Lads Commercial Equipment Contract

EQUIPMENT RENTAL AGREEMENT

This Equipment Rental Agreement (“Agreement”) is made and entered into as of the date of execution by LAD'S MOTORS LLC, a Michigan limited liability company (“Lessor”), and the undersigned Lessee (“Lessee”).

RECITALS

  1. Lessor is engaged in the business of renting equipment and desires to lease certain items of equipment to Lessee; and

  2. Lessee desires to rent such equipment from Lessor on the terms and conditions set forth herein;

  3. The specific equipment to be rented (the “Equipment”), along with the applicable rental rates (the “Rent”) and rental period (the “Term”), will be set forth in one or more invoices to be issued by Lessor from time to time, with each such invoice to replace and supersede the placeholder form attached hereto as Exhibit A, which is incorporated herein by reference;

NOW, THEREFORE, in consideration of the mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

  1. RENTAL AND OWNERSHIP OF EQUIPMENT. The Equipment is, and shall at all times remain, the personal property of Lessor, notwithstanding that the Equipment or any part thereof may become affixed to real property. Lessee shall have no ownership or proprietary interest in the Equipment.

  2. TERM AND RENTAL PERIOD. The rental period shall commence upon delivery of the Equipment to Lessee or Lessee’s agent at the designated site or upon Lessee’s pickup of the Equipment, whichever occurs first. The rental period shall continue until the Equipment is returned to Lessor’s designated return location and accepted by Lessor in the condition required by this Agreement. Rental charges shall continue to accrue until actual return and acceptance of the Equipment, regardless of whether the Equipment is in use. Time is of the essence with respect to Lessee’s obligations under this Agreement.

  3. PAYMENT TERMS. Rent payable during the Term shall be payable by Lessee to Lessor on or before the first day of each month.  If the Term begins or ends on a date which is other than the first or last day of the month, Rent for such partial month shall be prorated on a daily basis. Lessor may charge Lessee a reasonable fee to cover documentation and investigation costs. Lessee shall pay all rental fees, delivery charges, fuel charges, “Environmental Fees” (meaning any fees imposed by Lessor to cover compliance with environmental laws, hazardous materials handling, or waste disposal), taxes, and other costs in advance unless credit terms are approved in writing. All amounts are due without offset or deduction. Late payments on all sums due shall accrue interest at the higher of 1.5% per month or the highest rate permitted by law. Lessee shall reimburse Lessor for all collection costs, including attorneys’ fees, court costs, and repossession expenses. Lessee authorizes Lessor to charge any credit card or payment method on file for amounts due under this Agreement. Any advance payment, excepting the security deposit (defined hereinafter), is set forth in Exhibit A, exceeding one month’s Rent shall be applied to the last monthly payment(s) of Rent during the Term or any renewal thereof. Lessee shall be responsible for payment of the Rent for the entire Term, without regard to the actual period of use. No refunds, abatements, or reductions shall be made for early return of the Equipment, and Lessee shall remain liable for the full Rent due through the end of the Term.

  4. SECURITY DEPOSIT. Prior to taking possession of the Equipment, Lessee shall pay a security deposit in the amount set forth in Exhibit A (the “Security Deposit”). The Security Deposit secures Lessee’s obligations under this Agreement, including but not limited to payment of rental fees and other charges, repair of damage to the Equipment beyond ordinary wear and tear, cleaning costs if the Equipment is not returned in clean condition, replacement costs if the Equipment is lost, stolen, or damaged beyond repair, and any other amounts owed by Lessee under this Agreement. The Security Deposit will not earn interest and will be returned at the end of the Term, provided that Lessee is not in default hereunder. Lessor may commingle any security deposit set forth in Exhibit A, with its other assets. Lessor may apply the Security Deposit, in whole or in part, to satisfy any amounts due from Lessee. Application of the Security Deposit shall not limit or waive Lessor’s right to pursue additional remedies or recover further amounts owed and is in addition to, and not in limitation of, Lessee’s obligations under Section 10 (Risk of Loss; Damage; Theft). If Lessor uses any portion of the Security Deposit, Lessee shall immediately replenish the Security Deposit to the full amount set forth in Exhibit A upon written demand. The Security Deposit is not an advance payment of Rent and shall not accrue interest.

