Principles of Lease Documentation
|
|
- Mariah Austin
- 5 years ago
- Views:
Transcription
1 Principles of Lease Documentation A presentation made to The 2003 ELA Lease Accountants Conference Edward K. Gross Ober, Kaler, Grimes & Shriver ekgross@ober ober.com
2 Introduction Lessor s Motivations Maximize Profit Rent (portion of amount advanced, plus interest) Tax/Depreciation Benefits Residual Value Avoid Liability Avoid Administrative and Other Burdens of Ownership
3 Introduction Lessee s Motivations Obtain Use and Possession of Capital Equipment at Cheapest Cost to Lessee Address Accounting, Regulatory, Contractual and Other Considerations (if any) Flexibility Use Purchase
4 The Law Generally Commercial Tort Tax User/Equipment Specific Other
5 The Law Uniform Commercial Code Article 1 General Article 2 Sales Article 2A Leases Article 9 Secured Transactions
6 The Law Uniform Commercial Code Lease/Security Interest ( Non-True Lease ) Lease ( True Lease ) UCC Sec. 2A-103(j) Finance Lease ( Finance Lease ) UCC Sec. 2A-103(g)
7 Article 2A Leases Freedom of Contract Finance Lease Concept Covers Consumer Leases Validates Sale-Leasebacks Implied Representations and Warranties Enforceability and Remedies Fixtures
8 Article 2A Leases True Lease UCC Sec (37) 1 What are the economic realities of the transaction? Does the Lessor have a reasonable expectation that at lease expiration or termination it will either receive more than nominal compensation for the equipment or recover equipment that has more than nominal residual value? Consider Options Useful Life
9 Article 2A Leases Benefits and Detriments of Characterization True Lease Lessor is Owner UCC-2A Bankruptcy Advantages Non-True Lease Seller/Lender/ Secured Party UCC-2/ UCC-9 Liability Avoidance Tax Advantages
10 Finance Lease UCC Sec. 2A-103(g) Prerequisites Lessor does not select, manufacture or supply the goods Lessor acquires the equipment to lease it to Lessee under that lease Prior to leasing, Lessee gets a copy of, or is otherwise made familiar with, supplier and supply contract
11 Significant Advantages of Finance Lease Automatically Hell or High Water Implied Warranties automatically disclaimed Risk of loss automatically passes to Lessee Lessee gets automatic pass-through of Supplier s warranties
12 Assignment of Leases Under Article 2A (UCC Sec. 2A-303) Restrictions on transfers may not be enforceable Non-breaching party may have other remedies If by Lessee, is it transferring use and possession? If by Lessor,, is it materially increasing Lessee s burdens or risks?
13 UCC Article 9 Secured Transactions
14 Security Interest in Equipment Creation and attachment of the security interest Perfection Priority of the security interest
15 Bankruptcy Basic Elements of a Bankruptcy Proceeding Automatic Stay/Relief Proof of Claim Lease Assumption or Rejection Plan (Chapter 11) Ipso Facto Clauses
16 Bankruptcy Basic Elements of a Bankruptcy Proceeding Automatic Stay, 11 U.S.C. Sec. 362(a) Essentially an Injunction Against Debtor or Property of Its Estate So Lessor Cannot Cancel Lease Send Demand Letters (or call) File Suit to Collect Money Repossess the Equipment Dispose of the Equipment
17 Bankruptcy Proof of Claim 11 U.S.C. Sec. 501 Must file within court-determined deadline If Chapter 11, only have to file if claim is described in Debtor s schedules as disputed, contingent or unliquidated or is inaccurately scheduled Most Lessors file as a matter of course
18 Bankruptcy Relief from Stay 11 U.S.C. Sec. 362(d) Lessor may seek an order vacating the stay, for cause, including: failure to provide Lessor with adequate protection absence of equity in leased equipment (non-true leases)
19 Bankruptcy Assumption or Rejection 11 U.S.C. Sec. 365 (only true leases) Lessee Required to Assume or Reject Within 60 Days of Filing if Chapter 7 Not Later Than Confirmation of Plan if Chapter 11 Right to Compel assumption or rejection of lease 11 U.S.C. Sec. 365(d)(2)
20 Bankruptcy Assumption or Rejection (continued) Assumption Cure or Provide Adequate Assurance of Prompt Cure of Pre- and Post-Petition Petition Defaults (Except Penalties and/or Non-Monetary Defaults... Maybe) Administrative Claim for Pre- and Post-Damages if Breached or Rejected Assume and Assign Rejection Business Judgment Rule (case law) Unsecured Claim for Damages
21 Bankruptcy No Free Ride Rule 11 U.S.C. Sec. 365(d)(10) True Leases Only Lessee Must Perform All Obligations Arising From or After 60 Days After Filing (Other Than Penalties) Unless Court Orders Otherwise, Based on Equities of Case Administrative Claim for Damages Due to Breach
22 Bankruptcy Plan of Reorganization 11 U.S.C. Sec Will Finally Address Assumption or Rejection (if not Already Addressed) Will Finally Address Treatment and Manner of Distribution with Respect to Claim
