HomeMy WebLinkAboutC-4469 - Master Walkaway Lease Agreement (Lease of Vehicles)MASTER WALKAWAY LEASE AGREEMENT
This Master Walkaway Lease Agreement is entered into this sixteenth day of January, 2010, by and between Enterprise Rent-A-Car Company
of Los Angeles, LLC, a Delaware Limited Liability Company doing business as "Enterprise Fleet Management" ("Lessor"), and the lessee whose name
and address is set forth on the signature page below ("Lessee").
1. LEASE OF VEHICLES: Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the vehicles ("Vehicle(s)") described in the
schedules from time to time delivered by Lessor to Lessee as set forth below ("Schedule(s)") for the rentals and on the terms set forth in this Agreement
and in the applicable Schedule. References to this "Agreement" shall include this Master Walkaway Lease Agreement and the various Schedules and
addenda to this Master Walkaway Lease Agreement. Lessor will, on or about the date of delivery of each Vehicle to Lessee, send Lessee a Schedule
covering the Vehicle, which will include, among other things, a description of the Vehicle, the lease term and the monthly rental and other payments due
G with respect to the Vehicle. The terms contained in each such Schedule will be binding on Lessee unless Lessee objects in writing to such Schedule
within ten (10) days after the date of delivery of the Vehicle covered by such Schedule. This Agreement is a lease only and Lessor will at all times
remain the owner of the Vehicles and Lessee will have no right, title or interest in or to the Vehicles except for the use of the Vehicles as described in
this Agreement. This Agreement shall be treated as a true lease for federal and applicable state income tax purposes with Lessor having all benefits of
ownership.
2. TERM: The term of this Agreement ("Term") for each Vehicle begins on the date such Vehicle is delivered to Lessee (the "Delivery Date") and,
unless terminated earlier in accordance with the terms of this Agreement, continues for the "Lease Term" as described in the applicable Schedule.
3. RENT AND OTHER CHARGES:
(a) Lessee agrees to pay Lessor monthly rental according to the Schedules and this Agreement. The monthly rental payments will be in the
amount listed as the "Total Monthly Rental Including Additional Services" on the applicable Schedule and will be due and payable in advance on the first
day of each month. If a Vehicle is delivered to Lessee on any day other than the first day of a month, monthly rental payments will begin on the first day
of the next month. In addition to the monthly rental payments, Lessee agrees to pay Lessor a pro -rated rental charge for the number of days that the
Delivery Date precedes the first monthly rental payment date. Lessee agrees to pay Lessor the `Total Initial Charges" set forth in each Schedule on the
due date of the first monthly rental payment under such Schedule. Lessee agrees to pay Lessor the "Service Charge Due at Lease Termination" set forth
in each Schedule at the end of the applicable Term (whether by reason of expiration, early termination or otherwise).
(b) The monthly rental rate allows the number of miles per month as set forth in the applicable Schedule. Lessee agrees to pay Lessor at the end
of the applicable Term (whether by reason of expiration, early termination or otherwise) an excess mileage charge for any miles in excess of this
average amount per month at the rate set forth in the applicable Schedule.
(c) Any security deposit of Lessee will be returned to Lessee at the end of the applicable Term, except that the deposit will first be applied to any
losses and/or damages suffered by Lessor as a result of Lessee's breach of or default under this Agreement and/or to any other amounts then owed by
Lessee to Lessor.
(d) Any rental payment or other amount owed by Lessee to Lessor which is not paid within twenty (20) days after its due date will accrue interest,
payable on demand of Lessor, from the date due until paid in full at a rate per annum equal to the lesser of (i) Eighteen Percent (18%) per annum or (ii)
the highest rate permitted by applicable law (the "Default Rate").
(e) If Lessee fails to pay any amount due under this Agreement (including maintenance management or VIP Rental billings) or to comply with any
of the covenants contained in this Agreement, Lessor may, at its option, pay such amounts or perform such covenants and all sums paid or incurred by
Lessor in connection therewith will be repayable by Lessee to Lessor upon demand together with interest thereon at the Default Rate.
4. USE AND SURRENDER OF VEHICLES: Lessee agrees to allow only duly authorized, licensed and insured drivers to use and operate the Vehicles.
Lessee agrees to comply with, and cause its drivers to comply with, all laws, statutes, rules, regulations and ordinances and the provisions of all
insurance policies affecting or covering the Vehicles or their use or operation. Lessee agrees to keep the Vehicles free of all liens, charges and
encumbrances. Lessee agrees that in no event will any Vehicle be used or operated for transporting hazardous substances or persons for hire, for any
illegal purpose or to pull trailers that exceed the manufacturer's trailer towing recommendations. Lessee agrees that no vehicle is intended to be or will
be utilized as a "school bus" as defined in the Code of Federal Regulations or any applicable state or municipal statute or regulation. Lessee agrees not
to remove any Vehicle from the continental United States without first obtaining Lessor's written consent. At the expiration or earlier termination of this
Agreement with respect to each Vehicle, or upon demand by Lessor made pursuant to Section 14, Lessee at its risk and expense agrees to return such
Vehicle to Lessor at such place and by such reasonable means as may be designated by Lessor, in the same repair, condition and working order as at
the commencement of the applicable Term, reasonable wear and tear resulting from proper use excepted. If a Vehicle is not returned in the required
condition, Lessee agrees to pay Lessor, at Lessor's option, the estimated cost to restore such Vehicle to such condition, or the actual cost of restoration,
if the Vehicle is restored. If for any reason Lessee fails to return any Vehicle to Lessor as and when required in accordance with this Section, Lessee
agrees to pay Lessor additional rent for such Vehicle at twice the normal pro -rated daily rent. Acceptances of such additional rent by Lessor will in no
way limit Lessor's remedies with respect to Lessee's failure to return any Vehicle as required hereunder.
5. COSTS, EXPENSES, FEES AND CHARGES: Lessee agrees to pay all costs, expenses, fees, charges, fines, tickets, penalties and taxes (other
than federal and state income taxes on the income of Lessor) incurred in connection with the titling, registration, delivery, purchase, sale, rental, use or
operation of the Vehicles during the Term. If Lessor incurs any of such costs or expenses, Lessee agrees to promptly reimburse Lessor for the same.
6. LICENSE AND CHARGES: Each Vehicle will be licensed in Lessor's name at Lessee's expense. Certain other charges relating to the acquisition of
each Vehicle and paid or satisfied by Lessor have been capitalized in determining the monthly rental, treated as an initial charge or otherwise charged to
Lessee. Such charges have been determined without reduction for trade-in, exchange allowance or other credit attributable to any Lessor -owned
vehicle.
7. REGISTRATION PLATES, ETC.: Lessee agrees, at its expense, to obtain in the name of Lessor all registration plates and other plates, permits,
inspections and/or licenses required in connection with the Vehicles, except for the initial registration plates which Lessor will obtain at Lessee's
expense. The parties agree to cooperate and to furnish any and all information or documentation, which may be reasonably necessary for compliance
with the provisions of this Section or any federal, state or local law, rule, regulation or ordinance. Lessee agrees that it will not permit any Vehicle to be
located in a state other than the state in which such Vehicle is then titled for any continuous period of time that would require such Vehicle to become
subject to the titling and/or registration laws of such other state.
8. IMPROVEMENTS AND MAINTENANCE OF VEHICLES:
(a) Lessee agrees, at its expense, to (i) maintain the Vehicles in good condition, repair, maintenance and running order and in accordance with all
manufacturer's instructions and warranty requirements and all legal requirements and (ii) furnish all labor, materials, parts and other essentials required
for the proper operation and maintenance of the Vehicles. Any alterations, additions, replacement parts or improvements to the Vehicles will become
Initials: EFCush=� Page I
and remain the property of Lessor and will be returned with the Vehicles pursuant to Section 4. Notwithstanding the foregoing, so long as no Event of
Default has occurred and is continuing, Lessee shall have the right to remove any additional equipment installed by Lessee on a Vehicle prior to
returning such Vehicle to Lessor under Section 4 so long as Lessee repairs any damage to such Vehicle caused by such removal. The value of such
alterations, additions, replacement parts and improvements will in no instance be regarded as rent. Without the prior written consent of Lessor, Lessee
will not make any alterations, additions, replacement parts or improvements to any Vehicle which detract from its economic value or functional utility.
Lessor will not be required to make any repairs or replacements of any nature or description with respect to any Vehicle, to maintain or repair any
Vehicle or, except as set forth in Section 8(b) below, to make any expenditure whatsoever in connection with any Vehicle or this Agreement.
(b) Notwithstanding the provisions of Section 8(a) above, if Section 4 of a Schedule includes a charge for maintenance, Lessor agrees that, subject
to the terms and conditions of this Section 8(b), it will pay for, or reimburse Lessee for its payment of, all costs and expenses incurred in connection with
the maintenance or repair of the Vehicle(s) covered by such Schedule (each, a "Covered Vehicle"). This Section 8(b) does not cover, and Lessee will
remain responsible for and pay for, (i) fuel, (ii) oil and other fluids between changes, (iii) tire repair and replacement, (iv) washing, (v) repair of damage
due to lack of maintenance by Lessee between scheduled services (including, without limitation, failure to maintain fluid levels), (vi) maintenance or
repair of any alterations to a Covered Vehicle or of any after -market components (this Section 8(b) covers maintenance and repair only of the Covered
Vehicles themselves and any factory -installed components and does not cover maintenance or repair of chassis alterations, add-on bodies (including,
without limitation, step vans) or other equipment (including, without limitation, lift gates and PTO controls) which is installed or modified by a dealer, body
shop, upfitter or anyone else other than the manufacturer of the Covered Vehicle, (vii) any service and/or damage resulting from, related to or arising out
of an accident, a collision, theft, fire, freezing, vandalism, riot, explosion, other Acts of God, an object striking the Covered Vehicle, improper use of the
Covered Vehicle (including, without limitation, driving over curbs, overloading, racing or other competition) or Lessee's failure to maintain the Covered
Vehicle as required by this Agreement, (viii) roadside assistance or towing for vehicle maintenance purposes, (ix) mobile services, (x) the cost of loaner
or rental vehicles or (xi) if the Covered Vehicle is a truck, (A) manual transmission clutch adjustment or replacement, (B) brake adjustment or
replacement or (C) front axle alignment.. Whenever it is necessary to have a Covered Vehicle serviced, Lessee agrees to have the necessary work
performed by an authorized dealer of such Covered Vehicle or by a service facility acceptable to Lessor. In every case, if the cost of such service will
exceed $50.00, Lessee must notify Lessor and obtain Lessor's authorization for such service and Lessor's instructions as to where such service shall be
made and the extent of service to be obtained. Lessee agrees to furnish an invoice for all service to a Covered Vehicle, accompanied by a copy of the
shop or service order (odometer mileage must be shown on each shop or service order). Lessor will not be obligated to pay for any unauthorized
charges or those exceeding $50.00 for one service on any Covered Vehicle unless Lessee has complied with the above terms and conditions. Lessor
will not have any responsibility to pay for any services in excess of the services recommended by the manufacturer, unless otherwise agreed to by
Lessor. Notwithstanding any other provision of this Section 8(b), (i) all service performed within one hundred twenty (120) days prior to the last day of
the scheduled Term must be authorized by and have the prior consent and approval of Lessor and any service not so authorized will be the
responsibility of and be paid for by Lessee and (ii) Lessor is not required to provide or pay for any service to any covered Vehicle after 100,000 miles.
Lessor may, at its option, provide Lessee with an authorization card (the "Enterprise Card") for use in authorizing the payment of charges incurred in
connection with the maintenance of the Covered Vehicles. Lessee agrees to be liable to Lessor for, and upon receipt of a monthly or other statement
from Lessor; Lessee agrees to pay to Lessor, all charges made by or for the account of Lessee with the Enterprise Card (other than any charges which
are the responsibility of Lessor under the terms of this Section 8(b)). Lessor reserves the right to change the terms and conditions for the use of the
Enterprise Card at any time. The Enterprise Card remains the property of Lessor and Lessor may revoke Lessee's right to possess or use the
Enterprise Card at any time. Upon termination or expiration of the Agreement or upon the demand of Lessor, Lessee must return the Enterprise Card to
Lessor. The Enterprise Card is non -transferable. The monthly maintenance charge set forth on each applicable Schedule allows the number of miles
per month as set forth in such Schedule. Lessee agrees to pay Lessor at the end of the applicable Term (whether by reason of expiration, early
termination or otherwise) an overmileage maintenance charge for any miles in excess of this average amount per month at the rate set forth in the
applicable Schedule.
