BANC OF AMERICA LEASING & CAPITAL LLC - EQUIP LEASE AGMT 2005

S 4. Representations, Warranties and Covenants. Lessee hereby represents, warrants and covenants that its representations,warranties and covenants set forth in the Master Equipment Lease are true and correct as though made on the date of commencement of Rental Payments on this Schedule. Lessee further represents and warrants that(a)no material adverse change in Lessee's financial condition has occurred since the date of the Master Equipment Lease; and (b)the governing body of Lessee has authorized the execution and delivery of this Agreement and the Leases pursuant to City Council Agenda Report ,approved on 8/16/2011 5. The Lease. The terms and provisions of the Master Equipment Lease(other than to the extent that they relate solely to other Schedules or Equipment listed on other Schedules) are hereby incorporated into this Schedule by reference and made a part hereof. 6. Acquisition Amount. The Acquisition Amount for the Equipment described in this Schedule to be paid to the Vendor is $295,433.77. 7. Lease Term. The Lease Term shall consist of the Original Term and 5 consecutive Renewal Terms,with the final Renewal Term ending on September 30, 2016. 8. Purchase Option Commencement Date. For purposes of Section 10.01 of the Lease, the Purchase Option Commencement Date is any June 30, 2014. 9. Pre-Payment Premium. After the first 30 months of the Lease, Lessee may have the right to prepay the lease on any rental payment date for a premium of 1%of the then outstanding balance. 10. Miscellaneous. Lessor and Lessee hereby agree that with respect to this Schedule of Property No. 003 only: (A)Section 2.01(f)of the Agreement is hereby amended by deleting the text in Section 2.01(f) in its entirety and replacing such text with the following: (1) During the Lease Term,the Equipment will be used by Lessee(or a contractor designated by Lessee)only for the purpose of performing essential governmental or proprietary functions of Lessee consistent with the permissible scope of Lessee's authority. Lessee does not intend to sell or otherwise dispose of the Equipment or any interest therein prior to the last Rental Payment(including all Renewal Terms)scheduled to be paid under each Lease. and (B) Section 2.01(i)of the Agreement is hereby amended by deleting the text in Section 2.01(1)in its entirety and replacing such text with the following: (i) The payment of the Rental Payments or any portion thereof is not(under the terms of any Lease or any underlying arrangement)directly or indirectly(x) secured by any interest in property used or to be used in any activity carried on by any person other than a state #219845v12(Gov't Entity Master Lease) B-1-2