23 Bankruptcy Ipso Facto Claims 11 U.S.C. Sec. 365(b)(2) Cannot enforce clauses that are triggered by insolvency.
24 Bankruptcy Treatment in Bankruptcy (Chapter 11) True Lease Assumption (and/or Assignment) or Rejection No Free Ride Ownership Return of Equipment or Assumption of Lease/ Administrative Claim Non-True Lease Relief from Stay Adequate Protection Collateral Issues: Secured Claim: Lower of Amount of Debt or Value of Collateral Unsecured Claim for Deficiency
25 Basic Lease Documentation Generally, Substance Similar but Form Different Small ticket Middle Market Big Ticket
26 Basic Lease Documentation Proposal and Commitment Letter Proposal Proposes Financing Under Proposed Terms and Conditions Not binding
27 Basic Lease Documentation Proposal and Commitment Letter Commitment Letter Both Parties Commit to Enter into Financing Transaction After Credit Approval and Before Documentation Binding Should Address All Credit Committee Requirements
28 Basic Lease Documentation Master Lease Agreement Basic Terms and Conditions Negotiate Once Contemplates takedowns by Lease Schedule(s)
29 Basic Lease Documentation Master Equipment Lease Basic Provisions Include: Rent and Manner of Payment Late Charges Term of Lease and Any Options Net Lease/ Hell or High Water Ownership Conditions Precedent to Funding Delivery and Acceptance Maintenance/Return and Inspection Insurance Indemnification Tax (General and Income) General Disclaimers Lessee s Representations Default and Remedies Financials, etc. Governing Law and Choice of Forum Boilerplate
30 Basic Lease Documentation Lease Schedule Each a Separate Instrument of Lease Incorporates Master Lease Provisions Chattel Paper Economic Terms Equipment Description Term of Lease Commencement and Expiration Rent Amounts and Periodicity Acceptance Acknowledgements Riders as to Options or Flexibility Points
31 Basic Lease Documentation Acceptance Certificates Signed by Lessee After Inspecting Equipment Acknowledge Final Acceptance Establish Effective Date of Lease Schedule/Commencement Date of Lease Absolute Condition Precedent to Funding
32 Basic Lease Documentation Options End of Term Purchase Renewal Return During Term Terminate Purchase (Rider or in Lease)
33 Basic Lease Documentation Options End of Term Purchase Option Price Stipulated Fixed and/or Fair Market Sales Value Conditions Notice No Default All or Designated Units of Equipment
34 Basic Lease Documentation Options End of Term Renewal Option Length of Term(s) Maximum Number of Term(s) Rent Stipulated Fixed and/or Fair Market Rental Value Conditions Notice Credit All or Designated Units of Equipment
35 Basic Lease Documentation Options Terminal Rent Adjustment Clause (TRAC) IRC 7701(h) Lessee Risk/Compensation Split Risk
36 Basic Lease Documentation Options During Term Options Early Termination or Purchase Option When Exercisable Stipulated Amount if EBO, Fixed and/or Fair Market Sales Value Conditions Notice No Default All or Designated Units of Equipment
37 Basic Lease Documentation Guaranty Unconditional, Primary and Absolute Payment and Not Collection Waiver of Suretyship Defenses Ability to Assume Choice of Law, etc.
38 Basic Lease Documentation Certificates of Insurance Types of Coverage Liability Additional Insured Casualty Loss Payee Minimum Levels of Coverage Maximum Deductibles or Levels of Self- Insurance Exclusions from Coverage Endorsements Breach of Warranty Clause Written Notice 30 Days Prior to Cancellation or Charge Expiration Dates
39 Basic Lease Documentation Other Credit Support Security Deposit Collateral Economic Enforcement Letter of Credit Third-Party Obligation (Bankruptcy Proof) Lessor s Form Limited, Clear Drawing Rights Breach Bankruptcy Failure to Replace LC Replacement Prior to Expiration or Defaults
40 Basic Lease Documentation Other Credit Support Additional Collateral Warrants Blanket Lien Vendor Support
41 Basic Lease Documentation UCC-1 1 Financing Statements UCC Sec for True Leases Correct Legal Name of Debtor Appropriate Locations for Filing Adequate Description of Equipment Timely Filing
42 Basic Lease Documentation Other Closing Documents Lessee and any Guarantor or Other Obligor Corporate Certificate Certified Resolutions Incumbency Opinions Corporate or Other Legal Status/Authority Compliance with Legal and Contractual Requirements Enforceability Litigation Other
43 Basic Lease Documentation Purchase Documents Who is the Purchaser? Purchase Order Purchase Agreement Invoice Third-Party Agreements Purchase Order/Agreement Assignment Assignment of Warranties
44 Basic Lease Documentation Purchase Documents (continued) Bills of Sale Title Who Holds Title? Has Equipment Been Delivered?
