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Huntington Technology Finance Lease Agreement 2020-25
2285 Fra nkl in Road , Bloomfield Hiils, Ml 4830211S11 Huntington Offi ce: 248253.9000 I huntingtoo.c.om/ techfinance Email: lrtf-settlements@huntington.com THANK YOU FOR CHOOSING HUNTINGTON TECHNO LOGY FINANCE Instructions for comp leting your Lease Agreement: 1. Review th e enclosed documents for accu racy and have an au thorized officer sig n where indica ted (Note: If an acceptance cert ificate is included with your document package you should hold onto this documen t and have it signed, dated , and retu rn ed after the equipment has been delivered.) 182-6001206 2. Prov ide your corporate Federal Ta x ID Number:--==========---- 3. Custom er billing e-mail address : __!lth omp==a =@d93 ·k==.id ======-----======so =b ======12 =·us 4. Scan and send all docu mentation to :HTF-Settlement@Huntington.com and Ben.S ad ler@Huntington .com. 5. Mail all documents to : Huntington Technology Finance Attn: SMBx Cont racts2285 Franklin RoadBloomfie ld Hills , Ml 48302 Huntington Technology Finance, 11l11•. and 19 Huntingtone are registered se1vke marks of Huntington Bancshares Incorpora ted ©2019 Hun tington Bancshares Inc. 2285 Franklin Road, 8loordlt!ld Hils, Ml 48302 otrlce: 248 .253.9000 I hl.Wlbngtori.com{techfil'lllnce 11H11 Huntington Emall : htf-settlement@huntingtllll.com Bonneville Joint School Dis trict #93 3497 N Ammon Rd ldaho Falls, ID 83401-130 1 CERTIFICATE OF INSURANCE REQUEST FORM To Whom ii May Concern: Please fo rwar d I his request t o yo u r l ns urancc Agen1 to issue a Cenificarc oflnsunmce for tltc r:qu ip ment and Locallon(s) descnbed on 1he attac hed Schedule A. The Certificate o f lnsurancc sho uld iodicute : Property Damage· Sl 10.958.75 General Liabil ity: $1 ,00 0,000 00 Certificate Holders: Hun lington Technology Fina nce. In c. ISAOAATIMA 2285 Franklin Road , Suile 100 P.O. Fin• 2743 Bloomfie ld 1-!ills. Ml 48303 -20 17 Hefercnce Agreement No. I 029924 Reference 1har "H u ntingto n T ech nology Fi nance, .Inc. nntl its nssignees, us tl:>eir lntcn:sts may nppen r, arc unmed as Addi ti ona l l ns u rcds/Loss P ayees". Please forwn rd the Cen ificatc(s) of in surance to: Vendor Transaction Coordinator Hunti ngton Technology Finance PO Box 2743 Bloomfie ld H11l s, lvll 48303-2017 If you have any quCSJ ions regard ing this requ~t , please cont aet Htf~et!lement:@huntington com. Sin cerely, lluntinglon Techn ology Fin nnce Hwtlngton Tedlroklgy Finance is a SUll51diaiy ot HurOlgton Bancshares In:orporated. • "'and Hlllti~ are federall'f registered trademarlcs ot Hu"llington Bancshares In:orporated. 1mt1 Huntington June 10, 2020 Bonneville Joint School District #93 3497 N Amm on R d ldul!o Falls, 1D 8 3401-1301 ChH ~' rclaling to El ui ment Renta l Rcnla l Amount : Doc Fee: ...,-.arOlt TECllO.OGY FIWiCE p 0 8ac 1143, 9leadal..... .. Cl03-2C17 T~ 248-339-1400 Fax 243-339-1600 Emal ltlkelllerntlll@lunlllglo1u:an web ww lultlngkln com Invoice N umber: fN\1 1029924 $22,979.93 $ 150.0 0 Tot:i l Am ount Due: $23,079.73 ..arid Hunlngton"are federa fty regis tered service niarks o!Huntinglon Bancshares ~oorporaled. (S6 Leose (QM) · Rey. Y7/'CJl6) Lease Agreement No. 1029924 dated June 10, 2020 Parties Customer: (Customer's full lega l name and principal address)HTF: Bonneville Join t School Distri ct #93Huntington Technology Finance. Inc. 3497 N Ammon Rd 2285 Frmk\111 Road, Suite 100 ldahO FaUs, Idaho 83 401 -1301Bloomfield Hils, Ml 48302 Galt (208) 525-4400Call: (248) 339-1400 Fax: (2~) 33S-1650 This Agreem ent, including any schedules , attachments, or addendums hereto , is the parties' entire agreement regard ing its subject matte r. ol District 3 (Cust r) Hun tingto n T ech_nology Finance, Inc. (_H_T_F~) _ _ _ ____ _ __ _ _ _ _ x Authorized Signature 1. Effec tiv eness. HTF w~I accep t an d be ft•ly bound by ihis Lease Ag reement ('~greemenl ") orlly by signing it or paying Supplier for any of the Equ ipment or Soft Cost Items. Custo mer waives notice of HTF's acceptance of this Ag·eemen l HTF wiU provide a copy of th is Ag reement on request on acceptance. Customer can not terminate or cancel th is Agreement except as express ly provi ded herein . 