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PNC Lease 19029400 - Green MasterSee Schedule A Advance Payments P First Payment + Documentation Fee Security Deposits will be refunded upon expiration of the Lease provided Lessee is not in default of any of the terms of the Lease. Payment Schedule Initial Term: Rental Payment (plus applicable Payment ® Monthly ® ❑ ❑ Other. See�j 48 taxes), Period: ❑ Quarterly End of Term FMV $1.00 Attached months $3,488.00 ❑ See Attached Payment Option: Schedule Terms and Conditions 1. Agreement. PNC Equipment Finance, LLC ( "Lessor") agrees to lease to Lessee the equipment listed above or on any attached Schedule A (the "Equipment"), which is made a part hereof. Lessee promises to pay Lessor the rental payments according to the Payment Schedule shown above, plus all other charges. By signing this lease agreement (the "Lease'), Lessee acknowledges and agrees that: it has read and understands the terms and conditions of this Lease; this Lease becomes effective only upon written acceptance by an authorized employee of Lessor, this is a net lease; it cannot terminate or cancel this Lease; it has an UNCONDITIONAL OBLIGATION to make all payments due under this Lease; it cannot withhold, set off or reduce such payments for any reason; it will use the Equipment only for business purposes; the person signing this Lease has the authority to do so; and it entered into this Lease rather than purchase the Equipment. 2. Term and Rent. The term of this Lease commences upon the date on which the Equipment is delivered to Lessee (whether or not accepted). Lessee authorizes Lessor to insert in this Lease as `Rental Commencement Date" the date when the Equipment is delivered to Lessee or any later date selected by Lessor The Lessee shall pay as rent the rental payment indicated on the front of this Lease plus applicable taxes ( "Rent"). Lessee acknowledges that the actual rental payment due could be different than the rental payment stated above based on applicable taxes, The first rental payment is due on the Rental Commencement Date, and each remaining periodic rental payment is due on the same day of each payment period thereafter for the initial term of lease as stated above (the "Initial Term'. Additionally, Lessee shall, upon demand, pay, as Rent, daily interim rent, on all Equipment subject to this Lease, for the period from the date of delivery of Equipment (or any part thereof) to and including the day immediately preceding the Rental Commencement Date. The daily rent will be calculated on a 350 -day year. No portion of any rental payments shall be deemed to constitute payment for any equity interest in the Equipment. If any payment due under this Lease is not paid within five days of its due date, Lessee shall pay Lessor a late charge not to exceed 10% of each late payment (or such lesser rate as is the maximum rate allowed by applicable law). 3. Ordering Equipment; Delivery and Acceptance. If Lessee entered into any purchase or supply contract with any supplier. Lessee assigns to Lessor Lessee's rights under the supply contract_ but none of Lessee's obligations. except for the obligation to pay for Equipment if it is accepted by Lessee according to the terms of this Lease. If Lessee has not entered into a supply contract, Lessee authorizes Lessor to enter into a supply contract. Lessee shall arrange for the delivery of the Equipment to Lessee. Lessee shall inspect the Equipment immediately upon Lessee's receipt of the Equipment to determine if it is in good working condition. The Equipment will be deemed irrevocably accepted by Lessee upon the earlier of (i) the date of delivery of the Equipment to Lessee unless Lessee notifies Lessor in writing, within ten days after equipment delivery, of Lessee's non- acceptance or (ii) the delivery to Lessor of a signed Certificate of Acceptance of Leased Equipment if requested by Lessor ( "Acceptance Date"}. 4. Termination by Lessor. Lessor shall have the exclusive option to terminate this Lease if within 90 days after Lessee has signed this Lease, the Equipment has not been delivered to Lessee. or Lessee has not accepted the Equipment as provided in Paragraph 3. 5. Credit Information; Financials. Lessee authorizes Lessor and its agents to obtain credit bureau reports and make other credit inquiries that Lessor deems necessary. Lessee shall at Lessor's request, deliver to Lessor, Lessee's future quarterly and annual reports of financial condition, which reports Lessee represents and warrants shall be prepared in accordance with generally- accepted accounting principles. a � �� 1 B. Forum, Law & Jury Waiver_ Lessee agrees that this Lease shall be governed by the laws of the and Lessee consents to the jurisdiction of any court located within LESSEE AND LESSOR EXPRESSLY WAIVE ANY RIGHT TO TRIAL BY JURY. - � Lessee:1Profesonal Course Management II, Inc. dba Miami Shores Country Lessor: PNC Equipment Finance, LLC Club ff Title: Date: 2115 Golf Short Form Lease (Turf) Office Use: Lease Number 190294000 Date: May 14, 2015 Lessee Information Rental Commencement Date: .20 Full Legal Name: Professional Course Management 11, Inc. dba Miami Shores Count Club Street Address: County: C ty: State Zip 10000 Biscayne Blvd. Miami -Dade Miami Shores FL 33138 _ Equipment Location County Cis ry: State:. Zip 10000 Biscayne Blvd Miami -Dade _ _ Miami Shores_ FL 33138 Eouioment Description See Schedule A Advance Payments P First Payment + Documentation Fee Security Deposits will be refunded upon expiration of the Lease provided Lessee is not in default of any of the terms of the Lease. Payment Schedule Initial Term: Rental Payment (plus applicable Payment ® Monthly ® ❑ ❑ Other. See�j 48 taxes), Period: ❑ Quarterly End of Term FMV $1.00 Attached months $3,488.00 ❑ See Attached Payment Option: Schedule Terms and Conditions 1. Agreement. PNC Equipment Finance, LLC ( "Lessor") agrees to lease to Lessee the equipment listed above or on any attached Schedule A (the "Equipment"), which is made a part hereof. Lessee promises to pay Lessor the rental payments according to the Payment Schedule shown above, plus all other charges. By signing this lease agreement (the "Lease'), Lessee acknowledges and agrees that: it has read and understands the terms and conditions of this Lease; this Lease becomes effective only upon written acceptance by an authorized employee of Lessor, this is a net lease; it cannot terminate or cancel this Lease; it has an UNCONDITIONAL OBLIGATION to make all payments due under this Lease; it cannot withhold, set off or reduce such payments for any reason; it will use the Equipment only for business purposes; the person signing this Lease has the authority to do so; and it entered into this Lease rather than purchase the Equipment. 2. Term and Rent. The term of this Lease commences upon the date on which the Equipment is delivered to Lessee (whether or not accepted). Lessee authorizes Lessor to insert in this Lease as `Rental Commencement Date" the date when the Equipment is delivered to Lessee or any later date selected by Lessor The Lessee shall pay as rent the rental payment indicated on the front of this Lease plus applicable taxes ( "Rent"). Lessee acknowledges that the actual rental payment due could be different than the rental payment stated above based on applicable taxes, The first rental payment is due on the Rental Commencement Date, and each remaining periodic rental payment is due on the same day of each payment period thereafter for the initial term of lease as stated above (the "Initial Term'. Additionally, Lessee shall, upon demand, pay, as Rent, daily interim rent, on all Equipment subject to this Lease, for the period from the date of delivery of Equipment (or any part thereof) to and including the day immediately preceding the Rental Commencement Date. The daily rent will be calculated on a 350 -day year. No portion of any rental payments shall be deemed to constitute payment for any equity interest in the Equipment. If any payment due under this Lease is not paid within five days of its due date, Lessee shall pay Lessor a late charge not to exceed 10% of each late payment (or such lesser rate as is the maximum rate allowed by applicable law). 3. Ordering Equipment; Delivery and Acceptance. If Lessee entered into any purchase or supply contract with any supplier. Lessee assigns to Lessor Lessee's rights under the supply contract_ but none of Lessee's obligations. except for the obligation to pay for Equipment if it is accepted by Lessee according to the terms of this Lease. If Lessee has not entered into a supply contract, Lessee authorizes Lessor to enter into a supply contract. Lessee shall arrange for the delivery of the Equipment to Lessee. Lessee shall inspect the Equipment immediately upon Lessee's receipt of the Equipment to determine if it is in good working condition. The Equipment will be deemed irrevocably accepted by Lessee upon the earlier of (i) the date of delivery of the Equipment to Lessee unless Lessee notifies Lessor in writing, within ten days after equipment delivery, of Lessee's non- acceptance or (ii) the delivery to Lessor of a signed Certificate of Acceptance of Leased Equipment if requested by Lessor ( "Acceptance Date"}. 4. Termination by Lessor. Lessor shall have the exclusive option to terminate this Lease if within 90 days after Lessee has signed this Lease, the Equipment has not been delivered to Lessee. or Lessee has not accepted the Equipment as provided in Paragraph 3. 5. Credit Information; Financials. Lessee authorizes Lessor and its agents to obtain credit bureau reports and make other credit inquiries that Lessor deems necessary. Lessee shall at Lessor's request, deliver to Lessor, Lessee's future quarterly and annual reports of financial condition, which reports Lessee represents and warrants shall be prepared in accordance with generally- accepted accounting principles. a � �� 1 B. Forum, Law & Jury Waiver_ Lessee agrees that this Lease shall be governed by the laws of the and Lessee consents to the jurisdiction of any court located within LESSEE AND LESSOR EXPRESSLY WAIVE ANY RIGHT TO TRIAL BY JURY. - � Lessee:1Profesonal Course Management II, Inc. dba Miami Shores Country Lessor: PNC Equipment Finance, LLC Club ff Title: Date: 2115 Golf Short Form Lease (Turf) 7. NO WARRANTY. LESSOR TRANSFERS TO LESSEE FOR THE TERM OF THIS LEASE ANY WARRANTIES MADE BY THE MANUFACTURER OR THE SUPPLIER. LESSOR IS LEASING THE EQUIPMENT TO LESSEE "AS LS•" LESSEE ACKNOWLEDGES THAT LESSOR DOES NOT MANUFACTURE THE EQUIPMENT. LESSEE ACKNOWLEDGES THAT LESSOR DOES NOT REPRESENT THE MANUFACTURER OR THE SUPPLIER, AND THAT LESSEE HAS SELECTED THE EQUIPMENT AND THE SUPPLIER BASED ON LESSEE'S OWN JUDGMENT. LESSOR MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE IN CONNECTION WITH THIS LEASE. LESSEE AGREES TO CONTINUE MAKING PAYMENTS TO LESSOR UNDER THIS LEASE, REGARDLESS OF ANY CLAIMS LESSEE ASSERTS AGAINST THE MANUFACTURER OR SUPPLIER. 