45 Basic Lease Documentation Vendor Support Documents Remarketing Put to Vendor (full or limited) Credit Support
46 Basic Lease Documentation Intercreditor Agreements Subordination Agreement How Deep? Assignment of Subleases Who gets rent? How soon? Real Property Waivers Landlord Mortgagee Owner
Credit Underwriting, Lease Structures and Documentation Provisions
Credit Underwriting, Lease Structures and Documentation Provisions Presenters John Azzopardi Chief Financial Officer TIP Capital Anthony L. Lamm, Esquire Managing Partner Lamm Rubenstone Lesavoy Butz &
More informationLease Guaranties: Assignments, Releases, Waivers and Related Issues
Lease Guaranties: Assignments, Releases, Waivers and Related Issues Daniel Goodwin & Jenny Teeter Gill Elrod Ragon Owen & Sherman, P.A. Little Rock, Arkansas Introduction The economic downturn has resulted
More informationLEASES - REMEDIES AND REQUIREMENTS IN BANKRUPTCY
LEASES - REMEDIES AND REQUIREMENTS IN BANKRUPTCY Introduction The Bankruptcy provisions concerning leases are, for the most part, contained in Section 365 of the Code, which section of the Bankruptcy Code
More informationEdward K. Gross, Vedder Price P.C. Non-True v. True Leases: Background, Rationale and Significance of the Distinction
Edward K. Gross, Vedder Price P.C. Non-True v. True Leases: Background, Rationale and Significance of the Distinction Questions to be Addressed: What is meant by a non-true lease v. a true lease? How can
More informationDealing with Financial Distress: Strategies for Acquiring Distressed Assets and Protecting Contractual Relationships
Dealing with Financial Distress: Strategies for Acquiring Distressed Assets and Protecting Contractual Relationships Stuart M. Rozen Partner, Restructuring, Bankruptcy and Insolvency Practice (312) 701
More informationCommercial Law Treatment of Synthetic Leases
Commercial Law Treatment of Synthetic Leases By Arnold G. Gough Jr. and Michael G. Robinson Synthetic leases raise certain commercial law and bankruptcy issues. This is the second installment of a two-part
More informationIllinois Compiled Statutes Commercial Code Uniform Commercial Code 810 ILCS 5/
Illinois Compiled Statutes Commercial Code Uniform Commercial Code 810 ILCS 5/ (810 ILCS 5/) PART 1. GENERAL PROVISIONS (810 ILCS 5/2A-101) Sec. 2A-101. Short title. This Article shall be known and may
More informationStructuring Landlord Lien Waivers and Collateral Access Agreements: Navigating Competing Interests of Tenant's Lender and Landlord
Presenting a live 90-minute webinar with interactive Q&A Structuring Landlord Lien Waivers and Collateral Access Agreements: Navigating Competing Interests of Tenant's Lender and Landlord WEDNESDAY, JUNE
More informationStructuring Landlord Lien Waivers and Collateral Access Agreements: Navigating Competing Interests of Tenant's Lender and Landlord
Presenting a live 90-minute webinar with interactive Q&A Structuring Landlord Lien Waivers and Collateral Access Agreements: Navigating Competing Interests of Tenant's Lender and Landlord TUESDAY, AUGUST
More informationFor Preview Only - Please Do Not Copy
Form: Deed of trust to secure assumption regarding real property in a divorce proceeding GRANTOR: GRANTOR'S MAILING ADDRESS (including county) TRUSTEE TRUSTEE'S MAILING ADDRESS (including county) BENEFICIARY:
More information6 Model Leasehold Mortgagee Protections (Maximum) TABLE OF CONTENTS I. DEFINITIONS LOSSES AND LOSS PROCEEDS A. Prompt Notice B. Casualty C.
6 Model Leasehold Mortgagee Protections (Maximum) TABLE OF CONTENTS I. DEFINITIONS II. LOSSES AND LOSS PROCEEDS A. Prompt Notice B. Casualty C. Substantial Condemnation D. Insubstantial Condemnation E.
More informationCanadian Lease Education Program. December 2009 Canadian Finance & Leasing Association
Canadian Lease Education Program Copyright Material The material used in this presentation is the property of the Canadian Finance & Leasing Association (CFLA). This material may not be reproduced or used
More informationTERMS AND CONDITIONS OF EQUIPMENT LEASE / RENTAL
TERMS AND CONDITIONS OF EQUIPMENT LEASE / RENTAL 1. Law and jurisdiction 1.1 Governing law This document is governed by the law in force in the country in which the document is signed. 1.2 Submission to
More informationNON CANCELABLE EQUIPMENT FINANCE LEASE AGREEMENT
LESSOR HAS ASSIGNED TO WELLS FARGO BANK, NATIONAL ASSOCIATION ( WELLS FARGO ), AND HAS GRANTED WELLS FARGO A SECURITY INTEREST IN, ALL RIGHT, TITLE AND INTEREST OF LESSOR IN AND TO THIS LEASE, ALL PRESENT
More informationIssues Relating To Commercial Leasing. U.S.A. - NEW MEXICO Rodey Law Firm
Issues Relating To Commercial Leasing U.S.A. - NEW MEXICO Rodey Law Firm CONTACT INFORMATION John P. Burton Rodey Law Firm P.O. Box 1357 Santa Fe, NM 87504-1357 315 Paseo de Peralta Santa Fe, NM 87501-1860
More informationGENERAL ASSEMBLY OF NORTH CAROLINA SESSION SENATE DRS35055-LTz-20A* (2/14)