2. Termi Nonappropriation . The term of this Agreement ('7erm'') begins when the Equ ipment is delivered to Customer ("Delivery Date"). The Term then conti nu es to the first day of the Pay ment Period after the Denve<y Date, and then for th e Base Term, and then for any renewa ls or extensions of this Agreement at any time in effect or to come in to effect. as provided in th;s Agreement or by Other written agreement Of the parties (unless ~y SJdJ period is termin ated ear1ier as expressly provided herein). If Customer notifies HTF at tho time Customer executes this Agree men t that leases v.ilh Cu stome r are generally subject to moneys being duly app ropriated . then the follow ing will apply-(a) as of the date Customer enters inlo th is Agreement, Customer affirms its present intention to conti nue this Agreemen t for ils enjre schedu 'ed Term and to pay all amounts relating h8'e:O, and to the extent perm rltod by law, to do an th:ngs lawfully within its power to obtain and maintain funds from wh ich the Periodic Payments and an other amou nts du e hereunder may be made, includ ing alloca ting in its budget request for each fiscal year during th e Term all amounts anticipa ted to become due in such fiscal yea r, and also including using its besl efforts and al l reasonable and lawful means avai lable to secure the appropriati on such amounts; (b) the parties acknowledge that appropriati.on fo.r such amounts is a g overnmen~I function which Customer cannot contractually oommij itself m advance to perform and that tilts Agrooment does not con stitute such a commitment. however, Custome r reasonooly believes that moneys su fficien t to pay such am oLrnts can and wrn lawfully be appropri ated and made avail able to perm~ Customer's continued use of the Equ ipment in the performance of its essential luoc:tions during the term of thi s Ag reemen t (c) if Custome· fa ils to appropriate sufficien: moneys in any fscaJ year for Period ic Payments or other amoon ts due under this Agreemen t and if other funds are not aval able for such payments, then Customer shai give HTF notice and written evidence of th e non -appropria tion at least 60 days be fo re the end of the then current fiscal year or, if the non-appropriation has not occurred by then , im media te ly upon the occurrence of the non -appropriation . in whic n case, on th e last da y of the fi scal year for 1..tiich appropriations have been made, th is Agreement and the Term hereof shall terminate (without penalty .or iee to Customer) and C11stomer shall return all of the Equipment to HTF in accordance with Section 9(a) on or before that date; and (d} Customer shall nonetheless and in all even ts be required to pay all Periodic Payments and othe r amounts due or to become due under U1is Agreement for which moneys shall have been appropria ted or are otherwise available, and, fo; the avoidance of doubt, a prorated amount for any period in wh ich Customer fails to return the Equ~n t as required above. 3. Pavments. The lnibal Paymen ~ dJ o on signi~. is the Documen t Fee (earn ed wh e1 paid) and the Pe rio dic Payment for the fi rst Payment Period of the Base Tenn (eamed on acceptanoe or th e Equipment). The Periodic Paym en t fo r each Payment Period of the Term th ereafter is due on the fi rs t day thereof if Due Da tes are in advance or last day thereof if Due Dates are in arrea rs. In ad dition , a prorated payment for the period from ihe Deh'6fY Date to the fi rst day of the Base Tenn is due on demand. Prorations shall be made on the basis of a 360-day year of four 90-day qua rte rs and tHelve 30-day mon ths . If an Electronic Paymen t Addendum is eJ1.eruted by Customer, Customer ag rees to keep it in effect fo r the enti re Term as required by HTF . This Agreement is Customer's absolute and uncond iti onal obligation . Custo mer wlll make all payments in l ull an d without offset, counterclaim , notice, or defense , arising under t)ils Agreemoot or otherwise , or against HTF, HTF's assigns , Supplier, or an yone else. Without limiting the foregoing , Cu s1omer will pay HT F's assigns without regard to cla ims or defenses It may have against HTF . Custcmer may noneth eless enforce any claims against HTF in separate ac tions at law for damag tlS. HTF may impose late charg es up to the grea ter of $25 or 10% of payments not made when du e, plus 18% per ainu m (but not more than the lawfu l rate) for payments unpaid for more than one month . HTF may cha rge up to $50 for any returned or unsuccess ful fina ncia l instrument given by Customer or debit eoJ'y nitiated by HTF {plus actu al costs incurred by HTF). 