Contract 2022-135ADocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
FLEET MANAGEMENT
MASTER WALKAWAY LEASE AGREEMENT 2022-135
This Master Walkaway Lease Agreement is entered into this10th day of October , 20 2 , by and between Enterprise FM Trust, a Delaware
statutory trust ("Lessor"), and the lessee whose name and address is set forth on the signature page below ("Lessee").
1. LEASE OF VEHICLES: Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the vehicles (individually, a "Vehicle" and collectively, the "Vehicles")
described in the schedules from time to time delivered by Lessor to Lessee as set forth below ("Schedule(s)") for the rentals and on the terms and conditions set forth
in this Agreement and in the applicable Schedule. References to this "Agreement" shall include this Master Walkaway Lease Agreement and the various Schedules
and addenda to this Master Walkaway Lease Agreement, each of which are incorporated herein as part of a single unitary Agreement. Lessor will, on or about the
date of delivery of each Vehicle to Lessee, send Lessee a Schedule covering the Vehicle, which will include, among other things, a description of the Vehicle, the
lease term and the monthly rental and other payments due with respect to the Vehicle. The terms contained in each such Schedule will be binding on Lessee unless
Lessee objects in writing to such Schedule within ten (10) days after the date of delivery of the Vehicle covered by such Schedule. Lessor is the sole legal owner
of each Vehicle. This Agreement is a lease only and Lessee will have no right, title or interest in or to the Vehicles except for the use of the Vehicles as described in
this Agreement. This Agreement shall be treated as a true lease for federal and applicable state income tax purposes with Lessor having all benefits of ownership of
the Vehicles. It is understood and agreed that Enterprise Fleet Management, Inc. or an affiliate thereof (together with any subservicer, agent, successor or assign as
servicer on behalf of Lessor, "Servicer") may administer this Agreement on behalf of Lessor and may perform the service functions herein provided to be performed
by Lessor.
2. TERM: The term of this Agreement ("Term") for each Vehicle begins on the date such Vehicle is delivered to Lessee (the "Delivery Date") and, unless terminated
earlier in accordance with the terms of this Agreement, continues for the "Lease Term" as described in the applicable Schedule.
3. RENT AND OTHER CHARGES:
(a) Lessee agrees to pay Lessor monthly rental and other payments according to the Schedules and this Agreement. The monthly payments will be in the amount
listed as the "Total Monthly Rental Including Additional Services" on the applicable Schedule (with any portion of such amount identified as a charge for maintenance
services under Section 4 of the applicable Schedule being payable to Lessor as agent for Enterprise Fleet Management, Inc.) and will be due and payable in advance
on the first day of each month. If a Vehicle is delivered to Lessee on any day other than the first day of a month, monthly rental payments will begin on the first
day of the next month. In addition to the monthly rental payments, Lessee agrees to pay Lessor a pro -rated rental charge for the number of days that the Delivery
Date precedes the first monthly rental payment date. Lessee agrees to pay Lessor the "Total Initial Charges" set forth in each Schedule on the due date of the first
monthly rental payment under such Schedule. Lessee agrees to pay Lessor the "Service Charge Due at Lease Termination" set forth in each Schedule at the end of
the applicable Term (whether by reason of expiration, early termination or otherwise).
(b) The monthly rental rate allows the number of miles per month as set forth in the applicable Schedule. Lessee agrees to pay Lessor at the end of the applicable
Term (whether by reason of expiration, early termination or otherwise) an excess mileage charge for any miles in excess of this average amount per month at the rate
set forth in the applicable Schedule.
(c) Any security deposit of Lessee will be returned to Lessee at the end of the applicable Term, except that the deposit will first be applied to and recouped against
any losses and/or damages suffered by Lessor as a result of Lessee's breach of or default under this Agreement and/or to any other amounts then owed by Lessee
to Lessor.
(d) Any rental payment or other amount owed by Lessee to Lessor which is not paid within twenty (20) days after its due date will accrue interest, payable on
demand of Lessor, from the date due until paid in full at a rate per annum equal to the lesser of (i) Eighteen Percent (18%) per annum or (ii) the highest rate permitted
by applicable law (the "Default Rate").
(e) If Lessee fails to pay any amount due under this Agreement or to comply with any of the covenants contained in this Agreement, Lessor, Servicer or any other
agent of Lessor may, at its option, pay such amounts or perform such covenants and all sums paid or incurred by Lessor in connection therewith will be repayable
by Lessee to Lessor upon demand together with interest thereon at the Default Rate.
(f) Lessee's obligations to make all payments of rent and other amounts under this Agreement are absolute and unconditional and such payments shall be made
in immediately available funds without setoff, counterclaim or deduction of any kind. Lessee acknowledges and agrees that neither any Casualty Occurrence to any
Vehicle nor any defect, unfitness or lack of governmental approval in, of, or with respect to, any Vehicle regardless of the cause or consequence nor any breach by
Enterprise Fleet Management, Inc. of any maintenance agreement between Enterprise Fleet Management, Inc. and Lessee covering any Vehicle regardless of the cause
or consequence will relieve Lessee from the performance of any of its obligations under this Agreement, including, without limitation, the payment of rent and other
amounts under this Agreement.
4. USE AND SURRENDER OF VEHICLES: Lessee agrees to allow only duly authorized, licensed and insured drivers to use and operate the Vehicles. Lessee agrees to
comply with, and cause its drivers to comply with, all laws, statutes, rules, regulations and ordinances (including without limitation such federal, state and local laws,
statutes, rules, regulations and ordinances governing autonomous vehicles and automated driving systems and any parts, components and products related thereto)
and the provisions of all insurance policies affecting or covering the Vehicles or their use or operation. In connection with autonomous vehicles and automated
driving systems and the parts, components and products related thereto, Lessee agrees to comply with all applicable guidance and professional standards issued,
released or published by governmental and quasi -governmental agencies, including without limitation the federal guidance for automated vehicles published by the
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Department of Transportation and the Federal Automated Vehicle Policy issued by the U.S. Department of Transportation and the National Highway Traffic Safety
Administration. Lessee agrees to keep the Vehicles free of all liens, charges and encumbrances. Lessee agrees that in no event will any Vehicle be used or operated
for transporting hazardous substances or persons for hire, for any illegal purpose or to pull trailers that exceed the manufacturer's trailer towing recommendations.
Lessee agrees that no Vehicle is intended to be or will be utilized as a "school bus" as defined in the Code of Federal Regulations or any applicable state or municipal
statute or regulation. Lessee agrees not to remove any Vehicle from the continental United States without first obtaining Lessor's written consent. At the expiration
or earlier termination of this Agreement with respect to each Vehicle, or upon demand by Lessor made pursuant to Section 14, Lessee at its risk and expense agrees
to return such Vehicle to Lessor at such place and by such reasonable means as may be designated by Lessor, in the same repair, condition and working order as at
the commencement of the applicable Term, reasonable wear and tear resulting from proper use excepted. If a Vehicle is not returned in the required condition, Lessee
agrees to pay Lessor, at Lessor's option, the estimated cost to restore such Vehicle to such condition, or the actual cost of restoration, if the Vehicle is restored. If
for any reason Lessee fails to return any Vehicle to Lessor as and when required in accordance with this Section, Lessee agrees to pay Lessor additional rent for such
Vehicle at twice the normal pro -rated daily rent. Acceptance of such additional rent by Lessor will in no way limit Lessor's remedies with respect to Lessee's failure
to return any Vehicle as required hereunder.
