1. AGREEMENT: You worea to feasa from us the goods (Equipment and, if appheable, finanen certait softvate. soltwara keansets), softwere components and/or professional serveas ia connection with software
(cotlectively, tha “Finariced tems," which are n¢lyged In the word "Equipment unless separdiely stated) fram software loensar{s) andlor supplier(s) donlfectively, tha “Suppier’), aif as described in this Agreement and
Jn any attached schedule, addendum or amendment hereto (Agreement). You represent and wesrent hal you will use the Equipmest for businass purposes only. You agrea to ail of tha lenms and conditions
contained in this Agreement whsh, with the aocaptance certification, is the entire ageeement between you and us regaréng tho Equipment and which supersedes any purchase onder, Invoice, request for proposal
fespoate of other mated document. This Agreement becomes valid upon execution by us. The tern shall start on tha date ve pay Supplier. Interim reniitue date adjustments wil be [nan amount equal ta W/30%h of
ihe Payment, mtpied by the number of days between tha Agreement starl data and tha first Payment due dais. If any provision of this Agreement is declared unenforceabla, the ather provisions herein shall zemain
in fel force end aligct to the fullest extent permitted by law.
2 GWHERSHIP; PAYMENTS; TAXES AND PRES: We own tha Equipment, axcluding any Financed items. Ownership of any Financed {tems sho remain with Supplier thereof, You will pay all Payments . as
adjusted, when dua, withowl notice or demand and wilhout abatement set-off, counterclaim or deduction of any amount whatsoever. If any patt of a Payment is more than 5 days lata, you agree to pay atata charge ol
107% of the Paymant which is tate or, if fess, tha maximum charge allowed by law. The Payment may be adjusted proportonataly upward or downward: {i} Iftha shipping charpes or taxes difer from the estimate given
ta you; andor (@] to comply with tha tax aves of the stata én which tha Equipments located, You shall pay allapplicable taxes azsessments and panaides related to tis Agreement, whether iavied or asteszed on this
Agreement, on is (except on our incpma} or you. or on the Equipment, lis lease, sala, ownership, possession, ute or operalion. twa pay any taxes or other expanses lhat are owed hereunder, you agfee to reimburse
us when wa fequest nd to pay us 3 processing fee for each axpense wa pay an your behall, You agree to pay us a fze of $35.00 for (ling and/or searching costs required under tha Unigorm Commarcial Coda
(UCC) or other laws. You agree to pay us an origination fae af $99.00 for ali closing costs. We may apply all sums received Irom you lo say amounts dua and owed to ug under tha terms of this Agreement, Hf for
any reason your check is returned for insufaciant funds, you wail pay us a service charge of $3) or, If less, the maxlmem chamga stowed by lav. Wa thay make a profit on any fees, estimated tax payments and ather
changes paid under iis Agreement
3. EQUIPMENT; SECURITY INTEREST: At your expense, you shall keep the Equipment: () in good repair, condiion and working onder, In compfance with applicable favs, ordinances and manufacturers and
reguiatory standards; (I) rea and clear of off Gans and claims; and {2i} al your address shown an paga 4, and you agrea naf ta move i unlass we agrea In writing. You grant us a security interest in tha Equipment fo
secure all amounts you owe us under any agreement with us, except ainounts secured by land and busdings In addition io the Equipment. You authariza and ratty our fing of any fiteticing statements). You wifnot
change your nama, stata of emjanizalion, headquarters of residence without providing prlor writlen notcg ta us, You wil notily us within 30-days if your stata of organization mvokes or taminates your existenca,
4. INSURANCE; COLLATERAL PROTECTION; INDEMNITY; LOSS OR DAMAGE: You agree to keep the Equipment hviy insured against aff risk, with us named as landers loss payee, in an amount not less than
tha full replacement value of tha Equcpenent uetit this Agreement fs terminated. You also agree to maintain tlabiity insurance with such covdraga ef ftom such ingurance camier a5 shall be satistactory 40 us and to
inchuda us as an additional insured on the polcy. You will pmmvide writien notice 0 us within 10 days of any modification or cancellation of your Insurance policy[s). You agrea to provide us certlicates or other
evidence of insurance aocepiable (to us. il you do not provide us widt acceptable evidence of property insurance within 30 days alter the start of this Agreement, we may, al our sole discretion, charge you a masthly
property damage surcharge of up to 0035 of the Equipment cost as a resuft of our credit ask and administrative and other costs, as would be futher dascribad on a letter from us fo you. Wa may niake a profit oa the
program, NOTHING iN THIS PARAGRAPH WILL RELIEVE YOU OF RESPONSIBILITY FOR LIABILITY INSURANCE GN THE EQUIPMENT. We are not sponsible for, and you agree 40 hold us harmless and
reimburse us for and to defend on cur behaif against any claim for any loss, expanse, Hebiity or injury caused by or In any way rated 10 delivery, Installation, possession, ovmership, lasing, manulactura, use,
