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EXHIBIT 10.85
This Consent To Assignment Of Equipment Lease Agreement
("Consent") is entered into as of this 12th day of January, 1999,
by and between Xxxxxxx Xxxxxxxx and Xxxxx Xxxxxxxx (the
"Lessors") and TPSS Acquisition Corporation (the "Assignee").
RECITALS
WHEREAS, the Lessors are the lessors under that certain
Equipment Lease Agreement dated as of June 1, 1998 with Toledo
Pickling and Steel Sales, Inc. ("Toledo Pickling") as the lessee
for a Xxxx-Xxxx .50 inch maximum level line with serial number
43315 (the "Lease");
WHEREAS, Toledo Pickling is selling certain of its assets to
Assignee and in connection therewith desires to assign its rights
and obligations under the Lease to Assignee;
WHEREAS, in connection with the assignment of the Lease, the
Assignee requires that this Consent be executed by the Lessors;
and
WHEREAS, the Lessors desire to have the Assignee as the
obligor on the Lease.
NOW, THEREFORE, in consideration of the premises and other
good and valuable consideration, the receipt and adequacy of
which is hereby acknowledged, the parties hereto agree as
follows:
Section 1. The Lessors consent to the assignment by Toledo
Pickling of the Lease to the Assignee and, subject to Section 3
hereof, Lessor and Assignee agree that the Assignee shall have
all rights and obligations of the Lessee under the Lease.
Section 2. The Assignee agrees to assume, discharge and
perform all obligations of the Lessee under the Lease.
Section 3. Notwithstanding the provisions of Section 9 of
the Lease, the Assignee shall not be responsible for any portion
of any federal, state or local sales, use, excise, personal
property or other taxes or governmental assessments, fees or
charges imposed on or in connection with the Equipment (as that
term is defined in the Lease) or on the lease, use, ownership or
possession thereof pursuant to the Lease, which relates to any
period prior to the date of this Consent.
Section 4. The Lessors represent that the Lease is not in
default and is in full force and effect in accordance with its
terms as of the date hereof.
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Section 5. Except as modified by this Consent, the Lease
shall remain in full force and effect in accordance with its
terms.
IN WITNESS WHEREOF, the parties have caused this Consent to
be executed on their behalf as of the date first above written
/s/ Xxxxxxx Xxxxxxxx
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Xxxxxxx Xxxxxxxx
/s/ Xxxxx Xxxxxxxx
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Xxxxx Xxxxxxxx
TPSS Acquisition Corporation
By: /s/ Xxxxxxx X. Xxxxxx
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Name: Xxxxxxx X. Xxxxxx
Title: President
TPSS Acquisition Corporation
By: /s/ Xxxxxxx X. Xxxxxx
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