5. COSTS, EXPENSES, FEES AND CHARGES: Lessee agrees to pay all costs, expenses, fees, charges, fines, tickets, penalties and taxes (other than federal and state
income taxes on the income of Lessor) incurred in connection with the titling, licensing, registration, delivery, purchase, sale, rental, use or operation of the Vehicles
during the Term. If Lessor, Servicer or any other agent of Lessor incurs any such costs or expenses, Lessee agrees to promptly reimburse Lessor for the same.
6. LICENSE AND CHARGES: Each Vehicle will be titled, registered and licensed in the name designated by Lessor at Lessee's expense. Certain other charges relating
to the acquisition of each Vehicle and paid or satisfied by Lessor have been capitalized in determining the monthly rental, treated as an initial charge or otherwise
charged to Lessee. Such charges have been determined without reduction for trade-in, exchange allowance or other credit attributable to any Lessor -owned vehicle.
7. REGISTRATION PLATES, ETC.: Lessee agrees, at its expense, to obtain in the name designated by Lessor all registration plates and other plates, permits,
inspections and/or licenses required in connection with the Vehicles, except for the initial registration plates which Lessor will obtain at Lessee's expense. The parties
agree to cooperate and to furnish any and all information or documentation, which may be reasonably necessary for compliance with the provisions of this Section
or any federal, state or local law, rule, regulation or ordinance. Lessee agrees that it will not permit any Vehicle to be located in a state other than the state in which
such Vehicle is then titled for any continuous period of time that would require such Vehicle to become subject to the titling, licensing and/or registration laws of
such other state.
8. MAINTENANCE OF AND IMPROVEMENTS TO VEHICLES:
(a) Lessee agrees, at its expense, to (i) maintain the Vehicles in good condition, repair, maintenance and running order and in accordance with all manufacturer's
instructions and warranty requirements and all legal requirements and (ii) furnish all labor, materials, parts and other essentials required for the proper operation and
maintenance of the Vehicles. Lessee will not make (or cause to be made) any alterations, upgrades, upfitting, additions or improvements (collectively, "Alterations")
to any Vehicle which (i) could impact or impair the "motor vehicle safety" (as defined by the Motor Vehicle Safety Act) of the Vehicle, or (ii) could impact, impair,
void or render unenforceable the manufacturer's warranty. Without the prior written consent of Lessor, Lessee will not make (or cause to be made) any Alterations
to any Vehicle which (i) detracts, impairs, damages or alters the Vehicle's nature, purpose, economic value, remaining useful life, functionality, utility, software or
controls, or (ii) subjects the Vehicle or any part or component of such Vehicle to any lien, charge or encumbrance. Any Alterations of any nature to a Vehicle are made
at Lessee's sole cost, risk and liability, including without limitation, any such Alterations approved by, or made with the assistance or at the direction of Lessor. Any
replacement parts added to any Vehicle shall be in at least as good an operating condition as the prior part before the replacement (assuming such part was, at the
time of the replacement, in the condition required by the terms of this Agreement). Any Alterations to a Vehicle will become and remain the property of Lessor and will
be returned with such Vehicle upon such Vehicle's return pursuant to Section 4 and shall be free of any liens, charges or encumbrances; provided, however, Lessor
shall have the right at any time to require Lessee to remove any such Alteration at Lessee's sole cost, expense and liability. In no event or instance shall the value of
any Alterations be regarded as rent. Lessee and Lessor acknowledges and agrees that Lessor will not be required to make any repairs, replacements or Alterations of
any nature or description with respect to any Vehicle, to maintain or repair any Vehicle or to make any expenditure whatsoever in connection with any such Vehicle(s)
or this Agreement.
(b) Lessor and Lessee acknowledge and agree that if Section 4 of a Schedule includes a charge for maintenance, (i) the Vehicle(s) covered by such Schedule are
subject to a separate maintenance agreement between Enterprise Fleet Management, Inc. and Lessee and (ii) Lessor shall have no liability or responsibility for any
failure of Enterprise Fleet Management, Inc. to perform any of its obligations thereunder or to pay or reimburse Lessee for its payment of any costs and expenses
incurred in connection with the maintenance or repair of any such Vehicle(s).
9. SELECTION OF VEHICLES AND DISCLAIMER OF WARRANTIES:
(a) LESSEE ACCEPTANCE OF DELIVERY AND USE OF EACH VEHICLE WILL CONCLUSIVELY ESTABLISH THAT SUCH VEHICLE IS OF A SIZE, DESIGN, CAPACITY,
TYPE AND MANUFACTURE SELECTED BY LESSEE AND THAT SUCH VEHICLE IS IN GOOD CONDITION AND REPAIR AND IS SATISFACTORY IN ALL RESPECTS AND
IS SUITABLE FOR LESSEE'S PURPOSE. LESSEE ACKNOWLEDGES THAT LESSOR IS NOT A MANUFACTURER OF ANY VEHICLE OR AN AGENT OF A MANUFACTURER
OF ANY VEHICLE.
(b) LESSOR MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY VEHICLE, INCLUDING, WITHOUT
LIMITATION, ANY REPRESENTATION OR WARRANTY AS TO CONDITION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, IT BEING AGREED
THAT ALL SUCH RISKS ARE TO BE BORNE BY LESSEE. THE VEHICLES ARE LEASED "AS IS WITH ALL FAULTS." All warranties made by any supplier, vendor
and/or manufacturer of a Vehicle are hereby assigned by Lessor to Lessee for the applicable Term and Lessee's only remedy, if any, is against the supplier, vendor or
manufacturer of the Vehicle.
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(c) None of Lessor, Servicer or any other agent of Lessor will be liable to Lessee for any liability, claim, loss, damage (direct, incidental or consequential) or
expense of any kind or nature, caused directly or indirectly, by any Vehicle or any inadequacy of any Vehicle for any purpose or any defect (latent or patent) in any
Vehicle or the use or maintenance of any Vehicle or any repair, servicing or adjustment of or to any Vehicle, or any delay in providing or failure to provide any Vehicle,
or any interruption or loss of service or use of any Vehicle, or any loss of business or any damage whatsoever and however caused. In addition, none of Lessor,
Servicer or any other agent of Lessor will have any liability to Lessee under this Agreement or under any order authorization form executed by Lessee if Lessor is
unable to locate or purchase a Vehicle ordered by Lessee or for any delay in delivery of any Vehicle ordered by Lessee.
