Common use of USE AND MAINTENANCE Clause in Contracts

USE AND MAINTENANCE. (a) Lessee shall: (1) use the Equipment solely in the Continental United States and in the conduct of its business, consistent with Lessee's past practice, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (i) in accordance and consistent with (A) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practice, (B) the requirements of all applicable insurance policies, (C) all applicable laws, and (D) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and tear; (3) not change the location of any Equipment as specified in the Equipment Schedule without prior written notice to Lessor; (4) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others and have a value, utility and remaining useful life at least equal to the parts replaced. Title to all replacement parts and permanent improvements, or attachments to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by any other person, and such parts, improvements and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased hereunder, if such parts are essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hours; provided, however, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required.

USE AND MAINTENANCE. Except as may be otherwise specified on any Schedule, (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) manufacturer’s recommendations, (iv) the original purchase agreement under which such Equipment was acquired, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, as and if applicable, (v) all applicable laws, and (Dvi) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in into any property except for other item of equipment Equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Title to all replacement parts and permanent improvements, Any modification or attachments addition to the Equipment which cannot that is required by this Lease shall be removed without damaging made by Lessee. An interest in all such parts, modifications and additions to the Equipment, Equipment immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor and/or its designated representatives immediate access to the premises where the Equipment is located for the purpose of inspecting and appraising such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, howeverat Lessee’s sole cost and expense. If any discrepancies are found as they pertain to the general condition of the Equipment, if Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a default or Default shall have occurred and then be continuing, no notice of any re-inspection by Lessor shall be requiredLessor’s appointed representative, including travel costs.