9. SELECTION OF VEHICLES AND DISCLAIMER OF WARRANTIES:
(a) LESSEE ACCEPTANCE OF DELIVERY AND USE OF EACH VEHICLE WILL CONCLUSIVELY ESTABLISH THAT SUCH VEHICLE IS OF A
SIZE, DESIGN, CAPACITY, TYPE AND MANUFACTURE SELECTED BY LESSEE AND THAT SUCH VEHICLE IS IN GOOD CONDITION AND
REPAIR AND IS SATISFACTORY IN ALL RESPECTS AND IS SUITABLE FOR LESSEE'S PURPOSE. LESSEE ACKNOWLEDGES THAT LESSOR
IS NOT A MANUFACTURER OF OR A DEALER IN ANY VEHICLE OR AN AGENT OF A MANUFACTURER OF OR A DEALER IN ANY VEHICLE.
(b) LESSOR MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY VEHICLE,
INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATION OR WARRANTY AS TO CONDITION, MERCHANTABILITY OR FITNESS FOR ANY
PARTICULAR PURPOSE, IT BEING AGREED THAT ALL SUCH RISKS ARE TO BE BORNE BY LESSEE. THE VEHICLES ARE LEASED "AS IS,"
"WITH ALL FAULTS." All warranties made by any supplier, vendor and/or manufacturer of a Vehicle are hereby assigned by Lessor to Lessee for the
applicable Term and Lessee's only remedy, if any, is against the supplier, vendor or manufacturer of the Vehicle. No defect, unfitness or lack of
governmental approval in, of or with respect to a Vehicle regardless of the cause or consequence will relieve Lessee from the performance of its
obligations under this Agreement, including the payment of rent.
(c) Lessor will not be liable to Lessee for any liability, claim, loss, damage (direct, incidental or consequential) or expense of any kind or nature,
caused directly or indirectly, by any Vehicle or any inadequacy of any Vehicle for any purpose or any defect (latent or patent) in any Vehicle or the use or
maintenance of any Vehicle or any repair, servicing or adjustment of or to any Vehicle, or any delay in providing or failure to provide any Vehicle, or any
interruption or loss of service or use of any Vehicle, or any loss of business or any damage whatsoever and however caused. In addition, Lessor will
have no liability to Lessee under this Agreement or under any order authorization form executed by Lessee if Lessor is unable to locate or purchase a
Vehicle ordered by Lessee or for any delay in delivery of any Vehicle ordered by Lessee.
10. RISK OF LOSS: Lessee assumes and agrees to bear the entire risk of loss of, theft of, damage to or destruction of any Vehicle from any cause
whatsoever ("Casualty Occurrence"). No Casualty Occurrence to any Vehicle will relieve Lessee from its obligation to pay rent or to perform any of its
other obligations under this Agreement. In the event of a Casualty Occurrence, Lessee shall give Lessor prompt notice of the Casualty Occurrence and
thereafter will place the applicable Vehicle in good repair, condition and working order; provided, however, that if the applicable Vehicle is determined by
Lessor to be lost, stolen, destroyed or damaged beyond repair (a "Totaled Vehicle"), Lessee agrees to pay Lessor no later than the due date of the next
following monthly rent payment with respect to such Totaled Vehicle the total of (i) all rent and other amounts, if any, due at the time of such payment
and allocable to the Totaled Vehicle plus (ii) the replacement value, as determined by Lessor in good faith, of the Totaled Vehicle immediately prior to
the Casualty Occurrence. Upon such payment, this Agreement will terminate with respect to such Totaled Vehicle.
11. INSURANCE:
(a) Lessee agrees to purchase and maintain in force during the Term, insurance policies in at least the amounts listed below covering each Vehicle,
to be written by an insurance company or companies satisfactory to Lessor, insuring Lessee and Lessor against any damage, claim, suit, action or
liability:
(i) Commercial Automobile Liability, (including Uninsured/Underinsured Motorist Coverage and No -Fault Protection where required by law), for
the limits listed below. ($5,000,000 limits are required for Vehicles capable of transporting more than 8 passengers):
Initials: EF Oust Page 2
State of Vehicle Registration Coverace
Connecticut, Massachusetts, Maine, New Hampshire, $1,000,000 Combined Single Limit Bodily Injury and Property
New Jersey, New York, Pennsylvania, Rhode Island, and Damage - No Deductible
Vermont
Florida $500,000 Combined Single Limit Bodily Injury and Property
Damage or $100,000 Bodily Injury Per Person, $300,000 Per
Occurrence and $50,000 Property Damage (100/300/50) - No
Deductible
All Other States $300,000 Combined Single Limit Bodily Injury and Property
Damage or $100,000 Bodily Injury Per Person, $300,000 Per
Occurrence and $50,000 Property Damage (100/300/50) - No
Deductible
(ii) Physical Damage Insurance (Collision & Comprehensive: Actual cash value of the applicable Vehicle. Maximum deductible of $500 per
occurrence - Collision and $250 per occurrence - Comprehensive).
If the requirements of any governmental or regulatory agency exceed the minimums stated in this Agreement, Lessee must obtain and maintain the
higher limits. Lessee agrees that each required policy of insurance will by appropriate endorsement or otherwise name Lessor as an additional insured
and as a loss payee, as its interests may appear. Further, each such insurance policy must provide the following: (i) that the same may not be
cancelled, changed or modified until after the insurer has given to Lessor or its assigns at least a thirty (30) day prior written notice of such proposed
cancellation, change or modification, (ii) that no act or default of Lessee or any other person shall affect the right of Lessor to recover under such policy
or policies of insurance in the event of any loss of or damage to any Vehicle and (iii) that the coverage is "primary coverage" for the protection of Lessee
and Lessor notwithstanding any other coverage carried by Lessee or Lessor protecting against similar risks. Original certificates evidencing such
coverage and naming Lessor as an additional insured and loss payee, shall be furnished to Lessor prior to the Delivery Date, and annually thereafter
and/or as reasonably requested by Lessor from time to time. In the event of default, Lessee hereby appoints Lessor as Lessee's attorney-in-fact to
receive payment of, to endorse all checks and other documents and to take any other actions necessary to pursue insurance claims and recover
payments if Lessee fails to do so. Any expense of Lessor in adjusting or collecting insurance shall be borne by Lessee.
Lessee, its drivers, servants and agents agree to cooperate fully with Lessor and any insurance carriers in the investigation, defense and prosecution of
all claims or suits arising from the use or operation of any Vehicle. If any claim is made or action commenced for death, personal injury or property
damage resulting from the ownership, maintenance, use or operation of any Vehicle, Lessee will promptly notify Lessor of such action or claim and
forward to Lessor a copy of every demand, notice, summons or other process received in connection with such claim or action.
(b) Notwithstanding the provisions of Section 11(a) above: (i) if Section 4 of a Schedule includes a charge for physical damage management, Lessor
agrees that (A) Lessee will not be required to obtain or maintain the minimum physical damage insurance (collision and comprehensive) required under
Section 11(a) for the Vehicle(s) covered by such Schedule and (B) Lessor will assume the risk of physical damage (collision and comprehensive) to the
Vehicle(s) covered by such Schedule; provided, however, that such physical damage management shall not apply to, and Lessee shall be and remain
liable and responsible for, damage to a covered Vehicle caused by wear and tear or mechanical breakdown or failure, damage to or loss of any parts,
accessories or components added to a covered Vehicle by Lessee without the prior written consent of Lessor and/or damage to or loss of any property
and/or personal effects contained in a covered Vehicle. In the event of a Casualty Occurrence to a covered Vehicle, Lessor may, at its option, replace,
rather than repair, the damaged Vehicle with an equivalent vehicle, which replacement vehicle will then constitute the "Vehicle" for purposes of this
Agreement; and (ii) if Section 4 of a Schedule includes a charge for commercial automobile liability enrollment, Lessor agrees that it will, at its expense,
obtain for and on behalf of Lessee (either by adding Lessee as an additional insured under a commercial automobile liability insurance policy insuring
Lessor, obtaining insurance on behalf of Lessee or otherwise) the minimum commercial automobile liability insurance required under Section 11(a) for
the Vehicle(s) covered by such Schedule. Lessor may at any time during the applicable Term terminate said obligation to provide physical damage
management and/or commercial automobile liability enrollment and cancel such physical damage management and/or commercial automobile liability
enrollment upon giving Lessee ten (10) days written notice. Upon such cancellation, insurance in the minimum amounts as set forth in 11(a) shall be
obtained and maintained by Lessee at Lessee's expense. An adjustment will be made in monthly rental charges payable by Lessee to reflect such
insurance change and Lessee agrees to furnish Lessor with satisfactory proof of insurance coverage within ten (10) days after mailing of the notice. In
addition, Lessor may change the rates charged by Lessor under this Section 11(b) for physical damage management and/or commercial automobile
liability enrollment upon giving Lessee thirty (30) days prior written notice.
12. INDEMNITY: Lessee agrees to defend and indemnify Lessor from and against any and all losses, damages, liabilities, suits, claims, demands,
costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) which Lessor may incur by reason of Lessee's breach or
violation of, or failure to observe or perform, any term, provision or covenant of this Agreement, or as a result of any loss, damage, theft or destruction of
any Vehicle or related to or arising out of or in connection with the use, operation or condition of any of the Vehicles. The provisions of this Section 12
shall survive any expiration or termination of this Agreement.
13. INSPECTION OF VEHICLES; ODOMETER DISCLOSURE; FINANCIAL STATEMENTS: Lessee agrees to accomplish, at its expense, all
inspections of the Vehicles required by any governmental authority during the Term. Lessor will have the right to inspect any Vehicle at any reasonable
time(s) during the Term and for this purpose to enter into or upon any building or place where any Vehicle is located. Lessee agrees to comply with all
odometer disclosure laws, rules and regulations and to provide such written and signed disclosure information on such forms and in such manner as
directed by Lessor. Providing false information or failure to complete the odometer disclosure form as required by law may result in fines and/or
imprisonment. Lessee hereby agrees to promptly deliver to Lessor such financial statements and other financial information regarding Lessee as Lessor
may from time to time reasonably request.
14. DEFAULT; REMEDIES: The following shall constitute events of default ("Events of Default") by Lessee under this Agreement: (a) if Lessee fails to
pay when due any rent or other amount due under this Agreement; (b) if Lessee fails to perform, keep or observe any other term, provision or covenant
contained in this Agreement; (c) any seizure or confiscation of any Vehicle or any other act (other than a Casualty Occurrence) otherwise rendering any
Vehicle unsuitable for use (as determined by Lessor); (d) if any present or future guaranty in favor of Lessor of all or any portion of the obligations of Lessee
under this Agreement shall at any time for any reason cease to be in full force and effect or shall be declared to be null and void by a court of competent
jurisdiction, or if the validity or enforceability of any such guaranty shall be contested or denied by any guarantor, or if any guarantor shall deny that it, he or
she has any further liability or obligation under any such guaranty or if any guarantor shall fail to comply with or observe any of the terms, provisions or
conditions contained in any such guaranty; (e) the occurrence of a material adverse change in the financial condition or business of Lessee or any
guarantor; or (f) if Lessee or any guarantor is in default under or fails to comply with any other present or future agreement with or in favor of Lessor,
Initials: ECust�-- Page 3
Enterprise Rent-A-Car Company or any direct or indirect subsidiary of Enterprise Rent-A-Car Company. For purposes of this Section 14, the term
"guarantor" shall mean any present or future guarantor of all or any portion of the obligations of Lessee under this Agreement.
Upon the occurrence of any Event of Default, Lessor, without notice to Lessee, will have the right to exercise concurrently or separately (and without any
election of remedies being deemed made), the following remedies: (a) Lessor may demand and receive immediate possession of any or all of the
Vehicles from Lessee, without releasing Lessee from its obligations under this Agreement; if Lessee fails to surrender possession of the Vehicles to
Lessor on default (or termination or expiration of the Term), Lessor and its agents and independent contractors shall have the right to enter upon any
premises where the Vehicles may be located and to remove and repossess the Vehicles; (b) Lessor may enforce performance by Lessee of its
obligations under this Agreement; (c) Lessor may recover damages and expenses sustained by Lessor by reason of Lessee's default including, to the
extent permitted by applicable law, all costs and expenses, including court costs and reasonable attorneys' fees and expenses, incurred by Lessor in
attempting or effecting enforcement of its rights under this Agreement (whether or not litigation is commenced) and/or in connection with bankruptcy or
insolvency proceedings; (d) upon written notice to Lessee, Lessor may terminate Lessee's rights under this Agreement; (e) with respect to each Vehicle,
Lessor may recover from Lessee (i) either the Vehicle (in the condition required by Section 4) or the estimated undamaged wholesale value of the
Vehicle (as determined by Lessor in good faith) plus (ii) all accrued and unpaid rent for such Vehicle for the period ending on, and all other amounts
owed by Lessee with respect to such Vehicle as of, the date all of the amounts owed by Lessee to Lessor under this clause (e) (including the amounts
owed under this subclause (i)) are paid in full (the "Payment Date") plus (iii) an amount equal to three (3) months rent plus (iv) Thirty Percent (30%) of
the total future rent due under the applicable Schedule for the period commencing on the Payment Date and ending on the last day of the scheduled
Term; and/or (f) Lessor may exercise any other right or remedy which may be available to Lessor under the Uniform Commercial Code, any other
applicable law or in equity. A termination of this Agreement shall occur only upon written notice by Lessor to Lessee. Any termination shall not affect
Lessee's obligation to pay all amounts due for periods prior to the effective date of such termination or Lessee's obligation to pay any indemnities under
this Agreement. All remedies of Lessor under this Agreement or at law or in equity are cumulative.
