2016-10-17 GC Agenda - Item 8 - Attachment 2 (Amended) - Statement of Financial Position

      (a)   the Grantor shall do all things necessary to enable the Secured Party's security
            interest in those things to be registered under the PPSA, and will comply with all
            requirements of the PPSA;

      (b)   the Grantor acknowledges that the Lease is a security agreement for the purposes
            of the PPSA;

      (c)   in connection with any such security agreement and to the extent that the PPSA
            permits, the Grantor waives its rights to receive a copy of any verification
            statement or financing change statement, any notice required under the PPSA,
            and its rights and any otherwise existing obligations of the Lessee under sections
            95, 96, 117, 118, 120, 121(4), 123, 125, 126, 128, 129, 130, 135, 142 and 143 of
            the PPSA.

25.   Action at the end of the Lease

      (a)   Unless clause (e) applies, on the End Date:

            (i)     the Lessee will make the Buses and UCAPs available for collection by the
                    Lessor at the Delivery Point;

            (ii)    the Lessor will collect the Buses and UCAPs from the Delivery Point.

      (b)   The parties may extend the End Date by written agreement.

      (c)   Any equipment provided by the Lessee, TransLink, or the Operator, such as
            Ticketing Equipment, CCTV Cameras and Two-way Radio Communication
            Systems, shall be returned by the Lessor on the End Date, unless clause (e)
            applies.

      (d)   The Lessee must ensure that the Buses and UCAPs are provided to the Lessor
            for collection at the end of the Term in good working order, and in good repair (fair
            wear and tear expected) and shall:

            (i)     provide any log books, service manuals and other documents relating to
                    the Buses to the Lessor; and

            (ii)    ensure that all Rent payments have been made to the Lessor.

      (e)   The Lessee, TransLink or the Operator may, at their sole discretion, purchase any
            or all of the Buses at the end of the Term by giving written notice to the Lessor,
            prior to the End Date, of the Bus or Buses or UCAPs it wishes to purchase.

      (f)   If the Lessee, TransLink or the Operator gives notice to the Lessor under clause
            (e):

            (i)     the Bus or Buses referred to in the notice shall become the property of the
                    party who gave the notice on the End Date, free of any liens, charges and
                    encumbrances;

            (ii)    the party who have the notice shall pay the Residual Purchase Price to the
                    Lessor for each Bus and/or UCAP referred to in the notice (or such other
                    amount as agreed in writing by the parties) within 20 Business Days after
                    the End Date (subject to the Lessor first issuing an tax invoice for the
                    amount payable);

            (iii)   the Lessor warrants to the party who gave the notice that the Bus or
                    Buses or UCAPs referred to in the notice shall, at the End Date:

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