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[LOGO] SIEMENS EXHIBIT 10.34
SIEMENS CREDIT CORPORATION
5300 BROKEN SOUND BOULEVARD, N.W.
BOCA RATON, FL 33487-3509
(800) 327-4443 (407) 994-7400
AGREEMENT #: 110-0001163-000
LESSEE: National Diagnostics/Riverside, Inc.
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(Full Legal Name of Lessee)
BILLING
ADDRESS: 2345 Forbes Street
(Duval County)
Jacksonville, FL 32204
City, County, State, Zip
EQUIPMENT
LOCATION: Same as Above
VENDOR: Siemens Medical Systems, Inc.
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PAYMENT SCHEDULE
LEASE TERM NUMBER OF LEASE PAYMENT AMOUNT
(IN MONTHS) LEASE PAYMENTS
72 72 #1 - 06 @ $ -0-
# 7 - 72 @ $12,574.00
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PAYMENT PERIOD: PURCHASE OPTION PRICE
/X/ MONTHLY / / OTHER $ 1.00
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ADVANCE LEASE PAYMENTS
#(s) None Required TOTALING $ -0-
DUE DATE(S):
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EQUIPMENT DESCRIPTION
Siemens Somatom Plus per Quote #151306
(New)
Equipment Cost: $580,090.00
6% FL & Discretionary Taxes: 34,830.40
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TOTAL EQUIPMENT COST: $ $614,920.40
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(INHERENT INTEREST $214,963.60)
TERMS AND CONDITIONS OF AGREEMENT
1. LEASE: Lessor hereby leases to Lessee and Lessee leases from Lessor,
subject to the terms and conditions of this Equipment Lease Agreement (herein
"Lease"), the personal property described above (herein "Equipment").
2. TERM AND LEASE PAYMENTS: The Lease shall become effective at the time of
Lessor's acceptance of the Lease (by execution hereof) at the address set forth
above, by an authorized representative of Lessor, and shall continue in effect
through the last day of the lease term specified above (herein "Lease Term").
The Lease Term shall commence upon the earlier of (i) completion of
installation of the Equipment, (ii) first commercial use of the Equipment, or
(iii) sixty days from shipment of the bulk of the Equipment if completion of
installation has been delayed due to causes beyond the reasonable control of
Lessor or vendor; (herein "Commencement Date"). For said Lease Term, Lessee
agrees to pay vendor; (herein "Commencement Date"). For said Lease Term Lessee
agrees to pay Lessor the number of lease payments specified above, each in the
amount specified above (herein "Lease Payments") for the payment periods
specified above (herein "Payment Periods"), including any Advance Lease
Payments specified above, with the first Lease Payment being due on the
Commencement Date, and the remaining Lease Payments being due on the same
day of each consecutive Payment Period thereafter for the duration of the Lease
Term. Lessee agrees to pay on demand, as a late charge, 1.5% per month limited
by the maximum rate permitted by law, on all overdue payments hereunder, whether
such payments are due prior to or after a Default (as hereinafter defined).
All payments provided for herein shall be payable at the office of Lessor set
forth above, or at any other place designated by Lessor. The Lease is a net
lease and Lessee shall not be entitled to any abatement of, reduction of, or
setoff against Lease Payments for any reason whatsoever. The Lease may not be
terminated or cancelled for any reason whatsoever, except as expressly provided
herein. No amounts hereunder may be prepaid without the written consent of
Lessor.
3. DISCLAIMER OF WARRANTIES; LIMITATION OF REMEDY; LIMITATION OF LIABILITY:
Lessee has selected both the equipment and the supplier from whom at Lessee's
request Lessor agrees to purchase the Equipment. LESSEE ACKNOWLEDGES THAT
LESSOR HAS NO SPECIAL FAMILIARITY OR EXPERTISE WITH RESPECT TO THE EQUIPMENT.
