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EXHIBIT 10.110
EQUIPMENT SCHEDULE NO. 2
This Equipment Schedule dated and effective as of August 14, 2000, is attached
to and governed by the terms and provisions of the Master Lease Agreement Number
13050 dated November 18, 1999, (collectively, the "Lease") by and between
Technology Integration Financial Services, Inc. ("Lessor") and ATC Healthcare
Services, Inc. ("Lessee").
XXXXXX - ADDRESS FOR LEGAL NOTICES ADDRESS FOR INVOICING
-------- ------------------------- ---------------------
C/O Staff Builders, Inc. Attn: Xx Xxxx
ATTN: Xxxxx Xxxx, CFO 0000 Xxxxx Xxxxx Xx., Xxxxx 000
0000 Xxxxxx Xxxxxx, Xxxxx X-000 Xxxxxxx, XX 00000
Lake Success, New York 11042
All the terms used herein which are defined in the Lease shall have the same
meaning ascribed to them in the lease.
1. The Equipment leased hereunder is as outlined on the attached
"Schedule A".
A) EQUIPMENT LOCATION: VARIOUS, SEE ATTACHED SCHEDULE A.
B) LEASE TERMS:
INITIAL TERM: 2 YEARS (24 MONTHS)
EQUIPMENT COST: $113,274.16
RENTAL RATE: .04682 PER MONTH
RENTAL PAYMENT: $5,303.49 PER MONTH
(TOTAL RENTS ARE PAYABLE MONTHLY IN ADVANCE, PLUS APPLICABLE
TAXES)
2. The lease of the Equipment shall commence upon the Acceptance Date
as indicated on the related Certificate of Acceptance (the "Lease Commencement
Date") and shall continue until expiration of the number of payment periods, in
the Initial Term, specified above, after the Rental Commencement Date, which
shall be August 20, 2000. Lessee hereby authorizes Lessor to insert the Rental
Commencement Date on this Equipment Schedule. Rent in the amount specified
above, plus applicable taxes, shall be due on the Rental Commencement Date and
on the same day of each and every consecutive payment period thereafter for the
Initial Term. All Rent shall be due and payable to Lessor at such place as
Lessor shall designate in writing. Additionally, Lessee shall pay, as Rent,
daily interim rent on all Equipment subject to this Lease, due and payable in
advance, for the period from and including each Lease Commencement Date to and
including the day immediately preceding the Rental Commencement Date. The daily
rent will be calculated on a 360 day year;
3. Stipulated Loss Values are as set out on Exhibit I attached hereto
and incorporated herein;
4. Options. Notwithstanding anything contained in the Lease to the
contrary, so long as no default shall have occurred and be continuing and all
rental payments for the initial term have been paid, Lessee may, at Lessee's
option, (i) purchase the Equipment leased pursuant to this Equipment Schedule on
an "as is, where is" basis, without representation or warranty, express or
implied, at the end of the Initial
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Term at a price equal to the Fair Market Value thereof, plus applicable taxes,
or (ii) extend the term of the Initial Term with respect to the Equipment leased
pursuant to this Equipment Schedule for the Fair Market Rental, plus applicable
taxes, and for a period of time mutually agreeable to Lessor and Lessee. "Fair
Market Rental" shall be equal to the monthly rental which could be obtained in
an arms-length transaction between an informed and willing lessee and an
informed and willing lessor under no compulsion to lease. "Fair Market Value"
shall be equal to the value which would be obtained in an arms-length
transaction between an informed and willing buyer and an informed and willing
seller under no compulsion to sell, and in such determination, costs of removal
of the Equipment from its location of current use shall not be a deduction from
such value. If Lessee and Lessor cannot agree on the Fair Market Value thereof,
such value shall be determined by appraisal at the sole expense of Lessee.
Appraisal shall be a procedure whereby two recognized independent appraisers,
one chosen by Xxxxxx and one by Xxxxxx, shall mutually agree upon the amount in
question. If the appraisers are unable to agree upon the amount in question, a
third recognized independent appraisers' evaluation shall be binding and
conclusive on Lessee and Lessor. This purchase or extension option as applicable
shall only be available if Lessee gives Lessor ninety (90) days prior written
notice of Xxxxxx's irrevocable intent to exercise such option and Lessor and
Lessee shall have agreed to all terms and conditions of such purchase or
extension prior to the expiration date of the Initial Term.
IN WITNESS WHEREOF, the parties hereto have caused this Equipment
Schedule to be duly executed on the date set forth below by their authorized
representatives.
THIS EQUIPMENT SCHEDULE CANNOT BE CANCELED
LESSOR: LESSEE:
TECHNOLOGY INTEGRATION FINANCIAL SERVICES, INC. ATC Healthcare Services, Inc.