USE AND MAINTENANCE. (a) Lessee shall: shall (1i) use the Equipment solely in the Continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and shall proper manner and not permanently discontinue use of the Equipment; (2ii) operate, maintain, service inspect, service, repair, overhaul and repair test the Equipment, and maintain all records records, logs and other materials relating thereto, (i) in accordance and consistent with (A1) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments amendments, supplements, renewals or replacements thereof, consistent with Lessee's past practiceissued by the manufacturer or service provider, (B2) the requirements of all applicable insurance policies, (C3) the Purchase Documents, so as to preserve all applicable lawsof Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (4) Applicable Laws, and (D5) consistent with the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and tear; (3iii) not change the location of any Equipment as specified in the Equipment Schedule without the prior written notice to consent of Lessor; (4iv) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5v) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor or its designee followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor, and (vi) cause the Equipment to be kept and maintained in good operating condition and in the same condition as when delivered to Lessee hereunder, except for ordinary wear and tear resulting despite Lessee's full compliance with the terms hereof. With respect to Lessee's agreement in subclause (bii) Within a reasonable timeabove to maintain, inspect, service, repair, overhaul and test each item of Equipment in accordance with sub-subclauses (1), (3) and (5), Lessee will replace any parts shall undertake and be responsible for the foregoing in exchange for a credit to Lessee's rental obligations the amount of which has been calculated and agreed to by both Lessee and Lessor as fair and complete consideration for such undertaking and responsibility as it may now and hereafter exist (including the payment of all charges, fees, costs and expenses relating thereto), and accounted for in the amount of Basic Rent Lessee has agreed to pay for such item of Equipment by its execution and delivery of the Equipment which become worn outSchedule relating thereto. In furtherance of the foregoing, lost, destroyed, damaged beyond repair Lessee acknowledges and agrees that (A) the credit provided for in the preceding sentence shall fully discharge Lessor for all purposes from performing or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear complying with any of all liens, encumbrances or rights of others and have a value, utility and remaining useful life at least equal the obligations specified in such sentence (to the parts replaced. Title extent Lessor would be deemed to have had any responsibility therefor), and (B) it shall also undertake, be responsible for and otherwise fully perform and comply with all replacement parts of the obligations provided for herein that are not specified in the preceding sentence, and permanent improvementsthat it shall not be entitled to any credit or other compensation with respect thereto, nor shall Lessor have any responsibility to Lessee or any other person with respect to the performance or non-performance of, or attachments to the Equipment which cannot be removed without damaging the Equipmentcompliance or non-compliance with, immediately shall vest in Lessorany of such obligations, without cost or expense to Lessor or any further action other obligations not expressly assumed by any other person, and such parts, improvements and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased it hereunder, if such parts are essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hours; provided, however, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's ’s recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee’s full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight (48) hours' ’ notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor’s appointed representative, if corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's ’s recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the diminishes its use or value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor’s appointed representative, if corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: (1) use the Equipment solely in the Continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (i) in accordance and consistent with (A) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (B) the requirements of all applicable insurance policies, (C) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (D) all applicable laws, and (DE) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; and (iii) shall not discriminate against the Equipment with respect to scheduling of maintenance, parts or service; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others and have a value, utility and remaining useful life at least equal to the parts replaced. Title to all replacement parts and permanent improvements, Any modification or attachments addition to the Equipment which cannot is required by law shall be removed without damaging made by Lessee, at its expense. Title to all parts, improvements and additions to the Equipment, Equipment immediately shall vest in Lessor, without cost or expense to Lessor or any further action by any other person, and such parts, improvements and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased hereunder, if such parts are required by law or are otherwise essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations to the Equipment without the prior written notice to consent of Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor's appointed representative, if corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its it business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the applicable Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by any Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned by or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipmentproperty; and (5) cause each principal item of the Equipment not allow any Hazardous Material (as hereafter defined) to be continually markedused, in a plain and distinct mannergenerated, with released, stored, disposed of or transported in, on or around the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by LessorEquipment. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, or damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight at least five (485) hours' noticebusiness days’ notice (and no more than twice per year so long as no Event of Default has occurred and is continuing), Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided. If any material discrepancies are found as they pertain to the general condition of the Equipment, howeverLessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days (as may be extended by Lessor in its reasonable discretion) to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of re-inspection by Lessor's appointed representative, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: (1) use the Equipment solely in the Continental United States and in the conduct of its business, consistent with Lessee's past practice, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (i) in accordance and consistent with (A) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practice, (B) the requirements of all applicable insurance policies, (C) all applicable laws, and (D) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and tear; and (iii) shall not discriminate against the Equipment with respect to scheduling of maintenance, parts or service; (3) not change the location of any Equipment as specified in the Equipment Schedule without prior written notice to Lessor; (4) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on small labels furnished by Lessor. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others and have a value, utility and remaining useful life at least equal to the parts replaced. Any modification or addition to the Equipment which is required by law shall be made by Lessee, at its expense, and title thereto immediately shall vest in Lessor, without cost or expense to Lessor or any further action by any other person. Title to all replacement parts and permanent improvements, or attachments to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by any other person, and such parts, improvements and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased hereunder, if such parts are required by law or are otherwise essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hours; provided, however, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required.

USE AND MAINTENANCE. (a) Lessee shall: (1) use the Equipment solely in the Continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (i) in accordance and consistent with (A) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (B) the requirements of all applicable insurance policies, (C) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (D) all applicable laws, and (DE) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) not change the location of any Equipment (or the location of the principal garage of any Equipment to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without the prior written notice to consent of Lessor; (4) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others and have a value, utility and remaining useful life at least equal to the parts replaced. Title to all replacement parts and permanent improvements, Any modification or attachments addition to the Equipment which cannot is required by law shall be removed without damaging made by Lessee, at its expense. Title to all parts, improvements and additions to the Equipment, equipment immediately shall vest in Lessor, without cost or expense to Lessor Lesser or any further action by any other person, and such parts, improvements and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as is if originally leased hereunder, if such parts are required by law or are otherwise essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations to the Equipment without the prior written notice to consent of Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hoursours' notice, Lessee shall afford Lessor access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hours; provided, however, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall hall be required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's ’s recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee’s full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Title to all replacement parts and permanent improvements, Any modification or attachments addition to the Equipment which cannot that is required by this Lease shall be removed without damaging made by Lessee. A first priority security interest to all such parts, modifications and additions to the Equipment, Equipment immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight (48) hours' ’ notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor’s appointed representative, if corrective measures were required.