LESSEE AGREES THAT THE EQUIPMENT LEASED HEREUNDER IS LEASED "AS IS" AND IS OF A
SIZE, DESIGN AND CAPACITY SELECTED BY LESSEE AND THAT LESSEE IS SATISFIED THAT
THE SAME IS SUITABLE FOR LESSEE'S PURPOSES, AND THAT EXCEPT AS MAY OTHERWISE BE
SPECIFICALLY PROVIDED IN THE LEASE, LESSOR HAS MADE NO REPRESENTATION OR
WARRANTY AS TO ANY MATTER WHATSOEVER. LESSOR DISCLAIMS ALL WARRANTIES WITH
RESPECT TO THE EQUIPMENT INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL LESSOR
BE LIABLE FOR ANY LOSS OF USE, REVENUE, ANTICIPATED PROFITS OR SPECIAL,
INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION
WITH THE LEASE OR THE USE, PERFORMANCE OR MAINTENANCE OF THE EQUIPMENT. If the
Equipment is not properly installed, does not operate as represented or
warranted by the vendor, manufacturer and/or service company or is
unsatisfactory for any reason, Lessee shall make any claim on account thereof
solely against the vendor, manufacturer and/or service company and shall,
nevertheless, pay Lessor all amounts payable under the Lease and shall not set
up against Lessee's obligations any such claims as a defense, counterclaim,
deduction, setoff or otherwise. For the Lease Term, Lessor hereby appoints
Lessee as Lessor's agent, so long as no Default (as hereinafter defined) has
occurred and is continuing, to assert at Lessee's expense (if any) and to the
extent permitted by applicable law, any right Lessor may have against any
vendor, manufacturer and/or service company to enforce any product warranties
with respect to the Equipment, provided however, Lessee shall indemnify and
defend Lessor from and against all claims, expenses, damages, losses and
liabilities incurred or suffered by Lessor in connection with any such action
taken.
4. TITLE; IDENTIFICATION; PERSONAL PROPERTY: Lessee acknowledges that subject
to the provisions of Section 10 hereof, title to the Equipment shall at all
times be vested in Lessor, and no right, title or interest in the Equipment
shall pass to Lessee other than, conditioned upon Lessee's compliance with and
fulfillment of the terms and conditions of the Lease, the right to possess and
use the Equipment for the full Lease Term. Lessee agrees not to sell, assign,
sublet, pledge, or otherwise encumber any interest in the Lease or the
Equipment and agrees to keep the same free from any lien, encumbrance, right of
distraint or any other claim which may be asserted by any third party. Lessee
shall immediately notify Lessor in writing of any tax or other liens attaching
to the Equipment. Lessor may require plates or markings to be affixed to or
placed on the Equipment indicating Lessor's interest. Lessor and Lessee
hereby confirm their intent that the Equipment always remain and be deemed
personal property even though said Equipment may hereafter become attached or
affixed to realty. Lessee shall obtain all such waivers as Lessor may
reasonably require to acknowledge Lessor's title to and assure Lessor's right
to remove the Equipment, including any landlord and mortgagee waivers.
5. PAYMENT OF TAXES; GENERAL INDEMNIFICATION: Lessee shall pay promptly to
Lessor when due, all taxes, fees and assessments, including but not limited to,
all license and registration fees, sales, use, property, gross receipts, excise,
transaction, ad valorem, privilege, intangible, stamp or other taxes or
charges, together with any fines, penalties or interest thereon, now or
hereafter imposed by any governmental body, upon or with respect to, any of the
Equipment or the use, possession, ownership, leasing, operation, delivery or
return thereof (excluding however, franchise taxes and any taxes based on the
net income of Lessor). Any fees, taxes or other amounts paid by Lessor upon
failure of Lessee to make such payments set forth in this Section 5 shall be
payable by Lessee to Lessor upon demand by Lessor. Lessee agrees to indemnify
and hold Lessor harmless from and against any and all claims, losses,
liabilities, damages, penalties, actions and suits (including reasonable legal
costs and expenses in connection therewith) incurred by Lessor which result
from, or relate to, the manufacture, purchase, ownership, maintenance,
(CONTINUED ON REVERSE SIDE)
IN WITNESS WHEREOF, the parties hereto have duly executed the Lease as of the
dates set forth below. For all purposes hereof, the date of the Lease shall be
the date of Lessor's acceptance as set forth below.
ACCEPTED BY:
LESSOR: SIEMENS CREDIT CORPORATION
BY: /S/
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(Authorized Signature)
NAME: UDO DIELITZ
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(Printed or Typed)
TITLE: ASST. TREASURER
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DATE:
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Effective 7/15/96
By execution hereof, the signer certifies that (s)he has read the entire Lease,
front and back, that Lessor or its representatives have made no agreements or
representations except as set forth herein and that (s)he is duly authorized
to execute the Lease on behalf of Lessee.