15. ASSIGNMENTS: Lessor may from time to time assign, pledge or transfer this Agreement and any or all of its rights and obligations hereunder to an
affiliate of Lessor. Lessee agrees, upon notice of any such assignment, pledge or transfer, to pay all amounts due or to become due under this
Agreement to such assignee, pledgee or transferee. Each such assignee, pledgee or transferee will have all of the rights and obligations of Lessor that
have been assigned to it under this Agreement. Lessee's rights and interest in and to the Vehicles are and will continue at all times to be subject and
subordinate in all respects to any assignment, pledge or transfer now or hereafter executed by Lessor with or in favor of any such assignee, pledgee or
transferee, provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has
occurred and is continuing.
Without the prior written consent of Lessor, Lessee may not assign, sublease, transfer or pledge this Agreement, any Vehicle, or any interest in this
Agreement or in and to any Vehicle, or permit its rights under this Agreement or any Vehicle to be subject to any lien, charge or encumbrance. Lessee's
interest in this Agreement is not assignable and cannot be assigned or transferred by operation of law. Lessee will not transfer or relinquish possession
of any Vehicle (except for the sole purpose of repair or service of such Vehicle) without the prior written consent of Lessor.
16. MISCELLANEOUS: This Agreement contains the entire understanding of the parties. Any modification or amendment of this Agreement may be
made only by an instrument in writing executed by both parties. Lessor shall not by any act, delay, omission or otherwise be deemed to have waived any
of its rights or remedies under this Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then only to the extent
therein set forth. A waiver by Lessor of any right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or
remedy, which Lessor would otherwise have on any future occasion. If any term or provision of this Agreement or any application of any such term or
provision is invalid or unenforceable, the remainder of this Agreement and any other application of such term or provision will not be affected thereby.
Giving of all notices under this Agreement will be sufficient if mailed by certified mail to a party at its address set forth below or at such other address as
such party may provide in writing from time to time. Any such notice mailed to such address will be effective one (1) day after deposit in the United
States mail, duly addressed, with certified mail, postage prepaid. Lessee will promptly notify Lessor of any change in Lessee's address. This
Agreement may be executed in multiple counterparts (including telecopy counterparts), but the counterpart marked "ORIGINAL" by Lessor will be the
original lease for purposes of applicable law. All of the representations, warranties, covenants, agreements and obligations of each Lessee under this
Agreement (if more than one) are joint and several.
17. SUCCESSORS AND ASSIGNS; GOVERNING LAW: Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its
heirs, executors, personal representatives, successors and assigns, and will inure to the benefit of Lessor and its successors and assigns. This
Agreement will be governed by and construed in accordance with the substantive laws of the state where Lessor's office is located (as set forth below),
which law will apply in the event of any conflict of law.
IN WITNESS WHEREOF, Lessor and Lessee have duly executed this Master Walkaway Lease Agreement as of the day and year first above written.
LESSEE: City of Newport Beach
By: Tracy McCrakeJ
Title: Administrative Services Director
Address: 3300 Newport Boulevard
Newport Beach, CA 92658
Date Signed: l • 16
Initials: E Cust 1 ,' _y
LESSOR: Enterprise F t Manatement
By: John Mills
Title: Regional Sales Manager
Address: 1430 S. Village Way Ste V
Santa Ana, CA 92705
Date Signed: I I Z ` I 1 0—
Page,
Page 4
IN WITNESS WHEREOF, the parties hereto have executed this LEASE AGREEMENT
on the date first above written.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
By:
net u hamp,
Assistant City orney
ATTEST:
LdA
By: 0
Leilani I. Brown
City Clerk �� PO,�,
Attachments: Exhibit A – Schedule
LESSEE:CITY OF NEWPORT BEACH,
A Municipal Corporation
B _
Tracy Mc raner,
Administ five Services Director
LESSOR:
ENTERPISE RENT -A -CAR COMPANY
OF LOS ANGELES, LLC, a Delaware
Limited Liability Company DBA
Enterprise Fleet Management
Title: 2 e 4 i 0NJ%.— S Av%-S- S ti.� N A b %; '%—
Print Name: -:3-0 M"-�3
91
Title:
Print Name:
.•ticet m9n:�gtamenY i
Closed -End (Walkaway) Lease Rate Quote Quote No: 1485057
Prepared For: Newport
Beach Police Department
Date 01/22/2010
AE/AM JMO
Unit #
Used Vehicle Starting Mileage 34000
Year 2008
Vehicle Order Type Used
Make Ford
Term 24
Model F-150
State CA
Series XLT 4x2 Super Cab Styleside 5.5 ft. box 133 in. WB
Customer No 291829
Items Due on Delivery Indicated By*
$ 0.00
Capitalized Price Reduction
Order Information
$ 0.00 *
Tax on Capitalized Price Reduction
Driver Name
$ 0.00
Gain Applied From Prior Unit
Exterior Color (0 P) Silver Clearcoat Metallic
$ 0.00
Initial Sales Tax
Interior Color
$ 282.90 *
Initial License Fee
Lic. Plate Type Unknown
$ 0.00
Registration Fee
GVWR 0
$ 85.00
Other:Pricing Plan Delivery Charge
$ 0.00 *
Security Deposit
$ 0.00
Extended Service Contract
$ 421.68
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00
Physical Damage Management
Comp/Coll 0/0
Deductible —
$ 0.00
Full Maintenance Program Contract Miles 0
OverMileage $ 0.00 Per Mile
Charge
—
Inc]: # Brake Sets (1 set = 1 Axle) 0
# Tires 0 Loaner Vehicle Not Included
$ 0.00
Additional Services SubTotal
$ 36.90
Use Tax 8.7500%
State CA
$ 0.00
Monthly Property Tax
$ 458.58
Total Monthly Rental Including Additional Services
$ 0.00
Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1000 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE Newport Beach Police Department
BY 2&j= – TITLE %/. DATE I /Z Q► ( TA, 15
INDICATES ITEMS TO BE BILLED ON DELIVERY.
MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:28 AM Page 1 of 1
Closed -End (Walkaway) Lease Rate Quote Quote No: 1487455
ticct min vgemeot
Prepared For: Newport Beach Police Department
Unit #
' Capitalized Price Reduction
Year
2009
Make
Nissan
Model
Altima
Series
2.5 S (CVT) 4dr Sedan
Exterior Color (0 P) Navy Blue Metallic
Items Due on Delivery Indicated By*
Date 01/22/2010
AE/AM JMO
Used Vehicle Starting Mileage 38000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
$ 0.00
' Capitalized Price Reduction
Order Information
$ 0.00
Tax on Capitalized Price Reduction
Physical Damage Management
Driver Name
$ 0.00
Gain Applied From Prior Unit
Incl: # Brake Sets (1 set = 1 Axle) 0
Exterior Color (0 P) Navy Blue Metallic
$ 0.00
' Initial Sales Tax
Use Tax 8.7500% State CA
Interior Color
$ 238.70
Initial License Fee
Total Monthly Rental Including Additional Services
Lic. Plate Type Unknown
$ 0.00 *
Registration Fee
GVWR 0
$ 85.00 Other:Pncing Plan Delivery Charge
$ 0.00 ' Security Deposit
$ 0.00 Extended Service Contract
$ 420.15 Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00
Physical Damage Management
$ 0.00
Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = 1 Axle) 0
$ 0.00
Additional Services SubTotal
$ 36.76
Use Tax 8.7500% State CA
$ 0.00
Monthly Property Tax
$ 456.91
Total Monthly Rental Including Additional Services
$ 0.00
Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1200 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Comp/Coll 0/0
Deductible —
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE Newport B,eanLPolice Department
BY
TITLE L2 /e -4A'7 17^211 n
DATE
' INDICATES ITEMS TO BE BILLED ON DELIVERY.
MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:24 AM Page 1 of 1
Closed -End (Walkaway) Lease Rate Quote Quote No: 1485101
�fl—t mansyzncnt E
Prepared For: Newport Beach Police Department
Unit #
` Capitalized Price Reduction
Year
2008
Make
Chevrolet
Model
TrailBlazer
Series
LT w/1 LT 4x2
Exterior Color (0 P) Silverstone Metallic
Items Due on Delivery Indicated By"
Date 01/22/2010
AE/AM JMO
Used Vehicle Starting Mileage 42000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
$ 0.00
` Capitalized Price Reduction
Order Information
$ 0.00
Tax on Capitalized Price Reduction
Extended Service Contract
Driver Name
$ 0.00
Gain Applied From Prior Unit
Physical Damage Management
Exterior Color (0 P) Silverstone Metallic
$ 0.00
` Initial Sales Tax
Incl: # Brake Sets (1 set = 1 Axle) 0
Interior Color
$ 236.10
Initial License Fee
Use Tax 8.7500%
Lic. Plate Type Unknown
$ 0.00
Registration Fee
Total Monthly Rental Including Additional Services
GVWR 0
$ 85.00
Other:Pricing Plan Delivery Charge
$ 0.00 `
Security Deposit
$ 0.00
Extended Service Contract
$ 471.06
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1400 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
State CA
Comp/Coll 0/0
Deductible —
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE NewportBP�Pat[ge Department
BY
TITLE L Z/ Z N 7/
DATE 117,9 ( LQ/ d
` INDICATES ITEMS TO BE BILLED ON DELIVERY.
MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:26 AM Page 1 of 1
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00
Physical Damage Management
$ 0.00
Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = 1 Axle) 0
$ 0.00
Additional Services SubTotal
$ 41.22
Use Tax 8.7500%
$ 0.00
Monthly Property Tax
$ 512.28
Total Monthly Rental Including Additional Services
$ 0.00
Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1400 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
State CA
Comp/Coll 0/0
Deductible —
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE NewportBP�Pat[ge Department
BY
TITLE L Z/ Z N 7/
DATE 117,9 ( LQ/ d
` INDICATES ITEMS TO BE BILLED ON DELIVERY.
MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:26 AM Page 1 of 1
' Closed -End (Walkaway) Lease Rate Quote Quote No: 1485116
¢ flaet mnei gcrt�ni
Prepared For: Newport Beach Police Department
Unit #
Items Due on Delivery Indicated By*
Year
2009
Make
Nissan
Model
Altima
Series
2.5 S (CVT) 4dr Sedan
Date 01/22/2010
AE/AM JMO
Used Vehicle Starting Mileage 40000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00 Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00 Physical Damage Management
$ 0.00 Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = 1 Axle) 0
$ 0.00 Additional Services SubTotal
$ 36.38 Use Tax 8.7500% State CA
$ 0.00 Monthly Property Tax
$ 452.16 Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1200 Per Mile
Comp/Coll
0/0
Deductible —
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE Newport,ach Police Department
BY
TITLE Cat 4 L�e-'Yt W rA,_r7- DATE 11" /W/0
INDICATES ITEMS TO BE BILLED ON DELIVERY.
MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:26 AM Page 1 of 1
Items Due on Delivery Indicated By*
$ 0.00
Capitalized Price Reduction
Order Information
$ 0.00
* Tax on Capitalized Price Reduction
Driver Name
$ 0.00
Gain Applied From Prior Unit
Exterior Color (0 P) Radiant Silver Metallic
$ 0.00
Initial Sales Tax
Interior Color
$ 237.40
' Initial License Fee
Lic. Plate Type Unknown
$ 0.00
Registration Fee
GVWR 0
$ 85.00
Other:Pricing Plan Delivery Charge
$ 0.00
* Security Deposit
$ 0.00
Extended Service Contract
$ 415.78
Monthly Lease Charge (Based on Prime Rate -
Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00 Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00 Physical Damage Management
$ 0.00 Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = 1 Axle) 0
$ 0.00 Additional Services SubTotal
$ 36.38 Use Tax 8.7500% State CA
$ 0.00 Monthly Property Tax
$ 452.16 Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1200 Per Mile
Comp/Coll
0/0
Deductible —
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE Newport,ach Police Department
BY
TITLE Cat 4 L�e-'Yt W rA,_r7- DATE 11" /W/0
INDICATES ITEMS TO BE BILLED ON DELIVERY.
MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:26 AM Page 1 of 1
Closed -End (Walkaway) Lease Rate Quote Quote No: 1487461
�iG <tt- ITI:i (l:if�. ClYt[fTL -�
Prepared For: Newport Beach Police Department
Unit #
* Capitalized Price Reduction
Year
2009
Make
Ford
Model
Fusion
Series
SEL V6 4dr Front -wheel Drive Sedan
Exterior Color (0 P) Vapor Silver Clearcoat Metallic
Items Due on Delivery Indicated By*
Date 01/22/2010
AE/AM JMO
Used Vehicle Starting Mileage 39500
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
$ 0.00
* Capitalized Price Reduction
Order Information
$ 0.00
* Tax on Capitalized Price Reduction
Extended Service Contract
Driver Name
$ 0.00
Gain Applied From Prior Unit
Incl: # Brake Sets (1 set = 1 Axle) 0
Exterior Color (0 P) Vapor Silver Clearcoat Metallic
$ 0.00
* Initial Sales Tax
Use Tax 8.7500% State CA
Interior Color
$ 224.40
* Initial License Fee
Total Monthly Rental Including Additional Services
Lic. Plate Type Unknown
$ 0.00
Registration Fee
GVWR 0
$ 85.00
Other:Pncing Plan Delivery Charge
$ 0.00
Security Deposit
$ 0.00
Extended Service Contract
$ 391.93
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00
Physical Damage Management
$ 0.00
Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = 1 Axle) 0
$ 0.00
Additional Services SubTotal
$ 34.29
Use Tax 8.7500% State CA
$ 0.00
Monthly Property Tax
$ 426.22
Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1000 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Comp/Coll 0/0
Deductible —
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE Newport Beach Police Department
BY TITLE DATE I /a9, /2,0 1 d
' INDICATES ITEMS TO BE BILLED ON DELIVERY.
MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:27 AM Page 1 of 1
`i
Closed -End (Walkaway) Lease Rate Quote Quote No: 1485063
Prepared For: Newport Beach Police Department
Date 01/22/2010
AE/AM JMO
Unit #
Used Vehicle Starting Mileage 43000
Year 2008
Vehicle Order Type Used
Make Ford
Term 24
Model Fusion
State CA
Series SE V6 4dr Front -wheel Drive Sedan
Customer No 291829
Items Due on Delivery Indicated By*
$ 0.00
Capitalized Price Reduction
Order Information
$ 0.00 *
Tax on Capitalized Price Reduction
Driver Name
$ 0.00
Gain Applied From Prior Unit
Exterior Color (0 P) White Suede Clearcoat
$ 0.00
Initial Sales Tax
Interior Color
$ 201.00 *
Initial License Fee
Lic. Plate Type Unknown
$ 0.00 *
Registration Fee
GVWR 0
$ 85.00
Other:Pricing Plan Delivery Charge
$ 0.00 *
Security Deposit
$ 0.00
Extended Service Contract
$ 345.04
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00
Physical Damage Management
Comp/Coll 0/0
Deductible —
$ 0.00
Full Maintenance Program Contract Miles 0
g
OverMileage
$ 0.00 Per Mile
—
Charge
Incl: # Brake Sets (1 set = 1 Axle) 0
# Tires 0 Loaner Vehicle Not Included
$ 0.00
Additional Services SubTotal
$ 30.19
Use Tax 8.7500%
State CA
$ 0.00
Monthly Property Tax
$ 375.23
Total Monthly Rental Including Additional Services
$ 0.00
Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1000 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE Newport B Police Department
TITLE L-=/ Z(A T / 2.) 4A17-' DATE t /7- `t
INDICATES ITEMS TO BE BILLED ON DELIVERY.
t MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:27 AM Page 1 of 1
i�
fleet managernent
SELF-INSURANCE ADDENDUM / LIABILITY & COMPREHENSIVE -COLLISION
As consideration for waiver of Section 11 of MASTER EQUITY LEASE AGREEMENT
(OPEN END) between Enterprise Fleet Management (hereinafter call Lessor) and "City of
Newport Beach" (herein after called Lessee) agrees to assume full responsibility for liability
and all forms of loss or damage to all vehicle(s) leased from Enterprise Fleet Management.
Lessee agrees to indemnify Lessor from and against any and all liabilities related to or
arising out of or in connection with the use, operation or condition of any vehicle as stated in
Section 12 (Indemnity) of said Agreement.
This Addendum forms a part of the lease agreement and will be enforced for any additional
vehicle(s) added to the lease at any future date and in no way alters or waives any other
provisions of the Lease and Disclosure Statement.
Lessor may require Lessee to provide the above insurance policy, as opposed to being self-
insured of liability (per this Addendum), should Lessee's financial position change materially
or be in default of the Master Equity Lease Agreement.
ENTE777
FILENT
Name:
Title:
Date: . I 1- 2 D 1 J
APPROVED AS TO FORM:
1 A , & Iiev
LESSEE / City of Newport Beach
Name: CUL-?�
Title: (.tdw
Date: 0Z• Sale
Closed -End (Walkaway) Lease Rate Quote Quote No: 1487455
1fleet management
Prepared For: City of Newport Beach
Unit #
LA033D
Year
2009
Make
Nissan
Model
Altima
Series
2.5 S (CVT) 4dr Sedan
Date 02/02/2010
AE/AM JMO
Used Vehicle Starting Mileage 38000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Items Due on Delivery Indicated By*
$ 0.00
Capitalized Price Reduction
Order Information
$ 0.00
Tax on Capitalized Price Reduction
Driver Name Pool Driver
$ 0.00
Gain Applied From Prior Unit
Exterior Color (0 P) Navy Blue Metallic
$ 0.00
Initial Sales Tax
Interior Color (0 1) Charcoal w/Cloth Seat Trim
$ 238.70
Initial License Fee
Lic. Plate Type Standard
$ 0.00
* Registration Fee
GVWR 0
$ 85.00
Other:Pricing Plan Delivery Charge
$ 0.00
* Security Deposit
$ 0.00
Extended Service Contract
$ 420.15
Monthly Lease Charge (Based on Prime Rate
- Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00
Physical Damage Management
$ 0.00
Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = 1 Axle) 0
$ 0.00
Additional Services SubTotal
$ 36.76
Use Tax 8.7500% State CA
$ 0.00
Monthly Property Tax
$ 456.91
Total Monthly Rental Including Additional Services
$ 0.00
Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1200 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Comp/Coll 0/0
Deductible
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE City of Newport Beach
BY TITLE �y 1J V ll� Qdij". SYLs DATE d%;L• ":�40 u 4
INDICATES ITEMS TBE ILLED ON DELIVERY. (/
MONTHLY LEASE CHA WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 02/02/2010 03:43 PM Page 1 of 1
Closed -End (Walkaway) Lease Rate Quote Quote No: 1485101
fleet management 1
Prepared For: City of Newport Beach
Unit #
LA034D
Year
2008
Make
Chevrolet
Model
TrailBlazer
Series
LT w/1 LT 4x2
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 236.10
$ 0.00
$ 85.00
$ 0.00
$ 0.00
$ 471.06
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 41.22
$ 0.00
$ 512.28
Date 02/02/2010
AE/AM JMO
Used Vehicle Starting Mileage 42000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
Items Due on Delivery Indicated By"
Capitalized Price Reduction Order Information
Tax on Capitalized Price Reduction Driver Name Pool Driver
Gain Applied From Prior Unit Exterior Color (0 P) Silverstone Metallic
Initial Sales Tax Interior Color (0 1) Light Gray/Dark Gray w/Premium Cloth Se
Initial License Fee Lic. Plate Type Standard
Registration Fee GVWR 0
Other:Pricing Plan Delivery Charge
Security Deposit
Extended Service Contract
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
Commercial Automobile Liability Enrollment
Liability Limit $0.00
Physical Damage Management
Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = 1 Axle) 0
Additional Services SubTotal
Use Tax 8.7500%
Monthly Property Tax
Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1400 Per Mile
State CA
Comp/Coll
0/0
Deductible
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TANAND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE _ City of Newport Beach
BY
TITLE
-50C W DATE -7— C v
INDICATES ITEMTO BILLED ON DELIVERY. V
MONTHLY LEASE GE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 02/02/2010 03:42 PM Page 1 of 1
- Closed -End (Walkaway) Lease Rate Quote Quote No: 1485116
float managomant
Prepared For: City of Newport Beach
Unit #
LA035D
Year
2009
Make
Nissan
Model
Altima
Series
2.5 S (CVT) 4dr Sedan
Date 02/02/2010
AE/AM JMO
Used Vehicle Starting Mileage 40000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Items Due on Delivery Indicated By*
$ 0.00
Capitalized Price Reduction
Order Information
$ 0.00
Tax on Capitalized Price Reduction
Driver Name Pool Driver
$ 0.00
Gain Applied From Prior Unit
Exterior Color (0 P) Radiant Silver Metallic
$ 0.00 *
Initial Sales Tax
Interior Color (0 1) Frost w/Cloth Seat Trim
$ 237.40 *
Initial License Fee
Lic. Plate Type Standard
$ 0.00 *
Registration Fee
GVWR 0
$ 85.00
Other:Pricing Plan Delivery Charge
$ 0.00
Security Deposit
$ 0.00
Extended Service Contract
$ 415.78
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00
Physical Damage Management
$ 0.00
Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = 1 Axle) 0
$ 0.00
Additional Services SubTotal
$ 36.38
Use Tax 8.7500% State CA
$ 0.00
Monthly Property Tax
$ 452.16
Total Monthly Rental Including Additional Services
$ 0.00
Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1200 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Comp/Coll 0/0
Deductible
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE CityofNewport Beach j
TITLE �),t,UL �� 1 t_-/ hIi'I Jv� DATE i� --5 �'
INDICATES ITENP TJ BE BILLED ON DELIVERY.
MONTHLY LEASk 9AARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 02/02/2010 03:41 PM Page 1 of 1
n Closed -End (Walkaway) Lease Rate Quote Quote No: 1485063
floot management
Prepared For: City of Newport Beach
Unit #
LA037D
Year
2008
Make
Ford
Model
Fusion
Series
SE V6 4dr Front -wheel Drive Sedan
Date 02/02/2010
AE/AM JMO
Used Vehicle Starting Mileage 43000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00 Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00 Physical Damage Management Comp/Coll 0/0
Deductible
$ 0.00 Full Maintenance Program Contract Miles 0 OverMileage
g — Charge $ 0.00 Per Mile
Incl: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included
$ 0.00 Additional Services SubTotal
$ 30.19 Use Tax 8.7500% State CA
$ 0.00 Monthly Property Tax
$ 375.23 Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1000 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE City of Newport/Beach
BY LC(,,r I/i}1TITLE r� U C/r l� 1 tLti' Ij.'��tS: DATE
INDICATES ITEMO BE BILLED ON DELIVERY.
MONTHLY LEASE HARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 02/02/2010 03:40 PM Page 1 of 1
Items Due on Delivery Indicated By*
$ 0.00
* Capitalized Price Reduction
Order Information
$ 0.00
Tax on Capitalized Price Reduction
Driver Name Pool Driver
$ 0.00
Gain Applied From Prior Unit
Exterior Color (0 P) White Suede Clearcoat
$ 0.00
* Initial Sales Tax
Interior Color (0 1) Medium Light Stone w/Cloth Front Bucket
$ 201.00
* Initial License Fee
Lic. Plate Type Standard
$ 0.00
* Registration Fee
GVWR 0
$ 85.00
Other:Pricing Plan Delivery Charge
$ 0.00
* Security Deposit
$ 0.00
Extended Service Contract
$ 345.04
Monthly Lease Charge (Based on Prime Rate
- Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00 Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00 Physical Damage Management Comp/Coll 0/0
Deductible
$ 0.00 Full Maintenance Program Contract Miles 0 OverMileage
g — Charge $ 0.00 Per Mile
Incl: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included
$ 0.00 Additional Services SubTotal
$ 30.19 Use Tax 8.7500% State CA
$ 0.00 Monthly Property Tax
$ 375.23 Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1000 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE City of Newport/Beach
BY LC(,,r I/i}1TITLE r� U C/r l� 1 tLti' Ij.'��tS: DATE
INDICATES ITEMO BE BILLED ON DELIVERY.