USE AND MAINTENANCE. Except as may be otherwise specified on any Schedule, (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) manufacturer’s recommendations, (iv) the original purchase agreement under which such Equipment was acquired, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, as and if applicable, (v) all applicable laws, and (Dvi) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Xxxxxx’s full compliance with the terms hereof; (3) provide written notice to Lessor not less than [*****] days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in into any property except for other item of equipment Equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Title to all replacement parts and permanent improvements, Any modification or attachments addition to the Equipment which cannot that is required by this Lease shall be removed without damaging made by Lessee. An interest in all such parts, modifications and additions to the Equipment, Equipment immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight (48) hours' noticeOnce per calendar year provided no Default has occurred and thereafter upon request, Lessee shall afford Lessor and/or its designated representatives immediate access to the premises where the Equipment is located for the purpose of inspecting and appraising such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, howeverat Lessee’s sole cost and expense. If any discrepancies are found as they pertain to the general condition of the Equipment, if Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have [*****] days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a default or Default shall have occurred and then be continuing, no notice of any re-inspection by Lessor Xxxxxx’s appointed representative, including travel costs. Notwithstanding anything to the contrary contained herein, Xxxxxx’s access to the premises where the Equipment is located, for any reason, shall be requiredconducted, to the extent reasonably possible, with minimal disruption to the Lessee’s ongoing business. Certain confidential portions of this Exhibit were omitted by means of marking such portions with brackets (“[*****]”) because the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed.

USE AND MAINTENANCE. (a) Lessee shall: (1) use the Equipment solely in the Continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (i) in all material respects in accordance and consistent with (A) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (B) the requirements of all applicable insurance policies, (C) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (D) all applicable laws, and (DE) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; and (iii) shall not discriminate against the Equipment with respect to scheduling of maintenance, parts or service; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others (other than Permitted Liens) and have a value, utility and remaining useful life at least equal to the parts replaced. Title to all replacement parts and permanent improvements, Any modification or attachments addition to the Equipment which cannot is required by applicable law shall be removed without damaging made by Lessee, at its expense. Title to all parts, improvements and additions to the Equipment, Equipment immediately shall vest in Lessor, without cost or expense to Lessor or any further action by any other person, and such parts, improvements and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased hereunder, if such parts are required by law or are otherwise essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations to the Equipment without the prior written notice to consent of Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hourshours and at Lessor's expense, and so long as such access does not unreasonably interfere with Lessee's business operations; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required and any such inspection shall be at Lessee's expense. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days (or such longer period as may be reasonably necessary if rectification of such discrepancies cannot reasonably be accomplished within such 30-day period and Lessee is attempting to rectify the discrepancies diligently and in good faith) to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor's appointed representative, if corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its it business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the applicable Supplier's ’s recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by any Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned by or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee’s full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipmentproperty; and (5) cause each principal item of the Equipment not allow any Hazardous Material (as hereafter defined) to be continually markedused, in a plain and distinct mannergenerated, with released, stored, disposed of or transported in, on or around the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by LessorEquipment. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, or damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight at least five (485) hours' noticebusiness days’ notice (and no more than twice per year so long as no Event of Default has occurred and is continuing), Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided. If any material discrepancies are found as they pertain to the general condition of the Equipment, howeverLessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days (as may be extended by Lessor in its reasonable discretion) to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of re-inspection by Lessor’s appointed representative, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States (provided, however, that without limiting Lessee’s indemnification obligations pursuant to Section 14(b) hereof, Lessee may use the Equipment on an occasional basis in Mexico and/or Canada so long as such use does not cause the Equipment to be deemed to constitute tangible property “used predominantly outside the United States”, within the meaning of the Internal Revenue Code of 1986, as now or hereafter amended (the “Code”)) and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's ’s recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee’s full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight (48) hours' ’ notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor’s appointed representative, if corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its it business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned by or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to Lessorschedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, or damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased hereunder, if such parts are essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hours; provided, however, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required.for

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its it business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned by or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to Lessorschedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, or damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of inspection by Lessor's appointed representative.