  5. CONDITION AND INSPECTION OF EQUIPMENT. Lessee acknowledges that it has inspected, or has had the opportunity to inspect, the Equipment prior to taking possession, and that the Equipment is in good condition, free of material defects, and suitable for Lessee’s intended purpose. Lessee accepts the Equipment in “AS IS, WHERE IS” condition, without warranty, except as expressly provided herein. Lessee further acknowledges and agrees that it (i) understands the proper use of the equipment; and (ii) it has been furnished and is familiar with all written instructions and manuals concerning the Equipment. Lessee acknowledges and agrees that it is Lessee’s responsibility to inspect any towing devices to be utilized in connection with the Equipment, including but not limited to, all hitches and safety chains, prior to leaving Lessor’s premises. Lessee further acknowledges and agrees to inspect the Equipment and any towing devices periodically during the Term and to maintain the Equipment and all towing devices in safe and proper operating condition. Lessor shall not be liable for any damage to Lessee’s vehicle used to tow or otherwise transport the Equipment.

  6. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY:

LESSOR MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, WHATSOEVER, AND SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR ANY PARTICULAR PURPOSE AND/OR MERCHANTABILITY. LESSEE CONFIRMS THAT IT HAS MADE (OR WILL MAKE) THE SELECTION OF EACH ITEM OF EQUIPMENT ON THE BASIS OF ITS OWN JUDGEMENT AND EXPRESSLY DISCLAIMS RELIANCE UPON ANY STATEMENTS, REPRESENTATIONS OR WARRANTIES MADE BY LESSOR , AND ACKNOWLEDGES THAT NO ORAL OR WRITTEN STATEMENTS BY LESSOR, LESSOR’S EMPLOYEES OR AGENTS SHALL CREATE ANY WARRANTY. 

LESSOR SHALL NOT BE LIABLE TO LESSEE FOR: (1) ANY MATTER RELATING TO THE ORDERING, MANUFACTURE, PURCHASE, DELIVERY, ASSEMBLY, INSTALLATION, TESTING, OPERATION OR SERVICING OF THE EQUIPMENT; (2) FOR ANY CLAIM, LOSS, DAMAGE OR EXPENSE OF ANY KIND CAUSED BY THE EQUIPMENT; (3) FOR ANY LOSS OR DAMAGE WHATSOEVER WHICH IS INCURRED AS A RESULT OF DELAY, OR FAILURE TO FURNISH EQUIPMENT REGARDLESS OF THE CAUSE; (4) FOR ANY DAMAGES BY REASON OF FAILURE OF THE EQUIPMENT TO OPERATE OR OF FAULTY OPERATION OF THE EQUIPMENT OR SYSTEM; OR (5) FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR LOSSES RELATING TO THIS AGREEMENT, INCLUDING ANY RESULTING FROM THE INSTALLATION, OPERATION OR USE OF THE EQUIPMENT OR ANY PRODUCTS OR MATERIALS FURNISHED BY LESSOR.

Lessee hereby agrees that it will comply with any conditions set forth in, or applicable to, any applicable manufacturer’s warranty and will not take any action or provide any service upon the Equipment which would void or reduce the remedies available under such warranty.

  1. USE AND MAINTENANCE. Lessee shall use the Equipment in a lawful, careful and prudent manner, in accordance with all manufacturer instructions, safety protocols, and applicable laws, including but not limited to OSHA, MIOSHA, and DOT regulations. Lessee shall not use the Equipment in any illegal, improper, or hazardous manner, and shall ensure that the Equipment is operated only by trained, qualified, and authorized personnel who are at least eighteen (18) years of age and not under the influence of drugs, alcohol, or other impairing substances. Notwithstanding, Lessee shall remain fully responsible for acts of any person who uses the Equipment, whether authorized or not. Lessee agrees to test the Equipment prior to placing it in service, to notify Lessor immediately of any condition impairing the safe or effective operation or mechanical condition of the Equipment, and to refrain from using, or to discontinue using the Equipment until such condition is corrected.

Lessee shall not modify, alter, disassemble, repair, move from its initial location, or attach any equipment or parts to the Equipment without Lessor’s prior written consent. Lessee shall keep the Equipment secure and protected from theft, damage, misuse, or loss.

