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to secure pr ` ``' -' `ce,and(b)all Rental Equipment and , ,
<br /> the related 6.�.D. - Pag@ 4O �t of the monthly payments
<br /> therefore and authorize us to tile tinancing statements with respect to the This Section 32 governs any equipment that is leased to you by us.If your
<br /> Equipment and the Software in accordance with the Uniform Commercial Application or other documents reflect that your equipment is purchased
<br /> Code,signed only by us or signed by us as your attorney-in-fact. or rented,then the provisions of purchase or rental are governed by the
<br /> Equipment Agreement set forth in Section 31.
<br /> 31.8. Software License. Anything in this Equipment Agreement to the
<br /> contrary notwithstanding,we retain all ownership and copyright interest The Equipment Lease Agreement("Lease Agreement")between us and
<br /> in and to all software,computer programs,related documentation, you as set forth in this section is referred to as the"Lease Agreement"and
<br /> technology,know-how and processes embodied in or provided in for purposes of this Section 32,the full Agreement of which this Lease
<br /> connection with the Equipment(collectively"Software"),and you shall Agreement is a part is referred to as the"Merchant Agreement:' For
<br /> have only a nonexclusive license to use the Software in your operation of Purposes of this section,the words"we;"'our"and"us"refer to Wells Fargo
<br /> the Equipment.You shall not reverse engineer,disassemble or decompile Merchant Services,L.L.C.and its successors and assigns and the words
<br /> the Software.You shall not give any third party access to the Software '�Y�u"and"your"refer to the Lessee identified in the signature panel of this
<br /> without our prior written consent.Your obligations under this Section Merchant Agreement and its permitted successors and assigns.
<br /> 31.8 shall survive the termination of this Equipment Agreement. Lessee hereby authorizes us or our designees,successors or assigns
<br /> (hereinafter"Lessor")to withdraw any amounts including any and all sales
<br /> 31.9. Limitation on Liability. Our liability arising out of or in any way taxes now due or hereinafter imposed,owed by Lessee in conjunction with
<br /> connected with the Equipment shall not exceed the purchase price or prior this Lease Agreement by initiating debit entries to the bank account
<br /> twelve month's rent,as applicable,paid to us for the particular Equipment designated by Lessee on the MPA(the"Settlement Account").In the event
<br /> involved.In no event shall we be liable for any indirect,incidental,special of default of Lessee's obligations hereunder,Lessee authorizes debit of its
<br /> or consequential damages.The remedies available to you under this account for the full amount due under this Lease Agreement.Further,
<br /> Equipment Agreement will be your sole and exclusive remedies. Lessee authorizes its financial institution to accept and to charge any
<br /> Client acknowledges and understands that we shall have no responsibility debit entries initiated by Lessor to Lessee's account.In the event that
<br /> or liability concerning any equipment used by Client,including but not Lessor withdraws funds erroneously from Lessee's account,Lessee
<br /> limited to hardware or software,obtained in any manner from a third authorizes Lessor to Credit Lessee's account for an amount not to exceed
<br /> party.In no event will we be responsible for any damages or losses the original amount of the debit.This authorization is to remain in full
<br /> whatsoever that Client may incur as a result of using any equipment force and effect until Lessor has received written notice from Lessee of its
<br /> obtained from a third party. termination in such time and in such manner as to afford Lessor a
<br /> reasonable opportunity to act.Lessee also authorizes Lessor from time to
<br /> 31.10.Indemnification. You shall indemnify and hold us harmless from time to obtain investigative credit reports from a credit bureau or a credit
<br /> and against any and all losses,liabilities,damages and expenses,resulting agency concerning Lessee.