MONTHLY LEASE HARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 02/02/2010 03:40 PM Page 1 of 1
• Closed -End (Walkaway) Lease Rate Quote Quote No: 1485057
flaot management
Prepared For: City of Newport Beach
Unit #
LA032D
Year
2008
Make
Ford
Model
F-150
Series
XLT 4x2 Super Cab Styleside 5.5 ft. box 133 in. WB
Date 02/02/2010
AE/AM JMO
Used Vehicle Starting Mileage 34000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Items Due on Delivery Indicated By*
$ 0.00
* Capitalized Price Reduction
Order Information
$ 0.00
Tax on Capitalized Price Reduction
Driver Name Pool Driver
$ 0.00
Gain Applied From Prior Unit
Exterior Color (0 P) Silver Clearcoat Metallic
$ 0.00
* Initial Sales Tax
Interior Color (0 1) Medium Flint w/Premium Cloth 40/20/40 F
$ 282.90
* Initial License Fee
Lic. Plate Type Standard
$ 0.00
* Registration Fee
GVWR 0
$ 85.00
Other:Pricing Plan Delivery Charge
$ 0.00
Security Deposit
$ 0.00
Extended Service Contract
$ 421.68
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00
Physical Damage Management
$ 0.00
Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = 1 Axle) 0
$ 0.00
Additional Services SubTotal
$ 36.90
Use Tax 8.7500% State CA
$ 0.00
Monthly Property Tax
$ 458.58
Total Monthly Rental Including Additional Services
$ 0.00
Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1000 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Comp/Coll 0/0
Deductible
OverMileage
Charge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LESSEE City of Newport Beach
BY
TITLE �l! /t/twL /Ulm L� �j� � DATE '0f%GL
INDICATES ITEMSfO E BILLED ON DELIVERY. V
MONTHLY LEASE ARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 02/02/2010 03:40 PM Page 1 of 1
WX, rprI e
Closed -End (Walkaway) Lease Rate Quote Quote No: 1485039
Prepared For:
City of Newport Beach
Date 02102/2010
AEIAM JMO
Unit #
LA036D
Used Vehicle Starling Mileage 39000
Year
2009
Vehicle Order Type Used
Make
Chevrolet
Term 24
Model
Malibu
State CA
Series
LS w/1 FL 4dr Sedan
Customer No 291829
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 219.85
$ 0.00
$ 85.00
$ 0.00
$ 0.00
$ 474.06
$ 0.00
$ 0.00
$ 0.00
$ 6.00
hems Due on Delivery Indicated By'
Capitalized Price Reduction
Tax on Capitalized Price Reduction
Gain Applied From Prior Unit
" Initial Sales Tax
" Initial License Fee
' Registration Fee
Other.Pdcing Plan Delivery Charge
' Security Deposit
Extended Service Contract
Order Information
Driver Name Pool Driver
Exterior Color (0 P) Black Granite Metallic
Interior Color
Lic. Plate Type Standard
GVWR 0
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)t
Additional Rest Management
Master Policy Enrollment Fees
Commercial Automobile Liability Enrollment
Liability Limit $0.00
Physical Damage Management
Full Maintenance Program Contract Mites 0
Incl: # Broke Sets (t set = 1 Axle) 0
Additional Services SubTotal
$ 41.48 Use Tax 8.7500%
$ 4.77 Monthly Property Tax
$ 520.31 Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
State CA
Comp/Coll 010
Deductible —
OverMileaga
Charge $ 0.00 Per Mile
—
# Tires 0 Loaner Vehicle Not Included
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1000 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor or such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAXAND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
Ci�ty of N ort Be
-- .TITLE
S DATE a •S
INDICATES ITEMS 1 BE BILLED ON DELIVERY. I/
t MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND /OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES ANDIOR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 02/02/2010 03:36 PM Page 1 of 1
MASTER WALKAWAY LEASE AGREEMENT
This Master Walkaway Lease Agreement is entered into this sixteenth day of January, 2010, by and between Enterprise Rent -A-Car Company
of Los Angeles, LLC, a Delaware Limited Liability Company doing business as "Enterprise Fleet Management" ("Lessor"), and the lessee whose name
and address is set forth on the signature page below ( "Lessee').
1. LEASE OF VEHICLES: Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the vehicles ( "Vehicle(s) ") described in the
schedules from time to time delivered by Lessor to Lessee as set forth below ( "Schedule(s) ") for the rentals and on the terms set forth in this Agreement
and in the applicable Schedule. References to this 'Agreement" shall Include this Master Walkaway Lease Agreement and the various Schedules and
addenda to this Master Walkaway Lease Agreement. Lessor will, on or about the date of delivery of each Vehicle to Lessee, send Lessee a Schedule
covering the Vehicle, which will include, among other things, a description of the Vehicle, the lease term and the monthly rental and other payments due
G with respect to the Vehicle. The terms contained in each such Schedule will be binding on Lessee unless Lessee objects in writing to such Schedule
within ten (10) days after the date of delivery of the Vehicle covered by such Schedule. This Agreement is a lease only and Lessor will at all times
remain the owner of the Vehicles and Lessee will have no right title or interest in or to the Vehicles except for the use of the Vehicles as described in
this Agreement. This Agreement shall be treated as a true lease for federal and applicable state income tax purposes with Lessor having all benefits of
ownership.
2. TERM: The term of this Agreement ("Term") for each Vehicle begins on the date such Vehicle is delivered to Lessee (the "Delivery Date ") and,
unless terminated earlier in accordance with the terms of this Agreement, continues for the 'Lem Term" as described in the applicable Schedule.
3. RENT AND OTHER CHARGES:
(a) Lessee agrees to pay Lessor monthly rental according to the Schedules and this Agreement The monthly rental payments will be in the
amount listed as the "Total Monthly Rental Including Additional Services" on the applicable Schedule and will be due and payable in advance on the first
day of each month. If a Vehicle is delivered to Lessee on any day other than the first day of a month, monthly rental payments will begin on the first day
of the next month. In addition to the monthly rental payments. Lessee agrees to pay Lessor a pro-rated rental charge for the number of days that the
Delivery Date precedes the first monthly rental payment date. Lessee agrees to pay Lessor the "Total initial Charges" set forth in each Schedule on the
due date of the first monthly rental payment under such Schedule. Lessee agrees to pay Lessor the "Service Charge Due at Lease Termination" set forth
in each Schedule at the end of the applicable Term (whether by reason of expiration, early termination or otherwise).
(b) The monthly rental rate allows the number of miles per month as set forth in the applicable Schedule. Lessee agrees to pay Lessor at the end
of the applicable Term (whether by reason of expiration, early termination or otherwise) an excess mileage charge for any miles in excess of this
average amount per month at the rate set forth in the applicable Schedule.
(c) Any security deposit of Lessee will be returned to Lessee at the end of the applicable Term, except that the deposh will first be applied to any
losses and/or damages suffered by Lessor as a result of Lessee's breach of or default under this Agreement and/or to any other amounts then owed by
Lessee to Lessor.
(d) Any rental payment or other amount owed by Lessee to Lessor which is not paid within twenty (20) days after as due date will accrue interest,
payable on demand of Lessor, from the date due until paid in full at a rate per annum equal to the lesser of (1) Eighteen Percent (18 %) per annum or (it)
the highest rate permitted by applicable law (the 'Default Rate').
(e) If Lessee falls to pay any amount due under this Agreement (including maintenance management or VIP Rental billings) or to comply with any
of the covenants contained In this Agreement, Lessor may, at its option, pay such amounts or perform such covenants and all sums paid or incurred by
Lessor in connection therewith will be repayable by Lessee to Lessor upon demand together with interest thereon at the Default Rate.
4. USE AND SURRENDER OF VEHICLES: Lessee agrees to allow only duty authorized, licensed and Insured drivers to use and operate the Vehicles.
Lessee agrees to comply with, and cause its drivers to comply with, all laws, statutes, rules, regulations and ordinances and the provisions of all
insurance policies affecting or covering the Vehicles or their use or operation. Lessee agrees to keep the Vehicles free of all liens, charges and
encumbrances. Lessee agrees that to no event will any Vehicle be used or operated for transporting hazardous substances or persons for hire, for any
Illegal purpose or to pull trailers that exceed the manufacturer's trailer towing recommendations. Lessee agrees that no vehicle is intended to be or will
be utilized as a'school bus" as defined in the Code of Federal Regulations or any applicable state or municipal statute or regulation. Lessee agrees not
to remove any Vehicle from the continental United States without first obtaining Lessor's written consent. At the expiration or earlier termination of this
Agreement with respect to each Vehicle, or upon demand by Lessor made pursuant to Section 14, Lessee at its risk and expense agrees to return such
Vehicle to Lessor at such piece and by such reasonable means as may be designated by Lessor, in the same repair, condition and working order as at
the commencement of the applicable Term, reasonable wear and tear resulting from proper use excepted. if a Vehicle is not returned in the required
condition, Lessee agrees to pay Lessor, at Lessor's option, the estimated cost to restore such Vehicle to such condition, or the actual cost of restoration,
if the Vehicle is restored. If for any reason Lessee fails In return any Vehicle to Lessor as and when required in accordance with this Section, Lessee
agrees to pay Lessor additional rent for such Vehicle at twice the normal pro -rated daily rent. Acceptances of such additional rem by Lessor will in no
way limit Lessor's remedies with respect to Lessee's failure to return any Vehicle as required hereunder.
5. COSTS, EXPENSES, FEES AND CHARGES: Lessee agrees to pay all costs, expenses, fees, charges, fines, tickets, penalties and taxes (other
than federal and state income taxes on the Income of Lessor) inured in connection with the titling, registration, delivery, purchase, sale, rental, use or
operation of the Vehicles during the Term. If Lessor incurs any of such costs or expenses, Lessee agrees to promptly reimburse Lessor for the same.
8. LICENSE AND CHARGES: Each Vehicle will be licensed in Lessor's name at Lessee's expense. Certain other charges relating to the acquisition of
each Vehicle and paid or satisfied by Lessor have been capitalized in determining the monthly rental, treated as an initial charge or otherwise charged to
Lessee. Such charges have been determined without reduction for trade-in, exchange allowance or other credit attributable to any Lessor -owned
vehicle.
T. REGISTRATION PLATES, ETC.: Lessee agrees, at Its expense, to obtain in the name of Lessor all registration plates and other plates, permits,
Inspections and/or licenses required In connection with the Vehicles, except for the initial registration plates which Lessor will obtain at Lessee's
expense. The parties agree to cooperate and to furnish any and all information or documentation, which may be reasonably necessary for compliance
with the provisions of this Section or any federal, state or focal law, rule, regulation or ordinance. Lessee agrees that it will not permit any Vehicle to be
located in a state other than the state in which such Vehicle is then titled for any contimms period of time that would require such Vehicle to become
subject to the titling and/or registration laws of such other state.
8. IMPROVEMENTS AND MAINTENANCE OF VEHICLES:
(a) Lessee agrees, at its expense, to (1) maintain the Vehicles in good condition, repair, maintenance and running order and In accordance with all
manufacturer's Instructions and warranty requirements and all legal requirements and (ti) furnish all labor, materials, parts and other essentials required.
for the proper operation and maintenance of the Vehicles. Any alterations, additions, replacement parts or improvements to the Vehicles will become
Triiaals: Y Llret� 1�`` Page t
and remain the property of Lessor and will be returned with the Vehicles pursuant to Section 4. Notwithstanding the foregoing, so long as no Event of
Default has occurred and is continuing, Lessee shall have the right to remove any additional equipment installed by Lessee on a Vehicle prior to
returning such Vehicle to Lessor under Section 4 so long as Lessee repairs any damage to such Vehicle caused by such removal. The value of such
alterations, additions, replacement parts and improvements will in no instance be regarded as rem. Without the prior written consent of Lessor. Lessee
will not make any alterations, additions, replacement parts or improvements to any Vehicle which detract from its economic value w functional utility.
Lessor will not be required to make any repairs or replacements of any nature or description with respect to any Vehicle, to maintain or repair any
Vehicle or, except as set forth in Section 8(b) below, to make any expenditure whatsoever in connection with any Vehicle or this Agreement.
(b) Notwithstanding the provisions of Section 8(a) above, if Section 4 of a Schedule includes a charge for maintenance, Lessor agrees [hat, subject
to the terms and conditions of this Section 8(b), it will pay for, or reimburse Lessee for its payment of, all costs and expanses incurred in connection with
the maintenance or repair of the Vehicles) covered by such Schedule (each, a "Covered Vehicle "). This Section 8(b) does not over, and Lessee will
remain responsible for and pay for, (i) fuel, (ii) oil and other fluids between changes, (lit) fire repair and replacement, (iv) washing, (v) repair of damage
due to lack of maintenance by Lessee between scheduled services (including, without limitation, failure to maintain fluid levels), (vi) maintenance or
repair of any alterations to a Covered Vehicle or of any after - market components (this Section 8(b) covers maintenance and repair only of the Covered
Vehicles themselves and any factory- installed components and does not cover maintenance or repair of chassis alterations, add -on bodies (including,
without limitation, step vans) or other equipment (including, without limitation, lift gates and PTO controls) which is installed or modified by a dealer, body
shop, upfitter or anyone else other than the manufacturer of the Covered Vehicle, (,At) any service andfor damage resulting from, related to or arising out
of an accident, a collision, theft, fire, freezing, vandalism, riot, explosion, other Acts of God, an object striking the Covered Vehicle, improper use of the
Covered Vehicle (including, without limitation, driving over curbs, overloading, racing or other competition) or Lessee's failure to maintain the Covered
Vehicle as required by this Agreement, (viii) roadside assistance or towing for vehicle maintenance purposes, (ix) mobile services, (x) the cost of loaner
or rental vehicles or (xi) if the Covered Vehicle is a Truk, (A) manual transmission clutch adjustment or replacement, (B) brake adjustment or
replacement or (C) front axle alignment. Whenever it is necessary to have a Covered Vehicle serviced, Lessee agrees to have the necessary work
performed by an authorized dealer of such Covered Vehicle or by a service facility acceptable to Lessor. In every case, if the cost of such service will
exceed $50.00, Lessee must natty Lessor and obtain lessor's authorization for such service and Lessor's instructions as to where Such service shall be
made and the extent of service to be obtained. Lessee agrees to furnish an invoice for all service to a Covered Vehicle, accompanied by a copy of the
shop or service order (odometer mileage must be shown on each shop or service order). Lessor will not be obligated to pay for any unauthorized
charges or those exceeding $50.00 for one service on any Covered Vehicle unless Lessee has compiled with the above terms and conditions. Lessor
will not have any responsibility to pay for any services in excess of the services recommended by the manufacturer, unless otherwise agreed to by
Lessor. Notwithstanding any other provision of this Section 8(b), (!)all service performed within one hundred twenty (120) days prior to the last day of
the scheduled Term must be authorized by and have the prior consent and approval of Lessor and any service not so authorized will be the
responsibility of and be paid for by Lessee and (11) Lessor Is not required to provide or pay for any service to any covered Vehicle after 100,000 miles.