8, Equlpmrit Location, Use, and Repair. Lessee will keep and use the Equorient on N at the Egufpermwe Location shown on the front d this Lease. Lessee may not move the Eqquuipment without s prior written consent At Lessee's own cost and expense, Lessee will keep the Equipment eligible for any �r Lessee will not makes anywaRarations additions or repla�aient t aerie F except for proem without Lessors prior written consent All alterations, additions and replacements will becorhe pan of the Equipment and Lassoes property at no cast or Lasser Less(or m!rl$�yl1insped the Equi ],,� at -any reasonable amt.Eygir eM aYsfXerid o! avLeaf�ti.,'1 sly. 11, Return. Unless Losses ttra upon expiration d the initial Term or adoinsli n, at Lessee's sole coal and expense, deliver all but nbl less than all d the EAU Off to Lessor standards; (b) all covers and guards must be in place with no stool metal, plastic or cowling damage; (c) all pans, pieces, components and optional equipment must be pre sent installed and aperaLone]: (d) all accessories shall be returned In proper order, e) all motors shall operate smoothly cad over eatep and shall have good bearings and bushings, ( all electronic controls shall operate per manufacturers apeafirat1; and controls which bypass norms operations shall be repaired at Lessee's expense; fig) all e)edricel syslame shall be able to provide electrical output as specified by the manufacturer, (h) all batteries shall be in good, safe operating condition with no dead calls or cracked cases and all batteries shall hold a charge and provide adequate power to operate the equipment; (1) all Equipment shall have serviceable liras, with 50% remaining trs retamug proper air pressure, and without repair patches, (j1 all oil and grease seals must contain lubrication in ate manufacturers designed reservoir, (k) ell Equipment must have a relatively dean appearance; (1) all Equipment shall be free from excessive wear noomitating major component repair or replacement caused by lack of recommended maintenance as detailed in customer operatioNmainteriance manualei (m) all Equipment shall be free from struclural damage or bent frames; (n) any usage or melaring devices must not have been altered in any way, (o) all Equipment attachments, if any, must be in good operating condition: and (p) all hydraulic cylinders must not be bent, nicked, gouged or eakkhq. In addition each item of Equipment must be able to complete the following tests: (q) operate nomall in forward and reverse directions through all is speed ranges or gears; (r) steer normally nphl and Ian in bath forward and reverse; (s) have all functions and controls work In normal manner, (t) be able to stop with Its service brakes in a tale distance in both forward and reverse; (u) operate without leaking any fluids; (vl perform is designed functions in a satisfactory manner, and (w) all cutting (if ioable) must be able to lower, turn on, nn, raise and shut off as they are desined t any rem Equipment Is damaged or does not meet the standards set forth above for 04-return condition d such Equipment or If the Leases fails to discharge Le 'a obligations set forth above with regard to any item of Equipment, Lessee shat pay to Lessor, immediately upon demand, the Stipulated Loss Value (as defined in Paragraph 13 hereof) of such item of Equi' tent 10. Excess Usage and Supplemental Payments �Sactlon is not applicable to 51 out option I asesb Unless the end rr<term purclhaae cotton Is Si..+ , al tie end tithe Irhitia Term of Lease, Lessee shall pay es Rent to Lessor 55.00 P hwtr an each item d Equipment for each hotr d use In excess of 900 homes per year Lessee asuchplemleasof Lessor t tten demand. The hours d en iteEquipment shall ba determined by the hour meter ttched b said item d Equipmef any such hour melon becomes inoperable ar Inaaerate, Lessee a" I immediately repair or replace same, and shall immediately notify Lessor in writing d wdh event and d the carract hhous d uuage for the Equipment during the period d time the hour meter was inoperable or ineaurate. Lessee shall promptly fuxrikalt Lessor audm information as Lasses may reasonably request from time to lima in order to doawment the hours of usage of the Equpment 11. Automatic Renewal and End of Term Opttcm. Unless the end d term purchase option Is $1.00, this Lease will automatically renew on a monIrHo•month basis until Lessee delivers the Equipment to Lessor or purchases the Equipment. During such renewal(s) the amount of each rental payment will remain this same. Lessor may cancel the automatic renewal terms at any time by sending Lessee a written notice that Lesser does not want this Lease to renew, Losses may, upon 90 days' prier written notice, select one of the fallowing options at the and of the Initial Term or any renewal term, provided no event of default under the Lease has scarred and is continuing: 1) renew or continue the Lease: 21 purchase the Equipment for the fair market value CFMV'), at 3) return the Equipment to Lessor at Lm FMV shalt be the retail in-place value of the Equipment as determined solely by Lessor If the end of tern purchase option is $1.00. provided that Lessee is not in default Lessee shat purchase the Equipment for $1 00 at the end of the Initial Term Upon emu d the purchase option price to Lessor us all applicable faxes. Lessor shall transfer its interest in Equipment to Lessee AS I5 WHERE IS- without any or warranties whatsoever ;77&=;1p of Equipment. Lessor Is the owner of the Equipment and has title to the Equipment Leases will keep the Equipment free of all liens and encumbrances. If this transaction s deemed to be a lease intended for security, Lessee grants to Lessor a purchase money security interest in the Equipment (IndWing any replacements, substitutions additions, attachments and proceeds) Lessee authorizes Lessor to record a UCC -1 financing statement and Lessee grants Lessor a limited power of attorney to execute and deliver such instnrnent 13, Lose or Dams e. Lessee shelf bear alf risk d loss associated with an item of Equipment, including theft dsatnudisn, or No such loss shell relieve Lessee from any d its obligations udw this Leases In the evert d aariryhy bas respect to particular Equipment. Louse shall either (a) place such Equipment in good repair. condtion and rg orderi (b) replace such Equipment wits Ike equipment (d the mile year, make. model and asceaaoriass or better) in hood niQeir condition and waking order, w (c) pay to the Lessor the Stipulated Loss Value d such Equipment. The Stipulated Loss Value' far particular Equipment shall be an amount equal to: (i) the Wlal of all Rent and any, other amounts, if m1y due with respect to such Equipment as d the date d the goes (ii) the present vales d all future Red with reaped to such Equipment discounted at 2%. phq n) the then estimated fax market value d such Equipment as d the end of tie Initial Tenn of tease for such Equipment (assumi no loss or damage). 