<br /> from(a)the purchase,delivery,installation,acceptance,rejection,owner-
<br /> 32.1. Leased Equipment. We agree to lease to you and you agree to
<br /> ship,leasing,possession,use,operation,condition,liens against,or return lease from us the equipment identified on the Merchant Agreement or
<br /> of the Equipment,or(b)any breach by you of any of your obligations such other comparable equipment that we provide to you(the
<br /> hereunder,except to the extent any losses,liabilities,damages or expenses �-Equipment"),according to the terms and conditions of this Lease
<br /> result from our gross negligence or willful misconduct. Agreement.We are providing the Leased Equipment to you"as is"and
<br /> 31.11.Default;Remedies. make no representations or warranties of any kind as to the suitability of
<br /> a. If any debit of your Settlement Account initiated by us for rent and/or the Leased Equipment for any particular purpose.The term of Equipment
<br /> other charges due hereunder is rejected when due,or if you otherwise includes the Equipment initially deployed under this Lease Agreement
<br /> fail to pay us any amounts due hereunder when due,or if you default and/or any additions,replacements,substitutions,or additions thereto.
<br /> in any material respect in the performance or observance of any 32.2. Effective Date:Term and Interim Rent.
<br /> obligation or provision in this Equipment Agreement,or if any other a. This Lease Agreement becomes effective on the earlier of the date we
<br /> default occurs under the Merchant Agreement,any such event shall be deliver any piece of Equipment to you(the"Delivery Date"),or
<br /> a default hereunder. acceptance by us.This Lease Agreement remains in effect until all of
<br /> b. Upon the occurrence of any default,we may at our option,effective your obligations and all of our obligations under it have been satisfied.
<br /> immediately without notice,either:(i)terminate the period of rental We will deliver the Leased Equipment to the site designated by you.
<br /> and our future obligations under this Equipment Agreement, b. The term of this Lease Agreement begins on a date designated by us
<br /> repossess the Equipment and proceed in any lawful manner against after receipt of all required documentation and acceptance by us(the
<br /> you for collection of all charges that have accrued and are due and "Commencement Date"),and continues for the number of months
<br /> payable,in which case this Equipment Agreement shall terminate as indicated on the MPA.THIS IS A NONCANCELABLE LEASE FORTHE
<br /> soon as your obligations to us are satisfied,or(ii)accelerate and TERM INDICATED ON THE MPA.
<br /> declare immediately due and payable all monthly rental charges for c. You agree to pay an Interim Lease Payment in the amount of
<br /> the remainder of the applicable rental period and proceed in any one-thirtieth(1/30th)of the monthly lease charge for each day from
<br /> lawful manner to obtain satisfaction of the same. and including the Delivery Date until the date preceding the
<br /> 31.12.Assignment. Subject to the following provisions,this Equipment Commencement Date.
<br /> Agreement shall be binding upon successors and assigns and shall inure d. YOU ACKNOWLEDGETHATTHE LEASED EQUIPMENTAND/OR
<br /> to the benefit of the parties and their respective permitted successors and SOFTWARE YOU LEASE UNDERTHIS LEASE AGREEMENT MAY NOT BE
<br /> assigns.You may not assign or transfer this Equipment Agreement,by COMPATIBLE WITH ANOTHER PROCESSOR'S SYSTEMS AND THAT WE
<br /> operation of law or otherwise,without our prior written consent.For DO NOT HAVE ANY OBLIGATION TO MAKE SUCH SOFTWARE AND/OR
<br /> purposes of this Equipment Agreement,any transfer of voting control of LEASED EQUIPMENT COMPATIBLE IN THE EVENT THATYOU ELECTTO
<br /> you or your parent shall be considered an assignment or transfer hereof. USE ANOTHER SERVICE PROVIDER.UPON TERMINATION OF THE
<br /> We may assign or transfer this Equipment Agreement and our rights and MERCHANT PROCESSING AGREEMENTYOU ACKNOWLEDGETHATYOU
<br /> obligations hereunder,in whole or in part,to any third party without the MAY NOT BE ABLE TO USE THE LEASED EQUIPMENT AND/OR
<br /> necessity of obtaining your consent.No assignee for the benefit of SOFTWARE LEASED UNDERTHIS LEASE AGREEMENT WITH SAID
<br /> creditors,custodian,receiver,trustee in bankruptcy,debtor in possession, SERVICE PROVIDER.
<br /> sheriff or any other officer of a court,or other person charged with taking 32.3. Site Preparation. You will prepare the installation site(s)for the
<br /> custody of a party's assets or business,shall have any right to continue or Leased Equipment,including but not limited to the power supply circuits
<br /> to assume or to assign this Equipment Agreement. and phone lines,in conformance with the manufacturer's and our
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