Lessee shall perform all routine daily maintenance on the Equipment, including but not limited to checking oil, fuel, fluids, batteries, and tires, if any.  All other maintenance and repairs (including any tire repair or replacement) shall be performed only by Lessor or its authorized agents, and Lessee shall immediately notify Lessor of any damage, malfunction, unsafe condition, or tire damage. Repair and replacement of tires are not included in the rental rate, and Lessee shall pay for any tire damage regardless of cause. All substituted tires must be of equal or better quality and shall become Lessor’s property. Lessee is solely responsible for all fuel, lubricants, DEF (diesel exhaust fluid), hydraulic fluids, oils, coolants, and other consumables used in connection with the Equipment during the rental period. Lessee shall ensure that all fluids and consumables are maintained at proper levels and are of the type and quality specified by the Equipment manufacturer. Lessor shall have no liability for any damage to the Equipment resulting from Lessee’s failure to properly maintain or replenish required consumables.

  1. EXCESS USAGE CHARGE. Rental rates are based upon maximum Equipment usage of one shift of eight (8) hours per day, forty (40) hours per week, or one hundred sixty (160) hours per four-week period. If the Equipment is used in excess of these limits during any applicable rental period, overtime rental charges will accrue as follows: at the rate of one-eighth (1/8) of the daily rental rate for each additional hour beyond eight (8) hours per day; one-fortieth (1/40) of the weekly rental rate for each additional hour beyond forty (40) hours per week; and one-one hundred sixtieth (1/160) of the four-week rental rate for each additional hour beyond one hundred sixty (160) hours per four-week period. Lessee shall accurately track and report all hours of use. Lessor may rely on Equipment hour meters or telematics data to determine actual usage.

  2. TRANSPORTATION, DELIVERY, AND RETURN. Lessee is responsible for all costs associated with delivery, pickup, loading, unloading, and transportation of the Equipment, unless otherwise agreed in writing. Lessor may offer such services, but for an additional fee. Lessee agrees to return the Equipment, in a clean condition and in the same working condition as when rented, ordinary wear and tear excepted. Lessee agrees to return the Equipment during Lessor’s regular business hours, at the location designated by Lessor, and acknowledges that the Term of this Agreement shall not end (unless sooner terminated by Lessor) until the written acceptance of the Equipment by an authorized employee of Lessor at Lessor’s designated place of business. If Lessee fails to return the Equipment in clean and operational condition, Lessee shall be liable for cleaning fees, storage,  repairs, third party fees, and continued rental charges until the Equipment is restored to acceptable condition. If the Equipment is returned with less fuel than at the time of delivery, Lessor may refuel the Equipment and charge Lessee for the cost of fuel plus a refueling fee in an amount determined by Lessor in its sole discretion.

  3. RISK OF LOSS; DAMAGE; THEFT. Lessee assumes all risk of loss, theft, damage, destruction, or seizure of the Equipment during the rental period, regardless of cause, including acts of God or third-party acts. Lessee shall immediately notify Lessor of any incident involving the Equipment, including theft, accident, injury, death, environmental spill, or property damage. If the Equipment is lost, stolen, or damaged beyond repair, Lessee shall pay Lessor the Full Replacement Value (“FRV”) of the Equipment, which is defined as the cost to replace the Equipment with new equipment of like kind and quality, plus applicable taxes, fees, delivery, and administrative costs. If the Equipment is damaged but repairable (in Lessor’s sole discretion), Lessee shall pay for all repair costs plus rental charges during the repair period. No such loss or damage will relieve Lessee from the payment of Rent. Without limiting Lessee’s general obligation to maintain and return the Equipment in good condition, and notwithstanding anything to the contrary in Section 4, the following shall not be considered ordinary wear and tear: damage resulting from Lessee’s failure to properly lubricate the Equipment; failure to maintain oil, water, and air pressure levels; failure to perform daily inspections and maintenance; or damage caused by exposure to corrosive, abrasive, or harsh environments, including but not limited to leach pads or scrap metal operations.

All repairs to the Equipment shall be completed to the sole and absolute discretion of Lessor, in a manner that does not adversely affect the Equipment’s operation, safety, or value, as determined by Lessor in its sole discretion. For example, Lessor may elect whether a component is repaired by welding or replaced outright. If the Equipment is returned with damage to the ROPS (Rollover Protection Structure) or boom, Lessee shall pay the FRV of the damaged ROPS and/or boom, including any associated costs such as transportation, installation, or disposal fees. Lessee acknowledges and agrees that in such cases, Lessor shall dispose of the damaged ROPS and/or boom in accordance with its standard procedures, and Lessee shall have no right of salvage or claim to the removed parts. In no event will Lessor be liable to Lessee for any consequential, punitive, or indirect damages. Lessee’s obligations under this Section shall survive termination of this Agreement.