14. Insurance. Lessea will provide at its expense, property insurance for the Equipment, naming Lessor as lost payee Lessee will also obtain a comprehensive general liability insurance policy covering any personal injury or third party property damage, naming Lessor as an addm'tional insured. Lessee will provide Lessor evidence d such nsuranc a when requested Lessee shall notify Lessor of any cancellation, non•renewel or material change to such insurance 30 days prior to such change . H Lessee fails to maintain the required insurance on ate Equipment, or provide proof of same to Lessor, Lessor may, at its tole discretion, obtain ins rare,* to protect its interest in the Equipment and add an insurance charge to Lessee's monthly payment (of vehich Lessor may make a profit} Lessee appsirus Ion as Lessee's aCamayirt•fad m request required insurance coverage, make claims. receive payments and expoda and endorse at pdoocumenb, checks, draft w atder instruments necessary or advisable to m wee 1p5 menteerssaannd Fees. yLes y c spree epee to the own eserehip, leasing rental sale, 5 � ppossessionnoorl� d the Equipmenttrgexcluding te y taxes based an Lessors net income If LeSSW pays any taxes or fees for Lessee. Lessee agrees to reimburse Lessor immediately upon receipt of Lessors invoice. AI Lessors qAk n, Lessee egress to remit along with Lessee's rental payments under this Lease. an amount to a percentage d Lessors reassnable estimate d the penonaf property texas that wit be against the Equipment. Arty such amounts remitted to Lessor will be credited by Lessor , against Lessee's obligations under On paragraph The provision d this p�a�aph at" e— the 0 —CM Lease 10. Aasl4nmenI LESSEE MAY NOT ASSE ELANSFER OR SUBLEASE TFEE EQUIPMENT OR LESSEE'S INTEREST IN THIS LEASE Lessor may, without notifying Lessee. sell assign or transfer this Laasa w is rights in the EgWpmeM. Lessee agrees that t Lessor Bella. assign, or transfers this Leese, the new owner vw11 have the tame ngrnt and benefits that Lessor free now arhd the new owner will rat be subject to any daima defenses w setoffs that Leases may have against Lessor 17. Defautl Lessee care be in defaui if ()Lessee fails to pay any payment vntmin ten days of its due dale; {ii) Lessee does owl periornm any d Lessee's other obligations under this Lease or in any other fo Mho aubarhafit of aeditars,)or arNersorarlmyybenkrupky w reorganization proved rig (or a na igua� assets d this Lease dies w does not perform Its obligations under the guaranty: ar (v) Lessee urderyo a change in ownership or Canto of any type that in Lances judgment result in a detadoralion d Lessee's creditworthnesa- 1a. Remedies. ti a (Waal occurs. Lsw 6r may do one or more of the following: (i) Lessor may cannel or terminate this Lease or any other agreement that Lessor has entered Into with Lessee. (n ; Lessor may require Lessee to Immediately pay Lessor as corn !on for loss d Lessors bargain and not as a penalty a sum equal to ;a/h th.e total d all unpaid Rent and an other amounts, t any due under the Lease as of the date of deTauk. plus tb) ate present value of all future Rem due under the Lease discounted at 2 %, plus (c) the EquipmeM's anticipated residual value, as determined by Lances books at the commencement of the Lease; (iii) Lessor may require Lessee to deliver the Equpmerd to Lessor as set forth in Paragraph 9 (tv) Lessor or its agent may peacefully repossess the EgWpmenl without court alder and without liability for such entry or for damage to property or otherwise and (v) Lessor may exercise any otter right or remedy available at law or in equity Lessee agrees to pay at of Lessors costs of enforcing Lessors rights against Lessee including reasonable attorneys fees and Lessee will not make any claims against Lessw for damages or trespass or any other reason. H Lessor takes possession of the Equipment, Lessor may sell or otherwise di se o[ fi with or without natrce, al a public or private eels, and apply the net proceeds (anor deducting e11 Wsta related i0 the sale ar d "l.", tion d the Equipment) to the amounts that Lessee owes Lessor Lessee agrees Met if notice d sale required bylaw to be given, ten days' notice shall constitute reasonable notice. Losses will remain responsible for arty amounts that are due after Lessor has applied such net proceeds. 