USE AND MAINTENANCE. (a) Lessee shall: shall (1i) use the Equipment solely in the Continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and shall proper manner and not permanently discontinue use of the Equipment; (2ii) operate, maintain, service inspect, service, repair, overhaul and repair test the Equipment, and maintain all records records, logs and other materials relating thereto, (i) in accordance and consistent with (A1) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments amendments, supplements, renewals or replacements thereof, consistent with Lessee's past practiceissued by the manufacturer or service provider, (B2) the requirements of all applicable insurance policies, (C3) the Purchase Documents, so as to preserve all applicable lawsof Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (4) Applicable Laws, and (D5) consistent with the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and tear; (3iii) not change the location of any Equipment as specified in the Equipment Schedule without the prior written notice to consent of Lessor; (4iv) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5v) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed or its designee following by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor; and (vi) cause the Equipment to be kept and maintained in good operating condition and in the same condition as when delivered to Lessee hereunder, except for ordinary wear and tear resulting despite Lessee's" full compliance with the terms hereof. With respect to Lessee's agreement in subclause (ii) above to maintain, inspect, service, repair, overhaul and test each item of Equipment in accordance with sub-subclauses (1,), (3) and (5), Lessee shall undertake and be responsible for the foregoing in exchange for a credit to Lessee's rental obligations the amount of which has been calculated and agreed to by both Lessee and Lessor as fair and complete consideration for such undertaking and responsibility as it may now and hereafter exist (including the payment of all charges, fees, costs and expenses relating thereto), and accounted for in the amount of Basic Rent Lessee has agreed to pay for such item of Equipment by its execution and delivery of the Equipment Schedule relating thereto. In furtherance of the foregoing, Lessee acknowledges and agrees that (A) the credit provided for in the preceding sentence shall fully discharge Lessor for all purposes from performing or complying with any of the obligations specified in such sentence (to the extent Lessor would be deemed to have had any responsibility therefor), and (B) it shall also undertake, be responsible for and otherwise fully perform and comply with all of the obligations provided for herein that are not specified in the preceding sentence, and that it shall not be entitled to any credit or other compensation with respect thereto, nor shall Lessor have any responsibility to Lessee or any other person with respect to the performance or non- performance of, or compliance or non-compliance with, any of such obligations, or any other obligations not expressly assumed by it hereunder. (b) Within a reasonable time, Lessee will replace If any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned Lessee, at its own expense, will within a reasonable time replace such parts with replacement parts which that are free and clear of all liens, encumbrances or rights of others Liens and have a value, value and utility and remaining useful life at least equal to the value, condition and utility that such replaced parts replacedwould have had if maintained in the condition and repair required by the terms hereof. Title In the event that any Applicable Law requires alteration or modification to all replacement parts the Equipment, Lessee will conform thereto or obtain conformance therewith, and permanent improvementsshall otherwise cause the altered or modified Equipment to comply with the provisions hereof. With respect to parts, additions or attachments improvements which are added to the Equipment that are essential to the operation of the Equipment, are necessary to cause it to be in compliance with the provisions of this Lease or which cannot be removed detached from the Equipment without damaging materially interfering with the operation of the equipment or adversely affecting the value, condition and utility which the Equipment would have had without the addition thereof, title thereto shall immediately vest in Lessor to the same extent and with the same priority as Lessor holds in the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor Lessor, or any further action by any other person, and such parts, improvements improvement and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased hereunder. Lessor agrees that upon Lessee's replacing a part in full compliance with the provisions of this subsection (b), if such parts are essential all of Lessor's right, title and interest in and to any part so replaced shall without further action vest in Lessee "AS IS, WHERE IS," and otherwise subject to the operation provisions of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofSection 7 hereof. Lessee shall not make any material alterations to the Equipment without the prior written notice to consent of Lessor, provided that such material alterations do which consent shall not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofbe unreasonably withheld. (c) Upon the twenty-four (24) hours' written or telephonic request of Lessor, Lessee shall provide to Lessor any information reasonably requested by Lessor pertaining to the Equipment or Lessee, including, the location and condition of the Equipment. Upon reasonable advance notice (which the parties agree shall be no less than forty-eight (48) hours' notice, written or telephonic request) Lessee shall afford Lessor access to the Lessee's premises where the Equipment is located for the purpose of inspecting such Equipment and Equipment, all applicable maintenance and other records, Permits, licenses and any notices or other records directives from any manufacturer, vendor, service provider or Governmental Authority, at any reasonable time during normal business hours; provided, however, if a Default or default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. In the event Lessee fails or is unable to perform any of its obligations hereunder, Lessor shall have the right, but not the obligation, to perform the same, and Lessee shall forthwith reimburse Lessor on an after-tax basis, as Supplemental Rent, for all costs and expenses incurred by Lessor in performing the same. Lessor shall not have any duty to make or cause to be made any inspection, repair, restoration, replacement, renewal, addition or improvement of any nature of description with respect to the Equipment, or the related property or to incur any cost or expense in connection with any Lease Document and Lessor shall not incur any liability or obligation to any person by reason of Lessor's doing, causing to be done or failing to do any of the foregoing, in its discretion.