condition, inspection, removal, returns or storage of the Equipment. All Indemnltias will swvive tha expiration or temmmazton of this Agreement. You ara responsitfe for any loss, theft, destruction or damage [o the
Equipment (Loss’). regastiass of cause, whather or notingured. You agree to prompily notify us in writing of any Loss, if a Loss occurs and we have no{ otherwise agreed in weitng, you wil promply pay to us the
unpied balance of this Agreement, fnctading any Iuture Payments to the end of the lerm plus the anticipated residual valve of tha Equipment, both discounted to present valua at 2%. Any proceeds of insurance wil be
paid to us and credied eqeinst the Loss. You authorize us ta sign on your behalf and appoint us as your allomay-in-fact te endorse In your nama any lnsurance drafts or checks Insued dua to a Loss,
5. ASSIGNMENT: YOU SHALL NOT SELL, TRANSFER, ASSIGN, ENCUMBER, PLEDGE OR SUBLEASE THE EQUIPMENT OR THIS AGREEMENT, without cur prior writes consent. You shalinot
consolidate or merge with or Inte any other entity, distibute, sell or dispose of allor any substantial parton of your assets other than in the ondinary course of business, without our prior wailten consent, witich shall nat
be unreasonably withheld, and the surviving, or succeseor ently of tha transleres of such assets, as the case may be, shall assume all of your obligations under this Agreement by a written Instrument acceplabla to
us. No event shall occur which causes of resulls in a transfer of majority avmership of you while any obligations ara outstanding hamunder, Wa may sell, scign, or transfer this Agreemant without naliea to or consent
from yau, You agree that if wa sell, easiga or wansfer this Agreament, our assignae vail have tha same rights and benefits thal wa have now and will not have lo perfonn any af cur obligations. You agree that our
assignee wil not be subject to any claime, defenses, or offsets thet you moy have agalaet ue. Ths Agreement shed ba binding on and inum to the benedt of tha parties hereto and their respectiva successors
and assigns.
4, DEFAULT AND REMEDIES: You will ba in default if: 4} you do nat pay any Payment or other cum due to us or you fa% to performs in accordance with tha covenants, terms and condions of this Agreement or any
other agreement with us or any of ovr affgiales; (i) you maka or hava made any falze statement or misrepresentaton to us; (ia) you or any quarantor dies, dissolves, liquidaias, tarminatss existence or Ig in bankruptcy;
{iv} you or any guarantor suffers a material adverse changa ‘n is financied, business or operating condition; or (v) any guixanler dalautts undar any guaranty for this Agreement. if you era ever in defaull, st our opgon,
we can cancel thes Agreemeal and require that you pay the unpaid balance of this Agreement, Including any future Payments to tha end of tenm plus the anticipated residual value of the Equipment, both discounted lo
present value al 7%, We may recover delault interest ca any unpaid amount at tha rate of §2% per year. Concurrently and cumulatively wa may also use any remadies available te us under the UCC and any other
law and we may require that you inmediately stop using any Financed ftems. Hl we taka poszession of tha Equipment, you agrea to pay the costs of repossession, moving. storage, repair and sale. ‘The nat proceeds
of the sata of any Equipment vail ba credited agains! what you owe us under this Agreement and you will ba responsibta for any deficlaney. In the evant of any disputa or enforcement of our rights under this
Agreement oF any relaied agreement, you agrea !0 pay our razsonable attorneys’ fees (including any Incurred betarg or at bial, on appeal or In any other proceeding}, actual courl costs and any othey cokectan casts ,
including any collection agancy fea. WE SHALL NOT BE RESPONSIGLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT ACT OR OMISSION BY ANYGNE
Any detay or faflura to enforca our rights under this Agreement wil nol prevent us from enforcing any rights at alater ime. You agres that iis Agreement is a "Finanos Lease’ 2s dolined by Article 2A of tha UCC and
your rights and remedies are governed exclusively by this Agreement. You waive ail rights under sectiong 24-508 through 522 of the UCC. interest is charged or co¥ected th excess of tha maximums Ewtulrate.we
yall refund such excess lo you, which wil be your sole remedy
7 INSPECTIONS AND REPORTS: Wa have tha right, al any reasonabia tima, to inspect tha Equipment and any documents relating to Bs Installation, usa maintunance and repair. Willln 30 days aller our request
you will deliver ali requested infomaton which we deem reasonably necessary to determine your current financial condition end ialthtul performance of te terms heraot. Financial ivornation will generally not be
required unless your exposure with us exceeds $1,000,000, Unlass otherwise accepted by us, each financial statement shall be prepared in accordance with generally accepted accounting principles consistantly
applied and shail faidy and accurately present your financial condition and results of operatons far the period to which it pertains, Yau authorize us to obtsin crecit bureau reporis for credit and eo lection purposes and
lo shave them with cur alfiiatas and agents.