19. Indemnity. Lessee assumes the risk of liability arising from possession, operation, or use of the Equipment Lessee shall Indemnify, defend and hold harmless the Lessor from any and all claims, costs, ttaaxeess, Eexpepnses, damages, and liabilities arising from or pertaining to the use, possession, or operation 20. Finance Lease; Article 2A Waiver. Lassos agrees that it Article 2A4.eases of the Uniform Commerciat Code ('UCC') applies to this Lease, this Lease will be considered a 'finance lease' as that term Is defined in Article 2A. 6y sionirg this Lease, Lesm agrees that either (ai Lessee has reviewed, approved. and received, a copy of the, supply contract or (b Lessor has informed Lessee of the Identity of the wpplior tat Lessee may have nghta under the o tract. and that Lessee may eonfad the Supplier for a dose ipptiion of these riROlhts- To THE PERMITTED 13Y APPLICABLE LAW, LESSEE WANES A AND ALL GHTS AND REMEDIES CONFERRED UPON A LESSEE BY ARTICLE 2A (SECTIONS 509.5221 OF THE UCC. 21, Representations and Warranties. Lessee represents and warrants Is Lessw that (i) the making of this Lease by Lasses is duly authorized on the pan of Lessee and upon execution thereof by Lessee se and Lessor shall constitute valid obligations binding upon, and enforceable against, Leas: (0) neither the making of this Lease nor the due performance thereof by Lessee, Including the commitment and payment of the Rent, that newt in any breach d, or constitute a default under, w violation of. Lesaea's certficate of Incorporatlan, byaaws, or arty agreement is which Losses it a perry or by which Lessee .a bound; (Iii) Lessee is in good standing in its state d incarparetion and in any jurisraclion whore the Equipment Is located end s Bntitlad to own property end b tarty ore buaine5a therein, and (iv) all financial intanreticn provided by Lessee to Lessor Ill true, acwrate arW provides a good re{xesanitation d Lessee's financial condition. N requested. Lessee sL1at povide Lessor a certified copy d its corporate Reuholutions andlor a CeniCcaio d inwmbency in the lam provided by Lessor a such other form aomeplable to Lessor. a2ar2ry Penformencs of Lassae's Oblipuhtions byyLaewr. H Lessee fails to make any payment or perform such obligatiorgaat the eitpense d Lessee` Any such expert ion by Les or�shatl ro a deemedldWa additiomi a cum or Rent due hereunder, payable upon demand. S set waiver of any rlefaWl by Lessee. 2S. Anti•Monsy Laundetl ntamaUonal Trade Compliance. Lessee repreaanta and wanaMs to Lessor, u d rte date of Ibis ease, the dale d each advance d proceeds under are Laasa, the date of any renewal, audension or mmdcatimrn d this Lease, and e♦ all times until rte Lease free been terminated and all amounts thereunder have been Indefeasibly paid in full auaC (� uho Covered Entity (1) s a Sanctioed Person: a (ii) dells business n or with, w deriver any its operating Income from investments In or hransactions with, any Sanctioned Country or Sanctioned Person in violation of any governmentsl law, M ulation, order or directive; (b) the proceeds of the Lease will not be used to fund any unlawful activity a) the funds used to repay the Lease are not derived from any unlawful activity; and (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United Stales. As used herein: Covered EntlW means the Lessee, its affiliates and subsidiaries and direct and Indirect owners, and all guarantors; 'Sanctioned Country' means a country subject to a sanctions program maintained by the United Stales government; and 'Sanctioned Person' means any individual Person. group, reregqime, entity or thing listed or otherwise recognized as a specialty designated, prohibited, sanctioned w debarted person or entity, or subject to any imitations or prohibitions (including but not limited to the blocking of property or rejsc4on of transactions), under any order or directive of the United States government: of otherwise subject to, or specially designated under, any sanctions program maintained try the United States government. 24. USA PATRIOT Act Notice, To help the government fight the handing of terrorism and money laundering activities, Federal law requires all financial Institutions to obtain, verify and record information that identifies each lessee that opens an account What this means: when the Lessee opens an account, Lessor will ask for the business name, business address, taxpayer Identifying number and other Information that will allow the Lessor to identify Lessee, such as orgenilvili l documents For some businesses and organizations, Lessor may also need to ask for Identifying information and documentation relating to pertain individuals associated with the business or 25. Miscellaneous. Lessee agrees that the terms and conditions contained in this Lease make up the entire agreement between Lessee and Lessor regarding the Lease of Equipment The declaration of nvalidity of any provision of this Lease andlw Guaranty shall not affect any part of the remainder of the prowaions d this Lease and Guaranty Any change in any d the terms and conditions d this Lease must ba r wribnp and signed by Lessor Losses agrees however, that Lessor Is authorized. without notice to Lessee, to insert the Lease Number, and lutto supply missing information or to correct obvious orrars in this either (1) the final Total Cash Price (which Is all all Me amo�l essw has paid nmconnectionwith than uprchase del' and Installation d the Equipment. intludi achy upgrade and buyout amounts) differs from the estimated Total Cash Price, or (ii) comparable U . Troewry Nola yields increase between to date Lessee signs this Lease and the Acceptance Date Lessor shall not be obligated to purchase the Equipment if the actual Total Cash Price varies more than 15% from the Total Cash Price listed above. If Lessor delays or fails to enforce any of Lessor rights under this Lease, Lessor wi: still be entitled to enforce those rights at a latter time. All notices shall be given In wntng by the pony sending the notice and shall be affective when deposited in the U.S. Mail or a nationally recognized overnight delivery service, addressed to the per iving the notice at Its address shown on the front of this Lease (or to any other address specified %; tet party in writing) with postage prepaid. All of Lessors right and rn remedies shall suve and remain in full fame and affect and