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Home My WebLink AboutSHAMROCK SUPPLY COMPANY/MARQUETTE BUSINESS CREDITIIYJuit..& ,rVi` REQUIRED WORK MAY MEED CLERX OF OOUNCIL ev DA° ®, FA36) 0)65 L - N-2016-113 BORROWER: LENDER; CUSTOMER OF SRAMROCR; Shamrock Supply Company, Too. Marquette Dullness Credit, LLC City of Santa Ana 3368 Hast La Palma Avenue , 333 South Grand Avenue , 20 Civic CantarPlaza (142-30) Analumn, CA 92903 ( Suite 2350 P.O. Sox 1988 ("Shamrock° or "Baerower") jC Los Angeles, California M071 c'Mnrgnatte"orLeadar'7 _ Santa Ana, CA 92962 'Customer" DATE OF AGRZEMHNT: . 2016 CUSTOIYMR'S WAIVER AND CONSENT AGREEMENT This Customer's Waiver and Consent Agreement Is made slid entered Into as of the above ralearenced date among the parties Identified above as `5hamrack," "Marquette" rend "Customer." Pursuant to various loan and security agreements between Lander and Shamrock evidencing one or more loans made by Lander m Shamrock (a "Loan"}, Lender has acquired or will acqulre as security interest In various personal property cases of Shamrock which include, without limitation, parts, supplies, and outer inventory items offered for sale to Shamrock's customers ("InvaMory"). Customer is m}eof Shamtno$'s Gvsmmets thatpurcleses, flvm dme to thna, htvernmy frac Shamrock, Sbalmock has advised Lender that Shamrock has entered into an amingetnent or agreement with Customer whoroby Shanuock will place Inventory on site at Hie following prombes of Customer: City of Santa Ana, FIvISA-Fleet 215 S. Center St. Sento Ana, California 92763 The team "Premises" shall mean the foregoing premises, and any other promises occupied by Customer, at which Shonxoek Collateral may from time to that be placed. The term "Shamrock Collateral" shall mean the Inventory and any other property of Shamrock (such as a vending msolnut; and any equipment or materials owned by Shamrock and placed at the Premises, for any purpose, such as for purposes of moving, storagr; record keeping or support of said Inventory), Purnia R to the agreement or atzangement between Shamrock and Customer, such item of inventory and other Shamrock Collateral will be segregated and kept separate hom the properties and. assets ofCasmmer and Sharrock shall retain ownership and conavl of all ShammokCallawrol, except as follwxs: Items of inventory will ramahn under the ownership acid control o£Shammok rocas mid until Customer has purchased that particular item of Inventory, as evidenced by a "Sales Reaoipi" for that item of inventory. The term "Sales Receipt" means the roomd, whether physical or olocconic, that documents the oc ammice of the event by which sur item of Inventory is purchased by Customer from Shamrock, which shall occur when such item of Inventory ie deemed delivered to Customer and removed from the segregated place at which the Shanncoklnventory, is kept at the Pramism, To induce Leader to extend oradit to Dolmwar against such security fircrist in the Shamrmtk Collnterei, and for other valuable consideration, Customer and Borrower agree with Lander as Howl; I. Segregation of Shamrock Coliatargf , All of the Shamrock Collateral (and spooiificaty the Inventory) that is maintained at Customer's Premises shall be kept segregated and separate &em the properties and assets of Customer, except that Items o£ Inventory will remain under the ownership and conOol of Shamrock unless and until Cusmmorr has purchased that particular Item ochwentory, as evidenced by a "Sales Receipt" for that item of inventory, 2. Qrma ship bq $hy utak See rity Interest of MarauoRe Customer acknowledges and a%= that omit such item of Inventory is purchased by Custorner, as evidenced by a Sales Receipt for such item of inventory, each mid every such item of Inventory (and all other Shamrock Collateral) shall remain the property of Shatmock, and shall be subject to the security interest of Marquette, Customer agrees that city Ran or claim It may now have or may heroadsir have in the Sharrock collateral will be subject at at Imes to Marquetta's security Interest (or other present or than" Interest) in the Shamrock Collateral and will be subject to the rights granted by Customer to Marquette In this Agwomont. 31 Doncla#mar pf Intahast Customer hereby commis to Marg4ti te's security interest (or other Interest) in the inventory, and offim Sham ick Collateral, and disclaims all intemat, lions, and olaims which Customer now has or may harealYcr acquire In the Shsmmok Colltdeml. SMRth4762935352 •I • (Casmmces Waiver and Coomol 4. Interacts of Customer's Landlord or Lender. Customer shall notify any landlord at the Premises, and any lenders that have a security imarsct in the Resets of Customer, of the provisions of this Agreement, and shall cooperate with Shamrook and Marquette should they desire to obtain an acknowledgment and consent fiom such landlord or tender of the matters sot forth herein, or otherwise to protect the rights of Customer and Marquette to the Shamrock Collateral. Customer consette to the filing by either or both of Shamrock and Lander, If they so desire, of one or more inihrmadonal UCC•1 Financing Statements to evidence the ownership of Shamrock In the Shamrook Collateral, end the security Interest of Marquette therein, but any election not to file a finanoing statement shall not affect the rights of lite parties set forth herein. 