S GENERAL ASSEMBLY OF NORTH CAROLINA SESSION 0 SENATE DRS0-LTz-A* (/) D Short Title: Revise UCC Article on Bulk Transfers. Sponsors: Senator Hartsell. Referred to: (Public) A BILL TO BE ENTITLED AN ACT
More informationThis Agreement shall include and be subject to the following terms and conditions:
Extreme Lighting and Grip E Rey Barrera 4124 Knoll Ridge Avenue North Las Vegas, NV 89032 Office/Fax: 702.631.6546 Page 1 RENTAL AGREEMENT Please download, fill-out electronically and return the hand-signed
More informationAssignment of Leases and Rents
Assignment of Leases and Rents This ASSIGNMENT OF LEASES AND RENTS (this Assignment ) is given as of the day of, 20 by ( Assignor ) to ( Assignee ). RECITALS A. Assignor is the owner of the real property
More informationTHE NEW MICHIGAN COMMERCIAL REAL ESTATE RECEIVERSHIP ACT
THE NEW MICHIGAN COMMERCIAL REAL ESTATE RECEIVERSHIP ACT Judith Greenstone Miller 2018 All Rights Reserved Jaffe Raitt Heuer & Weiss, P.C. 27777 Franklin Road, Suite 2500 Southfield, Michigan (248) 351-3000
More informationCOMMERCIAL LEASES IN BANKRUPTCY. John M. August. Upon the filing of a petition pursuant to the Bankruptcy Code, 11 U.S.C. 101,
COMMERCIAL LEASES IN BANKRUPTCY John M. August Upon the filing of a petition pursuant to the Bankruptcy Code, 11 U.S.C. 101, et seq., the normal contract rights and obligations of landlords and tenants,
More informationSecurity over Collateral. NEW ZEALAND Simpson Grierson
Security over Collateral NEW ZEALAND Simpson Grierson CONTACT INFORMATION Peter Eady Adam Jackson Simpson Grierson 195 Lambton Quay P O Box 2402 Wellington 6140 +64 4 499 4599 peter.eady@simpsongrierson.com
More informationImpact of Bankruptcy of an Operator under a Joint Operating Agreement on Non-Operators
together Impact of Bankruptcy of an Operator under a Joint Operating Agreement on Non-Operators Finance and Restructuring Practice Group James L. Garrity, Jr. Andrew D. Gottfried Patrick D. Fleming Please
More informationSTANDARD TERMS AND CONDITIONS Equipment Lease Form DCR 309
1 of 7 The parties hereto agree as follows: 1. LEASE STANDARD TERMS AND CONDITIONS The Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor, the Equipment 2. TERM The term of this Lease
More informationAmerican Bankruptcy Board of Certification Sample Exam Creditors Rights Multiple Choice Total Time Two Hours
American Bankruptcy Board of Certification Sample Exam Creditors Rights Multiple Choice Total Time Two Hours NOTE: The Creditors Rights Multiple-Choice exam contains 50 questions. You must correctly answer
More informationJOS MALAYSIA - GENERAL TERMS AND CONDITIONS OF SALE
JOS MALAYSIA - GENERAL TERMS AND CONDITIONS OF SALE 1. For online customer and goods ordered online, the terms and conditions appearing herein shall not be applicable. 2. These terms and conditions apply
More informationEVENT PRODUCTION AGREEMENT
EVENT PRODUCTION AGREEMENT CONTRACT #: THIS AGREEMENT, made the day of, 201, by and between: hereafter called the Lessee, and MNN Enterprises LLC, dba Atlanta Audio Services, hereafter called the Lessor.
More informationStaying Alive! How New Lease and Other Leasehold Mortgagee Protection Provisions Really Work When the Ground Lessee Defaults
Staying Alive! How New Lease and Other Leasehold Mortgagee Protection Provisions Really Work When the Ground Lessee Defaults By: Janet M. Johnson 1 When entering into a long-term ground lease with a ground
More informationSecurity over Collateral. USA - NEBRASKA Baird Holm LLP
Security over Collateral USA - NEBRASKA Baird Holm LLP CONTACT INFORMATION Steven C. Turner, Esq. Brandon R. Tomjack, Esq. Baird Holm LLP 1500 Woodmen Tower Omaha, Nebraska 68102 402.344.0500 sturner@bairdholm.com
More informationCONSTRUCTION AGENCY AGREEMENT. dated as of March 1, between. BA LEASING BSC, LLC, as Lessor, and
EX-10.1 2 nsconstructionagmt-030519.htm CONSTRUCTION AGENCY AGREEMENT EXECUTION VERSION CONSTRUCTION AGENCY AGREEMENT dated as of March 1, 2019 between BA LEASING BSC, LLC, as Lessor, and NORFOLK SOUTHERN
More informationNON CANCELABLE EQUIPMENT FINANCE LEASE AGREEMENT
LESSOR HAS ASSIGNED TO WELLS FARGO BANK, NATIONAL ASSOCIATION ( WELLS FARGO ), AND HAS GRANTED WELLS FARGO A SECURITY INTEREST IN, ALL RIGHT, TITLE AND INTEREST OF LESSOR IN AND TO THIS LEASE, ALL PRESENT
More informationEQUIPMENT RENTAL AGREEMENT (LEASE) THIS AGREEMENT, made the day of, 20, by and between hereafter called the Lessee, and, hereafter called the Lessor.
EQUIPMENT RENTAL AGREEMENT (LEASE) THIS AGREEMENT, made the day of, 20, by and between hereafter called the Lessee, and, hereafter called the Lessor. Lessee and Lessor, for the consideration hereafter
More informationWHEN THE TENANT FILES BANKRUPTCY
WHEN THE TENANT FILES BANKRUPTCY Landlord-Tenant Law Sterling Education Services August 25, 2015 Houston, Texas H. Miles Cohn Crain, Caton & James, P.C. 1401 McKinney St., 17 th Floor Houston, Texas 77010
More informationALAMEDA S COOPERATIVE SHAREHOLDER OCCUPANCY AND RESIDENT AGREEMENT!