be enforceable after the expiration or termination of the Lease for any reason. it is the express intent of the parties not to violate any applicable usury laws or to axond the maximum amount of time price differential or Interest as applicable, pefmitted to be charged or collected by applicable law, and any such exce5a Pa ent will be applied to Rani in inverse order to maturity, and any remaining excess will be refueled to Lessee. Lessee agrees that Lessor may furnish Lowe 's payment history relating to this Lease and all other losses between Lessee and Lessor to authorized third parties. If more then arse Losses has signed this Lease each of the Lassoes agree that Lessee's liability is joint and several. Lessee agrees to prompty, at Lessee's eicpensa, dyelirovegr such other reasonable dyoa� rmry ents end asatrrerheea, arel lake such Cior action as AG ES TO PAY LESSOR AN ORIGINATION FEE THE DATE E FIRST EiNTAL Lease IIS DUE TO COVER THE EXPENSES OF ORIGINATING THIS LEASE Lasses agrees that a facsimile or scanned copy of this Lease with facsimile or scanned signatures may be treated as an original and wit be admissible as evidence of this Lease. 26. Important Information about Phone Calla. 8 nov . dng telephone number(s) to Lessor, now or at any later time, Lazne authorizes Lessor and its affiliates and designees to contact Lessee regarding Lessee aecoungs) with Lessor or Its affiliates, whether such accounts are Lessee's individual accounts or business accounts for wh ch Lessee is a contact, at such numbers using any means including but not limited to placing calls using an automated dialing system to cell, VoIP or other wireless phone number or leaving prerecorded massages or sending text massages, even if charges may be incurred far the calls or text messages Lessee consents that any phone call with Lessor may be monitored or recorded by Lessor May 14, 2015 Professional Course Management It, Inc. dba Miami Shores Country Club 10000 Biscayne Blvd. Miami Shores, FL 33138 RE: Lease Number 190294000 ('Lease Agreemenf) Please complete this form and return it to PNC Equipment Finance, LLC along with a copy of your Certificate of Insurance and Insurance Binder, naming PNC Equipment Finance, LLC as lender loss payee and additional insured, as evidence that you have obtained the necessary insurance as required by your Lease Agreement. As part of the Lease Agreement, you have agreed to keep in effect an "All Risk (or broad form of)" extended coverage property insurance policy covering the equipment for its full replacement value. You are also required to carry a comprehensive general liability insurance policy or other similar form of third party liability coverage with combined single limits of $1,000,000 per occurrence and $2,000,000 in aggregate limits. The property insurance policy shall name PNC Equipment Finance, LLC and its successors and/or assigns (ISAOA) as sole Lender Loss Payee and the general liability insurance policy shall name PNC Equipment Finance, LLC and its successors and/or assigns (ISAOA) as an Additional Insured. In addition, such policies shall have a provision stating that the policy cannot be changed or cancelled without 30 days' prior written notice to PNC Equipment Finance, LLC. If you fail to obtain insurance or provide evidence thereof to us, you agree that we may, but shall not be obligated to, obtain such insurance on your behalf and charge you for all costs and expenses associated therewith. Without limiting the forgoing, you specifically agree that if we obtain insurance on your behalf, you will be required to pay a monthly insurance charge. The monthly insurance charge will include reimbursement for premiums advanced to the insurer, finance charges (which will typically be at a rate higher than the rate used to determine your equipment rental amount), billing and tracking fees, administrative expenses and other related fees. We shall receive a portion of the insurance charges, which may include a profit from such finance, billing, tracking, administrative and other charges. Please provide the pertinent policy information below in addition to sending PNC Equipment Finance, LLC, copies of the appropriate insurance documents requested above. Thank you for your assistance in this matter. Please complete all of the information below. Nerve: ,aaergee: 2 18 y5 pow ' l 06 , „ 20,5 .. 53r,a TZa +On, r-L 334x3 Phone Number 5(0 l ' S 6-1 ' 0 900 - -Fex 1iPP a - Lessee: Print Name: t]ale: - - - - - -- 511416 tneurance caner Phi lud� In ns Policy Number Effective Date: - Expration Date: J f II, Inc. dba Miami Shores Country Club Please return this form to: PNC Equipment Finance, LLC 995 Dalton Avenue Cincinnati, OH 45203 Attn: .OR. Fax. PNC Equipment Finance, LLC a Delaware limited liability company ( "PNC "), is required to collect and remit sales/use tax in the taxing jurisdiction where your equipment will be located. If you select that you are exempt by marking one of the checkboxes below, you must provide a valid exemption certificate. If you do not provide this certificate prior to the booking of your transaction, you will be responsible for sales tax on all accrued payments. • If tax has been remitted up front and financed into your lease payment, your account will not be marked sales tax exempt if you provide an exemption certificate after your transaction has been booked. • If your tax is remitted on a monthly basis, your lease may be marked sales tax exempt for the remaining payments left to be invoiced if you provide a valid exemption certificate after your transaction has been booked. • In the event we do not receive a valid sales tax exemption certificate prior to the date your lease commences, you will be charged sales/use