| I | EQUIPMENT LEASEWiTH | OFFION To PURCHASE: COMMERCIAL | ||||
| LESSOR: | AXIS CAPITAL INC 202 | W.3RDSTREET | ||||
| 1STFLOOR DOWNTOWN CENTER |
| [~ | DESCRIPTLON/ QUANTITY/SERIAL NUMBER | |||||
| ~ | ||||||
| EQUIPMENT DESCRIPTION: (AND/OR AS DESCRIBED IN INVOICE(S) OR EQUIPMENT LIST AUACHED | ||||||
| HERETO AND MADE A PART HEREOF COLLECTIVELY, THE "EQUIPMENr) | ||||||
| ,EQUIPMENT LOCATION | SAME | |||||
| SCHEDULE OF LEASE PAYMENTS DURING INITIAL TERM OF LEASE | ||||||
| INITIAL TERM | NUMBER OF PAYMENTSMONt}{LYLEASE PAYMENT | DOWN PAYMENT | ||||
| 48 | 48 | ~S1,448.17 | $1896.34 | |||
| I | MONTHS | APPLICABLETAXESICHARGESTO BEBILLED | FIRST I AND LAST1PAYMENT | |||
| 1j(uvI~Iur,a. | ||||||
| \~LLSI~\t'¼(.~~,~ | ||||||
| END OF LEASE PURCHASE OPTION | ||||||
| CHECKONE BOX. IF NO BOX ISCHECKED OR MORE THANONE BOX ISCHECKED, THE FAIR MARKET PURCHASE OPTION WILL APPL'c. ALL OPTIONS AREPLUSAPPLICABLE TAXES.ATOUROPTION. | ||||||
| THE SELECTED PURCHASE OPTION WILL BEVOID IF YOU ARE IN DEFAULTUNDER THISLEASE ATANY TIME DURINGTHETERM HEREOF. | ||||||
X S1.00 PURCHASE OPTIONEQUIPMENT PRICEJ10% OF ORIGINAL~FMV
| GUARANTY |
Each of the undersigned guarantors will benefit from the lease under this Agreement. For good and valuable consideration, each of the undersigned guarantors(andif more than one, jointlyandse~eralIy) hereby guarantees the full paymentand performancewhen due of all of Lessee's obligations under this Agreement. Each of the guarantors agrees to pay all reasonable attorney's fees, court costsandother expenses incurred by Lessor by reason of any default by Lessee. This is an absoluteandunconditional guarantyandshall not be discharged by the death, incompetency or dissolution of any guarantor or byanyother circumstance whatsoever that might otherwise constitute a defense available to, or a discharge of. the Lessee oranyguarantor or surety. This guaranty will continue to be etrective or reinstated, as applicable, if at any time payment ofanypart of the obligations under the Agreement is rescinded or otherwise required to be returned by'Lessor upon the insolvency, bankruptcy or reorganization of Lessee or upon the appointment of a receiver, trustee or similar officer for Lessee or its assets, all as if the payment to Lessor had not been made, regardless of whether Lessor contested the order requiring return of the payment.Anyamounts received by Lessor from whatever source may be S1GNATIJRE:1applied by it in accordance with the Agreement toward the payment of the obligations under the Agreement;andnotwithstanding any payments made by or to the account ofxthe guarantors pursuant to this guaranty, theguarantorsshall not be subrogated toanyrights of the Lessor until thisguarantyis discontinued as toallof theguarantors andthe Lessor receives full paymentandperformance ofallLessee's obligations under the Agreement. THIS GUARAN1'Y AND
.4LL TRANSACTIONS UNDER THIS GUARANTY, AND ALL RIGHTS AND LIABILITIES OF EACH OF THE GUARANTORS, WILL BE DETERMINED AND GOVERNED AS TO VALIDITY, INTERPRETATION, ENFORCEMENT AND EFFECT BY THE INTERNAL LAWS OF THE STATE OF NEBRASKA. EACH OF THE GL'ARANTORS AGREES THAT ALL ACTIONS AND PROCEEDINGS ARISING DIRECTLY OR INDIRECTLYFROMTHIS GUARANTY MAY BE LITIGATED, AT THE LESSOR'S ELECTION, IN HALL COUNTY NEBRASKA AND EACH OF THE GUARANTORS AGREES THAT ANY STATE OR FEDERAL COURT LOCATED WITHIN THE STATE OF NEBRASKA SHALL HAVE PERSONAL JURISDICTION OVER EACH OF THEM. EACH OF THEGIJARANTORSAGREES THAT IF ANY ACTION IS BROUGHT TO ENFORCE THIS GUARANTY, HALL COUNTY NEBRASKA SHALL BE A PROPER PLACE FOR THE TRIAL EACH OF THE GUARANTORS WAIVES ITS RIGHT TO HAVE ANY PROCEEDINGS ARISING OUT OF OR RELtTING TO THIS GUARANTY TRIED BY JURY.