Lessor may, at its option, provide Lessee with an authorization card (the "Enterprise Cardq for use in authorizing the payment of charges incurred in
connection with the maintenance of the Covered Vehicles. Lessee agrees to be liable to Lessor for, and upon receipt of a monthly or other statement
from Lessor; Lessee agrees to pay to Lessor, all charges made by or for the account of Lessee with the Enterprise Card (other than any charges which
are the responsibility of Lessor under the terms of this Section 8(b)). Lessor reserves the right to change the terms and conditions for the use of the
Enterprise Card at any time. The Enterprise Card remains the property of Lessor and Lessor may revoke Lessee's right to possess or use the
Enterprise Card at any time. Upon termination or expiration of the Agreement or upon the demand of Lessor, Lessee must return the Enterprise Card fo
Lessor. The Enterprise Card is non- bansferablo. The monthly maintenance charge set forth on each applicable Schedule allows the number of miles
per month as set forth in such Schedule. Lessee agrees to pay Lessor at the end of the applicable Term (whether by reason of expiration, early
termination or otherwise) an overmileage maintenance charge for any miles In excess of this average amount per month at the rate set forth in the
applicable Schedule.
S. SELECTION OF VEHICLES AND DISCLAIMER OF WARRANTIES:
(a) LESSEE ACCEPTANCE OF DELIVERY AND USE OF EACH VEHICLE WILL CONCLUSIVELY ESTABLISH THAT SUCH VEHICLE IS OF A
SIZE, DESIGN, CAPACITY, TYPE AND MANUFACTURE SELECTED BY LESSEE AND THAT SUCH VEHICLE IS IN GOOD CONDITION AND
REPAIR AND IS SATISFACTORY IN ALL RESPECTS AND IS SUITABLE FOR LESSEE'S PURPOSE. LESSEE ACKNOWLEDGES THAT LESSOR
IS NOT A MANUFACTURER OF OR A DEALER IN ANY VEHICLE OR AN AGENT OF A MANUFACTURER OF OR A DEALER IN ANY VEHICLE.
(b) LESSOR MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY VEHICLE,
INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATION OR WARRANTY AS TO CONDITION, MERCHANTABILITY OR FITNESS FOR ANY
PARTICULAR PURPOSE, IT BEING AGREED THAT ALL SUCH RISKS ARE TO BE BORNE BY LESSEE. THE VEHICLES ARE LEASED "AS IS;
"WITH ALL FAULTS." All warranties made by any supplier, vendor andlor manufacturer of a Vehicle are hereby assigned by Lessor to Lessee for the
applicable Term and Lessee's only remedy, if any, is against the supplier, vendor or manufacturer of the Vehicle. No defecl, unfitness or lack of
governmental approval in, of or with respect to a Vehicle regardless of the cause or consequence will relieve Lessee from the performance of its
obligations under this Agreement, including the payment of rent
(c) Lessor will not be liable to Lessee for any liability, claim, loss, damage (direct, incidental or consequential) or expense of any kind or nature,
caused directly or indirectly, by any Vehicle or any Inadequacy of any Vehicle for any purpose or any defect (latent or patent) in any Vehicle or the use or
maintenance of any Vehicle or arty repair, servicing or adJushnera of or to any Vehicle, or any delay in providing or failure to provide any Vehicle, or any
interruption or loss of service or use of any Vehicle, or any loss of business or any damage whatsoever and however caused. In addition, Lessor will
have no liability to Lessee under this Agreement or under any order authorization form executed by Lessee if Lessor is unable to locate or purchase a
Vehicle ordered by Lessee or for any delay in delivery of any Vehicle ordered by Lessee.
10. RISK OF LOSS: Lessee assumes and agrees to bear the entire risk of loss of, theft of, damage to or destruction of any Vehicle from any cause
whatsoever ( "Casualty Occurrence "). No Casualty Occurrence to any Vehicle will relieve Lessee from its obligation to pay rent or to perform any of its
other obligations under this Agreement. In the event of a Casualty Occurrence, Lessee shall give Lessor prompt notice of the Casualty Occurrence and
thereafter will place the applicable Vehicle In good repair, condition and working order; provided, however, that if the applicable Vehicle is determined by
Lessor to be lost, stolen, destroyed or damaged beyond repair (a "Totaled Vehicle), Lessee agrees to pay Lessor no later than the due date of the next
following monthly rent payment with respect to such Totaled Vehicle the total of @ all rent and other amounts, if any, due at the time of such payment
and allocable to the Totaled Vehicle Plus (11) the replacement value, as determined by Lessor in good faith, of the Totaled Vehicle Immediately prior to
the Casualty Occurrence. Upon such payment, this Agreement will terminate with respect to such Totaled Vehicle.
11. INSURANCE:
(a) Lessee agrees to purchase and maintain in force during the Term, insurance policies in at least the amounts listed below covering each Vehicle,
to be written by an insurance company or compaMas satisfactory to Lessor, insuring Lessee and Lessor against any damage, claim, suit, action or
liability:
(1) Commercial Automobile Liabifity, (including Uninsured/Underinsured Motorist Coverage and No-Fault Protection where required by law), for
the limits listed below. ($5,000,000 limits are required for Vehicles capable of transporting more than 8 passenger$):
��\\��
7utiels: FdrS- CustlljY Paget
State of Vehicle Registration Coverace
Connecticut, Massachusetts, Maine, New Hampshire, $1,000,000 Combined Single Limit Bodily Injury and Property
New Jersey, New York, Pennsylvania, Rhode Island, and Damage - No Deducible
Vermont
Florida $500,000 Combined Single Limit Bodily Injury and Property
Damage or $100,000 Bodily Injury Per Person, $300,000 Per
Occurrence and $50,000 Property Damage (100!300150) - No
Deductible
All Other States $300,000 Combined Single limit Bodily Injury and Property
Damage or $100,000 Bodily Injury Per Person, $300,000 Per
Occurrence and $50,000 Property Damage (1001300150) - No
Deductible
(it) Physical Damage Insurance (Collision & Comprehensive: Actual cash value of the applicable Vehicle. Maximum deducible of $500 per
occurrence - Collision and $250 per occurrence - Comprehensive).
If the requirements of any governmental or regulatory agency exceed the minimums stated in this Agreement, Lessee must obtain and maintain the
higher limits. Lessee agrees that each required policy of insurance will by appropriate endorsement or otherwise name Lessor as an additional insured
and as a loss payee, as its interests may appear. Further, each such insurance policy must provide the following: (h) that the same may not be
cancelled, changed or modified until after the insurer has given to Lessor or its assigns at least a thirty (30) day prior written notice of such proposed
cancellation, change or modification, (ii) that no act or default of Lessee or any other person shall affect the fight of Lessor to recover under such policy
or policies of insurance In the event of any loss of or damage to any Vehicle and (Iii) that the coverage is "primary coverage" for the protection of Lessee
and Lessor notwithstanding any other coverage cabled by Lessee or Lessor protecting against similar risks. Original certificates evidencing such
coverage and naming Lessor as an additional Insured and loss payee, shall be furnished to Lessor prior to the Delivery Date, and annually thereafter
and/or as reasonably requested by Lessor from lime to time. In the event of default, Lessee hereby appoints Lessor as Lessee's attomey -in -tact to
receive payment of, to endorse all checks and other documents and to take any other actions necessary to pursue insurance claims and recover
payments if Lessee lails to do so. Any expense of Lessor in adjusting or collecting insurance shall be bome by Lessee.
Lessee, its drivers, servants and agents agree to cooperate fully with Lessor and any insurance carriers in the investigation, defense and prosecution of
all claims or suits arising from the use or operation of any Vehicle. If any claim is made or action commenced for death, personal injury or property
damage resulting from the ownership, maintenance, use or operation of any Vehicle, Lessee will promptly notify Lessor of such action or claim and
forward to Lessor a copy of every demand, notice, summons or other process received in connection with such claim or action.
(b) Notwithstanding the provisions of Section t 1(a) above: It) t Section 4 of a Schedule includes a charge for physical damage management. Lessor
agrees that (A) Lessee will not be required to obtain or maintain the minimum physical damage insurance (collision and comprehensive) required under
Section t 1(a) for the Vehicle(s) covered by such Schedule and (B) Lessor will assume the risk of physical damage (collision and comprehensive) to the
Vehicle(s) covered by such Schedule; provided, however, that such physical damage management shall not apply to, and Lessee shall be and remain
liable and responsible for, damage to a covered Vehicle caused by wear and tear or mechanical breakdown a failure, damage to or loss of any parts,
accessories of components added to a covered Vehicle by Lessee without the prior written consent of Lessor andlor damage to or loss of any Property
and /or personal effects contained in a covered Vehicle. In the event of a Casualty Occurrence to a covered Vehicle, Lessor may, at its option, replace,
rather than repair, the damaged Vehicle with an equivalent vehicle, which replacement vehicle will then constitute the 'Vehicle" for purposes of this
Agreement; and (ii) it Section 4 of a Schedule includes a charge for commercial automobile liability enrollment, Lessor agrees that it will, at Its expense,
obtain for and on behalf of Lessee (either by adding Lessee as an additional insured under a commercial automobile liability insurance policy insuring
Lessor, obtaining insurance on behalf of Lessee or otherwise) the minimum commercial automobile liability insurance required under Section I I(a) for
the Vehlole(s) covered by such Schedule. Lessor may at any time during the applicable Term terminate said obligation to provide physical damage
management and/or commercial automobile liability enrollment and cancel such physical damage management andlor commercial automobile liability
enrollment upon giving Lessee ten (10) days written notice. Upon such cancellation, insurance in the minimum amounts as set forth In I I(a) shall be
obtained and maintamed by Lessee at Lessee's expense. An adjustment will be made M monthly rental charges payable by Lessee to felleot Such
insurance change and Lessee agrees to furnish Lessor with satisfactory proof of insurance coverage within ten (10) days after mailing of the notice. In
addition, Lessor may change the rates charged by Lessor under this Section 11(b) for physical damage management andoor commercial automobile
liability enrollment upon giving Lessee thirty (30) days prior written notice.
12. INDEMNITY: Lessee agrees to defend and indemnify Lessor from and against any and all losses, damages, liabilities, suits, claims, demands,
costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) which Lessor may incur by reason of Lessee's breach or
violation of, or failure to observe or perform, any term, provision or covenant of this Agmemem, or as a result of any loss, damage, theft or destruction of
arty Vehicle or related to or arising out of or in connection with the use, operation or condition of any of the Vehicles. The provisions of this Section 12
shall survive any expiration or termination of this Agreement.
13. INSPECTION OF VEHICLES; ODOMETER DISCLOSURE; FINANCIAL STATEMENTS: Lessee agrees to accomplish, at its expense, all
inspections of the Vehicles required by any governmental authority during the Term. Lessor will have the right to inspect any Vehicle at any reasonable
time(s) during the Term and for this purpose to enter into or upon any building or place where any Vehicle is located. Lessee agrees to comply with all
odometer disclosure laws, rules and regulations and to provide such written and signed disclosure information on such forms and in such manner as
directed by Lessor. Providing false information or failure to complete the odometer disclosure form as required by law may result in fines and/or
Imprisonment. Lessee hereby agrees to promptly deliver to Lessor such financial statements and other financial information regarding Lessee as Lessor
may from time to time reasonably request.