  1. INDEMNIFICATION. To the fullest extent permitted by law, Lessee shall defend, indemnify, and hold harmless Lessor and its members, managers, employees, agents, affiliates, successors, and assigns from and against any and all claims, demands, losses, liabilities, damages, injuries (including death), environmental liabilities, penalties, costs, expenses, and attorneys’ fees, arising directly or indirectly out of or related to: (i) Lessee’s use, possession, transportation, or operation of the Equipment; (ii) any act or omission of Lessee or its agents, contractors, or employees; (iii) any breach of this Agreement; (iv) any injury to persons (including death) or damage to property arising from or related to the Equipment or its use, possession, or operation; and (v) any environmental contamination, release, spill, or violation arising from or related to the Equipment, including all costs of investigation, remediation, governmental directives, and compliance, whether or not caused by Lessee’s negligence. This indemnification obligation shall apply regardless of whether the claim is based on negligence (active or passive), strict liability, product liability, or other theory, except to the extent caused solely by Lessor’s gross negligence or willful misconduct. This obligation is joint and several, and survives the expiration or termination of this Agreement.

  2. INSURANCE. Lessee shall maintain comprehensive liability insurance acceptable to Lessor.  Lessee shall also: (i) keep the Equipment fully insured against loss at its FRV, with Lessor named as loss payee; and (ii) provide Lessor with satisfactory proof of insurance prior to delivery of the Equipment, and thereafter upon Lessor’s written request. If Lessee fails to maintain property insurance as required by this Agreement, and/or fails to timely provide proof of such insurance, Lessor shall have the option, but not the obligation, to secure property insurance on the Equipment from such carriers and in such forms and amounts as Lessor deems reasonable to protect its interests. Failure to maintain required insurance constitutes a material breach of this Agreement. If Lessor secures such insurance, the policy will not name Lessee as an insured party, Lessee’s interests may not be fully protected, and Lessee shall reimburse Lessor for the applicable premium, which may be higher than the premium Lessee would pay if it obtained insurance as required hereby.  If Lessee is current in all of its obligations under the Agreement at the time of loss, any insurance proceeds received will be applied, at our option, to repair or replace the Equipment, or to pay Lessor the remaining payments due or to become due under this Agreement, plus Lessor’s booked value. Lessee shall, at its sole expense, maintain insurance covering the Equipment and its operations, including:

    1. Commercial General Liability Insurance: $2,000,000 per occurrence / $5,000,000 aggregate, covering bodily injury, property damage, and contractual liability. 

    2. Property Insurance: “All Risk” physical damage insurance covering the Equipment for not less than FRV. 

    3. Automobile Liability Insurance: If applicable, for Equipment transported or operated on public roads. 

    4. Workers’ Compensation Insurance: As required by Michigan law.

All policies must name Lessor as additional insured and loss payee on a primary and non-contributory basis, and include waivers of subrogation in favor of Lessor. Any failure by Lessor to confirm Lessee’s insurance or policy shall not operate as a waiver of Lessee’s strict compliance with this Section.

  1. DEFAULT AND REMEDIES. Lessee shall be in default if it: (i) fails to pay any sum when due; (ii) breaches any term of this Agreement; (iii) fails to return the Equipment on demand; (iv) permits required insurance to lapse; (v) ceases doing business as a going concern, makes an assignment for the benefit of creditors, files a petition in bankruptcy or consents to or acquiesces in the appointment of a trustee, receiver or liquidator of all or any substantial part of its assets or properties; (vi) Lessee abuses, neglects or attempts to remove, sell, transfer, encumber, part with possession of, or sublease the Equipment or any item thereof; and/or (vii) Lessor in good faith deems itself insecure. Upon default, Lessor may, without notice or legal process, enter any premises where the Equipment is located and peacefully repossess the Equipment without liability to Lessee for trespass or damages, and Lessee hereby grants Lessor an irrevocable license to enter such premises for purposes of repossession. Lessee waives any claims for trespass, breach of peace, or conversion related to Lessor’s repossession of Equipment. Lessor may declare all amounts due immediately payable, and recover all enforcement costs, including attorneys’ fees, as described in Section 21(i). All of Lessor’s rights and remedies are cumulative and may be exercised concurrently or separately.

  2. TELEMATICS AND DATA COLLECTION. Lessor may use GPS, telematics, or other data collection devices on the Equipment to monitor location, usage, and performance. Lessee consents to such monitoring and waives any claims of privacy and any claims under applicable privacy or data protection laws.. Lessor shall not be liable for any data breach or system failure.