4. Su pplie r: Delive ry; Acceptance. Unrn HTF must pa y for the Equipment and Soft Cos t It em s he<eunder. Customer is solely respon sible to Supplier and all other per.;ons for the Equipmen t an d Soft Cos t !terr s, indu d i ~as to paynen l and including under any agreemen l invoice, or oth er document mad e wfth or received from Supp!ier {by HTF, Cus tom er or olhefw:Se) in respect o: the Equ:pm en t, Sol\ Cost Items. or paynent th8'elor ("Supplier Agreemen tj. HTF shall have no obligation to Customer in respect of any Supplier ~reement even If issued, received , acce pted , or performed by HTF, includ ing in respect of terms inclu ded or not included therein, and Customer waives notice of any such term s. Under Uniform Commercial Code ("UCC'') Article 2A Cus tomer is enti Hed to th e premis es and warranties of Supp lier given to HTF. Customer may con lact Supplier for an accurate and comp lete statement of those promises and warranties and any disclaimeis or limila ti ons thereon . Customer will inspect the Equipment on receipt and the Equipm en t will be irrevocably accepted by Custome r on and as of tho Delivery Date unless within 10 days of the Delivery Date and before Customer otherwise accepts th e Equipment Customer expressly rejects the Equipm en t by notice to HTF. Cu stomer shall on request of HTF made at a~y time provide HTF with a signed Accep~ce Certifica te for the Equipment in a form requested by HTF. Delive<y and acceptance of al Soll Cos t Items sha 'I be deemed to ocwr sirrul:aneously with the delivery and acceplance of th e Equipmen~ HI F's obligation to Supp lier is hmijed to paying for the i:quiprnen t and Soft Cost Items at the amount previously approved by IH F. HTF's obliga tion to pay Suppli er for and lease to Customer th e Equipment and pay Supplier for and fnance for Cu stomer the Soft Cos t Items, is conditi()'led on: (a) Custom er's accep tance thereof and HTF's receivng an Acceptance Certifica :e th erefor (If requested), and {b) HTF's final cost thereof not exceeding its originally expected cost, unless ·the highe r cost is approved by HTF and the Pe<iodic Payment ratably increased . HTF may terminate this Agreement if within 90 days of the date hereof Customer has not accepted the Eq uipmen t and provided an Acceptance Ce rtificate (if requ ested). 5. Warranties and Disclaimers. Supplier and HTF do not represent or speal\. for one anoth er, nor a·e U1ey eadl oth er's agents. HTF's leasing (a nd transfer, if any) of the Eq uipment to Customer Is As-ls , Where-ls, and with out wa rrantie s of merchantability or fitness for a particula r pu rpose or as to infringement, title , or othe r matte rs, except Iha'. so long as no Default occuri; HTF warrants it wi ll n~ in terfere with Custome ' s quiet enj oyment of the Equipment duri ng U1e Term and HTF warrants any tra ns fer of the Equ~ment free of liens arising by , through , or under i~ (~er than th is .1\9reernent). HTF is not responsble for any co nseque1U!ll , speaal , or 1nd1rect d;rnages relating to tnrs ~reemen t or theEquipmen L Page 1 013 (S6 L"'1se (~-Rev. 317/2!l l 6) 6. Covenants. (a) Customer will not remove the Equ ipment from th e Equipment Location, but mobile goods intended for travel may be temporariy relocated. (b) Customer sha ll use the Equipment only for the business purposes for which It was designed, and in compliance with all applicable manufacturer operating standards. (c) Customer shall comply with all laws appl icable to i~ to the Equipment or Soft Cosi Items or other Collateral (or, as applcable to the Equipment or Soft Cost Items, all laws applicable to HTF}, including laws relating to hazardous materials or th e environment. (d) Customer must make siy alterati(l"IS or add itions to the Equipment available from the manufacturer at no additional cost or that may be required for compl iance with the precedi)g subsection. My alterations, additions, or replacements will be HTPs sole property without cos t to HTF. Customer will make no altera!icns , additions, or replacements to the Equipment except as provided in this subsection or subsection (c} above. (e) Customer shal permit HTF to inspect the Equipment and Customer's related records at any reasonable time. HTF may charge up to $175 for any on-site inspection. (fj customer wi!I keep the Equipment useable, in good working order, clean, cosmetically good, and in the same condition as whe n shipped to Custmier, reasonable wear