ALAMEDA S COOPERATIVE SHAREHOLDER OCCUPANCY AND RESIDENT AGREEMENT THIS AGREEMENT, DATED BY AND BETWEEN ALAMEDA S COOPERATIVE (hereinafter referred to as) THE COOPERATIVE and (herein after referred to
More informationBuckle Up in Advance of the Storm A Landlord s Guide to Mitigating Risks in Tenant Retail Bankruptcies
Buckle Up in Advance of the Storm A Landlord s Guide to Mitigating Risks in Tenant Retail Bankruptcies Frederick D. Hyman and Craig E. Reimer * The authors of this article address several considerations
More informationAmerican Association of Port Authorities, Port Administration and Legal Issues Seminar, Seattle, Washington July 11-13, 2005
American Association of Port Authorities, Port Administration and Legal Issues Seminar, Seattle, Washington July 11-13, 2005 EVERYTHING YOU WANTED TO KNOW ABOUT LEASES: PART II SELECTED ISSUES IN LEASE
More informationEQUIPMENT FINANCE LEASE ABOUT YOUR BUSINESS Lessee (Corporate Business Name)
LESSOR HAS ASSIGNED TO CONGRESS FINANCIAL CORPORATION, AND HAS GRANTED CONGRESS FINANCIAL CORPORATION A SECURITY INTEREST IN, ALL RIGHT, TITLE AND INTEREST OF LESSOR IN AND TO THIS LEASE, ALL PRESENT AND
More informationKSS Sales Proposal Terms & Conditions
KSS Sales Proposal Terms & Conditions These Sales Proposal Terms and Conditions apply to the accompanying sales proposal and are incorporated therein as if stated therein in their entirety. As used herein,
More informationEXTRACT FOR QUESTION 2
MARYLAND BAR EXAMINATION BOARD S WRITTEN TEST July 26, 2016 EXTRACT FOR QUESTION 2 THIS EXTRACT IS TO BE USED FOR QUESTION 2 OF THE BOARD S WRITTEN TEST. THIS EXTRACT CONTAINS SELECTED PROVISIONS OF THE
More informationCompany S.P.R.L./B.V.B.A.
General Conditions for Leasing reference No.: General Conditions for Leasing dated 25 May 2018. These General Conditions are made between Company SPRL/BVBA ( Lessor") and the Entity who signs the Schedule
More informationNUCLEAR DENSITY GAUGE EQUIPMENT LEASE/RENTAL & TEMPORARY TRANSFER AGREEMENT
NUCLEAR DENSITY GAUGE EQUIPMENT LEASE/RENTAL & TEMPORARY TRANSFER AGREEMENT Quote Number: THIS EQUIPMENT LEASE ("LEASE/RENTAL") is made and effective by and between QAL-TEK ASSOCIATES, ("OWNER") and ("LESSEE").
More informationThe Uniform Commercial Code. Sale of Goods. Construction Law Survival Manual
The Uniform Commercial Code Sale of Goods James D. Fullerton Fullerton & Knowles, P.C. 12642 Chapel Road Clifton, VA 20124 703-818 818-2600 Ext. #205 JFullerton@FullertonLaw.Com www.fullertonlaw.com Construction
More informationLandlord/Tenant Issues in Bankruptcy Cases
Landlord/Tenant Issues in Bankruptcy Cases Presentation to Dallas Bar Association Real Property Law Section September 10, 2012 Presented By: Jason B. Binford General Bankruptcy Concepts Debtor as Tenant
More informationSYLLABUS. Law REAL ESTATE TRANSACTIONS AND LITIGATION. II. REAL ESTATE BROKERS AND SALES AGENTS (August 27; September 3)
SYLLABUS Law 257 - REAL ESTATE TRANSACTIONS AND LITIGATION I. COURSE OVERVIEW/INTRODUCTION (August 27) II. REAL ESTATE BROKERS AND SALES AGENTS (August 27; September 3) A. INTRODUCTION B. SOURCES OF RELEVANT
More informationlocated in the 14. City/Township of CLEARWATER, County of WRIGHT, 15. State of Minnesota, PID # (s) 16.
2. BUYER (S): 3. 4. Buyer's earnest money in the amount of COMMERCIAL PURCHASE AGREEMENT This form approved by the Minnesota Association of REALTORS and the Minnesota Commercial Association of REALTORS,
More informationRev. Rul CLICK HERE to return to the home page. 1. Purpose.
CLICK HERE to return to the home page Rev. Rul. 55-540 1. Purpose. The purpose of this Revenue Ruling is to state the position of the Internal Revenue Service regarding the income tax aspects of the purported
More informationLESSEE: PACIFIC WESTERN EQUIPMENT FINANCE, a division of PACIFIC WESTERN BANK MASTER LEASE AGREEMENT NO.
LESSEE: LESSOR: PACIFIC WESTERN EQUIPMENT FINANCE, a division of PACIFIC WESTERN BANK MASTER LEASE AGREEMENT NO. This Master Lease Agreement, together with its definition exhibit, Exhibit A, attached hereto
More informationBackground/Historical Context: The current copier contract between New Hanover County School System and Coeco Office Systems expires June 30, 2012.