6. END OF TERM: Unless the purchase option is $1.00, al the end of the initia! term, this Agreement shall renew Jor successiva {2-month renewal fern(s) under tha same tems heres! unkes you send us written
notce hotwaen 80 and 150 days belora the end of tha initial term or at as] 30 days balore the end of any renewal term that you want to purchase or ratern the Equipment and you timely purchase or ratum the
Equipment You shall continua making Payments and paying all other amaunis due untiitha Equipmentis purchased of retumed, As long aS you have given us tha required wntlan notice, fyoudo not purchase the
Equipment, you wid retun af? of the Equipment $o a jocation we specify, at your expense, in rela re-saleable condition, full wordng onder and complala repair. YOU ARE SOLELY RESPONSIBLE FOR REMOVING
ANY DATA THAT MAY RESIGE IN THE EQUIPMENT, INCLUDING BUT NOT UMITED 70 HARD ORIVES, DISK DRIVES OR ANY OTHER FORM OF MEMORY.
9, USA PATRIOT ACT NOTICE: To help the goverment light the funding of terorism and mangy laundering actlviles, federal few requires all financial ingktutions to oblain. verity, and record formation thal
Hentfies each customar wie opens an sccount, When you enter inte a transaction with us, wa ask for your business nama. addmss ard other iformation thal wil allow us to Wently you. We may algo ask to see
other documents that substantiate your businass identity,
10. HISCELLANEOUS: Unless othenvisa stated in an addendum hereto, the parties egree that: (i] this Agreement and any related documents herolo may be authenticated by stectronic means: Uhthe ‘trighal" of
thls Agremant shall be the copy that bears your manual, facsimie, scanned of electronic signature and thal also bears our manually signed signature and fs held by us: and {ii} ip tha extent this Agreament consttutes
chattel paper (as defined by the UCC). a security interes} may onty be erated in tha onginal. Notwithstanding the foregeing, (I] for evidentiary purposes, any faxed, scanned of e ectronic copy of this Agreemant may
be considered the original, and you waive the tight io challange in court the authenticity of binding effect af any such copy or signature thereon; and (i) we reserve the right lo require you tp sign any hstrument
Manually and to deliver t us an original of such documen!. You agrea tp execute ony further documents that we may request to cary out tha Intants and purposes ot this Agreement, All notices shallbe mailed o¢
delivered by facsimila iensmission or ovemight couries to the respective parties at the addresses shown on this Agreement or such thar address as a party may provide ih writing from lime lo fima . By providing us
with a telephona number for a celular phone oc other wireless Gavice, Including a number that you (ater convert to acellular number, you amy expressly consenting to receiving communsiations , ncluding but nat imitad
{¢ prereconded or arvicial volog message calls, text messages, and calls mada by an aulomatic telephone diaing system, from us and our afiiiates and agents af thal namher. The express consent applias to each
such ielaphona number that you provide to us row or in the future and pecmits such calls fornon-markeling paspotas, Calls and messages may tour access fees from your cellular provider. You authoriza us lo make
non-material amendments {including completing and conforming tha daceripbon of the Equigenent] 9 any document [ns connection with this Agreement. Unless sizted otherwe herein, aif other modificatians to aus
Agreement must be in writing and signed by gach pasty of in aduly guthentcated elecimnle record. This Agreement may not be modified by course of perlormanca.
Tf. WARRANTY DISCLAIMERS: WE ARE LEASING THE EQUIPMENT TO YOU ‘AS-S.‘ YOU HAVE SELECTED SUPPLIER AND THE EQUIPMENT BASED VPON YOUR OWN JUDGMENT. WE DO HOT
TAKE RESPONSIBILITY FOR THE INSTALLATION OR PERFORMANCE OF THE EQUPMENT. SUPPLIER IS NOT AR AGENT OF OURS AND WE ARE NOT AN AGENT OF SUPPLIER, AND NOTHNG
SUPFLIER STATES OR DOES CAN AFFECT YOUR OBLIGATIONS HEREUNDER. YOU WILL MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAIM OR COMPLAINT AGAINST
ANY SUPPLIER, LICENSOR OR BANUFACTURER, AND ANY FAILURE OF A SERVICE PROVIDER TO PROVIDE SERVICES WILL NOT EXCUSE YOUR OBLIGATIONS TO US UNDER THIS AGREEMENT.
WE MAKE HO WARRANTIES, EXPRESS Of IMPLIED, OF, AND TAKE ABSOLUTELY NO RESPONSIBILITY FOR, MERCHANTABILITY, FIFHESS FOR ANY PARTICULAR PURPOSE, CONDITION, QUALITY,
ADEQUACY, TITLE, DATA ACCURACY, SYSTEM INTEGRATION, FUNCTION, DEFECTS, INFRINGEMENT OR ANY OTHER ISSUE IN REGARD TO THE EQUIPMENT, ANY ASSOCIATED SOFTWARE AND
ANY FINAHCES ITERS. SC LONG AS YOU ARE NOT [N DEFAULT UNDER THIS AGREEMENT, WE ASSIGN 70 YOU ANY WARRANTIES IN THE EQUIPMENT GIVEN TO US.
12. LAW; JURY WAIVER: This Agreement wil be govered by and construad ‘hn acrotdanca wilh Minnatota law, You consent to juritdiction and venue of any stale or federal court in Minnesota end waive tha
dalense of Inconvenient forum. For any acton ansing out of or relating 6 this Agreement or the Equipment, BOTH PARTIES WAIVE ALL FUGHTS TO A TRIAL BY JURY.
21742 Paga 2ofZ Rey 0601/2017