and tear excepted. (g) Customer will obtain any software, maintenance or 0U1er services, or consumabl es that may be app§cable to the Equipment or that may be needed for It to use or beriefitirom the Equipment. The unavailability, failure, or lack of quality thereof (even if financed as Soft. Cost Items hereunder) will not condition, limit, or affect Customer's obligations hereunder. (h) If le<juesled by HTF, Cust~er wiU at its expense maintain in effect for the Te rm a standard main tenance contract for the Equipment with the manufacturer. (i} Customer shall, on request, as a condition to HTF's obligations, provide HTf l"lith evidence satisfactory to HTF of the names, titles, signatures, and authority of any persons executing this Agreement and any related documents for Customer, opinions of counsel to Lessee, and any other documentation or info rmation HTF mayrequire. 7. Taxes. Custornenvill pay and reimburse HTF for (and on demand file for and pay directly), and hold HTF harmless and defend HTF from , all taxes, fees, and assessments of any kind, inclucing penalties, foes , interest, license and registration fees , electronic waste, recycling . and other environmental fees , md sales, use, and personal property taxes (withou t proration), 1·.tiether imposed on HTF or Customer or any of their aifiiates, or Oil or relating to ttie EquipmenL any Soft Cost Items, this AgreemenL or any related instrumen L whether any of U1e foregong amounts are assessed or arise during the Tenm, or thereafter and !arty attributable lo the Term (coftectively , "Taxes'1· Unless HTF otherwise demands, HTF is excllsivety entitled to file for and pay all personal property Taxes on the Equipment Not.o;ithstmding anything to the contrary in thi s section, Customer wim not be responsible foc HTF's overall income taxes (except to the extent resulling from Customer's breach of this Agreement), or penalties, mes, or interest due to HTF's negligence. At HTF's option, Customer will remit, along with the Periodic Payments under this Agreement, a ratable portion HTF's reasonab le estimate of personal property Taxes it expecls to be assessed . Customer will remain responsible fer any deficiency such Taxes are insufficien t to cover, and any surplus will be credited to Customer. If "up-fronr sa·les or us e Taxes or other Taxes imp<JSed at the inception of this Agreement are due, at HTF's option Custo mer will remit such amoun ts on demand to HTF or Supplier in a ump sum or fu rther finance them hereunder at an interest ra!e reasonably determined by HTF. HTF may impose a tax adm inistration fee (b~led as part of th e underlying Tax or otheiv1ise} of up to 5% of Taxes. If llll individu!ll Tax-rel ated iabiUty or payment is less than $1,0QO HTF may, and on Custome r's requ es t it will, certify to Customer the amount and existence of th e lia biity, and such certifica tion shall be conclusive evidence thereof,-sufficient for all purposes. 8. Indemnity, Customer wil indemnify HTF for (and on demand pay directly), and hold harmless and defend HTF against, all liabmties, damages, losses, penalties, expenses (including attorn eys ' fees and costs), claims, and actioos (including those based on stric t liab~ily, statute, regulation, oomrnon Jaw, or other legal theory} relating to the Equipment or its oper ation, manulacturo, purchase (by Customer or HTF}, ownership, leasing, possession, maintenance, delivE!I)', return, or sa le (by HTF tc Custome r}, or rela1in9 to any Soft Cost Items or this Agreement, arising or fairly relating to events occurring or conditions existing any time al or befo rii the end of the Term and Possession Pertod (col'.ectively, "Claims'1. Including Claims in curred by HTF in enforc;ing its rtghts under this Agreement or in issuing, receiving, accepting , or performing My Supplier Ag reemenl However, Cus tome r will not.be liable under this section for the net price of the Equipment and Soft Cost !fems to be paid to Supplier after this Ag reem ent requires HTF to pay it, and Customer l'lill not be liable to a person to the extent of that person's negligence or wiiful misconduct 9. End·of-Term. With al least 90 days' notice to 1-flf before the en d of the Term Customer may elect to: (a} relL1m all (and not less than .all} of the Equipment, in which case Customer will continue paying Periodic Payments through the end of the Term and it will property dein stall, pack, trmsport, and deliver the