(d) In no event shall Lessor, Servicer or any other agent of Lessor or their respective affiliates be liable for consequential, indirect, incidental, special, exemplary,
punitive or enhanced damages, lost profits or revenues or diminution in value, arising out of or relating to this Agreement, including, without limitation, any breach or
performance of this Agreement, regardless of (i) whether such damages were foreseeable, (ii) whether or not Lessor, Servicer or any other agent of Lessor or their
respective affiliates were advised of the possibility of such damages and/or (iii) the legal or equitable theory (contract, tort or otherwise) upon which a claim, action,
cause of action, demand, lawsuit, arbitration, inquiry, proceeding or litigation is based, and notwithstanding the failure of any agreed or other remedy of its essential
purpose.
10. RISK OF LOSS: Lessee assumes and agrees to bear the entire risk of loss of, theft of, damage to or destruction of any Vehicle from any cause whatsoever
("Casualty Occurrence"). In the event of a Casualty Occurrence to a Vehicle, Lessee shall give Lessor prompt notice of the Casualty Occurrence and thereafter will
place the applicable Vehicle in good repair, condition and working order; provided, however, that if the applicable Vehicle is determined by Lessor to be lost, stolen,
destroyed or damaged beyond repair (a "Totaled Vehicle"), Lessee agrees to pay Lessor no later than the due date of the next following monthly rent payment with
respect to such Totaled Vehicle the total of (i) all rent and other amounts, if any, due at the time of such payment and allocable to the Totaled Vehicle plus (ii) the
replacement value, as determined by Lessor in good faith, of the Totaled Vehicle immediately prior to the Casualty Occurrence. Upon such payment, this Agreement
will terminate with respect to such Totaled Vehicle.
11. INSURANCE:
(a) Lessee agrees to purchase and maintain in force during the Term, insurance policies in at least the amounts listed below covering each Vehicle, to be written
by an insurance company or companies satisfactory to Lessor, insuring Lessee, Lessor and any other person or entity designated by Lessor against any damage,
claim, suit, action or liability and that Lessor will suffer immediate and irreparable harm if Lessee fails to comply with such obligations:
(i) Commercial Automobile Liability Insurance (including Uninsured/Underinsured Motorist Coverage and No -Fault Protection where required by law) for the
limits listed below (Note - $2,000,000 Combined Single Limit Bodily Injury and Property Damage per accident with No Deductible is required for each Vehicle capable
of transporting more than 8 passengers):
State of Vehicle Registration Coverage
Connecticut, Massachusetts, Maine, New Hampshire, New Jersey, $1,000,000 Combined Single Limit Bodily Injury and Property Damage
New York, Pennsylvania, Rhode Island, and Vermont per accident - No Deductible
Florida $500,000 Combined Single Limit Bodily Injury and Property Damage
per accident or $100,000 Bodily Injury Per Person Per Accident,
$300,000 Per Accident and $50,000 Property Damage per accident
(100/300/50) - No Deductible
All Other States $300,000 Combined Single Limit Bodily Injury and Property Damage
per accident or $100,000 Bodily Injury Per Person Per Accident,
$300,000 Per Occurrence and $50,000 Property Damage per accident
(100/300/50) - No Deductible
(ii) Physical Damage Insurance (Collision & Comprehensive): Actual cash value of the applicable Vehicle. Maximum deductible of $1,000 per accident - Collision
and $1,000 per accident - Comprehensive).
If the requirements of any governmental or regulatory agency exceed the minimums stated in this Agreement, Lessee must obtain and maintain the higher insurance
requirements. Lessee agrees that each required policy of insurance will by appropriate endorsement or otherwise name Lessor and any other person or entity
designated by Lessor as additional insureds and loss payees, as their respective interests may appear. Further, each such insurance policy must provide the following:
(i) that the same may not be cancelled, changed or modified until after the insurer has given to Lessor, Servicer and any other person or entity designated by Lessor at
least thirty (30) days prior written notice of such proposed cancellation, change or modification, (ii) that no act or default of Lessee or any other person or entity shall
affect the right of Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns to recover under such policy or policies of insurance
in the event of any loss of or damage to any Vehicle and (iii) that the coverage is "primary coverage" for the protection of Lessee, Lessor, Servicer, any other agent
of Lessor and their respective successors and assigns notwithstanding any other coverage carried by Lessee, Lessor, Servicer, any other agent of Lessor or any of
their respective successors or assigns protecting against similar risks. Original certificates evidencing such coverage and naming Lessor, Servicer, any other agent of
Lessor and any other person or entity designated by Lessor as additional insureds and loss payees shall be furnished to Lessor prior to the Delivery Date, and annually
thereafter and/or as reasonably requested by Lessor from time to time. In the event of default, Lessee hereby appoints Lessor, Servicer and any other agent of Lessor
as Lessee's attorney -in -fact to receive payment of, to endorse all checks and other documents and to take any other actions necessary to pursue insurance claims and
recover payments if Lessee fails to do so. Any expense of Lessor, Servicer or any other agent of Lessor in adjusting or collecting insurance shall be borne by Lessee.
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Lessee, its drivers, servants and agents agree to cooperate fully with Lessor, Servicer, any other agent of Lessor and any insurance carriers in the investigation,
defense and prosecution of all claims or suits arising from the use or operation of any Vehicle. If any claim is made or action commenced for death, personal injury or
property damage resulting from the ownership, maintenance, use or operation of any Vehicle, Lessee will promptly notify Lessor of such action or claim and forward
to Lessor a copy of every demand, notice, summons or other process received in connection with such claim or action.
(b) Notwithstanding the provisions of Section 11(a) above: (i) if Section 4 of a Schedule includes a charge for physical damage waiver, Lessor agrees that (A) Lessee
will not be required to obtain or maintain the minimum physical damage insurance (collision and comprehensive) required under Section 11(a) for the Vehicle(s)
covered by such Schedule and (B) Lessor will assume the risk of physical damage (collision and comprehensive) to the Vehicle(s) covered by such Schedule; provided,
however, that such physical damage waiver shall not apply to, and Lessee shall be and remain liable and responsible for, damage to a covered Vehicle caused by wear
and tear or mechanical breakdown or failure, damage to or loss of any parts, accessories or components added to a covered Vehicle by Lessee without the prior
written consent of Lessor and/or damage to or loss of any property and/or personal effects contained in a covered Vehicle. In the event of a Casualty Occurrence to
a covered Vehicle, Lessor may, at its option, replace, rather than repair, the damaged Vehicle with an equivalent vehicle, which replacement vehicle will then constitute
the "Vehicle" for purposes of this Agreement; and (ii) if Section 4 of a Schedule includes a charge for commercial automobile liability enrollment, Lessor agrees that
it will, at its expense, obtain for and on behalf of Lessee, by adding Lessee as an additional insured under a commercial automobile liability insurance policy issued
by an insurance company selected by Lessor, commercial automobile liability insurance satisfying the minimum commercial automobile liability insurance required
under Section 11(a) for the Vehicle(s) covered by such Schedule. Lessor may at any time during the applicable Term terminate said obligation to provide physical
damage waiver and/or commercial automobile liability enrollment and cancel such physical damage waiver and/or commercial automobile liability enrollment upon
giving Lessee at least ten (10) days prior written notice. Upon such cancellation, insurance in the minimum amounts as set forth in 11(a) shall be obtained and
maintained by Lessee at Lessee's expense. An adjustment will be made in monthly rental charges payable by Lessee to reflect any such change and Lessee agrees
to furnish Lessor with satisfactory proof of insurance coverage within ten (10) days after mailing of the notice. In addition, Lessor may change the rates charged
by Lessor under this Section 11(b) for physical damage waiver and/or commercial automobile liability enrollment upon giving Lessee at least thirty (30) days prior
written notice.