14. DEFAULT; REMEDIES: The following shall constitute events of default ('Events of Defauft j by Lessee under this Agreement: (a) if Lessee fails to
pay when due any rent or other amount due under this Agreement (b) if Lessee fails to perform, keep or observe arty other term, provision or covenant
contained in this Agreement; (c) any seizure or confiscation of any Vehicle or any other act (other than a Casualty Occurrence) otherwise rendering any
Vehicle unsuitable for use (as determined by Lessor); (d) if any present or future guaranty in favor of Lessor of all or any portion of the obligations of Lessee
under this Agreement shall al any time for any reason once to be in lull force and affect or shall be declared to be milt and void by a omit of oompMent
jurisdiction, or if the validity or enforceability of any such guaranty shall be contested or denied by any guarantor, or If any guarantor shall deny that it he or
she has any further [lability or obligation under any such guaranty or If any guarantor shall fail to comply with or observe any of the terms, provisions or
conditions contained in arty such guaranty; (e) the occurrence of a material adverse change in the financial condition or business of Lessee or any
guarantor; or (f) If Lessee or any guarantor is in default under or fails to comply with any other present or future agreement with or in favor of Lessor,
Initials: 12149 CustJ'•- Page
Enterprise Rent -A-Car Company or any direct or indirect subsidiary of Enterprise Rent-A-Car Company. For purposes of this Section 14, the term
"guarantor" shall mean any present or future guarantor of all or any portion of the obligations of Lessee under this Agreement.
Upon the occurrence of any Event of Default, Lessor, without notice to Lessee, will have the right to exercise concurrently or separately (and without any
election of remedies being deemed made), the following remedies: (a) Lessor may demand and receive immediate possession of any or all of the
Vehicles from Lessee, without releasing Lessee from its obligations under this Agreement; if Lessee fails to surrender possession of the Vehicles to
Lessor on default (or termination or expiration of the Term), Lessor and its agents and independent contractors shall have the right to enter upon any
premises where the Vehicles may be located and to remove and repossess the Vehicles; (b) Lessor may enforce performance by Lessee of its
obligations under this Agreement; (c) Lessor may recover damages and expenses sustained by Lessor by reason of Lessee's default including, to the
extent permitted by applicable law, all costs and expenses, including court costs and reasonable attorneys' fees and expenses, incurred by Lessor in
attempting or effecting enforcement of its rights under this Agreement (whether or not litigation Is commenced) and/or in conneclion with bankruptcy or
insolvency proceedings; (d) upon written notice to Lessee, Lessor may terminate Lessee's rights under this Agreement; (e) with respect to each Vehicle,
Lessor may recover from Lessee (i) either the Vehicle (in the condition required by Section 4) or the estimated undamaged wholesale value of the
Vehicle (as determined by Lessor in good faith) PSG (ii) all accrued and unpaid rent for such Vehicle for the period ending on, and all other amounts
owed by Lessee with respect to such Vehicle as of, the date all of the amounts owed by Lessee to Lessor under this clause (e) (including the amounts
owed under this subclause (i)) are paid in tug (the *Payment Date ") plus (et) an amount equal to three (3) months rent plus (iv) Thirty Percent (30%) of
the total future rent due under the applicable Schedule for the period commencing on the Payment Date and ending on the last day of the scheduled
Term; and/or (f) Lessor may exercise any other right or remedy which may be available to Lessor under the Uniform Commercial Code, any other
applicable law or in equity. A termination of this Agreement shall occur only upon written notice by Lessor to Lessee. Any termination shall not affect
Lessee's obligation to pay all amounts due for periods prior to the effective date of such termination or Lessee's obligation to pay any indemnities under
this Agreement. AN remedies of Lessor under this Agreement or at law or in equity are cumulative.
15. ASSIGNMENTS: Lessor may from time to time assign, pledge or transfer this Agreement and any or all of its rights and obligations hereunder to an
affiliate or Lessor. Lessee agrees, upon notice of any such assignment, pledge or transfer, to pay all amounts due or to become due under this
Agreement to such assignee, pledgee or transferee. Each such assignee, pledgee or transferee will have all of the rights and obligations of Lessor that
have been assigned to it under this Agreement. Lessee's rights and interest in and to the Vehicles are and will confinue at all times to be subject and
subordinate In all respects to any assignment, pledge or transfer now or hereafter executed by Lessor with or in favor of any such assignee, pledgee or
transferee, provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has
occurred and is continuing.
Without the prior written consent of Lessor, Lessee may not assign, sublease, transfer or pledge this Agreement any Vehicle, or any interest in this
Agreement or in and to any Vehicle, or permit its rights under this Agreement or any Vehicle to be subject to arty lien, charge or encumbrance. Lessee's
interest in this Agreement Is not assignable and cannot be assigned or transferred by operation of law. Lessee will not transfer or relinquish possession
of any Vehicle (except for the sole purpose of repair or service of such Vehicle) without the prior written consent of Lessor.
16. MISCELLANEOUS: This Agreement contains the entire understanding of the parties. Any modification or amendment of this Agreement may be
made only by an instrument in writing executed by both parties. Lessor shall not by any act, delay, omission or otherwise be deemed to have waived any
of its rights or remedies under this Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then orgy to the extent
therein set forth. A waiver by Lessor of any right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or
remedy, which Lessor would otherwise have on any future occasion. 11 any term or provision of this Agreement or any application of any such term or
provision is invalid or unenforceable, the remainder of this Agreement and arty other application of such term or provision will not be affected thereby.
Giving of all notices under this Agreement will be sufficient it mailed by certified mall to a parry at its address set forth below or at such other address as
such party may provide in writing from time to time. Any such notice mailed to such address will be effective one (1) day after deposit in the United
States mail, duly addressed, with certified mail, postage prepaid. Lessee will promptly notify Lessor of any change in Lessee's address. This
Agreement may be executed in muhiple counterparts (including telecopy counterparts), but the counterpart marked'CRIGINAL" by Lessor will be the
original lease for purposes of applicable law. All of the representations, warranties, covenants, agreements and obligations of each Lessee under this
Agreement (if more than one) are joint and several.
17. SUCCESSORS AND ASSIGNS; GOVERNING LAW: Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and Its
heirs, executors, personal representatives, successors and assigns, and will inure to the benefit of Lessor and its successors and assigns. This
Agreement will be governed by and construed in accordance with the substantive laws of the state where Lessor's office is located (as set forth below),
which law will apply In the event of any conflict of law.
IN WITNESS WHEREOF, Lessor and Lessee have duly executed this Master Walkaway Lease Agreement as of the day and year first above written.
LESSEE: City of Newport Beach
1�dl 11
By: Tracy M
Title: Admmislradve Services Director
Address: 330D Newport Boulevard
Newport B=b, CA 92658
Date Signed: a 1
Taidals: Cltst�I M
LESSOR: Enterprise t Mana¢emeat
VvY�
By: John Mills
Title: Regional Sales Manager
Address: 1430 S. Vitiage Way Ste V
S-anta fAna, CA 92705
Date Signed: i Z y \ ` � tzi ,
Page 4
IN WITNESS WHEREOF, the parties hereto have executed this LEASE AGREEMENT
on the date first above written.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
By:
ne e u hamp,
Assistant City A#orney
ATTEST:
z
Attachments: Exhibit A – Schedule
LESSEE:CITY OF NEWPORT BEACH,
A Municipal Corporation
By9, —" C�
Tracy Mc caner,
Administ ive Services Director
LESSOR:
ENTERPISE RENT -A -CAR COMPANY
OF LOS ANGELES, LLC, a Delaware
Limited Liability Company DBA
Enterprise Fleet Management
Title: Q. Eb k OwWb � 5 MEjS 'w, w si a r.0..
Print Name: -:1-°'11"'a
By:
Title:
Print Name:
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 238.70
$ 0.00
$ 85.00
$ 0.00
$ 0.00
$ 420.15
$ 0.D0
$ 0.00
$ 0.00
$ 0.00
Items Due on Delivery Indicated By'
Capitalized Price Reduction
Tax on Capitalized Price Reduction
Gain Applied From Prior Unit
Initial Sales Tax
Initial License Fee
Registration Fee
Other:Priclng Plan Delivery Charge
Security Deposit
Extended Service Contract
Order Information
Driver Name
Exterior Color (0 P) Navy Blue Metallic
Interior Color
Lic. Plate Type Unknown
GVWR 0
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Float Management
Master Policy Enrolment Fees
Commensal Automobile Liability Enrolment
Liability Limit $0.00
Physical Damage Management
FUII Maintenance Program Contract Miles 0
Inc]: # Brake Sets (1 set = 1 Axle) 0
Additional Services SubTotal
$ 36.76 Use Tax 8.75DO %
$ 0.00 Monody Properly Tax
$ 456.91 Total Monthly Rental Including Additional Services
0.00 Service Charge Due at Lease Termination
State CA
Comp/Coll 010
Deductible —
OveMleage $ 0.00 Per Mile
Charge —
8 Tires 0 Loaner Vehicle Not Included
Monthly Rental Includes 1,250 Miles Per Month
Mines in Excess Of 30,000 Will Be Charged At $ 0.1200 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the ownerof the vehicle coverad by this (dote. Enterprise FM Trust (rot Enterprise Fleet Management) win be the lesser of such vehicle under the Mas ter
Closed - End (Walkaway) Lease Agreement and shall have an rights and obligations of the Lessor under the Master Closed - End ( Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEEAS THEY OCCUR
Lassen hereby aWortras this Whide order, agrees to tease the WNC19 on the tams set forth herein and In the Master Walkaway Lease Agreement and
agrees that lessor shag have the right to cooed damages In the event Losses fails or refuses to acceptdafrvery of the omemd vehicle.
LESSEE Newport Bead Police Department
BY
r2J
• INDICATES ITEMS TO BE BILLm ON DELIVERY.
t MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
9
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES ANWOR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES ANIVOR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01222010 1124 AM Page 1 of 1
"
Closed -End (Walkaway) Lease Rate Quote
Quote No: 1487455
i 'lost na..e9a.nmej
Prepared For
Newport Beach Police Department
Data 011222010
ARAM JMO
Unit #
Used Vehicle Starting Mileage 38000
Year
20D9
Vehicle Order Type Used
Make
Nissan
Tenn 24
Model
Anima
State CA
Series
2.5 S (CVT) 4dr Sedan
Customer No 291829
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 238.70
$ 0.00
$ 85.00
$ 0.00
$ 0.00
$ 420.15
$ 0.D0
$ 0.00
$ 0.00
$ 0.00
Items Due on Delivery Indicated By'
Capitalized Price Reduction
Tax on Capitalized Price Reduction
Gain Applied From Prior Unit
Initial Sales Tax
Initial License Fee
Registration Fee
Other:Priclng Plan Delivery Charge
Security Deposit
Extended Service Contract
Order Information
Driver Name
Exterior Color (0 P) Navy Blue Metallic
Interior Color
Lic. Plate Type Unknown
GVWR 0
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Float Management
Master Policy Enrolment Fees
Commensal Automobile Liability Enrolment
Liability Limit $0.00
Physical Damage Management
FUII Maintenance Program Contract Miles 0
Inc]: # Brake Sets (1 set = 1 Axle) 0
Additional Services SubTotal
$ 36.76 Use Tax 8.75DO %
$ 0.00 Monody Properly Tax
$ 456.91 Total Monthly Rental Including Additional Services
0.00 Service Charge Due at Lease Termination
State CA
Comp/Coll 010
Deductible —
OveMleage $ 0.00 Per Mile
Charge —
8 Tires 0 Loaner Vehicle Not Included
Monthly Rental Includes 1,250 Miles Per Month
Mines in Excess Of 30,000 Will Be Charged At $ 0.1200 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the ownerof the vehicle coverad by this (dote. Enterprise FM Trust (rot Enterprise Fleet Management) win be the lesser of such vehicle under the Mas ter
Closed - End (Walkaway) Lease Agreement and shall have an rights and obligations of the Lessor under the Master Closed - End ( Walkaway) Lease Agreement with respect to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEEAS THEY OCCUR
Lassen hereby aWortras this Whide order, agrees to tease the WNC19 on the tams set forth herein and In the Master Walkaway Lease Agreement and
agrees that lessor shag have the right to cooed damages In the event Losses fails or refuses to acceptdafrvery of the omemd vehicle.
LESSEE Newport Bead Police Department
BY
r2J
• INDICATES ITEMS TO BE BILLm ON DELIVERY.
t MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
9
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES ANWOR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES ANIVOR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01222010 1124 AM Page 1 of 1
" Closed -End (Walkaway) Lease Rate Quote Quote No: 1485101
Prepared For: Newport Beach Police Department
Unit #
Year
2008
Make
Chevrolet
Model
TrailBlazer
Series
LTw/1LT4x2
$ 0.00
$ 0.00
$ 0.00
$ 236.10
$ 0.00
$ 85.00
$ 0.00
$ 0.00
$ 471.06
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 41.22
$ 0.00
$ 512.28
items Due on Delivery Indicated By-
Capitalized Price Reduction
Tax on Capitalized Price Reduction
Gain Applied From Prior Unit
Initial Sales Tax
Initial License Fee
Registration Fee
OOher:Pricing Plan Delivery Charge
Security Deposit
Extended Service Contract
Date 01/22/2010
AEJAM JMO
Used Vehicle Starting Mileage 42000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
Order Information
Driver Name
Exterior Color (0 P) Silverstone Metallic
Interior Color
Lie. Plate Type Unknown
GVWR 0
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Pocky Enrollment Fees
Commercial Automobile Liability Enrollment
Liability Limit $0.00
Physical Damage Management
Full Maintenance Program Contract Miles 0
Ind: # Brake Sets (1 set = t Axle) 0
Additional Services SubTotal
Use Tax 8.7500% State CA
Monthly Property Tax
Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,0() Will Be Charged At $ 0.1400 Per Mile
(Quote Is Subject to Customers Credit Approval)
Comp /Coll 0/0
Deductible —
Charge $ 0.00 Par Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Tmst wdl be the owner of the vehicle covered by this Quote. Enterprise FM Trust (rot Enterprise Fleet Managenent) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of Ov Lessor under the Master posed - End (Walkaway) Lease Agreement with reaped to such
vehicle.