tax. Personal property tax returns will be filed as required by local law. In the event that any tax abatements or special exemptions are available on the equipment you will be leasing from us, please notify us as soon as possible and forward the related documentation to us. This will ensure that your leased equipment will be reported correctly. Please indicate below if your lease is subject to tax or whether a valid exemption exists. Sales Tax I agree that my lease is subject to salesluse tax. ❑ 1 am exempt from sales/use tax and I have attached a completed exemption certificate to PNC. ❑ 1 am claiming a partial exemption from tax. I have attached a completed exemption certificate or other documented proof of this partial exemption. ❑ 1 agree that my business is subject to sales/use tax and I have attached a completed resale certificate. This certificate indicates that I will be responsible for collection and remittance of sales/use tax based on the subsequent re- rental of the property. If applicable to the tax rates in your state, are you outside the city limits or in an unincorporated area? 0 Inside city limits 0 Outside city limits ❑ Unincorporated area Property Tax ❑ 1 have a valid abatement or property tax exemption (documentation attached). Location: I State 1 1� Taxing District rv, ; a 3 Additional comments: Lease Number 190294000 Lessee: PlofesoonakCourse Management II, Inc. dba Miami Shores Country Club Dalai 51109 I 4L PLEASE COMPLETE AND SIGN FORM i r� The undersigned, duly ; elected and acting as Corporate Secretary or Assistant Secretary of Professional Course Management II. Inc. dba Miami Shores Country Club ( "Lessee ") hereby certifies: 1. That helshe has the power and authority to execute this Certificate of Incumbency on behalf of Lessee; 2. That the following named person(s) are authorized representatives of the Lessee in the capacity set forth opposite each of their names and that each of their signatures is genuine and correct; and,. 3. That, as of the date hereof, the following named person(s) each have proper corporate power and authority to execute and deliver any lease agreement between Lessee and PNC Equipment Finance, LLC, any lease schedules pursuant thereto and any other related documents. A Lessee OVA +re 15 NOTE: THE CORPORATE SECRETARY OR ASSISTANT SECRETARY OF THE ORGANIZATION MUST SIGN THIS CERTIFICATE AUTHORIZING THE SIGNER TO SIGN. 1 hereby attest that this information is true and correct as of this 14 day of MQ , 20 Lessee: Plrofessi nal Course Management II, Inc. dba Miami Shb�es CalintmClub R Lease #190294000 Please provide the following information. By providing such information, you will enable us to ensure prompt payment of your vendor and the correct processing of your lease transaction. Thank you. Lessee Information ID Number. Professional Course M Irivaiees sBOUfd be dlrecte Address ILOW 11 1-�d City; l bhOffS 8T'L Zip: — Preferred Method of Payment: (Please check) 1 - onthly Invoice (Mail)' Invoices should be d.rected to: Attention: Address - -- — -- — City: Email: ❑ Monthly Invoice (Email) Wing Contact Contact Information In order to verify receipt of equipment and review terms and conditions of the lease, please provide contact information for one or more staff that can assist in this process. Contact 1: Phone: .. t ��' 3-W 1360 CAS )D 1 d li 1 ! .11 ICI MIN M-4 I hereby attt the Above information is accurate. I X ��(� ///,/ ' 1�5Ii45 _�9 C� r-05 I -k, PNC Equipment Finance, LLC 995 Dalton Avenue • Cincinnati, OH 45203 Questions? Call: (800) 559 -2755 Fax: (888) 888 -3695 21 5 Golf Short Form Package Turf Lease Number 190294000 Description , Serial No. Quantil 2 Toro Greensmaster 3150 -Q 2 11 Blade Cutting Unit 2 Narrow Wiehle Roller (set of 3) 2 Light Kit 2 TPP 3 Groomer Drive (LH) 3 Groomer Reel Spring Steel 1 Groomer Pulll Link Kit 3 Thatching Reel 1 Front Full Roller (set for 3) 1 Toro Reelmaster 5010 -H 1 T' 11 Blade DPA Cutting Unit (5) 1 DPA CU Finish Kit 1 Cover - Seat, Large 1 Universal Sunshade (white) 1 TPP 1 Toro Groundsmaster 4500 -D 1 Universal Sunshade (white) 1 Cover, Seat, Large 1 TPP 1 Toro Workman HDX Auto 1 High Flow Hydraulics Kit 1 Vcon Spreader 1 Vicon Spreader Mounting Kit 1 TPP Lease Number 190294000 In compliance with the terms, conditions and provisions of the Equipment Lease Agreement ( "Lease "j by and between the undersigned ( "Lessee ") and PNC Equipment Finance, LLC ( "Lessor'), Lessee hereby., (a) certifies and warrants that all Equipment described in the above- referenced Lease (the "Equipment") is delivered inspected and fully installed, and operational as of the AcceptanEe Date as indicated below; and (b) accepts all the Equipment for all purposes under the Lease and all attendant documents as of this f_ day of °:.' r= 20 ( "Acceptance Date "); and (c) restates and reaffirms, as of such Acceptance Date, each of the representations, warranties and covenants heretofore given to Lessor in the Lease. Lessor Is hereby authorized to Insert serial numbers on the Rental Schedule. Lessee: Professional Course Management II, Inc. dba Miami Shoreountry Club 2115 Golf Shod Form Lease (curt) PNC EQUIPMENT FINANCE AMENDMENT TO EQUIPMENT LEASE AGREEMENT This Amendment ( "Amendment "), dated and effective as of the 27th day of May, 2015, is to that certain Equipment Lease Agreement dated, (the "Lease ") between Professional Course Management II, Inc. dba Miami Shores Country Club, with its principal place of business at 10000 Biscayne Blvd. , Miami Shores, FL 33138 ( "Lessee "), and PNC Equipment Finance, LLC, with an address at 995 Dalton Avenue, Cincinnati, OH 45203 ( "Lessor "). In consideration of the mutual covenants contained herein and other valuable consideration