  3. GOVERNING LAW; VENUE. This Agreement shall be governed by and construed in accordance with the laws of the State of Michigan, without regard to conflict of law principles. The parties agree that any suit, action, or proceeding, shall be brought exclusively in the Circuit Court of the county where Lessor’s principal office is located, or in the United States District Court for the Eastern District of Michigan. Each part irrevocably submits and consents to the exclusive jurisdiction of those courts and waives any and all objections to jurisdiction or venue that any such party may have under the laws of Michigan or otherwise.  

  4. ARBITRATION OPTION. At Lessor’s sole election, any dispute arising under this Agreement may be resolved by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Arbitration shall take place in Michigan, and judgment on the award may be entered in any court of competent jurisdiction. 

  5. WAIVER OF RIGHT TO JURY TRIAL.  

THE PARTIES ACKNOWLEDGE AND AGREE THAT ANY CONTROVERSY WHICH MAY ARISE UNDER THIS AGREEMENT, ANY OTHER AGREEMENT RELATED HERETO OR WITH RESPECT TO THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY WOULD BE BASED UPON DIFFICULT AND COMPLEX ISSUES, AND THEREFORE, THE PARTIES AGREE THAT ANY COURT PROCEEDING ARISING OUT OF ANY SUCH CONTROVERSY WILL BE TRIED IN A COURT OF COMPETENT JURISDICTION BY A JUDGE SITTING WITHOUT A JURY.

  1. PERSONAL GUARANTY. If Lessee is a corporation, limited liability company, partnership, or other entity, Lessor may, at its sole discretion, require one or more principals, officers, or owners of Lessee to execute the guaranty attached and incorporated herein as Exhibit B (“Guaranty”), as personal guarantors. Each such individual (the “Guarantor”) jointly and severally guarantees the full and prompt payment and performance of all obligations of Lessee under this Agreement, including but not limited to rental payments, repair costs, loss or damage to the Equipment, indemnity obligations, and all other amounts due or obligations owed, whether now existing or arising in the future. This guaranty is absolute, unconditional, and continuing, and Guarantor expressly waives all defenses available to Lessee, including but not limited to set-off, counterclaim, or any extension or modification of this Agreement, notice of Lessee’s default, or any requirement that Lessor first proceed against Lessee or pursue any security. Guarantor’s obligations shall survive the expiration or termination of this Agreement and remain in effect until all obligations of Lessee have been fully satisfied. Lessor may enforce this guaranty without prior demand, notice, or legal action against Lessee.

  2. NOTICES. Any notice which is required or permitted to be given by either party under this Agreement shall be in writing and must be given only by certified mail, return receipt requested, by hand delivery or by nationally recognized overnight courier service at the addresses set below.  Each party shall further use reasonable efforts to provide the other party with a courtesy copy of any notice by fax or email.  Any such notice shall be deemed given on the earlier of one (1) business day after the date sent in accordance with one of the permitted methods described above or the date of actual receipt thereof, provided that receipt of notice solely by fax or email shall not be deemed to be delivery of notice hereunder.  The time period for responding to any such notice shall begin on the date the notice is actually received, but refusal to accept delivery or inability to accomplish delivery because the party can no longer be found at the then current notice address, shall be deemed receipt.  Either party may change its notice address by notice to the other party in accordance with the terms of this Section.

If to Lessor:

Lad's Motors, LLC

270B Rankin St.

Troy, MI 48083

Attn: Milad Nackasha

With a copy to:

Schoenberg Finkel Beederman Bell & Glazer LLC 

300 S. Wacker, Suite 1500

Chicago, Illinois 60606

Attn:  Monica Shamass 

If to Lessee:

At location of Equipment delivery/location as specified in Exhibit A. 


Either party may change its address for receipt of notices by giving notice to the other Party.

  1. FORCE MAJEURE. In the event of a strike, lockout, labor trouble, civil commotion, an act of God, terrorist act, national emergency, contagion, epidemic, pandemic, quarantine, cyberattack or any other event beyond Lessor’s or Lessee’s control (collectively a “force majeure event”) which results in Lessor or Lessee being unable to timely perform any of its respective obligations hereunder, so long as Lessor or Lessee diligently proceeds to perform such obligations after the end of such force majeure event, Lessor or Lessee, as the case may be, shall not be in breach hereunder and this Lease shall not terminate; provided, however, that a force majeure event shall not excuse Lessee’s obligation to make timely payment of any Rent or any other charges and sums due and payable hereunder, or the timely payment of such.