ALL TAXAND LICENSE FEES TO BEDILLED TO LESSEE AS 7HEYOCCUIL
Lessee hereby authorizes this Vehkta order, agrees to lease the vehke on the terns so forth hereln and in the Master Walkaway Lease Agreement and
agrees that Lessor shad have are fight to collect damages in the event Lomea falls or refuses to accept delivery of the ordered vshida.
LESSEE
Department
INDICATES ITEMS TO BE BILLED ON DELIVERY.
t MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURERS INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES ANOIOR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE, WHICH REBATES AND/OR INCENTIVES RAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Closed -End (Walkaway) Lease Rate Quote
raor..mrvo.. _ i
Prepared For: Newport Beach Police Department
Unit #
Year
2009
Make
Nissan
Model
Altima
Series
2.5 S(CVT) 4dr Sedan
$ 0.00
$ 0.00
$ 0.00
$ O.OD
$ 237.40
$ O.OD
$ 85.00
$ 0.00
$ 0.00
$ 41 S.78
$ 0.00
$ 0.00
$ 0.00
$ 0.00
Items Due on Delivery Indicated By"
Capitalized Price Reduction
Tax on Capitalized Price Reduction
Gain Applied From Prior Unit
Initial Sales Tax
Initial License Fee
Registration Fee
Olher:Prldng Plan Delivery Charge
Security Deposit
Extended Service Contract
Quote No: 1485116
Date 01220'2010
AFIAM JMO
Used Vehicle Starting Mileage 40000
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
Order Information
Driver Name
Exterior Color (0 P) Radiant Silver Metallic
Interior Color
Lie. Plate Type Unknown
GVWR 0
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
Commercial Automobile Liability Enrollment
Liability Until $0.00
Physical Damage Management
Fun Maintenance Program Contract Miles 0
Ind: # Brake Sets (1 set = 1 Axle) 0
Additional Services SubTotal
$ 36.38 Use Tax 8.7500%
$ 0.00 Monthly Property Tax
$ 452.16 Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
State CA
CanNColi 0/D
Deductible —
overMlleage $ 0.00 Per Mile
berg
# Tires 0 Loaner Vehicle Not Included
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30_000 WIII Be Charged At $ 0.1200 Per Mole
(Quote is Subject to Customers Credit Approval)
Notes
Enterprise FM Trust will be the owner or the vehicle covered by [his Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master
Closed - End (Walkaway) Lease Agreement and shag have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) lease Agreement With Impact to such
vehicle.
ALL TAXAND LICENSE PEES TO BE B6LED TO LESSEE AS THEY OCCUR
Lassa hereby authorbres this vehicle order. agrees to lease are veNda on the terms set forth herein and in the Master Walkaway Lease Agreemem and
agmas that Lessor shah have the tight to calked damages in the event Lessee falls or refuses to accept delivery of the ordered vehicle.
LESSEE N"Poft,00,ch Police Department
L4–r 1
DATE
• INDICATES ITEMS TO BE BILLED ON DELIVERY.
t MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
'CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE. WHICH REBATES AND/OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 0122/2010 1126 AM Page 1 of 1
0
Closed -End (Walkaway) Lease Rate Quote Quote No: 1485063
Prepared For; Newport Beach Police Department
Unit #
Master Policy Enrollment Fees
Year
2008
Make
Ford
Model
Fusion
Series
SE V6 4dr Front -wheel Drive Sedan
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 201.00
$ 0.00
$ 85.00
$ 0.00
$ 0.00
$ 945.04
Items Due on Delivery Indicated By-
Capitalized Price Reduction
Tax on Capitalized Prim Reduction
Gain Applied From Prior Unit
Initial Sates Tax
Initial License Fee
Registration Fee
Other.Pricing Plan Delivery Charge
Security Deposit
Extended Service Contract
Date 0112712010
AFJAM JMO
Used Vehicle Starting Mileage 43000
Vehicle Order Type Used
Tenn 24
State CA
Customer No 291829
Order Information
Driver Name
Exterior Color (0 P) White Suede Clearcoat
Interior Color
Lic. Plate Type Unknown
GVWR 0
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Wti Be Charged At $ 0.1000 Per Mile
(Quote Is Subject to Custonmes Credit Approval)
Notes
State CA
Comp/Coll 010
Deductible —
Ove �argge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Trust will be the owner of the vehcle covered by title Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessorof such vehicle under the Master
Closed - End (Walkaway) Lease Agrsamant and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with rasped to such
vehkde.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCOE.
Lessee hereby authm¢es this vehkk order. agrees to lease the vehicle on the femme set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to Cdlecl damages In the even Lessee falls or refuses to accept datvwy of the ordered vehicle.
LESSEN ByaclLPOtice pep'adrtoM
BY
- INDICATES 17963 TO BE BILLED ON DELIVERY.
' MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR}
1
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURERS INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE. WHICH REBATES ANDIOR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:27 AM Page 1 Of 1
Master Policy Enrollment Fees
$ 0.00
Commensal Automobile Liability Enrollment
Liability Limil $0.00
$ 0.00
Physical Damage Management
$ 0.00
Full Maintenance Program Contract Miles 0
Incl: # Brake Sets (1 set = t Axle) 0
$ 0.00
Additional Services SubTotal
$ 30.19
Use Tax 8.7600%
$ 0.00
Monthly Property Tax
$ 375.29
Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Wti Be Charged At $ 0.1000 Per Mile
(Quote Is Subject to Custonmes Credit Approval)
Notes
State CA
Comp/Coll 010
Deductible —
Ove �argge $ 0.00 Per Mile
# Tires 0 Loaner Vehicle Not Included
Enterprise FM Trust will be the owner of the vehcle covered by title Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessorof such vehicle under the Master
Closed - End (Walkaway) Lease Agrsamant and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with rasped to such
vehkde.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCOE.
Lessee hereby authm¢es this vehkk order. agrees to lease the vehicle on the femme set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to Cdlecl damages In the even Lessee falls or refuses to accept datvwy of the ordered vehicle.
LESSEN ByaclLPOtice pep'adrtoM
BY
- INDICATES 17963 TO BE BILLED ON DELIVERY.
' MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR}
1
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURERS INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE. WHICH REBATES ANDIOR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01/22/2010 11:27 AM Page 1 Of 1
i:�"a�T11:C'i' F71'tS E
Closed -End (Walkaway) Lease Rate Quote Quote No: 1485057
Prepared For: Newport Beach Police Department
Unit III
Year
2008
Make
Ford
Model
F -150
Series
XLT 4x2 Super Cab Styleside 5.5 R. box 133 in. WE
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 282.90
$ 0.00
$ 85.00
$ 0.00
$ 0.00
$ 421.68
$ 0.00
$ 0.00
$ (.DO
$ 0.00
$ 36.90
$ 0.00
$ 458.58
items Due on Delivery Indicated By'
Capitalized Price Reduction
Tax on Capitalized Price Reduction
Gain Applied From Prior Unit
Initial Sales Tax
Initial License Fee
Registration Fee
Other.Pridrg Plan Delivery Charge
Security Deposh
Extended Service Contract
Date 01/22/2010
AE/AM JMO
Used Vehicle Starting Mileage 34000
Vehicle Order Type Used
Tenn 24
State CA
Customer No 291829
Order Information
Driver Name
Exterior Color (0 P) Silver Clearcoi t Metallic
Interior Color
LIc. Plate Type Unknown
GVWR 0
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
Commensal Automobile Liability Enrollment
Liability Limit $0.00
Physical Damage Management
Full Maintenance Program Contract Miles 0
lncl: # Brake Sets (1 set = 1 Axle) 0
Additional Services SubTatal
Use Tax 8.7500% State CA
Monthly Properly Tax
Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Miles in Excess Of 30,000 Will Be Charged At $ 0.1000 Per Mile
Comp/Coll 0/0
Deductible —
Overmile"e $ 0.00 Per Mlle
Charge —
# Tlms 0 Loaner Vehicle Not Included
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Entanxisa FM Trust (not Ente prlee Fleet Management) will bathe Lessor of such vehicle rattler the Master
Closed - End (Walkaway) Lease Agreement and shall have all rfgtns and obligations of the Lessor under the Master Closed - End (Wailmway) Lease Agreement with rasped to such
"We.
ALL TAXAND LICENSE FEES TO BB BILLED YV LWEEAS lMIEYOCCLe
Lessee hereby aupwrbw Ihls vehicle order. agrees to lease the vehkde on the terms set torts herein and in the Master Walkaway lease Agreement and
agrees tlml Lasses shall have pre right to WW damages In the event Lessee reds or ro5rses to accept delivery or the ordered veNda.
Police Department
4 � T016
• INDICATES ITEMS TO BE BILLED ON DELIVERY.
t MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURERS INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE. WHICH REBATES AND)OR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE
Printed On 01/22/2010 11:28 AM page 1 of 1
Closed -End (Walkaway) Lease Rate Quote
Quote No: 1487461
Prepared For: Newport Beach Police Department
Unit #
Year
2009
Make
Ford
Model
Fusion
Series
SEL V6 4dr Fran -wheel Drive Sedan
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 224.40
$ 0.00
$ 85.00
$ 0.00
$ O.DO
$ 391.93
$ 0.00
$ D.00
$ 0.00
$ 0.00
items Due on Delivery Indicated By'
Capitalized Price Reduction[
Tax on Capitalized Price Reduction
Gain Applied From Prior Unit
" Initial Sales Tax
" initial License Fee
" Registration Fee
Other.Pricing Plan Delivery Charge
Security Deposit
Extended Service Contract
Date 01/2212010
AEIAM JMO
Used Vehicle Starting Mileage 39500
Vehicle Order Type Used
Term 24
State CA
Customer No 291829
Order Information
Driver Name
Exterior Color (D P) Vapor Silver Clearmal Metallic
Interior Color
Lic. Plate Type Unknown
GVWR 0
Monthly Lease Charge (Based on Prime Rate - Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
Commercial Automobile UatrOi y Enrollment
Liability Limit $0.00
Physical Damage Management
Full Maintenance Program Contract Miles 0
Ind: # Brake Sets (1 set = 1 Axle) 0
Additional Services SubTotal
$ 3429 Use Tax 8.7500%
$ 0.00 Monthly Property Tax
$ 426.22 Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at lease Termination
Monthly Rental Includes 1,250 Miles Per Month
Mites in Excess Of 30.000 Will Be Charged At $ 0.1000 Per Mile
State CA
Comp/Coll 010
Deductible —
overmfleage
charge $ 0.00 Per Mile
# TIM 0 Loaner Vehicle Not Included
(Quote is Subject to CustomeY's Credit Approval)
Notes
Enterprise FM Trust will be the owner orthe vehIde covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Maruagems d) will be the Lessor of such vehicle abler the Master
Closed - End (Walkaway) tease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with rasped to such
vehicle.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEYOCCUB.
Losses hereby aulhodzes this vehicle order, agrees to lease the vehicle on the terns set fact herein and In the Madan Walkaway Lease Agreement and
agrees that Lessor shall have hie right to tolled damages In the event Lessee falls a refuses to accept delivery of the adored vehicle.
LESSEE
Departmerd
• INDICATES ITEMS TO BE Bit I ON DELIVERY.
t MONTHLY LEASE CHARGE WILL BE ADJUSTED TO REFLECT THE PRIME RATE ON THE DELIVERY DATE (SUBJECT TO A FLOOR).
CAPITALIZED PRICE OF VEHICLE MAY BE ADJUSTED TO REFLECT FINAL MANUFACTURER'S INVOICE. LESSEE HEREBY ASSIGNS TO LESSOR ANY
MANUFACTURER REBATES AND/OR MANUFACTURER INCENTIVES INTENDED FOR THE LESSEE. WHICH REBATES ANDIOR INCENTIVES HAVE BEEN USED
BY LESSOR TO REDUCE THE CAPITALIZED PRICE OF THE VEHICLE.
Printed On 01122201011:27 AM Page 1 of 1