USE AND MAINTENANCE. (a) Lessee shall: (1) use the Equipment solely in the Continental United States and Canada (provided, however, that use of any item of the Equipment outside the Continental United States shall not exceed fifty (50) percent of the total use of such item of the Equipment during any calendar year), and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (i) in accordance and consistent substantial compliance with (A) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (B) the requirements of all applicable insurance policies, (C) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (D) all material applicable laws, and (DE) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by itit (provided that such maintenance program shall be subject to review by Lessor and must be reasonably satisfactory to Lessor); and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) not notify Lessor within thirty (30) days after the change of the location of the principal garage of any Equipment as specified in the Schedule and promptly notify Lessor in writing if any unit of Equipment Schedule without prior written notice fails to Lessorreturn to the specified location of the principal garage of such unit for a period of ninety (90) consecutive days; (4) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor; (6) promptly notify Lessor of any malfunction of the hubodometer or odometer of any unit of Equipment; and (7) allow only qualified, properly licensed personnel selected, employed and/or controlled by Lessee to operate the Equipment. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others and have a value, utility and remaining useful life at least equal to the parts replaced. Title to all replacement parts and permanent improvements, Any modification or attachments addition to the Equipment which cannot is required by law shall be removed without damaging made by Lessee, at its expense. Title to all parts, improvements and additions to the Equipment, Equipment immediately shall vest in Lessor, without cost or expense to Lessor or any further action by any other person, and such parts, improvements and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased hereunder, if such parts are required by law or are otherwise essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations (other than repairs) to the Equipment without the prior written notice to consent of Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight two (482) hours' business days= notice, Lessee shall afford Lessor access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hours; provided, however, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's ’s recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee’s full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Title to all replacement parts and permanent improvements, Any modification or attachments addition to the Equipment which cannot that is required by this Lease shall be removed without damaging made by Lessee. An interest in all such parts, modifications and additions to the Equipment, Equipment immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight at least three (483) hours' business days’ notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor’s appointed representative, if corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor's appointed representative, if corrective measures were required.

USE AND MAINTENANCE. Except as may be otherwise specified on any Schedule, (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the original purchase agreement under which such Equipment was acquired, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, as and if applicable, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in into any property except for other item of equipment Equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Title to all replacement parts and permanent improvements, Any modification or attachments addition to the Equipment which cannot that is required by this Lease shall be removed without damaging made by Lessee. An interest in all such parts, modifications and additions to the Equipment, Equipment immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor and/or its designated representatives immediate access to the premises where the Equipment is located for the purpose of inspecting and appraising such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided. If any discrepancies are found as they pertain to the general condition of the Equipment, howeverLessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor’s appointed representative, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and Canada (so long as at least 51% of the annual aggregate usage of each item of Equipment occurs within the continental United Sates) and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessorproperty. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofEquipment. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor's appointed representative, if corrective measures were required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner (and shall not permanently discontinue use of the Equipment); (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (i) in accordance and consistent with (A) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (B) the requirements of all applicable insurance policies, (C) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (D) all applicable laws, and (DE) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) not change remove from the location of Lessee's facilities any Equipment as specified in the Equipment Schedule without the prior written notice to consent of Lessor; (4) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words word "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others and have a value, utility and remaining useful life at least equal to the parts replaced. Title to all replacement parts All such parts, improvements and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessorbecome subject to the security interest held by Lessor hereunder, without cost or expense to Lessor or any further action by any other person, and such parts, improvements and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased hereunder. Except to the extent the same are replaced in accordance with this Section 7(b), Lessee shall not detach or otherwise remove any parts originally or from time to time attached to the Equipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision hereof or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations to the Equipment without the prior written notice to consent of Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hours; provided, however, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required.. EKG:179726.1:3/24/98: 7:54 AM EQUIPMENT LEASE AGREEMENT SYNTHETIC LEASE (08/00)

