Res 1998-038 - Laserfiche WebLink

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24. GOVERNING LAW. This Lease shall be construed in accordance with, and governed by, the laws of the state of the Equipment Location. 25. DELIVERY OF RELATED DOCUMENTS. Lessee will execute or provide, as requested by Lessor, such other documents and information as are reasonably necessary with respect to the transaction contemplated by this Lease. 26. ENTIRE AGREEMENT; WAIVER. The Lease Documents constiMe the entire agreement between the parties with respect to the lease of the Equipment, and this Lease shall not be modified, amended, altered, or changed except with the written consent of Lessee and Lessor. Any provision of this Lease found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of this Lease. The waiver by Lessor of any breach by Le""-qe of any term, covenant or condition hereof shall not operate as a , of any subsequent breach thereof. day of March 19 98 IN WITNESS WHEREOF, the parties have executed this Agreement as of the 4 LESSEE: City of San Marcos, TX By: ~ Title: '1 LESSOR: Associates Commercial Corporation B'~(~ Title: f (tJ OPINION OF COUNSEL With respect to that certain Equipment Lease-Purchase Agreement ("Lease") dated March 4. 1998 by and between Lessor and Lessee, I am of the opinion that: (i) Lessee is a tax exempt entity under Section 103 of the Internal Revenue Code of 1986, as amended; (ii) the execution, delivery and performance by Lessee of the Lease have been duly authorized by all necessary action on the part of Lessee; (iii) the Lease constitutes a legal, valid and binding obligation of Lessee enforceable in accordance with its terms and all statements contained in the Leasl!! and all related instruments are true; (iv) there are no suits, proceedings or investigations pending or, to my knowledge, threatened against or affecting Lessee, at law or in equity, or before or by any governmental or administrative agency or instrumentality Counsel for Lessee:X By:" ~.~ Title:)( C;..., A-t1-~ <<; Date: ~ ' - " -GIf r which, if adversely determined, would have a material adverse effect on the. transaction contemplated. in the Lease or the ability of Lessee to perform its obligations under the Lease and Lessee is not in default under any material obligation for the payment of borrowed money, for the deferred purchase price of property or for the payment of any rent under any lease agreement which either individually or in the aggregate would have the same such effect; and (v) all required public bi,.,....;l19 procedures regarding the award of the Lease have been follov. y Lessee and no governmental orders, permissions, consents, appruvals or authorizations are required to be obtained and no registrations or declarations are required to be filed in connection with the execution and delivery of the Lease. 625689 Rev.8-90a