12. INDEMNITY: To the extent permitted by state law, Lessee agrees to defend and indemnify Lessor, Servicer, any other agent of Lessor and their respective
successors and assigns from and against any and all losses, damages, liabilities, suits, claims, demands, costs and expenses (including, without limitation, reasonable
attorneys' fees and expenses) which Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns may incur by reason of Lessee's
breach or violation of, or failure to observe or perform, any term, provision or covenant of this Agreement, or as a result of any loss, damage, theft or destruction
of any Vehicle or related to or arising out of or in connection with the use, operation or condition of any Vehicle. The provisions of this Section 12 shall survive any
expiration or termination of this Agreement. Nothing herein shall be deemed to affect the rights, privileges, and immunities of Lessee and the foregoing indemnity
provision is not intended to be a waiver of any sovereign immunity afforded to Lessee pursuant to the law.
13. INSPECTION OF VEHICLES; ODOMETER DISCLOSURE; FINANCIAL STATEMENTS: Lessee agrees to accomplish, at its expense, all inspections of the Vehicles
required by any governmental authority during the Term. Lessor, Servicer, any other agent of Lessor and any of their respective successors or assigns will have the
right to inspect any Vehicle at any reasonable time(s) during the Term and for this purpose to enter into or upon any building or place where any Vehicle is located.
Lessee agrees to comply with all odometer disclosure laws, rules and regulations and to provide such written and signed disclosure information on such forms and
in such manner as directed by Lessor. Providing false information or failure to complete the odometer disclosure form as required by law may result in fines and/or
imprisonment. Lessee hereby agrees to promptly deliver to Lessor such financial statements and other financial information regarding Lessee as Lessor may from
time to time reasonably request.
14. DEFAULT; REMEDIES: The following shall constitute events of default ("Events of Default") by Lessee under this Agreement: (a) if Lessee fails to pay when due
any rent or other amount due under this Agreement and any such failure shall remain unremedied for ten (10) days; (b) if Lessee fails to perform, keep or observe any
term, provision or covenant contained in Section 11 of this Agreement; (c) if Lessee fails to perform, keep or observe any other term, provision or covenant contained
in this Agreement and any such failure shall remain unremedied for thirty (30) days after written notice thereof is given by Lessor, Servicer or any other agent of
Lessor to Lessee; (d) any seizure or confiscation of any Vehicle or any other act (other than a Casualty Occurrence) otherwise rendering any Vehicle unsuitable for use
(as determined by Lessor); (e) if any present or future guaranty in favor of Lessor of all or any portion of the obligations of Lessee under this Agreement shall at any
time for any reason cease to be in full force and effect or shall be declared to be null and void by a court of competent jurisdiction, or if the validity or enforceability
of any such guaranty shall be contested or denied by any guarantor, or if any guarantor shall deny that it, he or she has any further liability or obligation under any
such guaranty or if any guarantor shall fail to comply with or observe any of the terms, provisions or conditions contained in any such guaranty; (f) the occurrence
of a material adverse change in the financial condition, a going concern audit comment of Lessee or any guarantor or if Lessee or any guarantor is in default under
or fails to comply with any other present or future agreement with or in favor of Lessor, The Crawford Group, Inc. or any direct or indirect subsidiary of The Crawford
Group, Inc. For purposes of this Section 14, the term "guarantor" shall mean any present or future guarantor of all or any portion of the obligations of Lessee under
this Agreement.
Upon the occurrence of any Event of Default, Lessor, without notice to Lessee, will have the right to exercise concurrently or separately (and without any election of
remedies being deemed made), the following remedies: (a) Lessor may demand and receive immediate possession of any or all of the Vehicles from Lessee, without
releasing Lessee from its obligations under this Agreement; if Lessee fails to surrender possession of the Vehicles to Lessor on default (or termination or expiration of
the Term), Lessor, Servicer, any other agent of Lessor and any of Lessor's independent contractors shall have the right to enter upon any premises where the Vehicles
may be located and to remove and repossess the Vehicles; (b) Lessor may enforce performance by Lessee of its obligations under this Agreement; (c) Lessor may
recover damages and expenses sustained by Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns by reason of Lessee's default
including, to the extent permitted by applicable law, all costs and expenses, including court costs and reasonable attorneys' fees and expenses, incurred by Lessor,
Servicer, any other agent of Lessor or any of their respective successors or assigns in attempting or effecting enforcement of Lessor's rights under this Agreement
(whether or not litigation is commenced) and/or in connection with bankruptcy or insolvency proceedings; (d) upon written notice to Lessee, Lessor may terminate
Lessee's rights under this Agreement; (e) with respect to each Vehicle, Lessor may recover from Lessee (i) either the Vehicle (in the condition required by Section
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4) or the estimated undamaged wholesale value of the Vehicle (as determined by Lessor in good faith) plus (ii) all accrued and unpaid rent for such Vehicle for the
period ending on, and all other amounts owed by Lessee with respect to such Vehicle as of, the date all of the amounts owed by Lessee to Lessor under this clause
(e) (including the amounts owed under this subclause (i)) are paid in full (the "Payment Date") plus (iii) an amount equal to three (3) months rent plus (iv) Thirty
Percent (30%) of the total future rent due under the applicable Schedule for the period commencing on the Payment Date and ending on the last day of the scheduled
Term; and/or (f) Lessor may exercise any other right or remedy which may be available to Lessor under the Uniform Commercial Code, any other applicable law or
in equity. A termination of this Agreement shall occur only upon written notice by Lessor to Lessee. Any termination shall not affect Lessee's obligation to pay all
amounts due for periods prior to the effective date of such termination or Lessee's obligation to pay any indemnities under this Agreement. All remedies of Lessor
under this Agreement or at law or in equity are cumulative.