LESSEE: National Diagnostics/Riverside, Inc.
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BY:
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(Authorized Signature)
NAME:
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(Printed or Typed)
TITLE:
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DATE: 9/29/95
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modification, delivery, installation, possession, condition use, acceptance,
rejection, operation or return of the Equipment.
6. INSTALLATION AND DELIVERY: Lessee shall provide a suitable installation
environment for the Equipment as specified in the applicable manufacturer's or
vendor's manuals, and except as otherwise specified by the manufacturer or
vendor, furnish all labor required for unpacking and placing each item of
Equipment in the desired location. Lessee shall also be responsible for any
delivery, rigging, destination and installation charges charged by the
manufacturer or vendor with respect to the Equipment.
7. OPERATION; USE; INSPECTION: For the full Lease Term, Lessee shall
operate the Equipment in accordance with all applicable manufacturer and vendor
manuals or instructions by fully qualified and duly authorized personnel only,
in accordance with all applicable laws and regulations. The Equipment shall be
used for business purposes only and only for its normally intended purpose. For
said Lease Term, Lessee shall properly maintain the Equipment, or cause it to be
properly maintained, by a fully qualified service company, and shall immediately
notify Lessor in writing of the entity maintaining the Equipment and of any
change of such entity. Such maintenance shall be performed in accordance with
all requirements necessary to enforce all product warranty rights. All
operating and maintenance costs with respect to the Equipment shall be borne by
Lessee. Lessee shall not: (a) use, operate or locate the Equipment in any area
excluded from coverage by any insurance required under the Lease; (b) abandon
the Equipment; (c) alter the Equipment; (d) permit the Equipment to be removed
from the equipment location specified above (herein "Equipment Location"), or
any subsequent location, without the prior written consent of Lessor, which
consent shall not be unreasonably withheld; (e) without the prior written
consent of Lessor, allow the Equipment or any item of it, to be affixed to
realty in such manner as to cause the Equipment or such item to become a
fixture; or (f) without the prior written consent of Lessor, affix or install
any accessory, equipment or device on any item of Equipment if such (i) is not
readily removable, or (ii) will impair the originally intended function or use
of such Equipment. All additions, repairs, parts, accessories, equipment and
devices attached or affixed to any item of Equipment which are not readily
removable, shall become the property of Lessor and part of the Equipment for all
purposes hereof. Lessor shall have the right from time to time during normal
business hours to enter upon the Equipment Location or elsewhere for the purpose
of confirming the existence, condition or proper maintenance of the Equipment.
8. RISK OF LOSS; INSURANCE: (a) Lessee agrees that it shall bear all risk of
loss, damage to or destruction of the Equipment. Lessee shall give Lessor
prompt notice of any damage to or loss of the Equipment or of any occurrence
arising from the possession, use or operation of the Equipment resulting in
death or bodily injury, or damage to property. In the event of damage to any
item(s) of Equipment, Lessee shall immediately place such item(s) in good
repair (with no abatement of Lease Payments), with the proceeds of any
insurance recovery applied to the cost of such repair. Should any item(s) of
Equipment become lost, stolen, destroyed, worn out, damaged beyond repair,
condemned, confiscated, seized or requisitioned (herein "Event of Loss"),
Lessee shall, at the option of Lessor, either (i) replace the same with like
equipment in good repair (with no abatement of Lease Payments), or (ii) pay to
Lessor on the lease payment date immediately following such Event of Loss, the
pro rata portion relating to such item(s) of the sum of (A) the remaining Lease
Payments for the balance of the Lease Term and (B) the purchase option price
specified above (herein "Purchase Option Price"), such sum discounted at the
per annum rate implicit in this Lease assuming exercise by Lessee of any
purchase option contained herein (herein "Lease Rate"), plus any other payments
due from Lessee to Lessor with respect to such item(s), whereupon the Lease
shall terminate as to such item(s) and Lessor shall adjust the remaining Lease
Payments and Purchase Option Price accordingly.