Equipm ent lo a US location designated by HTF so as to be received by HTF at that locati on by the end of the Term in ttie condition required under this Agreement and free of password protection, data, consumables, and fuel, and also free of chemicals, wastes, or toxic, hazardous, or dangerou s materials not originally included by the manufaclllrer as part of the Equipmen t, and, except for personal computers, at the manu facturer's current engineering d1ange level, and certified by the manufaclllrer as el igib!e for its maintenance contract, if generally available, at then prevamng rates, withou t the need for HTF to incur any repair, rehabilitation, or certification expense; or (b) if a Purchas e Option is provid ed in this Agreement, purcha se all (and not less th an all} of U1e Equipment on th e last day of th e Term for the specified Purchase Option price; (c) v.ith HTF's written approval, renew the Term for 12 months at a Periodic Payment mutually agreed in writing; or (d) elect any 0U1er end of-Term option that may be stated herein. If Customer does not give such election notice or does not pay or perform Custome~s elected option by the end of the Term, the Term will automatically re new at the Periodic Payment previously in effed. and on the same terms for successive one-montt1 periods until Customer give at least a 90-day written notice e:ecting one of the foregoing options and perfom1s the elected option by the end of the last such renewal of the Term. Unless a Pu rchase Option is provided wiUi a price of $1 , this Agreement is agreed to be a friance leas e as defined in UCC Article 2A. Customer waives any rights and remedies Customer may have under UCC Sections 2A-508 through 2A-522. Other.vise, if a Purchase Page2 of3 Option is provid ed ii this Agreement with a price of $1, Customer wll unconditionaBy purchase the Equipment al the end of the Term for that amounl 10. Risk of Loss: Liq uidated Damages. From shipment of the Equipmen t to Customer unti l the Egu"ment is returned to HTF ("Possession Period'), Custome r wiU, at its expense, repair any Equipment that Is damaged , and within 30 days of the applicable event replace (with equipment of the same manu facturer, year, rn8Ke, model, and accessories and in the condition required hereunder), or pay HTF the Liquida ted Damages, if any Equipment is lost sto:en, destroyed , damaged and not repai red l'lithin such period, or governmenta lly requisitioned or taken . Customer shaD immediately notify HTF of the occurrence of any such event. No such even! shall condition, limit, or affect Customer's obligations under this Agreement incuding its payment obigalions. "Uquidated Damages " means, as of the date fo: which such amount is being determined, liquidated damages consisting ot the Periodic Payments and other amounts then due and outstanding hereunder; plus the present value of all Periodc Payments schecil led to become due for the rest of the Term, discounted from their Due Dates at 3% per annum; plus the present value of the amount that Customer is obliged to pay or that it may optionally pay to acquire all of the Equpment at the end of the Term, if this Agreement expressly gives Customer the obligation or option to do so, or of the fair market value of the Equipment otherNise, discoun ted from the last day of the Term at 3% per an num . When HTF receives the Liquidated Damages In full when due under this section or Section 13(b} below, plus aa Taxes and other amounts due in connection th erewith or that are otherwise ou tstanding hereunder, this Agreement ~nclJd ing the obligation to pay future Periodic Payments) will termin ate and HTF will transfer to Customer any Equipment still in Customer's possession. 11. In sura nce. Until the end of the Possession Period Customer will at its expense maintaii insurance against the loss, theft, or damage to the Equipment for its full replacement value. with HTF named as sole loss payee, a:id comprehensive general insurance for $1,000,000 or such other amount as may be requested by HTF , per occurrence, with HTF named as an additional insured. Al l such insurance shaR be reaSOP.abiy satisfactory to HTF; shall contain the insurers' agreemen t to give HTF 30 days' written noUce before any cancelation or materia l change; shall be payable to HTF regardless of any fault, act, omission, or breach by Customer. Customer wil provide HTF wi '.h evidence of all such insu ra nce as