15. ASSIGNMENTS: Lessor may from time to time assign, pledge or transfer this Agreement and/or any or all of its rights and obligations under this Agreement to
any person or entity. Lessee agrees, upon notice of any such assignment, pledge or transfer of any amounts due or to become due to Lessor under this Agreement
to pay all such amounts to such assignee, pledgee or transferee. Any such assignee, pledgee or transferee of any rights or obligations of Lessor under this Agreement
will have all of the rights and obligations that have been assigned to it. Lessee's rights and interest in and to the Vehicles are and will continue at all times to be
subject and subordinate in all respects to any assignment, pledge or transfer now or hereafter executed by Lessor with or in favor of any such assignee, pledgee
or transferee, provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has occurred and is
continuing. Lessee acknowledges and agrees that the rights of any assignee, pledgee or transferee in and to any amounts payable by the Lessee under any provisions
of this Agreement shall be absolute and unconditional and shall not be subject to any abatement whatsoever, or to any defense, setoff, counterclaim or recoupment
whatsoever, whether by reason of any damage to or loss or destruction of any Vehicle or by reason of any defect in or failure of title of the Lessor or interruption from
whatsoever cause in the use, operation or possession of any Vehicle, or by reason of any indebtedness or liability howsoever and whenever arising of the Lessor or
any of its affiliates to the Lessee or to any other person or entity, or for any other reason.
Without the prior written consent of Lessor, Lessee may not assign, sublease, transfer or pledge this Agreement, any Vehicle, or any interest in this Agreement or in
and to any Vehicle, or permit its rights under this Agreement or any Vehicle to be subject to any lien, charge or encumbrance. Lessee's interest in this Agreement is
not assignable and cannot be assigned or transferred by operation of law. Lessee will not transfer or relinquish possession of any Vehicle (except for the sole purpose
of repair or service of such Vehicle) without the prior written consent of Lessor.
16. MISCELLANEOUS: This Agreement contains the entire understanding of the parties. This Agreement may only be amended or modified by an instrument
in writing executed by both parties. Lessor shall not by any act, delay, omission or otherwise be deemed to have waived any of its rights or remedies under this
Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then only to the extent therein set forth. A waiver by Lessor of any
right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or remedy, which Lessor would otherwise have on any future
occasion. If any term or provision of this Agreement or any application of any such term or provision is invalid or unenforceable, the remainder of this Agreement and
any other application of such term or provision will not be affected thereby. Giving of all notices under this Agreement will be sufficient if mailed by certified mail to a
party at its address set forth below or at such other address as such party may provide in writing from time to time. Any such notice mailed to such address will be
effective one (1) day after deposit in the United States mail, duly addressed, with certified mail, postage prepaid. Lessee will promptly notify Lessor of any change in
Lessee's address. This Agreement may be executed in multiple counterparts (including facsimile and pdf counterparts), but the counterpart marked "ORIGINAL" by
Lessor will be the original lease for purposes of applicable law. All of the representations, warranties, covenants, agreements and obligations of each Lessee under
this Agreement (if more than one) are joint and several.
17. SUCCESSORS AND ASSIGNS; GOVERNING LAW: Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its heirs, executors,
personal representatives, successors and assigns, and will inure to the benefit of Lessor, Servicer, any other agent of Lessor and their respective successors and
assigns. This Agreement will be governed by and construed in accordance with the substantive laws of the State of Missouri (determined without reference to conflict
of law principles).
18. NON -PETITION: Each party hereto hereby covenants and agrees that, prior to the date which is one year and one day after payment in full of all indebtedness
of Lessor, it shall not institute against, or join any other person in instituting against, Lessor any bankruptcy, reorganization, arrangement, insolvency or liquidation
proceedings or other similar proceeding under the laws of the United States or any state of the United States. The provisions of this Section 18 shall survive
termination of this Master Walkaway Lease Agreement.
19. NON -APPROPRIATION: Lessee's funding of this Agreement shall be on a Fiscal Year basis and is subject to annual appropriations. Lessor acknowledges that
Lessee is a municipal corporation, is precluded by the County or State Constitution and other laws from entering into obligations that financially bind future governing
bodies, and that, therefore, nothing in this Agreement shall constitute an obligation of future legislative bodies of the County or State to appropriate funds for purposes
of this Agreement. Accordingly, the parties agree that the lease terms within this Agreement or any Schedules relating hereto are contingent upon appropriation of
funds. The parties further agree that should the County or State fail to appropriate such funds, the Lessor shall be paid all rentals due and owing hereunder up until
the actual day of termination. In addition, Lessor reserves the right to be paid for any reasonable damages. These reasonable damages will be limited to the losses
incurred by the Lessor for having to sell the vehicles on the open used car market prior to the end of the scheduled term(as determined in Section 3 and Section 14
of this Agreement).
Initials: EFM N Customer FS
DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
IN WITNESS WHEREOF, Lessor and Lessee have duly executed this Master Walkaway Lease Agreement as of the day and year first above written.
LESSOR:
Enterprise FM Trust
LESSEE:
City of Clermont, Florida
By:
Enterprise Fleet Management, Inc. its attorney in fact
Signature:
S
Signature:
u.wA
_ vvtL t,S
By:
Freddy Suarez
By:
Derek James
Title:
Procurement Services Director
Title:
Finance Director
Address:
685 West Montrose St.
Address:
5442 Hoffner Ave
Clermont, FL34711
Orlando, FL 32812
Date Signed: October 10, 2022 Date Signed: October 12, 2022
Initials: EFM N Customer FS
DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
FLEET MANAGEMENT
AMENDMENT TO MASTER WALKAWAY LEASE AGREEMENT
THIS AMENDMENT ("Amendment") dated thislOth day of October , 2022 is attached to, and made
a part of, the MASTER EQUITY LEASE AGREEMENT entered into on the loth day of October , 2022
("Agreement") by and between Enterprise FM Trust, a Delaware statutory trust ("Lessor") and City of Clermont,
Florida ("Lessee"). This Amendment is made for good and valuable consideration, the receipt of which is hereby
acknowledged by the parties.
Section 12 of the Master Walkaway Lease Agreement is amended to read as follows:
To the extent permitted by Florida law, Lessee agrees to defend and indemnify Lessor, Servicer, any other agent of
Lessor and their respective successors and assigns from and against any and all losses, damages, liabilities, suits,
claims, demands, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) which
Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns may incur by reason of
Lessee's breach or violation of, or failure to observe or perform, any term, provision or covenant of this Agreement, or
as a result of any loss, damage, theft or destruction of any Vehicle or related to or arising out of or in connection with
the use, operation or condition of any Vehicle. The provisions of this Section 12 shall survive any expiration or
termination of this Agreement. Nothing herein shall be deemed to affect the rights, privileges, and immunities of
Lessee as set forth in Section 768.28 of the Florida Statutes and the foregoing indemnity provision is not intended to
be a waiver of any sovereign immunity afforded to Lessee pursuant to Florida law.
Section 17 of the Master Walkaway Lease Agreement is amended to read as follows:
Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its heirs, executors, personal
representatives, successors and assigns, and will inure to the benefit of Lessor, Servicer, any other agent of Lessor
and their respective successors and assigns. This Agreement will be governed by and construed in accordance with
the substantive laws of the State of Florida (determined without reference to conflict of law principles).
