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and solely following an Event of Default or Event of Nonappropriation, Lessee shall provide Lessor with a
<br />waiver or such other commercially reasonable assistance so that Lessor can exercise any rights or remedies
<br />that it may have with respect to any of the Equipment.
<br />10. Purchase of Equipment by Lessee; Prepayment. At the option of Lessee, and provided that
<br />no Event of Nonappropriation or Event of Default has occurred and is continuing hereunder, Lessor's interest
<br />in all, but not less than all, of the Equipment will be transferred, conveyed and assigned to Lessee, and this
<br />Lease Agreement shall terminate: (a) upon payment in full of the rental payments and all other payments
<br />then due hereunder or (b) on any rental payment date hereunder, provided Lessee shall have delivered written
<br />notice at least 30 days prior to such date of Lessee's intention to purchase the Equipment pursuant to this
<br />provision, by paying to Lessor, in addition to the rental payment due and all other amounts due and owing
<br />on such date, an amount equal to the concluding payment (the "Concluding Payment") shown for such rental
<br />payment date on the rental payment schedule in Exhibit A.
<br />11. Risk of Loss. Lessee shall bear the entire risk of loss, theft, destruction of or damage to the
<br />Equipment or any part thereof from any cause whatsoever during the Lease Term and thereafter until
<br />redelivery to a location designated by Lessor, and shall not be relieved of the obligation to pay rental
<br />payments or any other obligation hereunder because of any such occurrence. If (a) the Equipment or any
<br />portion thereof hereunder is destroyed (in whole or in part) or is damaged by fire or other casualty or (b) title
<br />to, or the temporary use of, the Equipment or any part thereof hereunder is taken under the exercise of the
<br />power of eminent domain, Lessee shall immediately notify Lessor. Lessee and Lessor shall cause the net
<br />proceeds of any insurance claim (including self-insurance) or condemnation award to be applied, at Lessor's
<br />option, to (i) the prompt repair, restoration, modification or replacement of the Equipment so affected or
<br />(ii) the payment in full of the then applicable Concluding Payment. Any balance of net proceeds remaining
<br />after completion of such work or payment of such Concluding Payment shall be paid promptly to Lessee. If
<br />the net proceeds are insufficient to pay the costs of such repair, restoration, modification or replacement or
<br />to pay such Concluding Payment in full, Lessee shall, at Lessor's direction, either complete the work or pay
<br />the then applicable Concluding Payment in full and in either case pay any cost in excess of the amount of net
<br />proceeds, but only from legally available funds.
<br />12. Insurance. (a) Insurance Policies. If Lessee is not self-insured (as hereafter provided), Lessee
<br />shall, at its expense, keep the Equipment fully insured against loss, fire, theft, damage or destruction from
<br />any cause whatsoever in an amount not less than the greater of (a) the total rental payments for the Lease
<br />Term, and (b) the full replacement cost of the Equipment without consideration for depreciation. Lessee
<br />shall also provide such additional insurance against injury, loss or damage to persons or property arising out
<br />of the use or operation of the Equipment as is customarily maintained by the owners of like property, with
<br />companies satisfactory to Lessor. Each policy shall provide that, as to the interest or coverage of Lessor or
<br />Lessors assignee, the insurance afforded thereby shall not be suspended, forfeited or in any manner
<br />prejudiced by any default or by any breach of warranty, condition or covenant on the part of Lessee. If Lessee
<br />shall fail to provide any such insurance required hereunder or, within ten (10) days after Lessor's request
<br />therefor, shall fail to deliver the policies or certificates thereof to Lessor, then Lessor, at its option, shall have
<br />the right to procure such insurance and to add the full cost thereof to the rental payment next becoming due,
<br />which Lessee agrees to pay as additional rent. All such insurance shall be in form, issued by such insurance
<br />companies and be in such amounts as shall be satisfactory to Lessor, and shall provide that losses, if any,
<br />shall be payable to Lessor as "loss payee," and all such liability insurance shall include Lessor as an
<br />"additional insured." Lessee shall pay the premiums for such insurance and deliver to Lessor a certification
<br />in the form of Exhibit C-1 and satisfactory evidence of the insurance coverage required hereunder. Lessee
<br />hereby irrevocably appoints Lessor as Lessee's attorney-in-fact to make claim for, receive payments of and
<br />execute and endorse all documents, checks or drafts received in payment for loss or damage under any such
<br />insurance policy.
<br />(b) Self -Insurance. If Lessee is self-insured with respect to equipment such as the Equipment under
<br />an actuarially sound self-insurance program that is acceptable to and approved by Lessor, Lessee shall
<br />City of Santa Ana / Holman Capital Corporation Page 4 of I1
<br />Equipment Lease -Purchase Agreement April 6, 2018
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