(b) For the full Lease Term, Lessee, at its expense, shall maintain
comprehensive general liability insurance, and "fire and allied perils" and
"all risks" property insurance with respect to the Equipment, both in such
amounts as Lessor shall require, except that such property insurance shall be
in an amount at least equal to the greater of the full replacement value of the
Equipment or the sum of the remaining Lease Payments for the balance of the
Lease Term; and such insurance shall be placed with carriers acceptable to
Lessor. The liability insurance policy shall name Lessor as additional insured
and the property insurance policy shall name Lessor as loss payee to the extent
its interest may appear, and both policies shall provide that they may not be
cancelled or altered without at least thirty (30) days prior written notice to
Lessor. Lessee shall furnish to Lessor within thirty (30) days of delivery of
the Equipment, a certificate of insurance that such coverage is in effect,
however, Lessor shall be under no duty either to ascertain the existence of or
to examine such insurance policies or to advise Lessee in the event that such
insurance coverage does not comply with the requirements hereof.
9. DEFAULT AND REMEDIES: (a) Any of the following shall constitute a
default by Lessee hereunder (herein "Default"): (i) failure by Lessee to pay
any amounts hereunder when due and such remains unremedied for a period of ten
(10) days from the due date; or (ii) failure by Lessee to comply with any
provisions or perform any of its obligations arising under the Lease or under
any other documents or agreements related hereto and such remains
unremedied by Lessee for a period of twenty (20) days; or (iii) any
representations or warranties made or given by Lessee in connection with the
Lease or any other document or agreement related hereto were false or
misleading when made; or (iv) subjection of the Equipment to levy or execution
or other judicial process which is not or cannot be removed within thirty (30)
days from the subjection thereof; or (v) commencement of any insolvency,
bankruptcy or similar proceedings by or against Lessee or any guarantor of any
of Lessee's obligations hereunder (herein "Guarantor"), including any
assignment by Lessee for the benefit of creditors, and in the case of any such
involuntary proceedings, such is not dismissed within thirty (30)
days of institution; or (vi) any act of Lessee which imperils the value of the
Equipment or the prospect of full performance of Lessee's obligations
hereunder, including but not limited to the liquidation or dissolution of
Lessee or the commencement of any acts relative thereto, or without the prior
written consent of Lessor, any sale or other disposition of all or
substantially all of the assets of Lessee, or any merger or consolidation of
Lessee unless Lessee is the surviving entity, or the cessation of business by
Lessee; or (vii) a default by Lessee under any other agreement with Lessor or
any assignee of the Lease; or (viii) the death or dissolution of Lessee or of
any Guarantor, the withdrawal of any partner of Lessee if Lessee is a
partnership, or the inability of Lessee or of any Guarantor hereunder to
perform any of the obligations contained herein or in any applicable guaranty.
(b) Upon any Default, Lessor may exercise any one or more of the following
remedies (which remedies shall be cumulative): (i) terminate the Lease; (ii)
declare all remaining Lease Payments for the balance of the Lease Term
discounted at the Lease Rate, plus all other amounts due from Lessee hereunder,
immediately due and payable in full; (iii) secure peaceable repossession and
removal of the Equipment by Lessor or its agent without judicial process; (iv)
demand that Lessee return the Equipment to Lessor in accordance with Section 11
hereof; (v) sell, lease or otherwise dispose of the Equipment at public or
private sale without advertisement or notice except that required by law, upon
such terms and at such place as Lessor may deem advisable and Lessor may be the
purchaser at any such sale; (vi) demand that Lessee pay all expenses in
connection with the Equipment relating to its retaking, refurbishing, selling
or the like; (vii) exercise any other right or remedy which may be available to
it under the Uniform Commercial Code or any other applicable law or proceed by
appropriate court action to enforce the Lease or recover damages for the breach
hereof. To the extent permitted by applicable law, Lessee waives all rights it
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may have to limit or modify any of Lessor's rights and remedies hereunder,
including but not limited to, any right of Lessee to require Lessor to dispose
of the Equipment or otherwise mitigate its damages hereunder, in the event that
Lessor disposes of the Equipment pursuant to this Section 9(b), Lessee shall be
liable for any deficiency remaining after such disposition and application of
the resulting net proceeds, less the Purchase Option Price discounted at the
Lease Rate, to Lessee's obligations hereunder in the order of application as
Lessor shall elect.