APPENDIX X Item: Bids for Copier Contract Dept.: Technology Background/Historical Context: The current copier contract between New Hanover County School System and Coeco Office Systems expires June 30,
More informationNews. Enforcing Rules on Security Interests. UCC revisions to fixtures and personal property offer clarity, if not certainty
News Enforcing Rules on Security Interests UCC revisions to fixtures and personal property offer clarity, if not certainty By John P. McCahey New York Law Journal On July 1, 2001, revised Article 9 of
More informationCommercial Real Estate Financing 2017
REAL ESTATE LAW AND PRACTICE Course Handbook Series Number N-652 Commercial Real Estate Financing 2017 Co-Chairs Steven R. Davidson Joshua Stein Everett S. Ward To order this book, call (800) 260-4PLI
More informationPDI Equipment Rental Agreement
PDI Equipment Rental Agreement Terms and Conditions This Agreement is made and entered on (date),, by and between Power Dynamics Innovations LLC, Building 9166, Stennis Space Center, MS ( Lessor ) and
More informationImportant Provisions that should be in Every Lease
Important Provisions that should be in Every Lease Recent editions of Dispatches from the Trenches have discussed a variety of boilerplate and other provisions which, although important, are not always
More information25-2A-102. Scope. This Article applies to any transaction, regardless of form, that creates a lease. (1993, c. 463, s. 1.)
Article 2A. Leases. PART 1. GENERAL PROVISIONS. 25-2A-101. Short title. This Article shall be known and may be cited as the Uniform Commercial Code Leases. (1993, c. 463, s. 1.) 25-2A-102. Scope. This
More informationCERTIFIED LEASE PROFESSIONAL
BODY OF KNOWLEDGE HISTORY OF LEASING Industry Standards and Code of Ethics Ancient applications of leasing Recognition of leasing under English Common Law Beginning of leasing in the United States Early
More informationMORTGAGE. THIS INSTRUMENT ( Mortgage )
MORTGAGE THIS INSTRUMENT ( Mortgage ) WITNESSES That and, whose address is (individually, collectively, jointly, and severally, Mortgagor ), in consideration of One Dollar ($1) and other good and valuable
More information1.0 Law & Legal CLE Credit A/V Approval # Recording Date September 6, 2017 Recording Availability May 22, 2018
1.0 Law & Legal CLE Credit A/V Approval #1070915 Recording Date September 6, 2017 Recording Availability May 22, 2018 Meeting Location Date Time Topic King County Bar Association 1200 Fifth Avenue - Suite
More informationAgenda Item No. 6C December 11, Honorable Mayor and City Council Attn: Laura C. Kuhn, City Manager
Agenda Item No. 6C December 11, 2012 TO: FROM: SUBJECT: Honorable Mayor and City Council Attn: Laura C. Kuhn, City Manager Jeremy Craig, Director of Finance and Technology RESOLUTION AUTHORIZING THE CITY
More informationUniform Assignment of Rents Act
Uniform Assignment of Rents Act According to the Uniform Law Commissioners (ULC), the Uniform Assignment of Rents Act establishes a comprehensive statutory model for the creation, perfection, and enforcement
More informationEQUIPMENT LEASE AGREEMENT
EQUIPMENT LEASE AGREEMENT This (the Lease ) is made and effective as of, 2016 (the Effective Date ) by and between Greyhawk Video Solutions LLC (the Lessor ) and, (the Lessee ). The Lessor and the Lessee
More informationCAMPBELL COUNTY AND CAMPBELL COUNTY SCHOOL DISTRICT NO. 1 GROUND LEASE
CAMPBELL COUNTY AND CAMPBELL COUNTY SCHOOL DISTRICT NO. 1 GROUND LEASE THIS LEASE made and executed this day by and between Campbell County, 500 South Gillette Avenue, Gillette, WY 82716 (hereinafter referred
More informationPurchase Terms and Conditions
1. Entire Agreement TekLinks, Inc. ( Seller ) agrees to sell goods covered herein ( Goods ) to Buyer on the following terms and conditions of sale ( T&Cs ), which supersede any other or inconsistent terms
More informationLETTER TO COMPANY - DRAFT CITY OF LONDON LAW SOCIETY LAND LAW COMMITTEE CERTIFICATE OF TITLE (7 TH EDITION 2016 UPDATE)
LETTER TO COMPANY - DRAFT CITY OF LONDON LAW SOCIETY LAND LAW COMMITTEE CERTIFICATE OF TITLE (7 TH EDITION 2016 UPDATE) This is the first of two letters which may be sent by the solicitors giving the Certificate
More informationLEASE-LEASEBACK SUBLEASE AGREEMENT. Dated as of April 1, Between. Newark Unified School District. and. Environmental Systems, Inc.