Section 19 of the Master Walkaway Lease Agreement is amended to read as follows:
Lessee's funding of this Agreement shall be on a Fiscal Year basis and is subject to annual appropriations. Lessor
acknowledges that Lessee is a municipal corporation, is precluded by the Florida State Constitution and other laws
from entering into obligations that financially bind future governing bodies, and that, therefore, nothing in this
Agreement shall constitute an obligation of future legislative bodies of the State of Florida to appropriate funds for
purposes of this Agreement. Accordingly, the parties agree that the lease terms within this Agreement or any
Schedules relating hereto are contingent upon appropriation of funds. The parties further agree that should the State
of Florida fail to appropriate such funds, the Lessor shall be paid all rentals due and owing hereunder up until the
actual day of termination. In addition, Lessor reserves the right to be paid for any reasonable damages. These
reasonable damages will be limited to the losses incurred by the Lessor for having to sell the vehicles on the open
used car market prior to the end of the scheduled term (as determined in Section 3 and Section 14 of this
Agreement).
All references in the Agreement and in the various Schedules and addenda to the Agreement and any other
references of similar import shall henceforth mean the Agreement as amended by this Amendment. Except to the
extent specifically amended by this Amendment, all of the terms, provisions, conditions, covenants, representations
and warranties contained in the Agreement shall be and remain in full force and effect and the same are hereby
ratified and confirmed.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Amendment to Master Walkaway Lease
AnrPPnnPnt ac of the riav and year first above written.
au" Pulk �awtt s
City of Clermont, Florida (Lessee)
By Freddy Suarez
enterprise t-m I rust (Lessor)
By: Enterprise Fleet Management, Inc., its attorney in fact
Derek James
By
DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
FLEET MANAGEMENT
Title:Procurement Services Director
October 10, 2022
Date Signed: ,
Title: Finance Director
Date Signed:
October 12, 2022
,
DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
FLEET MANAGEMENT
FLORIDA SERVICE AGREEMENT
This Agreement is entered into as of thelotlllay of October , 2022, by and
between Enterprise Fleet Management, Inc., (EFM), a Missouri corporation, and City of Clermont,
Florida (City).
WITNESSETH:
1. INDEMNITY: Enterprise Fleet Management, Inc. ("EFM") agrees to defend and indemnify the
City from and against any and all losses, damages, liabilities, suits, claims, demands, costs and
expenses (including, without limitation, reasonable attorneys' fees and expenses) which the City
may incur by reason of EFM's breach or violation of, or failure to observe or perform, any of its
obligations as Servicer (EFM in such capacity, "Servicer") for Enterprise FM Trust in connection
with the Master Equity Lease Agreement between the City and Enterprise FM Trust dated as of
the date hereof, or as a result of any loss, damage, theft or destruction of any Vehicle or related
to or arising out of or in connection with the use, operation or condition of any Vehicle, in each
case, while the Vehicle was in possession of the Servicer.
2. E-Verify Compliance. Pursuant to Florida Statute §448.095, Customer may not enter into a
contract with EFM or subcontractor unless each party to the contract registers with and uses the
E-Verify system. In addition, if EFM enters into a contract with a subcontractor, the
subcontractor must comply with the Federal Acquisition Regulations (FAR) 52.222-54 for
Employee Eligibility Verification stating that the subcontractor will verify all employees who are
working in the United States are eligible for employment. If Customer has a good faith belief that
EFM has violated Florida Statute §448.09(1), or subcontractor has violated FAR 52.222-54, by
employing unauthorized aliens, Customer must terminate the contract. Failure to comply with
the provisions of Florida Statute §448.095 for EFM, subjects EFM to any and all remedies
available under Florida law, including but not limited to: the immediate termination of the
contract, the imposition of any additional costs incurred by Customer as a result of the
termination.
3. Public Records Law. EFM acknowledges the City's obligations under Article I, Section 24, of
the Florida Constitution and under Chapter 119, Florida Statutes, to release public records to
members of the public upon request and comply in the handling of the materials created under
this Agreement. EFM further acknowledges that the constitutional and statutory provisions
control over the terms of this Agreement. In association with its performance pursuant to this
Agreement, EFM shall not release or otherwise disclose the content of any documents or
information that is specifically exempt from disclosure pursuant to all applicable laws.
Without in any manner limiting the generality of the foregoing, to the extent applicable, EFM
acknowledges its obligations to comply with Section 119.0701, Florida Statutes, with regard to
public records, and shall:
(a). keep and maintain public records required by the City to perform the services required
under this Agreement;
(b). upon request from the City's Custodian of Public Records or his/her designee, provide
the City with a copy of the requested records or allow the records to be inspected or copied
within a reasonable time at a cost that does not exceed the cost provided in Chapter 119,
Florida Statutes, or as otherwise provided by law;
(c). ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed except as authorized by law for the duration of
the term of this Agreement and following completion of this Agreement if EFM does not
transfer the records to the City; and
DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
FLEET MANAGEMENT
(d). upon completion of this Agreement, transfer, at no cost, to the City all public records in
possession of EFM or keep and maintain public records required by the City to perform the
service. If EFM transfers all public records to the City upon completion of this Agreement,
EFM shall destroy any duplicate public records that are exempt or confidential and exempt
from public records disclosure requirements. If EFM keeps and maintains public records upon
completion of this Agreement, EFM shall meet all applicable requirements for retaining public
records. All records stored electronically must be provided to the City, upon request from the
City's Custodian of Public Records, in a format that is compatible with the information
technology systems of the City.
(e). IF EFM HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO EFM'S DUTY TO
PROVIDE PUBLIC RECORDS RELATING TO THIS
AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS AT:
[?PHONE NUMBER], CLERK@[?EMAIL ADDRESS]
[?ADDRESS].
Capitalized terms used herein and not defined herein shall have the meanings given in the Lease.
IN WITNESS WHEREOF, EFM and the City have executed this Service Agreement as of
the day and year first above written.
City: City of Clermont, Florida
By: Freddy Suarez
Title: Procurement Services Director
Address: 685 w. Montrose St
Clermont, FL 34711
EFM: ENTERPRISE FLEET MANAGEMENT INC.
Derek lames
By:
Title: Finance Director
Address: 5442 Hoffner Ave
Orlando, FL 32812
DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
- r"" Closed -End (Walkaway)Lease Rate Quote Quote No: 6729912
MANAGEMENT
Prepared For: City of Clermont, Florida Date 10/04/2022
AE/AM JR8
Unit #
Year 2022 Make Ford Model F-150
Series XL 4x4 SuperCrew Cab 5.5 ft. box 145 in. WB
Vehicle Order Type Ordered Term 12 State FL Customer# 584908
$ 0.00
Capitalized Price Reduction
All language and acknowledgments contained in the signed quote
apply to all vehicles that are ordered under this signed quote.