10. PURCHASE OPTION: Provided no Default has occurred and is continuing and
provided the Lease shall not have previously terminated, Lessee shall have the
option, exercisable by written notice to Lessor received by Lessor at least
ninety (90) but not more than one hundred eighty (180) days before the
expiration of the Lease Term, to purchase on the day following the last day of
such term (herein "Purchase Date"), all but not less than all of the Equipment
subject to the Lease for the Purchase Option Price. Provided Lessee has
exercised such option, Lessee shall pay to Lessor on the Purchase Date the
aforementioned Purchase Option Price in cash, together with all sales and other
taxes applicable to the transfer of the Equipment and any other amounts as may
then be due and owing hereunder, whereupon Lessor shall transfer its interest
in the Equipment to Lessee without recourse or warranty, on an as-is, where-is
basis. In the event that Lessee fails to exercise such purchase option, Lessee
shall (upon termination of the Lease) return the Equipment to Lessor on demand,
in accordance with the provisions of Section 11 hereof.
11. RETURN OF EQUIPMENT: Upon demand of Lessor pursuant to Section 9 or 10
hereof, Lessee, at its own risk and expense, shall immediately return the
Equipment to Lessor, packed for shipment in accordance with manufacturer's
specifications, in good working order and eligible for manufacturer's
maintenance, if available, freight prepaid and insured, to such location within
the continental United States as Lessor shall designate.
12. LESSEE REPRESENTATIONS AND ASSURANCES: Lessee represents: that it is duly
organized and validly existing under the laws of its state of organization and
by consummation of this transaction, Lessee is not in violation of any
governmental statute or regulation, nor will consummation of this transaction
cause any breach, default or violation of the certificate of incorporation or
by-laws (if Lessee is a corporation), the partnership certificate or
partnership agreement (if Lessee is a partnership) or any judgment, decree or
agreement, all as may apply to Lessee; that this transaction was duly
authorized by appropriate corporate or partnership action (as applicable); and
the Lease is enforceable in accordance with its terms. Lessee shall promptly
execute and deliver to Lessor such further documents and take such further
action as Lessor may reasonably request in order to more effectively carry out
the intent and purpose of the Lease. Lessee shall provide Lessor with audited
and other financial statements and such other information as Lessor shall
reasonably request from time to time.
13. NOTICES; CHANGES; SECURITY: Notices, requests or other communications
required hereunder to be sent to either party shall be in writing and shall be
(a) by United States first class mail, postage prepaid, and addressed to the
other party at the address specified above (or to such other address as such
party shall have designated by proper notice) or (b) by personal delivery.
Lessee consents to service of process by certified mail at its address above
(or to such other address as Lessee shall have designated by proper notice) in
connection with any legal action brought by Lessor. Lessee authorizes Lessor
to fill in descriptive material herein (including serial numbers) and to
correct any patent errors hereunder. In the event the Lease is deemed to be
intended as security, Lessor shall have, to secure all payments and all other
obligations of Lessee to Lessor hereunder, a security interest in the Equipment
together with all accessions, attachments, replacements, substitutions,
modifications and additions thereto, now or hereafter acquired, and all
proceeds thereof (including insurance proceeds). Lessee shall execute and
authorizes Lessor to file with such authorities and at such locations as Lessor
may deem appropriate. Uniform Commercial Code financing statements relating to
the Equipment and/or the Lease, and Lessee agrees to reimburse Lessor upon
demand for all costs incurred relative thereto. In addition, Lessee agrees
that an original or a photocopy of the Lease (including any addenda,
attachments and amendments hereto) may be filed by Lessor as a Uniform
Commercial Code financing statement. Lessee agrees to immediately notify
Lessor in writing of any change in Lessee's name or address, or discontinuance
of its place or places of business.
14. ASSIGNMENT BY LESSOR: The Lease or any interest of Lessor herein may be
assigned by Lessor. UPON NOTICE OF SUCH ASSIGNMENT LESSEE AGREES TO PAY
DIRECTLY TO ASSIGNEE WITHOUT ABATEMENT, DEDUCTION OR SETOFF ALL AMOUNTS WHICH
BECOME DUE HEREUNDER AND FURTHER AGREES THAT IT WILL NOT ASSERT AGAINST
ASSIGNEE ANY DEFENSE, COUNTERCLAIM OR SETOFF FOR ANY REASON WHATSOEVER IN ANY
ACTION FOR PAYMENT OR POSSESSION BROUGHT BY ASSIGNEE. Upon any such
assignment, such assignee (herein "Assignee") shall have and be entitled to any
and all rights and remedies of Lessor hereunder, all references in the Lease to
Lessor shall include Assignee except that Assignee shall not be chargeable with
any obligations or liabilities of Lessor hereunder. Lessee shall (if requested
by Lessor) acknowledge in writing any assignments (including any material terms
of the Lease) in a form supplied by Lessor.
