- 5 - lease. This $419,132.00 purchase price was payable as follows: $47,000.00 in cash on May 8, 1984, and in 85 consecutive monthly installment payments of $6,287.99 each, with the first payment due on April 1, 1984. The purchase agreement between Hambrose and Charterhouse contained the following provision: 6. Indemnification. Seller will indemnify Purchaser and protect, defend and hold it harmless from and against any and all loss, cost, damage, injury or expense, including, without limitation, reasonable attorney's fees, wheresoever and howsoever arising which Purchaser or its subsidiaries or stockholders, or any of its, or their, directors, officers, agents, employees, stockholders or partners, may incur by reason of any material breach by Seller of any of the representations by, or obligations of, Seller set forth in this Agreement or by reason of the Bulk Sales Laws of any jurisdiction. * * * Hambrose then leased back the initial equipment to Charterhouse pursuant to the terms of a wrap lease, which provided for 85 consecutive monthly rent payments of $6,287.99 each, with the first payment due on April 1, 1984. Under the wrap lease, the lessee waived "any right of set-off under state or federal law, counterclaim, recoupment, defense or other right which Lessee may have against Lessor or anyone else for any reason whatsoever". The lease agreement contained the following provision:Page: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Next
Last modified: May 25, 2011