5. ,Sntry 0a To Premises. Customer and Shamrock each grants to Lender, upon Lender's election to exaraiso Its rights as to the Shamrock Collateral, and upon consent by Customer, the tight to enter upon the Customer's Premises for purposes of removing the Shamrock Collateral thou the Promises, and, if mutually agreed between Customer and Marquette Upon the request of Marquette, for proposes of conducting a sale of the Shamrook Collateral on the Premises. If Marquette enters into the Premises and removes all or any port of the Shamrock Coltateml, Marquette agrees with Customer not to remove any of tine CoIlater'al in such a way that the Promises are damaged without either repairing such damage or reimbursing Customer far the cost ofrepair. 6. Miscellaneous Provisions. The following miscellaneous provisions are a part of this Agreement: This Agreement shall extend to and bind the respective heirs, personal representatives, successors and assigns of the parties to this Agreement. Lender need not accept this Agreement in writing or otherwise to matte it offsotive. This Agreement shall be governed by and construed In accordance with the taws of the State of California. If Customer is other than an individual, any agent or other person executing this Agreement on behalf of Customer represents and warrants to Lender that he or she has full power and authority to execute this Agreement on Customer's behalf. Tender shall not he deemed to have waived any rights under this Agreement unless such waiver is in writing and signed by Lender. Without notice to Customer and without affecting the validity of this Agecunant, Lender may do or not do anything It deems appropriate or necessary with respect to the Loan, any obligors on the Loan, or any Collsould for the Loan, including without limitation extending, renewing, rearranging, or accelerating any of the Loan indebtedness. 7. Amendments Thls Agreement constitutes the entire understanding and agreement of the partes as to the matters set forth In this Agreement. No alteration of or amendment to this Agreement shall be effective artless given to writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. g. No WRivar• By Lmder. Lender shall not be deomed to have waived any rights under this Agreement unless such waiver is giving in writing and signed by Lender, No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right to any other tight. A waiver by Lender of a provision of this Agreement shall not psojudico or eonsdmta a waiver of Lender's right otherwise to demand strict compliance with that provision or any other Provision of this Agreement, No prior waiver by Lender, nor any course of dealing between Lender and Customer, shall constitute a waiver of any of Leader's tights or of any of Customer's obligations as to any future transactions. 9. Seve�abifity. If a court of competent Jurisdiction finds any provision of this Agreement to be illegal, invalid, or unenforceuble as to any circumstances, that (Inding shall not make the offending provision illegal, invalid or unenforceable as to any other circumstance, if feasible, the offending provision shalt be considered modided so that it becomes legal, valid and enforceable, If the offending provision cannot he so modified, it shall be considered deleted dual this Agreement. Unless otherwise required by law, tine illegality, invalidity, or unenforceability of any provision of this Agreoment shall not affect the legality, validity, or enforceability of any other provision of this Agreement. SY[ltli.476293538.2 •2• (Customer's Waiveraad Cotsentl 130n'O-at and CLUU(nner liCkfilllellp lu,q read all the provisions of (Iiij Consent gild mor .... wr and Customer agree to !La mans. BORROWER SHAMROCK SUPPLY COMPANY. INC, By: Ti7tPri Naar. Marc t Re ouvey 11c: CUSTOMER City of Sonia By. Pont Name: Ovid Cavazos Title: CifyManager LENDER: MARQUETTE BUSINESS CREDIT, LLC. Delaware limited liability company By: a- air Print Ali. tic: RECONCMENDIED FOR APPROVAL By Print Name: Fogrivitco Gnivrrez Titic: Executive Director, Floarwi and WA049MM S(irvicitti Agency A'M ES1 BY*T�HmName- M��amMt zgr� Title: Clink ol'Council —t— APPROVED AS TO FORNI Br M, Ford, Title: Aadsnvn City Anamily f0w na, Wimr dint Conaenif