0000 XXXXXXXXXX XXXX 0000 XXXXX XXXXX XXXX, XXXXX 000
XXXXXX, XX 00000 XXXXXXX, XX 00000
606.586.4954
By: By: Xxxx Xxxx
---------------------------------------- PLEASE PRINT
PLEASE PRINT
Signature: Signature: /s/ Xxxx Xxxx
---------------------------------
Title: Title: Senior Vice President - CFO
-------------------------------------
Date: Date: September 1, 2000
--------------------
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EQUIPMENT SCHEDULE NO. 3
This Equipment Schedule dated and effective as of August 14, 2000, is attached
to and governed by the terms and provisions of the Master Lease Agreement Number
13050 dated November 18, 1999, (collectively, the "Lease") by and between
Technology Integration Financial Services, Inc. ("Lessor") and ATC Healthcare
Services, Inc. ("Lessee").
XXXXXX - ADDRESS FOR LEGAL NOTICES ADDRESS FOR INVOICING
-------- ------------------------- ---------------------
C/O Staff Builders, Inc. Attn: Xx Xxxx
ATTN: Xxxxx Xxxx, CFO 0000 Xxxxx Xxxxx Xx., Xxxxx 000
0000 Xxxxxx Xxxxxx, Xxxxx X-000 Xxxxxxx, XX 00000
Lake Success, New York 11042
All the terms used herein which are defined in the Lease shall have the same
meaning ascribed to them in the lease.
1. The Equipment leased hereunder is as outlined on the attached
"Schedule A".
B) EQUIPMENT LOCATION: VARIOUS, SEE ATTACHED SCHEDULE A.
B) LEASE TERMS:
INITIAL TERM: 2 YEARS (24 MONTHS)
EQUIPMENT COST: $265,794.00
RENTAL RATE: .04682 PER MONTH
RENTAL PAYMENT: $12,444.48 PER MONTH
(TOTAL RENTS ARE PAYABLE MONTHLY IN ADVANCE, PLUS APPLICABLE
TAXES)
2. The lease of the Equipment shall commence upon the Acceptance Date
as indicated on the related Certificate of Acceptance (the "Lease Commencement
Date") and shall continue until expiration of the number of payment periods, in
the Initial Term, specified above, after the Rental Commencement Date, which
shall be August 20, 2000. Lessee hereby authorizes Lessor to insert the Rental
Commencement Date on this Equipment Schedule. Rent in the amount specified
above, plus applicable taxes, shall be due on the Rental Commencement Date and
on the same day of each and every consecutive payment period thereafter for the
Initial Term. All Rent shall be due and payable to Lessor at such place as
Lessor shall designate in writing. Additionally, Lessee shall pay, as Rent,
daily interim rent on all Equipment subject to this Lease, due and payable in
advance, for the period from and including each Lease Commencement Date to and
including the day immediately preceding the Rental Commencement Date. The daily
rent will be calculated on a 360 day year;
5. Stipulated Loss Values are as set out on Exhibit I attached hereto
and incorporated herein;
6. Options. Notwithstanding anything contained in the Lease to the
contrary, so long as no default shall have occurred and be continuing and all
rental payments for the initial term have been paid within the ten day grace
period, Lessee may, at Lessee's option, (i) purchase the Equipment leased
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pursuant to this Equipment Schedule on an "as is, where is" basis, without
representation or warranty, express or implied, at the end of the Initial Term
at a price equal to the Fair Market Value thereof not to exceed 10% of the
"Equipment Cost" as stated herein, plus applicable taxes, or (ii) extend the
term of the Initial Term with respect to the Equipment leased pursuant to this
Equipment Schedule for the Fair Market Rental, plus applicable taxes, and for a
period of time mutually agreeable to Lessor and Xxxxxx. "Fair Market Rental"
shall be equal to the monthly rental which could be obtained in an arms-length
transaction between an informed and willing lessee and an informed and willing
lessor under no compulsion to lease. "Fair Market Value" shall be equal to the
value which would be obtained in an arms-length transaction between an informed
and willing buyer and an informed and willing seller under no compulsion to
sell, and in such determination, costs of removal of the Equipment from its
location of current use shall not be a deduction from such value. If Lessee and
Lessor cannot agree on the Fair Market Value thereof, such value shall be
determined by appraisal at the sole expense of Lessee. Appraisal shall be a
procedure whereby two recognized independent appraisers, one chosen by Xxxxxx
and one by Xxxxxx, shall mutually agree upon the amount in question. If the
appraisers are unable to agree upon the amount in question, a third recognized
independent appraisers' evaluation shall be binding and conclusive on Lessee and
Lessor. This purchase or extension option as applicable shall only be available
if Lessee gives Lessor ninety (90) days prior written notice of Xxxxxx's
irrevocable intent to exercise such option and Lessor and Lessee shall have
agreed to all terms and conditions of such purchase or extension prior to the
expiration date of the Initial Term.