$ 0.00
Tax on Capitalized Price Reduction
Order Information
$ 0.00
Gain Applied From Prior Unit
Driver Name
$ 0.00
Tax on Gain On Prior
Exterior Color (0 P) Atlas Blue Metallic
$ 0.00
Initial Sales Tax
Interior Color (0 1) Black w/Unique Sport Cloth 40/Console/4
$ 450.00
Initial License Fee
Lic. Plate Type Unknown
$ 0.00
Registration Fee
GVWR 0
$ 1,700.00
Other: (See Page 2)
$ 0.00
Security Deposit
$ 0.00
Tax on Incentive( Taxable Incentive Total : $0.00 )
$ 592.84
Monthly Lease Charge (Based on Interest Rate- Subject to a Floor)'
Additional Fleet Management
Master Policy Enrollment Fees
$ 0.00
Commercial Automobile Liability Enrollment
Liability Limit $0.00
$ 0.00
Physical Damage Management
Comp/Coll Deductible 0/0
$ 0.00
Full Maintenance Program 2 Contract Miles 0
OverMileage Charge $ 0.00 Per Mile
Incl: # Brake Sets (1 set = 1 Axle) 0
# Tires 0 Loaner Vehicle Not Included
$ 0.00
Additional Services SubTotal
$ 0.00
Sales Tax 0.0000%
State
$ 0.00
Monthly Property Tax
$ 592.84 Total Monthly Rental Including Additional Services
$ 0.00 Service Charge Due at Lease Termination
Monthly Rental Includes 1,833 Miles Per Month
Miles in Excess Of 22,000 Will Be Charged At $ 0.1000 Per Mile
(Quote is Subject to Customer's Credit Approval)
Notes
Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed
- End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle.
Lessee must maintain insurance coverage on the vehicle as set forth in Section 11 of the Master Closed -End (Walkaway) Lease Agreement until the vehicle is sold.
ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR.
Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and
agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle.
LES! v �rida
BY stU TITLE Procurement Services Director DATE October 10, 2022
INDICATES ITEMS TO BE BILLED ON DELIVERY
Capitalized Price of Vehicle May be Adjusted to Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And/Or Manufacturer Incentives Intended for the Lessee, Which Rebates
And/Or Incentives Have Been Used By Lessor to Reduce the Capitalized Price of the Vehicle.
1 Monthly Lease Charge Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor).
2The inclusion herein of references to maintenance fees/services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice/Schedule/Quote], all such
maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain
separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction
of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc.
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DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
— r"" Closed -End (Walkaway)Lease Rate Quote Quote No: 6729912
MANAGEMENT
Other Totals
Description
(B)illed or (C)apped
Price
Pricing Plan Delivery Charge
C
$ 1,500.00
Courtesy Delivery Fee
C
$ 200.00
Total Other Charges Billed
$ 0.00
Total Other Charges Capitalized
$ 1,700.00
Other Charges Total
$ 1,700.00
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DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
— r"" Closed -End (Walkaway)Lease Rate Quote Quote No: 6729912
MANAGEMENT
VEHICLE INFORMATION:
2022 Ford F-150 XL 4x4 SuperCrew Cab 5.5 ft. box 145 in. WB - US
Series ID: W1E
Pricing Summary:
INVOICE
MSRP
Base Vehicle
$41,495
$43,450.00
Total Options
$8,646.00
$9,500.00
Destination Charge
$1,795.00
$1,795.00
Total Price
$51,936.00
$54,745.00
SELECTED COLOR:
Exterior: B3-(0 P) Atlas Blue Metallic
Interior: JB-(0 1) Black w/Unique Sport Cloth 40/Console/40 Front -Seats
SELECTED OPTIONS:
CODE
DESCRIPTION
INVOICE
MSRP
101A
Equipment Group 101A High
$154.00
$170.00
145WB
145" Wheelbase
STD
STD
17T
Tow Technology Package
$801.00
$880.00
19S
STX Appearance Package
$1,670.00
$1,835.00
19SGRL
Molded -In Color Black Honeycomb Style Grille
Included
Included
413
Skid Plates
Included
Included
43A
Ford Co-Pilot360 2.0
$596.00
$655.00
44G
Transmission: Electronic 10-Speed Automatic
Included
Included
50S
Cruise Control
Included
Included
50X
Connected Navigation & SiriusXM w/360L Removal
$-182.00
$-200.00
524_
SYNC 4 w/Enhanced Voice Recognition
Included
Included
53A
Trailer Tow Package
$1,206.00
$1,325.00
53B
Class IV Trailer Hitch Receiver
Included
Included
54R
Power Glass Heated Sideview Mirrors
$277.00
$305.00
55A
FX4 Off -Road Package
$997.00
$1,095.00
55ADEC
4x4 FX4 Off -Road Bodyside Decal
Included
Included
55AHDC
Hill Descent Control
Included
Included
55AOSA
Off -Road Tuned Front Shock Absorbers
Included
Included
57Q
Rear Window Defroster
Included
Included
582
Radio: AM/FM SiriusXM w/360L
Included
Included
595_
Fog Lamps
Included
Included
59S
LED Sideview Mirror Spotlights
$160.00
$175.00
642
Wheels: 20" 6-Spoke Machined -Aluminum
$573.00
$630.00
67T
Integrated Trailer Brake Controller
Included
Included
763
360 Degree Camera
Included
Included
76R
Reverse Sensing System
Included
Included
861 FRB
Body -Color Front & Rear Bumpers
Included
Included
924
Rear Window Fixed Privacy Glass
Included
Included
995
Engine: 5.OL V8
$2,125.00
$2,335.00
AUTOBM
Auto High Beam
Included
Included
B3_01
(0 P) Atlas Blue Metallic
NC
NC
BLIS_
BLIS w/Trailer Tow Coverage
Included
Included
Printed On 10/04/2022 10:43:29 AM Page 3 of 7
DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
— r"" Closed -End (Walkaway)Lease Rate Quote Quote No: 6729912
MANAGEMENT
CODE
DESCRIPTION
INVOICE
MSRP
J
Unique Sport Cloth 40/Console/40 Front -Seats
$269.00
$295.00
JB_01
(0 1) Black w/Unique Sport Cloth 40/Console/40 Front -Seats
NC
NC
LANEKP
Lane -Keeping System
Included
Included
LUMBAR
Manual Driver/Passenger Lumbar
Included
Included
MIRROR
Auto -Dimming Rearview Mirror
Included
Included
MONOSK
Monotube Rear Shocks
Included
Included
NNGV6
GVWR: 7,050 Ibs Payload Package
Included
Included
PAINT
Monotone Paint Application
STD
STD
POCKET
Driver/Passenger Seat Back Pocket
Included
Included
PRECOL
Pre -Collision Assist w/Automatic Emergency Braking
Included
Included
PSTCOL
Post -Collision Braking
Included
Included
PTBA
Pro Trailer Backup Assist
Included
Included
REARCM
Rear View Camera
Included
Included
REVBRK
Reverse Brake Assist
Included
Included
ROCKMD
Rock Crawl Mode
Included
Included
T2P
Tires: 275/60R20 BSW AT
Included
Included
WARANT
Fleet Customer Powertrain Limited Warranty
NC
NC
XL3
Electronic Locking w/3.31 Axle Ratio
Included
Included
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DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
CONFIGURED FEATURES:
Body Exterior Features:
Number Of Doors 4
Rear Cargo Door Type: tailgate
Driver And Passenger Mirror: power remote heated manual folding side -view door mirrors with turn signal indicator
