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<br />LEASE SCHEDULE NO. 1000113894 <br />Dated As Of May 24, 2002 <br /> <br /> <br />This Lease Schedule, toqether with its Pavment Schedule, is attached and made a part of the Master Lease- <br />Purchase Agreement described below ("Master Lease") between the Lessee and Lessor named below. All terms and <br />conditions of the Master Lease are incorporated herein by reference. Unless otherwise defined herein, capitalized <br />terms defined in the Master Lease will have the same meaning when used herein. <br /> <br />Master Lease-Purchase Agreement dated March 17, 1999 <br /> <br />A. EQUIPMENT DESCRIBED: The Equipment includes all of the property described on Schedule A-1 attached <br />hereto and made a part hereof. <br /> <br />B. EQUIPMENT LOCATION: <br /> <br />630 East Hopkins <br />San Marcos, TX 78666 <br /> <br />C. ACCEPTANCE OF EQUIPMENT: AS BETWEEN LESSEE AND LESSOR, LESSEE AGREES THAT: (a) <br />LESSEE HAS RECEIVED AND INSPECTED ALL EQUIPMENT; (b) ALL EQUIPMENT IS IN GOOD WORKING <br />ORDER AND COMPLIES WITH ALL PURCHASE ORDERS, CONTRACTS AND SPECIFICATIONS; (c) LESSEE <br />ACCEPTS ALL EQUIPMENT FOR PURPOSES OF THE LEASE "AS-IS, WHERE-IS"; AND (d) LESSEE WAIVES <br />ANY RIGHT TO REVOKE SUCH ACCEPTANCE. <br /> <br />D. ESSENTIAL USE; CURRENT INTENT OF LESSEE: Lessee represents and agrees that the use of the <br />Equipment is essential to Lessee's proper, efficient and economic functioning or to the services that Lessee provides <br />to its citizens and the Equipment will be used by Lessee only for the purpose of performing its governmental or <br />proprietary functions consistent with the permissible scope of its authority. Lessee currently intends for the full Lease <br />Term: to use the Equipment; to continue this Lease; and to make Rental Payments if funds are appropriated in each <br />fiscal year by its governing body. <br /> <br />E. RENTAL PAYMENTS; LEASE TERM: The Rental Payments to be paid by Lessee to Lessor, the commencement <br />date thereof and the Lease Term of this Lease Schedule are set forth on the Payment Schedule attached to this <br />Lease Schedule. <br /> <br />F. RE-AFFIRMATION OF THE MASTER LEASE: Lessee hereby re-affirms all of its representations, warranties and <br />obligations under the Master Lease (including, without limitation, its obligation to pay all Rental Payments, its <br />disclaimers in Section 7 thereof and its representations in Sections 6.1 and 16 thereof). <br /> <br />G. BANK QUALIFIED: LESSEE CERTIFIES THAT IT HAS DESIGNATED THIS LEASE AS A QUALIFIED TAX- <br />EXEMPT OBLIGATION IN ACCORDANCE WITH SECTION 265(b)(3) OF THE CODE, THAT IT HAS NOT <br />DESIGNATED MORE THAN $10,000,000 OF ITS OBLIGATIONS AS QUALIFIED TAX-EXEMPT OBLIGATIONS IN <br />ACCORDANCE WITH SUCH SECTION FOR THE CURRENT CALENDAR YEAR AND THAT IT REASONABLY <br />ANTICIPATES THAT THE TOTAL AMOUNT OF TAX-EXEMPT OBLIGATIONS TO BE ISSUED BY LESSEE <br />DURING THE CURRENT CALENDAR YEAR WILL NOT EXCEED $10,000,000. <br /> <br />Escrow Acceptance Date: <br /> <br />LESSEE: <br />City of San Marcos <br /> <br />LESSOR: <br />Banc One Leasing Corporation <br /> <br /> <br />By: <br /> <br /> <br />Title: Interim Fi nance Di rector <br /> <br />Title: <br /> <br />630 East Hopkins <br />San Marcos, TX 78666 <br /> <br />1111 Polaris Parkway, Suite A3 <br />Columbus, Ohio 43240 <br /> <br />MLDS.DOC <br /> <br />PAGE 1 OF 1 <br /> <br />