Resolution 2010-76 - Laserfiche WebLink

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sections hereof and to perform and observe the other covenants and agreements contained herein shall be absolute and unconditional in all events except as expressly provided under this Lease. Notwithstanding any dispute between Lessee and Lessor, any assignee, any Vendor, or any other person, Lessee shall make all payments of Rental Payments when due and shall not withhold any Rental Payments pending final resolution of such dispute nor shall Lessee assert any right of set -off or counterclaim against its obligation to make such payments required under this Lease. Lessee's obligation to make Rental Payments during the Original Term and the then current Renewal Terms shall not be abated through accident or unforeseen circumstances. Section 6.04. Non - appropriation. Lessee shall not be obligated to make payment of the Rental Payments provided for in this Lease beyond the then current Original or Renewal Term. In the event sufficient funds shall not for any reason be specifically budgeted and appropriated for the payment of the Rental Payments required to be paid in the next occurring Renewal Term under Schedule B to continue the leasing of the Equipment for any reason, Lessee agrees at Lessee's cost and expense peaceably to deliver the Equipment to Lessor at such location in the State. of Colorado Denver Metropolitan area as specified by Lessor in good working order and condition. Section 6.05 No Lessor Liability. Lessee therefore waives any and all claims against Lessor and its assigns for any and all liability, obligations, losses, claims and damages whatsoever regardless of the cause thereof, any expenses in connection therewith, including, without limiting, counsel fees and expenses, penalties and interest arising out of or as the result of the entering into of this Lease, the ownership of any item of the Equipment, the ordering, acquisition, use, operation, condition, purchase delivery, rejection, storage or retum of any item of the Equipment resulting in damage to property or injury to or death to any person. This waiver shall continue in full force and effect notwithstanding full payment of all obligations under this Lease and the termination of the Lease Term. Lessee agrees not to withhold or abate any portion of payment required by reason of any defects malfunctions, breakdowns, or infirmities of Equipment. Section 6.06 Delivery of Records. In the event of the return of any of the Equipment in addition to preparing the Equipment for shipping and paying the delivery cost, Lessee will also return to Lessor or its assignee the maintenance records and other documents covering such Equipment. Section 6.07 Option to Purchase Property. Lessee shall have and is hereby granted an option to purchase the Equipment on the fifth (5` tenth (10 and twelfth (12` anniversary dates of the Commencement Date and to terminate Lessor's interest in the Equipment, by delivering to Lessor the purchase option price set forth in Schedule C adjacent to the year in which said option may in Lessee's discretion be exercised. In the event the Lessee exercises such option to purchase, Lessee shall give written notice to Lessor, and shall specify therein the date of closing of the purchase, which closing date shall be not less than forty -five (45) nor more than ninety (90) days from the date such notice is received by Lessor. In the event of the exercise of the option granted in this Section, Lessor will d eliver to Lessee the documents referred to in Section 6.08 hereof. Section 6.08 Conveyance on Exercise of Option to Purchase. On any exercise of the option to purchase granted herein, Lessor will, upon payment of the amount stated in Section 6.07 deliver or cause to be delivered to Lessee such documents as Lessee may reasonably require including, but not limited to a bill or sale for Lessor's interests in the Equipment, conveying to Lessee all of the right, title and interest of Lessor in and to the Equipment being conveyed, subject only to those liens and encumbrances, if any, created by Lessee or to the creation or suffering of which Lessee consented. Lessor shall also delivered at or prior. to closing on any option to purchase documents evidencing full and proper termination of any liens, security interests or other interests of Lessor in the , Equipment and a termination statement confirming termination of this Lease.