Convex Driver Mirror: convex driver and passenger mirror
Skid Plates: skid plates
Door Handles: black
Front And Rear Bumpers: body -coloured front and rear bumpers with body -coloured rub strip
Rear Step Bumper: rear step bumper
Front Tow Hooks: 2 front tow hooks
Box Style: regular
Body Material: aluminum body material
: class IV trailering with harness, hitch, brake controller
Paint Type: badging
Grille: black w/body-colour surround grille
Convenience Features:
Air Conditioning manual air conditioning
Air Filter: air filter
Console Ducts: console ducts
Cruise Control: cruise control with steering wheel controls
Power Windows: power windows with driver and passenger 1-touch down
Remote Keyless Entry: keyfob (all doors) remote keyless entry
Illuminated Entry: illuminated entry
Integrated Key Remote: integrated key/remote
Auto Locking: auto -locking doors
Remote Engine Start: remote engine start - smart device only (subscription required)
Steering Wheel: steering wheel with manual tilting, manual telescoping
Day -Night Rearview Mirror: day -night rearview mirror
Auto -dimming Rearview Mirror: auto -dimming rearview mirror
Emergency SOS: SYNC 4 911 Assist emergency communication system
Navigation System: SYNC 4 Connected Navigation navigation system with voice activation
Front Cupholder: front and rear cupholders
Floor Console: full floor console with locking box
Overhead Console: mini overhead console with storage
Glove Box: locking glove box
Driver Door Bin: driver and passenger door bins
Rear Door Bins: rear door bins
Seatback Storage Pockets: 2 seatback storage pockets
Dashboard Storage: dashboard storage
Interior Concealed Storage: interior concealed storage
IF Storage: bin instrument -panel storage
Retained Accessory Power: retained accessory power
Power Accessory Outlet: 1 12V DC power outlet
Entertainment Features:
radio SiriusXM with 360L AM/FM/Satellite with seek -scan
Radio Data System: radio data system
Voice Activated Radio: voice activated radio
Speed Sensitive Volume: speed -sensitive volume
Steering Wheel Radio Controls: steering -wheel mounted audio controls
Speakers: 6 speakers
Internet Access: FordPass Connect 4G internet access
1st Row LCD: 2 1st row LCD monitor
Wireless Connectivity: wireless phone connectivity
Antenna: fixed antenna
Lighting, Visibility and Instrumentation Features:
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DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
Headlamp Type delay -off aero-composite halogen headlamps
Auto -Dimming Headlights: Ford Co-Pilot360 - Auto High Beam auto high -beam headlights
Front Fog Lights: front fog lights
Cab Clearance Lights: cargo bed light
Front Wipers: variable intermittent wipers
Rear Window Defroster: rear window defroster
Tinted Windows: deep -tinted windows
Dome Light: dome light with fade
Front Reading Lights: front reading lights
Variable IP Lighting: variable instrument panel lighting
Display Type: analog appearance
Tachometer: tachometer
Voltometer: voltmeter
Compass: compass
Exterior Temp: outside -temperature display
Low Tire Pressure Warning: tire specific low -tire -pressure warning
Park Distance Control: Reverse Sensing System rear parking sensors
Trip Computer: trip computer
Trip Odometer: trip odometer
Lane Departure Warning: lane departure
Blind Spot Sensor: blind spot
Front Pedestrian Braking: pedestrian detection
Forward Collision Alert: forward collision
Oil Pressure Gauge: oil pressure gauge
Water Temp Gauge: water temp. gauge
Inclinometer: inclinometer
Transmission Oil Temp Gauge: transmission oil temp. gauge
Clock: in -radio display clock
Systems Monitor: systems monitor
Rear Vision Camera: rear vision camera
Oil Pressure Warning: oil -pressure warning
Water Temp Warning: water -temp. warning
Battery Warning: battery warning
Lights On Warning: lights -on warning
Key in Ignition Warning: key -in -ignition warning
Low Fuel Warning: low -fuel warning
Door Ajar Warning: door -ajar warning
Brake Fluid Warning: brake -fluid warning
Safety And Security:
ABS four-wheel ABS brakes
Number of ABS Channels: 4 ABS channels
Brake Assistance: brake assist
Brake Type: four-wheel disc brakes
Vented Disc Brakes: front and rear ventilated disc brakes
Daytime Running Lights: daytime running lights
Spare Tire Type: full-size spare tire
Spare Tire Mount: underbody mounted spare tire w/crankdown
Driver Front Impact Airbag: driver and passenger front -impact airbags
Driver Side Airbag: seat -mounted driver and passenger side -impact airbags
Overhead Airbag: Safety Canopy System curtain 1st and 2nd row overhead airbag
Occupancy Sensor: front passenger airbag occupancy sensor
Height Adjustable Seatbelts: height adjustable front seatbelts
Seatbelt Pretensioners: front seatbelt pre-tensioners
3Point Rear Centre Seatbelt: 3 point rear centre seatbelt
Side Impact Bars: side -impact bars
Perimeter Under Vehicle Lights: remote activated perimeter/approach lights
Tailgate/Rear Door Lock Type: tailgate/rear door lock included with power door locks
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DocuSign Envelope ID: 9FF87805-2BF7-4055-9287-364648D8C973
Rear Child Safety Locks: rear child safety locks
Ignition Disable: SecuriLock immobilizer
Security System: security system
Panic Alarm: panic alarm
Electronic Stability: electronic stability stability control with anti -roll
Traction Control: ABS and driveline traction control
Front and Rear Headrests: manual adjustable front head restraints
Rear Headrest Control: 3 rear head restraints
Seats And Trim:
Seating Capacity max. seating capacity of 5
Front Bucket Seats: front bucket seats
Number of Driver Seat Adjustments: 4-way driver and passenger seat adjustments
Reclining Driver Seat: manual reclining driver and passenger seats
Driver Lumbar: manual driver and passenger lumbar support
Driver Fore/Aft: manual driver and passenger fore/aft adjustment
Front Centre Armrest Storage: front centre armrest
Rear Seat Type: rear 60-40 split -bench seat
Rear Folding Position: rear seat fold -up cushion
Leather Upholstery: cloth front and rear seat upholstery
Headliner Material: full cloth headliner
Floor Covering: full vinyl/rubber floor covering
Cabback Insulator: cabback insulator
Shift Knob Trim: urethane shift knob
Interior Accents: metal -look interior accents
Standard Engine:
Engine 400-hp, 5.0-liter V-8 (regular gas)
Standard Transmission:
Transmission 10-speed automatic w/ OD and PowerShift automatic
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