from time to time HTF may request. My in surance proceeds of such Insurance received by HTF er Assignee in respect of events with respect to whith Customer has concurrent Agreement obligations (including obigations under Sections 8 or 10) wil be appl'ed by HTF to those obligations. Customer has no right to the benefit of any insura nce mai~tained by HTF for its own account 12. Jklru!.I!. A default by Cus tomer ("Default') shaH occur ii: Custcrner fail s to make any Periodic Pa yment or other payment due hereunder or under any Other Agreement withi n 5 business days of the payment's being due; Customer fails to comply with this Agreement or any rel ated document or Other Agreement and , i f curable. the faiure continues uncured for 15 days after written notice ; Customer is or becomes insolvent dissolves, or assigns Its assets fo r the benefit of its creditors, or becomes the subject of any bankruptcy or reorganization proceeding; or any financial information made available by Customer or any application made or other information given by Customer is or is discov8fed to be inaccurate . 13. Remedies. Upon a Default HTF may: (a} terminate th is Agreement; (b) dedare th e t.iquid ated Da mages immediately due ; (c) peace"fully repossess any Equipmen t with out court order and without liability for entry or damage to property or require Custon1er to return any Equipment to HTF ; and (d) req uire Customer to cease using or bene fi tling from any Equipment. HTF's sole obligation to mi tigate its damages is that if it repossesses any Equipmen t under this section, it will dispose of the Equipment in a commercially reasonable manner with or without notice (bu~ if notice is required by law, 10 days' notice is reasonable). at public or private sale, and apply th.e ne '. proceeds (after deductin g all taxes and costs related to the sale or oth er disposition} to th e alTlQunts Customer owes HTF, and Customer will remain liable for any deficiency. The foregoing remedies are cumulative and in addition to all other rights or re medies now or hereaffer existing under th is Agreement or at law or in equity and may be enforced conour rently and from time to time. If Customer fails to make any payment to a third party or perform any o:her act required hereunder, HTF may, but need not, make such paym en t or pe1form such act at the expense of ·eus tomer, reimbursable to HTF on demand, and HTF's action shall not be deemed a cure or waiver of Customer's fai lu re. 14. ~-Customer has no right or interest in the Equipment except that se t forth in this Ag reemen t. Equipment Is the pe<S011al property of HTF even if physically attached lo other rea l er personal property. Customer will keep the Equipment free of all liens and en cumbrances other than this Ag reement and lhose created by HTF or its assigns. HTF may file financing statements giving public notice of its 11terest in my goods HTF may finance for or lease to Customer. Customer agrees promptly, at Customer's expense, to delive r such documents and make such nsstirances, an d ta ke such further action as HTF may reasonably reques t, in order to effectively carry ou t the in tent and pu rpose of this Agreeme nt. The parties agree, unless this Agreement gives Customer the option to purchase all of th e Equipment at the end of the Term for a price of $1, ll1at: (a) they in tend this Agreemen t to be an operating lease; (b) by the parties' execution of this Agreement, Customer acqu i"es no ownerShip interest in th e Equipmen~ whether vested or continge nt; {c) Customer's interest in the Equipmen t is limtted to that of a lessee only and HTF retains all the rtghts of owner therein ; and (d} any provisio ns in this Agreement indicata1g to Hie contrary are for precautionary purposes only. 15. Assignment. HTF may, with or without notifying Customer, an d with or \vithout delegating any of HTF's obligations hereunder, in whole or in part transfer or ass ig n this Ag reement or any Equipment. Customer agrees any assignments or transfers by HT F will not materia lly change Customer's obligations hereunder. Customer may not In who le or In part tran sfe r or assign th is Agreement or the Equipment or sublease the Equipment to any other person. Subject to the forego in g, this Agreement binds and benefits the parties' successors and assigns. 