15. MISCELLANEOUS: THE LEASE, OR ANY PART HEREOF, MAY NOT BE ASSIGNED BY
LESSEE WITHOUT THE WRITTEN CONSENT OF LESSOR and shall be binding upon and
inure to the benefit of the parties hereto, their legal representatives,
permitted successors and assigns. No amendment hereunder shall be effective
unless in writing, signed by the parties hereto and no waiver hereunder shall
be effective unless in writing, signed by the party to be charged. No failure
to exercise, no delay in exercising, and no single or partial exercise on the
part of Lessor of any right, remedy, or power hereunder, shall operate as a
waiver thereof or preclude Lessor from exercising any other right, remedy or
power hereunder. Any provision of the Lease which is unenforceable in any
jurisdiction shall, as to such jurisdiction, be ineffective to the extent of
such prohibition or unenforceability, without invalidating the remaining
provisions hereof. No action, regardless of form, arising out of the Lease may
be brought by Lessee more than two (2) years after the cause of action has
arisen. The representations, warranties, obligations, and indemnities of
Lessee under the Lease shall survive the termination of the Lease to the extent
required for their full observance and performance. The obligations of each
co-maker (if any) of the Lease, shall be primary, joint and several, and each
such co-maker hereby irrevocably consents to any extension of time for payments
and/or the execution of any refinancing agreement relative to the Lease. In
the event that Lessee fails to meet any of its obligations hereunder, Lessor
may at its option satisfy such obligation and Lessee shall reimburse Lessor on
demand therefor. In the event that legal or other action is required to
enforce Lessor's rights under the Lease (including the exercise of remedies
under Section 9 hereof), Lessee agrees to reimburse Lessor on demand for its
reasonable attorneys' fees and its other related costs and expenses. In
addition, notwithstanding any applicable state laws to the contrary, Lessee
agrees to reimburse Lessor for all reasonable attorneys' fees incurred by it
incident to any action or proceeding involving the Lessee brought pursuant to
the Bankruptcy Code, as amended, which are allowable under Section 506(b)
thereof. The captions in the Lease are for convenience only and shall not
define or limit any of the terms hereof. THE LEASE SHALL BE GOVERNED AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA WITHOUT GIVING
EFFECT TO THE PRINCIPLES OF CONFLICT OF LAWS THEREOF.
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SIEMENS
CONTRACT ADDENDUM
CONTRACT NO.110-0001163-000
SUPPLEMENT NO. 1
(SCrC Ref# 110-0001163-001)
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This Addendum shall become part of that certain Supplement No. 1 to Equipment
Lease Agreement No.110-0001163-000 between Siemens Credit Corporation, as
Lessor, and NATIONAL DIAGNOSTICS RIVERSIDE, INC., as Lessee, dated 9/29/95, as
amended (hereinafter "Lease").
Lessor and Lessee, as evidenced by Lessee's signature on that certain Contract
Addendum dated , hereby agree to modify this contract as follows:
MODIFICATIONS:
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Add: Chiller and Kodak 1120 Laser as described in Siemens Medical Systems, Inc.
Quote #
EQUIPMENT COST:
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CURRENT UPGRADE NEW TOTAL
$580,090.00 $ 82,858.70 $662,948.70
PAYMENTS:
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The monthly lease payment amount shall increase by $1,694.14 from $12,574.00 to
$14,268.14 each, effective with the SEVENTH (7) PAYMENT, continuing for the
remaining SIXTY SIX (66) payments of the contract term.
All payments are inclusive of taxes.
LESSOR: SIEMENS CREDIT CORPORATION NATIONAL DIAGNOSTIC
RIVERSIDE INC:
BY: BY: /s/ C L ALLISTON
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NAME: NAME: Curtis L. Alliston
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TITLE: President
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DATE: DATE: 7-9-96
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