IN WITNESS WHEREOF, the parties hereto have caused this Equipment
Schedule to be duly executed on the date set forth below by their authorized
representatives.
THIS EQUIPMENT SCHEDULE CANNOT BE CANCELED
LESSOR: LESSEE:
TECHNOLOGY INTEGRATION FINANCIAL SERVICES, INC. ATC Healthcare Services, Inc.
0000 XXXXXXXXXX XXXX 0000 XXXXX XXXXX XXXX, XXXXX 000
XXXXXX, XX 00000 XXXXXXX, XX 00000
606.586.4954
By: By: Xxxx Xxxx
------------------------------------ PLEASE PRINT
PLEASE PRINT
Signature: Signature: /s/ Xxxx Xxxx
-----------------------------
Title: Title: Senior Vice President - CFO
---------------------------------
Date: Date: September 1, 2000
-------------------
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CERTIFICATE OF ACCEPTANCE
EQUIPMENT SCHEDULE NO. 2
PO # 13050-2
In compliance with the terms, conditions and provisions of the Master
Lease Agreement Number 13050 dated November 18, 1999, ("Lease") by and between
the undersigned ATC Healthcare Services, Inc. ("Lessee") and Technology
Integration Financial Services, Inc. ("Lessor"), Lessee hereby:
(a) certifies and warrants that all Equipment described in the
above-referenced Equipment Schedule (the "Equipment") is
delivered, inspected and fully installed, and operational as
of the Acceptance Date as indicated below;
(b) equipment total is $ 113,274.16;
(c) accepts all of the Equipment for all purposes under the Lease
and all attendant documents as of the dates of invoices on the
attached list; ("Acceptance Dates");
(d) restates and reaffirms, as of such Acceptance Dates, each of
the representations, warranties and covenants heretofore given
to Lessor in the Lease.
(e) accepts interim rent through 8/19/00, totaling $5,097.34 plus
tax
Lessee: ATC HEALTHCARE SERVICES, INC.
By: Xxxx Xxxx
PLEASE PRINT
Signature: /s/ Xxxx Xxxx
Title: Senior Vice President - CFO
(Version 1/99)
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CERTIFICATE OF ACCEPTANCE
EQUIPMENT SCHEDULE NO. 3
PO # 13050-3
In compliance with the terms, conditions and provisions of the Master
Lease Agreement Number 13050 dated November 18, 1999, ("Lease") by and between
the undersigned ATC Healthcare Services, Inc. ("Lessee") and Technology
Integration Financial Services, Inc. ("Lessor"), Lessee hereby:
(a) certifies and warrants that all Equipment described in the
above-referenced Equipment Schedule (the "Equipment") is
delivered, inspected and fully installed, and operational as
of the Acceptance Date as indicated below;
(c) equipment total is $ 265,794.00;
(c) accepts all of the Equipment for all purposes under the Lease
and all attendant documents as of the dates of invoices on the
attached list; ("Acceptance Dates");
(d) restates and reaffirms, as of such Acceptance Dates, each of
the representations, warranties and covenants heretofore given
to Lessor in the Lease.
(e) accepts interim rent through 8/19/00, totaling $11,960.73 plus
tax
Lessee: ATC HEALTHCARE SERVICES, INC.
By: Xxxx Xxxx
PLEASE PRINT
Signature: /s/ Xxxx Xxxx
Title: Senior Vice President - CFO
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"EXHIBIT 1"
STIPULATED LOSS OF VALUE SCHEDULE FOR 24 MONTHS
The Stipulated Loss Value for the Equipment (or any item thereof) shall be
determined by multiplying Invoice Cost (as set forth in the Equipment Schedule)
by the percentage amount shown below which corresponds with the month (s) during
the Initial Term in which the termination is to be made:
MONTH OF PERCENTAGE MONTH OF PERCENTAGE
INITIAL TERM AMOUNT INITIAL TERM AMOUNT
------------ ---------- ------------ ----------
1 125.00 13 75.92
2 120.91 14 71.83
3 116.82 15 69.11
4 112.73 16 66.74
5 108.64 17 63.65
6 104.55 18 59.56
7 100.46 19 55.47
8 96.37 20 51.38
9 92.28 21 47.29
10 88.19 22 43.20
11 84.10 23 39.11
12 80.01 24 35.00
Upon expiration of the Renewal Term, and until the Equipment is delivered to
Lessor, the Stipulated Loss Value of any item of Equipment shall be 35.00% of
the Invoice Cost.
Lessee (initial) ________
Lessor (initial) ________