16. Ad jus1ments. HTF may a~ust the atn()_1nt of each Periodic Paymen~ (a) up to 15%. if HTF's final cost differs from its originaly expected cost on v.tiich the Periodic Payment stated herein was based, and/oc (b) if US interest rate swaps for terms comparal>lc to the Base Term increase al any fme betweeri r~e date of this Agreement and the date HTF ~pl ier. Customer has reviewed ttus page. Customer initials"~ (S6 l.t.,.(GcM) ·Rev. 317/2016) 17. lnternretation. The law of the state In which Lessee Is organized law govern s th i s Agreement The parties irrevocably coosent to the jurisdiction of the federa l and sta te courts in such slate. As between Customer and HTF, for matters relating lo th is Agreement or the Equipmen t Customer unconditiooa!y and irrevocably waives any sovereign or other im munity (or claim there for) from the jurisdiction of such courts or agaiist Les so(s rights relating to this Agreemen t or the Et1Jipme nt If permitted by law, both parties both waive ju ry trial. The lenns of l his Ag reemen'. may diffe< lrom other similar ag reements be!wee~ the parties. Time is of 1'1e essence. A provision of this Agreement that is or becomes invafid does not affect the remainde r of that pr ovis·on or this Ag reement Terms of incl usloo are withou t limitation . The provisions of !his Agreement that would ordinarily be considered to survive terminatio!l will survive its temiination, and the exp iration of the Term or Possession Period, and any return or sale of the Equipirenl induding the prO'.isions hereof relalng to indemnity, defense, holdiig harmless, and reimbursement for Taxes and Claims . uFMV" and "fair market value" both mean HTF's reasonable determination of the Equipmenrs retail in -place sale vaue assuming that it is in the locatioo and condition required under this Agreement. with all softwa re , serv ices, and consumables necessary for its use being readily available in th e market 18. Miscellaneous. HTF may inse rt or correct missing or erroneous infonnatlon in th is Agreement or any Acceplance Certi~cate . Any such changes shan be conside red cooect ir the abseftce of clear an d conv'.ncin evidence lo the con Customer waives notice of sudl changes. This Agreemen l is executable in coon terparts. Facsimile signalures and counterparts shall sulftee as o~in~s for all purposes. Customer will ma~e only one orig inally signed counterpart of this Agreement (unless HTF pennits there to be more than ono) and deliver it (or them) to HTF on request by overnight courier. If HTF permits there lo be more than one origina lly sig ned counterpart, then a security interest in lhis Agreemenl may be perfected only by transfer or possession of the counterpart marked "original ,' and all other counterparts will be marked es "duplicates.' Amendments to this Agreement are effective only if in writing and signed by ttie party lo be bound A party's waive r or failure lo require strict obse-vance of this Agreemen t will r ot constitule a waiver of any other breach of the same or eny other p·ovision of this .&.;Jreement or any Other Agreement Notices must be given i1 wrilng and direcled to a parjy at its address shown herein (or to another address specified by that party by notice). Demands for payment may be given in any reasonable manner, including by invoice or olher writing directed to Cus!ome<'s billing or notice a<Xlress. HTF may obta 'n credit reports from or make inq~i ries end reports lo credit bureaus or otner sources as it determines appropriate . This Agreemen t and related documents and inform atioo concerning Custome r and its ob ligations hereunde r are not confidential or proprietary Lo Customer and HTF may provid e ii to any current or prospective ass'2nee. affilia te, credit agency, service provider, or otherpersons. Page3 of 3 (SeL.... (GcM) Rev.3Jll'.1016) Schedule A to Lease Agreement No. 1029924 dated June 10 , 2020 ("Agreemenf'1 Parties HTF: Huntington Technology Finance, Inc. 2285 Frankl:n Road, Suite 100 BloomfieW Hills. 1\1148302 Call: (2 48) 339-1400 Fax: (248) 339-1650 Customer: (Customefs fu ll legal name an d prin ~l address) Bonneville Joint Sdlool District #93 3497 N Ammon Rd Idaho Falls, Idaho 83401-1301 Call: (208) 525-4400 Fax: This Schedule is a part of the above-referenced Agreemen t between Customer and HTF (the def!led terms of which apply hereto). Customer agrees that this Sdledule is complete and accura te. Description Supplier. Daktronics , Inc. Equipment Location: J4g7 N Amaioo lld ldal=le Fslls,l~"'ll~48~ 1981 s /~~ e .:r:z>11"" ~of , w Jo F'< rr5t (58 LeiS8 (Go>li) -Rl'I. 317/2016) Acceptance Certificate Lease Agreement No . 