  2. MISCELLANEOUS

    1. At all times, Lessee shall advise Lessor of the exact location and condition of the Equipment and shall give Lessor immediate written notice of any lien or judicial process affecting the Equipment. Lessor may enter any job, building or place to inspect the Equipment. Lessee shall furnish Lessor with a complete written report of any accident involving the Equipment, including names and addresses of all witnesses and persons involved. 

    2. This Agreement constitutes the entire agreement between the parties. No oral statements or prior written agreements shall have any force or effect. This Agreement may not be modified except by a writing signed by both parties.

    3. Lessee and Lessor represent and warrant to the other that each individual executing this Agreement on behalf of such party is authorized to do so on behalf of said party.

    4. Lessee may not assign this Agreement without Lessor’s prior written consent. Lessor may assign this Agreement without consent.

    5. If any provision of this Agreement is found to be invalid or unenforceable, the remainder shall remain in full force and effect.

    6. Lessor may file precautionary UCC-1 financing statements to protect its interest in the Equipment. Lessee authorizes Lessor to file UCC-1 financing statements reflecting this transaction. The parties intend this transaction to be a true lease and not intended as a sale or security agreement, but if it is determined to be a secured transaction, Lessee grants Lessor a security interest in the Equipment.

    7. Lessee shall pay when due, either directly or by reimbursing Lessor, all taxes and fees relating to the Equipment and this Agreement, including but not limited to any sales and use tax on rental payments if assessed.

    8. All obligations of Lessee under this Agreement, including all indemnities, insurance, repair obligations, and confidentiality/data clauses, and payment obligations, shall survive termination of the rental.

    9. If Lessor commences any action with respect to this Agreement, Lessee shall pay to Lessor all reasonable attorney’s fees and all other legal expenses (including for expert and other witnesses) paid or incurred by Lessor for preparation, negotiation, filing, maintenance, defense, settlement, and appeal of litigation.

    10. Lessee acknowledges that it has authorized and hereby authorizes Lessor to obtain a consumer credit report on Lessee at any time relating to entering into this Agreement, during the Term of this Agreement, and until all amounts due to Lessor have been paid in full.

    11. The headings contained in this Agreement are for convenience of reference only, and are in no way intended to describe, interpret, define, or limit the scope, extent, or intent, of this Agreement or any provision hereof.

    12. No failure by either party hereto to exercise, and no delay in exercising, any right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right hereunder by either party preclude any other or future exercise of that right or any other right hereunder by that party.

    13. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement.  A counterpart of this Agreement executed and delivered by facsimile or electronic mail shall be equally as effective as delivery of a manually executed counterpart of this Agreement.  



(Signatures on following page)

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date of Equipment delivery or signature below.


LESSOR: LESSEE:

LAD'S MOTORS LLC, 

a Michigan limited liability company


By: ___________________________ By: ___________________________
Name: Milad Nackasha Name: ___________________________

Title: ___________________________ Title: ___________________________

Date: ___________________________ Date: ___________________________



EXHIBIT A

INVOICE FOR EQUIPMENT 


This Exhibit A is provided as a placeholder and shall be replaced by the final invoice(s) to be issued by Lessor to Lessee.

EXHIBIT B

GUARANTY

The undersigned, jointly and severally if more than one, unconditionally guarantee(s) that Lessee will timely perform all obligations under the Agreement, including but not limited to all payment obligations, repair and replacement obligations, indemnification obligations (including environmental liabilities), insurance obligations, and any other covenants or duties of Lessee under the Agreement. The undersigned also waive(s) any notification if Lessee is in default and consent(s) to any extensions or modifications granted to Lessee and waive(s) any defenses available to Lessee, and agree(s) that Lessor may enforce this guaranty without first proceeding against Lessee or pursuing any collateral. In the event of default, the undersigned will immediately pay all sums due under the terms of the Agreement without requiring Lessor to proceed against Lessee or any other person or exercise any rights in the Equipment. The undersigned, as to this guaranty, agree(s) to the designated forum and consent(s) to personal jurisdiction, venue, and choice of law as stated in the Agreement, agree(s) to pay all costs and expenses, including, without limitation, reasonable attorney fees and costs, incurred by Lessor related to this guaranty and the Agreement, waive(s) a jury trial and transfer of venue, and authorize(s) obtaining credit reports.



Signature: _______________________ Signature: _______________________


Printed Name: _______________________ Printed Name: _______________________


Address: _______________________ Address: _______________________