| PRINTED | (ASAN~5~)~ | |||||||
| DATE: | 12/17/2002 | NAME: | BARRY BROOKSTEIN | SIGNATURE: |
| INDIVIDUAL) |
| (ASAN INDIVIDUAL) |
| PRINTED | ||
| DATE: | NAME: |
DELIVERY & ACCEPTANCE ACKNOWLEDGEMENT
By executinganddelivering this DeliveryandAcceptance Acknowledgement,youcertify that: (i) you have inspected and installed the Equipment and have determined that the Equipment is in good working condition; (ii) you have accepted the Equipmentandinstruct us to purchase the Equipmentfromthe Supplier, (iii) your obligations to perform all of the termsandconditions under the Agreement have begun;and(iv) you will unconditionallyandabsolutely pay rent to us at the locationandin the amount stated in the Agreement. Lessee hereby accepts unconditionallyandirrevocably the equipmentandagrees
| o1 | ||||||||||||
| that said Equipment has not been delivered, installed or accepted on a trial basis | ||||||||||||
| LESSEE: | ||||||||||||
| (Printed Name) | ||||||||||||
| Date: | ||||||||||||
| ~) | 11'r\'/0)] /,~. (L._.~) | |||||||||||
| Signature: | Title: PRESIDENT | |||||||||||
| \.~.- | ||||||||||||
| tf~t~' ~ | - | LESSEE: | SP11~I~ MA~4~4E | ,I? | ||||||||
| LESSOR: | ||||||||||||
| By: | AXIS CAPITAL, INC. | Signabue: | ~) ~cJ'L4t~, | |||||||||
| ~~Y'~("tC~~ | ||||||||||||
| Name & Title: | BARRY BROOKSTEIN PLEASE PRINT | |||||||||||
| PRESIDENT | ||||||||||||
| Name & | N~'~ ncltS-~r~-'iy~~ | |||||||||||
| Title: | ~'C'. | |||||||||||
| N,EASE !u1'4T | - | |||||||||||
| Date: | -,. | 12/17/2002 | ||||||||||
| - .~.-) | Date: | |||||||||||
| The terms |
| a | conditions printed on the reverse side are made a part hereof. |
| n | THIS IS A NON-CANCELABLE LEASE |
| d | |
| o1 |
,l
exceptinwriting and signed by us. Waiver by usofany provision hereof in one instance shallnot constituteprovisions oftheAgreement shall remain in full force and effect unchanged.awaiver in any other instance. Ifanyprovisionof thisAgreement isdeemed unenforceable. all other
| ,l | ||
| EQUIPMENT LEASESCHEDULE A | ||
| LEASE NUMBER | ||
| ~c~icA | ||
| THIS SCHEDULE IS TO BE AUACHED TO AND BECOME PART OF EQUIPMENT LEASE DATE~~~ | ||
| LESSOR: | LESSEE: | |
| AXIS CAPITAL,INC | SPIRITS MANAGEMENT, iNC. | |
| 202 W3RDST, 1ST FLOORDOWNTOWN CTR | 780NEW YORK AVENUE-STEA | |
| GRANDISLAND NE 68801 | HTINTINGTONNY 11743 | |
| EQUIPMENT VENDOR(S): | ||
| DELL COMPUTERS | COMMUNICATION BILLING TECHNOLOGIE | |
| ONE DELL WAY | THREEPARK AVENUE, 26THFLOOR | |
| ROUND ROCK,TX 78682 | NEWYORK, NY10016 | |
| 877-423-3355 | 212-937-5800 | |
INNOVATIVE MAILING &
SHIPPING SYSTEMS
395MORELAND RD
HAUPPAUGE, NY 11788 631-435-1402
THIS SCHEDULE A IS ATTACHED TOAND A PARTOFAXISCAPITAL, INC.LEASE NUMBER____C.1()5'(DC7 CONSTITUTES A TRUE AND ACCURATEDESCRIPTIONOF THEEQUIPMENT.
-AND
LESSEE: SP
By~~iNC. Date:
BAR~Y BROOKSTEDecember 17, 2002
| ,l |
ADDENDUMTOEQUIPMENTLEASEAGREEMENT
| EQUIPMENT: | :S,~ | |
| ~j~_~k_~/ | ||
| AXIS | SEEEQUIPMENTLEASEAGREEMENT |
ThisAddendum to Equipment LeaseAgreement("Addendum") shallamendthe Equipment Lease Agreement byandbetweenAxisCapital,Inc.("Lessor")andthe above Lessee ("Lessee")withreference to the above lease transaction ("Lease"). Allterms andconditions of the Lease not inconsistent withthisAddendum shall beand remain in fullforceandeffect.
ThisAddendum shall change the monthly lease payment to $1458.21with tax andthe down payment to $2,916.42with tax.
A photocopy or t'acsimile ofthisAddendum will be legally admissible under the "best evidence rule." A signed copy ofthisAddendum sent by facsimile shall be treated as anoriginaldocumentandshall be admissible as evidence thereof,and all signatures thereonshall bebindingas if manual signatures were personally delivered.
iN WITNESS WHEREOF, the parties hereto have set their hands and seals tothisAddendumandacknowledge receipt of atruecopyhereofon the date(s) indicated below
3J"_e'((LXIf j~
| ACCEPTED BY:AXIS CAPITAL,INC. | LESsEE' SP T~ MA~4AGEMENT, INC. | |
| Z_~CtJ~WrJ~L_~J~2~Y\ | By: | |
| Signature | Date | |
| BARRY BROOKSTEIN SPIRITS MANAGEMENT, INC. 780 NEWYORKAVENUE -STE A HUNTINGTON, NY 11743 |
| Dear BARRY, |
Axis Capital, Inc. would like to welcome you as a new customer and we would also like to thank you for the opportunity of doing business with you.
Your next payment will be due on February 20, 2003. We will be sending you an invoice each month along with a return envelope. Payments received in our office ten days after the due date will result in a late fee charged to you on your next monthly payment.
You are responsible for any property taxes on the lease equipment, if applicable, pursuant to the terms and conditions of the lease contract.
Enclosed you will find a copy of your lease contract for your records. If we can be of further assistance with any other equipment leasing, please don't hesitate togive us acall.
| Thanks Again! |
| ic~~IEy~L~~ AxisCapital, Inc. enclosure |
| MEMBER | ||
| = | ELA | |
| AI7~MOTWE | ||
| SERVICE | ||
| ASSOcIA1~ON | ||
| A.OaATI MEMBER | ||