1029924 dated June 10, 2020 {"Agreem en t'1 Parties lfT F: Huntington Tedvlology Finance, In c. 2285 Franklin Road, Suite 100 Bloomfiekl Hills, Ml 48302 Call: (248) 339-1400 Fax: (24S) 339-1650 Customer : (Customer's full lega name and principa address ) BCJ'ln evale Joiot School District #93 3497 N Ammon Rd Idaho Falls, Idaho 113401-1301 Call : (208) 525-4400 Fax: Acce~tance 1. Customer hereby certifies to HTF tha t all of the Equipment described in the above -referenced Agreement between Customer and HTF (the defined terms of which apply hereto) has been rece ived and in spected by Customer at the Equipment Location identi1ied in the Agreement, and allsuch Equ ipment is fvlly ilstalled and opera tiooa l. 2. Customer irrevocably accepts of all of the l:quipment and Sott Cost Items for aU purpos es , including under th e Agreement and any Supp ~er Agreement or other related documents. Customer waives any further right to inspect or relect the Equipmen t and Soft Costltems. 3. Customer hereby represents and warrants tha t no event or c011dition ~as occurred Iha: constitutes a Default under the Agreement or tha t with notice or the lapse of time or both would constitute a Delault under ttie Agreement Signature Customer: BonneviDe Joint School District #93 " Authorized Signature Print Name and Title DAKTRONICS QUOTE # 689888-1-5 19/M ay/202 0 Bonnevi lle Joint Schoo l District Quote valid for: 12 0 days Ty le r J ohnson 3497 N Ammon RD T erms: 30% with t he orde r, 60% Payment before s hipment, 10% Ne t 30 days from Idaho Falls , ID USA 83401 shipment Phone: 208-525-4406 Fax: Subj ect to Credit Review FCA : DESTINATI ON Email : j ohnsont@d93.k12.id.us De livery: Call fo r Prod uction T ime Ref e re nce: T h under Stadium-Football-Omnia P artn e rs C o ntrac t #R170101-ID-R170101-306711 Item M o del No. 1 LVX-21 30-154X330-1 6MT• MR-LT-NI A Control-1 video i nput (Primary P layer & Processor Only) w / Laptop Standard V id eo All Sport® RT D In put K it W -2121 AS-5010 Kit Stand-Alone 120 V AC Trumpe t Horn Daktroni cs System Installation Drawings > 100 Daktronics System Electrical Drawings >1 OD Outdoor Non -Backlit 3' O" x 18' O" Horizontal Physical Inst allation FREI GHT Services 2 Warra nty & Servi ces Des cription Qty Daktro nics Liv e V i deo Dis play Matrix : 154 lines by 330 columns Line Spacing : 16mm LED Color: RGB- -28 1 Tri ll ion Colors Cabinet Dimensions : 8' 5" H X 18' rY' W X O' 11 " D Max Power: (Approx. Dimensions) Weight: 6590 watts/display Unpackaged 1670 lbs per display; Packaged 1970 lbs per display Standard Definition or High Defin it ion (1080i); 1 video input Displays Game-In-Progress Information Fiber Optic Cab le; 50 µm Multimode; 4 Fi b er with 1000 non-terminated ends A ll Sport® 50 10 Control Consol e Kit Stand-A lona Trumpet Hom for use with Outdoor V ideo Displays Attachme nt support system d rawings Power and control system d rawi ngs Ad Panel , Above or Below Display Cabinet Dimensions : 3' O" H X 18' O" W X O' 8" D Weight: Pack aged 173 l bs per display See attachment A . Shipping to site via Independent Carrier (flatbed trailer). Crane or telehandler required for u nloading . 1 Pric e $105,675.00 Daktronics, Inc. Q uote # 689888-1 Rev 5 201 Daktronics Dri ve Brookings, SD 5700 6 USA DPage 1of3www.daktronics.com DAKTRONICS DAKTRONICS QUOTE # 689888-1-5 P1G5 -1 Year Platinum , 1 Year Parts and On-Site Labor, Additional 4 Additional 4 Years Gold Years Parts for a total of 5 Years of Daktronics Extended Service fo r a total of Cove ra ge 5 Years for 689888-1-5 Main Equipment Standard Video w ith SCS One-on-One Webina r Training Custom RTD Frames -Single Custom Logo RTD Frames. 1-3 RTD Frames Logo Background Team Spirit Animations Pick Persona lized Package -Pick 20 Animations from 20 any Team Spirit Animations !Total Price E xcluding Applicable Tax: $1 05,675.ool Please reference listed s ales lilerature: 001923154 for Control -1 video input (Primary Player & Processor Only) w / Laptop, 001936413 for Standard Video All Sport® IHO Input Kit . 002563729 tor Custom RTO Frames -Single Logo Back.ground, 002568960 for Team Spirit Animations Pick 20, 003879443 for LVX-21 30 154X330-16MT-MR-l T-N/A. Sl-03991 for AS-5010 Ki\ Daktron ics , In c. Quote # 689888-1 Rev 5 201 Daktronics Drive Brookings, SD 57006 USA DPage 2 of 3www.dakt ro ni cs.com OAK TRONIC5