received, and with the intent to be legally bound, the parties amend the Lease as follows: Forum. Law & Jury Waiver. The 1st sentence in Section 6 titled "Form, Law & Jury Waiver" is amended to: "Lessee agrees that this Lease shall be governed by the laws of the State of Florida, and Lessee consents to the jurisdiction of any court located within Florida. Return. The 1st sentence in Section 9 titled "Return" is amended to: "Unless Lessee purchases the Equipment at the end of this Lease, Lessee will immediately, upon expiration of the Initial Term or any extension, at Lessee's sole cost and expense, deliver all but not less than all of the Equipment to Lessor to any place within 200 miles from the equipment location listed on the Lease Agreement, that Lessor tells Lessee." All other terms and conditions of the Lease shall remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the date above written. PROFESSIONAL COURSE MANAGEMENT II, INC. SBA M, IA ,MI SHORES COUNTRY CLUB - _Q Authorized Signature a rimed Name - ✓� iv4 1 Title PNC EQUIPMENT FINANCE, LLC Authorized Signature Printed Name Title 3AS PNC Amendment to Vendor Docaments May 14, 2015 Professional Course Management ll, Inc. dba Miami Shores Country Club 10000 Biscayne Blvd. Miami Shores, FL 33131 RE: Lease Number 190294000 To Whom It May Concern: Thank you for choosing PNC Equipment Finance, LLC as your financing source. Enclosed you will find the following documentation: • Lease Agreement: Be sure to sign, print name, title and date at the bottom of Page 1. • Schedule A (if applicable): Please initial at the bottom of the page. Certificate of Acceptance: Please date, sign and insert title. • Certificate of Incumbency: Please have all authorized signers (including the individual who signed the documents) sign in the middle section along with the Corporate Secretary or Assistant Secretary, who should complete the bottom section of the document. This person must complete the top and bottom sections of the document. If you have a corporate resolution available, please include that in the return of your documents. If this document does not apply to your business structure, please send a copy of your Operating Agreement, Partnership Agreement or Incorporating documents. Invoice: Please remit amount due with documents. Insurance: Please note the page detailing instructions regarding the certificate of insurance required under the terms Of the lease. Simply forward a copy of the signed page to your insurance carrier, so that they may issue the appropriate certificate on a timely basis. • Notification of Tax Treatment: Please complete and return. Customer Information: Please complete and return. We appreciate this opportunity to serve you and look forward to working with you in the future. Should you have any questions before sending the documents, please feel free to call me at 513 - 455 -9530. Sincerely, Christy Dole Program Manager ilk 1301 rdW 3rd Street Est_ 1912 Deerfield Beach, FL 33442 Tel 954. 429 -3200 Fax 954 - 725 -6701 Sold To: Miami Shores Country Club Attn: Mr. Seth Strickland Golf Course Superintendent 10000 Biscayne Boulevard Miami Shores, FL 33138 Via E -mail: sethrsc a aol.conl Quotation Date: 04"24 :15 Quote # 1853478 Terms N30 Miami Shores Country Club Qh'. Model Description Unit Price Extension 2 04358 Toro Greensmaster 3I50 -Q $26,935.00 S 53,870.00 04619 11 -Blade Cutting Ltnit (3) 04626 Narrow Wiehle Roller (.200" Spacing) (Set of 3) 105 -8336 Light Kit 2 C443 TPP 48 Months /3600 Hours Comprehensive S 1,092.00 N/C Accessories for Greensmaster 3150 -Q 3 04709 Groomer Drive (LH) (Set of 1) $ 1.239.00 N,C 3 04712 Groomer Reel, Spring Steel $ 365.00 5 1,095.00 1 106 -2643 Groomer Pull Link Kit $ 376.00 5 376.00 3 04479 Thatching Reel (Set of 1) $ 6,008 28 N C 1 04625 Front Full Roller (Set of 3) S 793.85 N C 1 03674 Toro Reelmaster 5010 -H - 24.8 hp Tier 4- compliant Diesel /48 v battery pack $51,860.00 5 51,860.00 03641 7 -Inch, 11 -Blade FSR DPA Cutting Unit (5) 03629 DPA CU Finish Kit (1 per Traction Unit) 120 -5179 Cover -Seat, Large 30349 Universal Sunshade (White) 1 C465 TPP 48 Months /3600 Hours Comprehensive S 2,184.00 N/C 1 30857N Toro Groundsmaster 4500 -D S 54,584.00 S 54,584.00 30349 Universal Sunshade (White) 120 -5179 Cover Seat, Large 1 C473 TPP 48 I19onths /3600 Hours Comprehensive S 2,730.00 N/C 1 07390 Toro Workman HDX Auto S 25,268.00 S 25,268.00 07395 High-flow Hydraulics Kit For Workman HDX Auto 41256 Vicon Spreader 41253 Vicon Spreader Mounting Kit 1 C443 TPP 48 Nlonths /3600 Hours Comprehensive S 768.00 N/C Total Package Amount S 187,053.00 -c 25 :5L(C�"- Serving South Florida for Over 100 Years rage t of 'BE 1301 NW 3rd Street Est. 7912 Deerfield Beach, FL 33442 Ter 954 -429 -3200 Fax 954- 725 -6701 Sold To: Miami Shores Country Club Attn: Mr. Seth Strickland Golf Course Superintendent 10000 Biscayne Boulevard Miami Shores, FL 33138 Via E -mail: sethrsendool.com Miami Shores Country Club Terms: All prices quoted FOB Deerfield Beach unless otherwise indicated. The preceding pricing is valid for 34 Days. Prices and incentives based upon complete package purchase. Prices include assembly where applicable and accessability to parts and sen ice manuals. Timing of delivery may vary and is subject to manufactures availability. Purchaser is responsible for applicable taxes and duties. No credit card payments on equipment purchases. Thank you for considering Hector Turf for your equipment needs. If I can be of any further assistance, please do not hesitate to contact me. Quotation Provided By: HECTOR TURF Doug Francis Sales Account Representative Commercial Products Quotation Date: 04;:24.-:15 Quote # 1853478 Terms N30 Serving South Florida for Over 100 Years r�S.c z e }