To the extent that any court or rule of law interprets this Lease to be a conditional sales contract, Lessee hereby grants to Lessor a security interest in the Vehicle described herein to the extent of Lessee's interest hereunder and for this purpose, this Lease shall, in addition to all other rights and obligations herein created, be deemed a Security Agreement. Lessee shall upon request promptly execute and deliver to Lessor such further documents and take such further actions as Lessor may request in order to carry out more effectively the intent and purpose of this Lease.
In the event that the parties hereto have entered into any separate agreement(s), note(s), or
MVLUBER Page 13 of 21 rev 3/4/14 v.7.25.14 lease(s) whereby Lessee has any financial obligation to Lessor, or any of Lessor’s affiliated companies, Lessor retains the right of set off for any monies due and owing Lessor by Lessee on account of this Lease with respect to any other separate agreements, notes or leases, including any advance payments made or security deposits made by Lessee and held by Lessor. Lessee shall not set-off or have the right to do so on account of any other contracts, leases, or agreements with Lessor, or any of its affiliated companies. All payments made by Lessee shall be applied to the oldest debt first, whether on account of this Lease or any other indebtedness, including parts, shop or repair invoices owed by Lessee to Lessor or to any related or affiliated companies. An Event of Default under this Lease shall constitute a default under any other such separate agreement(s), note(s) or lease(s) whereunder Lessee has a financial obligation to Lessor, or any of its affiliated companies.
Upon delivery of Vehicle to Lessee, it agrees to indemnify and hold Lessor harmless from all claims, suits, damages or losses including reasonable attorneys’ fees, sustained by Lessor and arising, directly or indirectly, from the breach by Lessee of any provision of this lease or any rider hereto, or the use or operation of Vehicle by any one including, without limitation, Lessee or the violation of any applicable law. Lessee's obligation under this Section 11 shall survive the termination of the Lease.
A. Intention: It is the parties’ intention to shift all liability from Lessor to Lessee whether the liability was, or may have been, caused in whole or in part by Lessor, Lessee or both. The foregoing covenants of indemnity are absolute and unconditional and shall continue in full force and effect regardless of where, how or by whom the subject Vehicle is operated.
B. Consideration: The parties acknowledge that consideration has been given as part of this Lease for Lessee's agreement to defend, indemnify and hold Lessor harmless.
C. Definitions: In addition to their customary meaning, the following definitions are provided: “liability” means, but is not limited to, responsibility for any claim sounding in tort, contract or otherwise, for death, injury or damage to person, property, real or personal, tangible or intangible, or any other claim, loss or damage. “Indemnify” means, but is not limited to, the shifting of liability from Lessor to Lessee whether the liability was, or may have been, caused in whole or in part by Lessor, Lessee or both. “Lessor” includes Lessor's parent and affiliated companies, including their officers, directors, employees, agents and assigns. “Defend” shall retain its customary meaning which includes all legal expenses (attorneys' fees, costs and expenses) in defending any claim. Lessee shall accept tender of defense for any claim in writing within seven (7) days of receipt of notice.