LEASE-LEASEBACK SUBLEASE AGREEMENT Dated as of April 1, 2014 Between Newark Unified School District and Environmental Systems, Inc., Phase 1 District-Wide {SR134676.DOC} LEASE-LEASEBACK SUBLEASE AGREEMENT
More informationCommercial Tenant Bankruptcy: Legal Strategies for Landlords and Tenants Minimizing Risk and Maximizing Recovery Under the Bankruptcy Code
presents Commercial Tenant Bankruptcy: Legal Strategies for Landlords and Tenants Minimizing Risk and Maximizing Recovery Under the Bankruptcy Code A Live 90-Minute Audio Conference with Interactive Q&A
More informationModern Real Estate Practice, 18 th Edition
Chapter 16 Leases LECTURE OUTLINE: I. Leasing Real Estate A. Definition lease 1. A contract between owner of real estate (lessor) and tenant (lessee) to transfer rights of exclusive possession and use
More informationEquipment Lease Agreement Template
Equipment Lease Agreement Template LESSOR; LESSEE; (insert name and address) (insert name and address) DATE: 1. LEASE: The lessor hereby agrees to lease to Lessee and the Lessee hereby agrees to take on
More informationHeritage Rock Executive Suite
Heritage Rock Executive Suite Office Lease Terms Date: To be effective, 20 Landlord: Heritage Rock, Ltd. Landlord's Address: 2310 West Interstate 20, Suite 100, Arlington, Texas 76017-1668 Tenant: Tenant's
More informationLEASEHOLD MORTGAGE. Mortgagor and Mortgagee agree as follows:
LEASEHOLD MORTGAGE This LEASEHOLD MORTGAGE is made this day of, 2011, by and between Four-G, LLC, a Kansas Limited Liability Company, of Wichita, Kansas, (hereinafter Mortgagor ), having its principal
More informationTerms and Conditions of Sales
Terms and Conditions of Sales 1. Governing Provisions. These Terms and Conditions of Sale ("Terms and Conditions") constitute an offer by ARCTIC SILVER, INC., Quotation, Acknowledgment or Invoice provided
More informationMASTER LEASE - PURCHASE AGREEMENT. Dated [ ], 2017
MASTER LEASE - PURCHASE AGREEMENT EXHIBIT 1 OH&S DRAFT 1/23/17 Dated [ ], 2017 This Master Lease-Purchase Agreement together with all addenda, riders and attachments hereto, as the same may from time to
More informationDocumentation and Funding Procedures Updated September 2008
Lease/Equipment Finance Agreement Documents Documentation and Funding Procedures Updated September 2008 BSB Leasing accepts BSB Leasing s approved generic Lease/EFA documents in either the brokers name
More informationTRADING TERMS AND CONDITIONS TRADING TERMS AND CONDITIONS
1. Definitions 1.1 Company means De Bortoli Wines Pty Limited (A.B.N. 77 000 146 672); 1.2 PPSA means the Personal Property Securities Act 2009 (Cth) as amended from time to time and any regulations made
More information11/5/2015. Kevin Heaney, Crowley Fleck, PLLP. Montana Land Title Association Fall Education Seminar
Montana Land Title Association 2015 Fall Education Seminar The Difference Between Mortgages and Trust Indentures in the Foreclosure Process November 5, 2015 Kevin Heaney, Crowley Fleck, PLLP Familiarize
More informationDan Thomas Page 1 of 10
EQUIPMENT RETURN ADDRESS GREYHAWK VIDEO SOLUTIONS 110 SOUTHGLENN DR SHELBY NC 28152 APPLICATION INFORMATION NAME: ADDRESS: SHIPPING ADDRESS PHONE PHONE II _ EMAIL Lessor s initials Lessee initials http://greyhawkvideosolutions.vpweb.com/
More informationSales and Leases Professor Keith A. Rowley William S. Boyd School of Law University of Nevada Las Vegas Fall Leases
Sales and Leases Professor Keith A. Rowley William S. Boyd School of Law University of Nevada Las Vegas Leases I. Governing Law: Article 2A governs [a]ny transaction, regardless of form, that creates a
More informationCalifornia's Security Deposit Statute
California's Security Deposit Statute 1950.5. (a) This section applies to security for a rental agreement for residential property that is used as the dwelling of the tenant. (b) As used in this section,
More informationKENTUCKY RESIDENTIAL LEASE (KREC)
This Form Has Been Approved By The Kentucky Real Estate Commission (This is a Legally Binding Contract If you do not fully understand the terms of this contract, contact an attorney) PARTIES KENTUCKY RESIDENTIAL
More informationHOUSING ASSISTANCE PLEDGE AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS. Dated as of March 1, by and among the
RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: FIRST TRUST OF CALIFORNIA, NATIONAL ASSOCIATION SUITE 400 ONE CALIFORNIA STREET SAN FRANCISCO, CA 94111 ATTENTION: CORPORATE TRUST DEPARTMENT HOUSING
More informationTHE LAND TITLES ACT, 2000
THE LAND TITLES ACT, 2000 ROYAL BANK OF CANADA SASKATCHEWAN COLLATERAL MORTGAGE (FIXED RATE) TABLE OF CONTENTS SECTION 1 AMOUNTS SECURED BY THE MORTGAGE AND INTEREST RATE... 2 SECTION 2 TERMS YOU NEED
More informationLEASE AGREEMENT. State of California
LEASE AGREEMENT State of California This Lease Agreement (hereinafter "Lease") is entered into and made effective as of the date set forth at the end of this document by and be between the Lessor, (hereinafter
More informationSenate Bill No. 301 Senator Smith
Senate Bill No. 301 Senator Smith CHAPTER... AN ACT relating to taxation; requiring a county treasurer to assign a tax lien against a parcel of real property located within the county if an assignment
More informationSTANDARD TERMS AND CONDITIONS FOR LEASES CONTENTS
Page 1 of 8 CONTENTS 1. Leased Property 2. Term 3. Location of Leased Property 4. Disputes 5. Packaging 6. Rent 7. Warranty-Rental Amount 8. Maintenance 9. Inspection and Acceptance 10. Disposition of
More informationREAL ESTATE LEASE. County, Indiana, or a portion of said real estate, described as follows:
THIS FORM HAS BEEN PREPARED BY THE ALLEN COUNTY INDIANA BAR ASSOCIATION, INC., FOR USE WITHIN THE STATE OF INDIANA. WHEN EXECUTED, THIS LEASE BECOMES A LEGAL AND BINDING CONTRACT. REVIEW BY AN ATTORNEY
More informationLEASE AGREEMENT. THIS AGREEMENT, made and entered into this day of, 20, by and between:
LEASE AGREEMENT THIS AGREEMENT, made and entered into this day of, 20, by and between: ROMAN CATHOLIC BISHOP OF LOUISVILLE, A CORPORATION SOLE, By its unincorporated entity, PARISH FULL NAME PARISH ADDRESS
More informationPREPARED BY: David Hertz Midwest Rentals, LLC East Highway 50 Vermillion, SD 57069
PREPARED BY: David Hertz Midwest Rentals, LLC. 1405 East Highway 50 Vermillion, SD 57069 CONTRACT FOR DEED AND PURCHASE AGREEMENT FOR PERSONAL PROPERTY This Contract For Deed and Purchase Agreement for
More informationLEASE AGREEMENT 2. LEASE TERM 3. RENT 4. USE OF PREMISES
LEASE AGREEMENT This Lease Agreement ("Lease"), is made and entered into this of November, 2017 by and between the Village of Granville, Ohio, a charter municipal corporation ("Lessee"), and the Board
More informationConditions of Purchase
Conditions of Purchase 1. Entire Agreement Acceptance. This Purchase Order, including these Conditions of Purchase (collectively Order ) is an offer by PRISM Plastics, Inc. ( Buyer ) and supersedes all
More informationReferral Partnership Program
Referral Partnership Program In states with REC programs, it is essential that installers and integrators have the tools and knowledge to provide services covering the registration, monetization and management
More informationLease Terms and Conditions - 04/2018
The Schedule (as defined below) between Lessor and Lessee (as defined below) is subject to the following terms and conditions for Lease (as defined below) detailed herein ("Terms and Conditions"): 1. Definitions.
