceed the maximum permitted by law, as reasonable compensation for our costs in processing returned equipment. You will pay us for any loss In value resulting from the failure to maintain the Equipment in accordance with this Master Agreement or for damages incurred in shipping and handling.

13.

ASSIGNMENT _; You may not assign or dispose of any rights or obligations under the Lease or sub-lease the Equipment, without our prior written consent. We may, without notifying you, (a) assign the Lease or our Interest in the Equipment; and (b) release information we have about you and the Lease to the manufacturer, supplier or any prospective investor, participant or purchaser of the Lease. If we do make an assignment under subsection 13(a) above, our assignee will have all of our rights under the Lease,

but none of our obligations. You agree not to assert against our assignee claims, offsets or defenses you may have against us.

14.

MISCELLANEOUS . This Lease may be executed in counterparts, and facsimile signatures shall suffice as originals. Notices must be in writing and will be deemed given 5 days after mailing to your (or our) business address. You represent that: (a) you have authority to enter into the Lease and by so doing you will not violate any law or agreement; and (b) the Lease is signed by your authorized officer or agent. The Lease is the entire agreement between us, and cannot be modified except by another document signed by us. The Lease is binding on you and your successors and assigns. All financial information you have provided is true and a reasonable representation of your financial condition. You authorize us or our agent to: (a) obtain credit reports and make credit inquiries; (b) furnish payment history to credit reporting agencies; and (c) be your attorney-in-fact for the sole purpose of signing UCC financing statements. Any claim you have against us must be made within two (2) years after the event which caused it. If a court finds any provision of the Lease to be unenforceable, all other terms shall remain in effect and enforceable. You authorize us to Insert or correct missing information on the Lease, including your proper legal name, serial numbers and any other information describing the Equipment. If you so request, and we permit the early termination of a Schedule, you agree to pay a fee for such privilege. THE PARTIES INTEND THIS TO BE A "FINANCE LEASE" UNDER ARTICLE 2A OF THE UNIFORM COMMERCIAL CODE ("UCC"). YOU WAIVE ALL RIGHTS AND REMEDIES CONFERRED UPON A LESSEE BY ARTICLE 2A OF THE UCC.

15.

LIMITATIONS ON CHARGES . This Section controls over every other part of this Master Agreement and over all other documents now or later pertaining to the Lease. We both intend to comply with all applicable laws. In no event will we charge or collect any amounts in excess of those allowed by applicable law. Any part of this Master Agreement that could, but for this Section, be read under any circumstance to allow for a charge higher than that allowable under any applicable legal limit, is limited and modified by this Section to limit the amounts chargeable under the Lease to the maximum amount allowed under the legal limit. If in any circumstance, any amount In excess of that allowed by law is charged or received, any such charge will be deemed limited by the amount legally allowed and any amount received by us In excess of that legally allowed will be applied by us to the payment of amounts legally owed under the Lease, or refunded to you.

16.

CONFESSION OF JUDGMENT . LESSEE (YOU) EMPOWERS ANY ATTORNEY OF ANY COURT OF RECORD IN PENNSYLVANIA TO APPEAR FOR LESSOR (US) IN ANY OR ALL ACTIONS, WHICH MAY BE BROUGHT AFTER DEFAULT UNDER OR BREACH OF THE OBLIGATIONS DESCRIBED HEREIN, AND TO CONFESS UPON AND ENTER JUDGMENT AGAINST LESSEE (YOU) FOR THE UNPAID BALANCE OF RENT HEREUNDER, PLUS ALL COSTS, EXPENSES AND REASONABLE COUNSEL FEES INCURRED BY REASON OF SAID DEFAULT AND IN COLLECTION OF ALL OF LESSEE'S OBLIGATIONS. THE AUTHORITY GRANTED HEREIN SHALL NOT BE EXHAUSTED BY ONE EXERCISE OR A FAULTY OR STRICKEN EXERCISE, BUT JUDGMENT MAY BE CONFESSED AS AFORESAID FROM TIME TO TIME AS ANY SUCH SUMS SHALL BECOME DUE. LESSEE (YOU) WAIVES ALL RELIEF FROM ANY AND ALL PPRAISEMENT OR EXEMPTION LAWS NOW IN FORCE OR HEREINAFTER ENACTED.

LESSEE (YOU), BEING FULLY AWARE OF THE RIGHT TO NOTICE AND A HEARING CONCERNING THE VALIDITY OF ANY AND ALL CLAIMS THAT MAY BE ASSERTED AGAINST LESSEE (YOU) BY LESSOR (US) BEFORE A JUDGMENT CAN BE ENTERED HEREUNDER OR BEFORE EXECUTION MAY BE LEVIED ON SUCH JUDGMENT AGAINST ANY AND ALL PROPERTY OF LESSEE, HEREBY WAIVES THESE RIGHTS AND AGREES AND CONSENTS TO JUDGMENT BEING ENTERED BY CONFESSION IN ACCORDANCE WITH THE TERMS HEREOF AND EXECUTION BEING LEVIED ON SUCH JUDGMENTAGAINST ANY AND ALL PROPERTY OF LESSEE, IN EACH CASE WITHOUT FIRST GIVING NOTICE AND THE OPPORTUNITY TO BE HEARD ON THE VALIDITY OF THE CLAIM OR CLAIMS UPON WHICH SUCH JUDGMENT IS ENTERED.

/s/TMA
Initials

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Schedule A

This schedule supplements and is hereby incorporated by reference in Lease Schedule No. 37006, dated __________________, 20____ (“Schedule”), to Lease Agreement dated                by and between QuickLease, Powered by CoActiv (“Lessor”) and AMC Flint, Inc. (“Lessee”).

Schedule A

This schedule supplements and is hereby incorporated by reference in Lease Schedule No. 37006, dated __________________, 20____ (“Schedule”), to Lease Agreement dated                by and between QuickLease, Powered by CoActiv (“Lessor”) and AMC Flint, Inc. (“Lessee”).

Schedule A

This schedule supplements and is hereby incorporated by reference in Lease Schedule No. 37006, dated __________________, 20____ (“Schedule”), to Lease Agreement dated                by and between QuickLease, Powered by CoActiv (“Lessor”) and AMC Flint, Inc. (“Lessee”).

Schedule A

This schedule supplements and is hereby incorporated by reference in Lease Schedule No. 37006, dated __________________, 20____ (“Schedule”), to Lease Agreement dated                by and between QuickLease, Powered by CoActiv (“Lessor”) and AMC Flint, Inc. (“Lessee”).

Schedule A

This schedule supplements and is hereby incorporated by reference in Lease Schedule No. 37006, dated __________________, 20____ (“Schedule”), to Lease Agreement dated                by and between QuickLease, Powered by CoActiv (“Lessor”) and AMC Flint, Inc. (“Lessee”).

Schedule A

This schedule supplements and is hereby incorporated by reference in Lease Schedule No. 37006, dated __________________, 20____ (“Schedule”), to Lease Agreement dated                by and between QuickLease, Powered by CoActiv (“Lessor”) and AMC Flint, Inc. (“Lessee”).