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner (and shall not permanently discontinue use of the Equipment); (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (i) in accordance and consistent with (A) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (B) the requirements of all applicable insurance policies, (C) the Supply Contract, so as to preserve all of Lessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (D) all applicable laws, and (DE) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (ii) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee's full compliance with the terms hereof; (3) not change the location of any Equipment as specified in the Equipment Schedule without the prior written notice to consent of Lessor; (4) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually marked, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor. (b) Within Lessee, within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others and have a value, utility and remaining useful life at least equal to the parts replaced. Title to all replacement parts parts, improvements and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by any other person, and such parts, improvements and additions shall be deemed incorporated in the Equipment and subject to the terms of this Lease as if originally leased hereunder. Except to the extent the same are replaced in accordance with this Section 7(b), Lessee shall not detach or otherwise remove any parts originally or from time to time attached to the Equipment, if such parts are essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall not make any material alterations to the Equipment without the prior written notice to consent of Lessor, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereofto be unreasonably withheld. (c) Upon forty-eight (48) hours' notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records at any reasonable time during normal business hours; provided, however, if a default or Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required.

USE AND MAINTENANCE. (a) Lessee shall: shall (1) use the Equipment solely in the Continental continental United States and in the conduct of its business, consistent with Lessee's past practicefor the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (iA) in accordance and consistent with (Ai) the Supplier's ’s recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, consistent with Lessee's past practiceissued by the Supplier or service provider, (Bii) the requirements of all applicable insurance policies, (Ciii) the Supply Contract, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (iv) all applicable laws, and (Dv) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (iiB) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and teartear resulting despite Lessee’s full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the location of any Equipment (or the location of the principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule without prior written notice to LessorSchedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment; and (5) cause each principal item of the Equipment to be continually markedproperty, in a plain and distinct manner, with the name of Lessor followed by the words "Owner and Lessor," or other appropriate words designated by Lessor on labels furnished by Lessor. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by new or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others Liens and have a value, utility and remaining useful life at least equal to the parts replacedreplaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be made by Lessee. Title to all replacement parts such parts, modifications and permanent improvements, or attachments additions to the Equipment which cannot be removed without damaging the Equipment, immediately shall vest in Lessor, without cost or expense to Lessor or any further action by Lessor or any other person, and such parts, improvements and additions they shall be deemed incorporated in the Equipment and subject for all purposes of the related Schedule. Unless replaced in accordance with this Section, Lessee shall not remove any parts originally or from time to time attached to the terms of this Lease as if originally leased hereunderEquipment, if such parts are essential to the operation of the Equipment Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereofof such parts. Except as permitted in this Section, Lessee shall not make any material alterations to the Equipment without prior written notice to LessorEquipment, provided that such material alterations do not adversely affect the value, utility and remaining useful life which the Equipment would have had without the addition thereof. (c) Upon forty-eight (48) hours' ’ notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any reasonable time during normal business hours; provided, however, if a default Default or Event of Default shall have occurred and then be continuing, no notice of any inspection by Lessor shall be required. If any discrepancies are found as they pertain to the general condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have thirty (30) days to rectify these discrepancies at its sole expense. Lessee shall pay all expenses of a re-inspection by Lessor’s appointed representative, if corrective measures were required.