More informationROTOR CLIP PURCHASE ORDER GENERAL TERMS AND CONDITIONS
ROTOR CLIP PURCHASE ORDER GENERAL TERMS AND CONDITIONS 1. ORDERS AND ACCEPTANCE: Any order placed or purchase order issued by Buyer (an Order ) for products and/or services described therein (collectively,
More informationGeneral Conditions reference No.: General Lease and Financing Terms and Conditions dated 1 March 2016.
General Conditions reference No.: General Lease and Financing Terms and Conditions dated 1 March 2016., Johan Huizingalaan 765, 1066 VH Amsterdam, registration number in the commercial register: 33172336,
More informationPROPERTY MANAGEMENT AGREEMENT (AUTHORIZED REPRESENTATIVE FOR EVICTIONS)
PROPERTY MANAGEMENT AGREEMENT (AUTHORIZED REPRESENTATIVE FOR EVICTIONS) 1. PARTIES The parties to this agreement are client (Owner) (property owner of said premises per clients intake form), any authorized
More informationWHEREAS Aero operates a Manufacturing Facility (as defined below) located in McDonough, Georgia; and
ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this Agreement ) is made and entered into as of March, 2005 (the Contract Date ), by and among Aero Plastics, Inc., a Massachusetts Corporation ("Aero"
More informationTURTLE & HUGHES, INC. AND SUBSIDIARIES TERMS AND CONDITIONS OF QUOTATION AND SALE
TURTLE & HUGHES, INC. AND SUBSIDIARIES TERMS AND CONDITIONS OF QUOTATION AND SALE 1. Buyer understands and agrees that all quotations and accepted orders by Turtle & Hughes, Inc. and Subsidiaries ("Seller")
More informationKimball, Tirey & St. John LLP
Kimball, Tirey & St. John LLP Security Deposit Law for California Residential Landlords July, 2015 California law regarding residential security deposits is found at California Civil Code 1950.5, attached
More informationKEY REALTY LLC OF NEVADA
KEY REALTY LLC OF NEVADA ASSET PURCHASE CONTRACT THIS ASSET PURCHASE AGREEMENT is made this day of,, by and between [Seller or Business], ("Seller"), and ("Buyer"). RECITALS: WHEREAS, ("[Seller]") operates
More informationStandard Terms and Conditions of Sale
Standard Terms and Conditions of Sale The following terms and conditions are the standard terms and conditions of sale of C&D Technologies, Inc. and, as more specifically provided herein, any offer of
More informationPeter Levaggi, Joint Head of Property Litigation Group, Charles Russell LLP
Peter Levaggi, Joint Head of Property Litigation Group, Charles Russell LLP Roger Elford, Joint Head of Group, Charles Russell LLP II JORDANS CONTENTS Foreword Preface Table of Cases Table of Statutes
More informationTHIS IS A SAMPLE OF A LEASE AGREEMENT. YOU SHOULD CONSULT AN EQUINE ATTORNEY IN YOUR OWN STATE FOR A PERSONALIZED AGREEMENT SPECIFIC TO THE TERMS OF YOUR LEASE PARTIES. January 1, 2014-January 1, 2015
More informationNEVADA. Leases of Personal Property with Option to Purchase
NEVADA Leases of Personal Property with Option to Purchase Nevada Revised Statutes, as amended. As added by Laws 1991, Ch. 235, approved May 31, 1991, effective October 1, 1991. Sec. 598.2803. Definitions.
More informationNOTICE OF REGULATED WATER UTILITY SALE, TRANSFER, OR MERGER
NOTICE OF REGULATED WATER UTILITY SALE, TRANSFER, OR MERGER 11/03/17 Squaw Creek Canyon Development PO Box 760 Sisters, OR 97759 Telephone: 541-549-6261 Emergency: 541-771-6162 Squaw Creek Canyon Development
More information