Wheel Equipment Leasing LLC d/b/a Y.E.S. Leasing v. David Robert Nielsen

IN THE DISTRICT COURT IN AND FOR POTAWATOMIE COUNTY STATE OF OKLAHOMA Wheel Equipment Leasing LLC d/b/a Y.E.S. Leasing, Plaintiff, vs. David Robert Nielsen, Defendant(s). PETITION COMES NOW the Plaintiff, Wheel Equipment Leasing LLC d/b/a Y.E.S. Leasing, and for its cause of action against David Robert Nielsen, would allege and state as follows: JURISDICTION AND VENUE 1. Wheel Equipment Leasing LLC d/b/a Y.E.S. Leasing, is a foreign corporation with its principal place of business located in Miami, Florida. 2. Defendant, David Robert Nielsen, is an individual residing in Pottawatomie County, State of Oklahoma. 3. The claims alleged herein arise out of a Non-Cancelable Equipment Lease Agreement ("Agreement") between the parties. BREACH OF CONTRACT 4. Wheel Equipment Leasing LLC d/b/a Y.E.S. Leasing re-alleges and incorporates by reference all allegations made in Paragraphs 1-3 as if fully stated herein. 5. On June 20, 2023, Nomadic Fab LLC executed a Non-Cancelable Equipment Lease Agreement ("Agreement") in the amount of $213,941.28 to lease an E50 R2-Series Bobcat Compact Excavator, a P82 Performance Package, Long Arm, Angle Blade, Clamp with Diverter Valve, Hydraulic X-Change, and a C52 Comfort Package, Enclosed Cab with HVAC, Cloth Suspension Seat, Travel Motion Alarm, Bobcat 7 inch Touch Display, Radio, Bluetooth, Keyless Start. 6. On June 20, 2023, Defendant David Robert Nielsen, signed, executed and delivered an Unconditional Personal Guaranty of Non-Cancelable Equipment Lease Agreement in favor of Plaintiff. Attached hereto as Exhibit “A” is a true and correct copy of the Guaranty Agreement. To further secure payment on the Agreements the Defendant granted a security interest in the above referenced property. 7. Because the Defendant defaulted on the Agreement the owner and holder of the Agreement repossessed and sold the above-described property. 8. The proceeds from the sales were not sufficient to pay the entire outstanding balance and as such, the Defendant remains liable for the deficiency balance as set forth herein. 9. Accordingly, Wheel Equipment Leasing LLC d/b/a Y.E.S. Leasing is filing this action to recover the unpaid balance of $121,844.17, with interest thereon at the applicable post judgment statutory rate per annum from the date of judgment, expenses in the amount of $925.00, plus costs and fees provided for by the terms of the Agreement. WHEREFORE premises considered, Wheel Equipment Leasing LLC d/b/a Y.E.S. Leasing demands judgment against the Defendant for the remaining balance of $121,844.17, with interest thereon at the applicable post judgment statutory rate per annum from the date of judgment, expenses in the amount of $925.00, plus costs and attorney's fees provided for by the terms of the Contract and any other relief this court deems just and proper. Respectfully submitted, Scott F. Lehman, OBA #15908 Hailey N. Huber, OBA #35416 Brenner C. Orendorff, OBA #35700 Latham, Keele, Lehman, Ratcliff, Carter & Clarke 1515 E 71st Street, Suite 200 Tulsa, OK 74136 (918) 970-2099 Attorney for Plaintiff NON-CANCELABLE EQUIPMENT LEASE AGREEMENT This Non-Cancelable Equipment Lease Agreement ("Lease") is entered into between WHEEL EQUIPMENT LEASING LLC d/b/a YES LEASING, 278 NW 37th St., 2nd Floor, Miami Florida 33127 (305) 892-6444 ("Lessor"), and Lessee, identified below. In addition to the term "Lessee", the words "you" or "your" herein refer to the following Lessee: LESSEE: Nomadic Fab LLC BILLING ADDRESS: 8916 Tutt Blvd., Colorado Springs, CO 80924, United States EMAIL: [email protected] TELEPHONE: 719-433-8143 EQUIPMENT DESCRIPTION ("Equipment"): is listed on the Acceptance Certificate, and includes all manuals, maintenance records accessories and attachments wherever located. EQUIPMENT LOCATION: Total monthly payment ("Rent") is $4,822.59 (consisting of $4,457.11 plus sales tax of $365.48). Rent will be due on 1st day of each month for 48 consecutive months beginning on August 1, 2023. Late fee of $222.86 (5% of Rent amount) applies if Rent is not paid before the 10th day after due date. An advance payment of $10,740.50, consisting of your deposit ("Deposit") of $9,440.50, documentation preparation fee of $995.00 (and other fees and credits as applicable) shall be due upon the signing of this lease. ADDITIONAL IMPORTANT INFORMATION INTENTIONALLY LEFT BLANK THIS IS A NON-CANCELABLE LEASE AND IS SUBJECT TO THE TERMS ON THIS PAGE AND IN THE EQUIPMENT LEASE TERMS AND CONDITIONS WHICH ARE FOUND ON THE FOLLOWING PAGES AND WHICH YOU ACKNOWLEDGE YOU HAVE READ BY SIGNING BELOW. THE TERMS AND CONDITIONS HAVE FINANCIAL AND LEGAL CONSEQUENCES. PLEASE READ THEM CAREFULLY. ON REQUEST, LESSOR WILL PROVIDE A COPY OF THE LEASE IN AT LEAST A 12 POINT FONT BEFORE YOU SIGN IT. YOUR OBLIGATION TO PAY THE RENT AND OTHER AMOUNTS DUE UNDER THIS LEASE IS ABSOLUTE AND UNCONDITIONAL AND SHALL CONTINUE IN FULL FORCE AND EFFECT REGARDLESS OF ANY DEFECT, FAILURE OR LOSS OF THE EQUIPMENT, ANY INABILITY TO USE THE EQUIPMENT OR ANY OTHER CIRCUMSTANCE WHATSOEVER AND IS NOT SUBJECT TO CANCELLATION, REDUCTION, SETOFF OR COUNTERCLAIM. THE LEASE IS IRREVOCABLE FOR THE FULL TERM THEREOF AND UNTIL ALL RENT AND OTHER OBLIGATIONS PROVIDED HEREIN HAS BEEN FULLY AND FINALLY PAID. The person signing below certifies that he/she is a corporate officer, partner or proprietor of the Lessee and is authorized to sign the Lease and bind the Lessee and that the Lessee agrees to all terms of this Lease. Lessee is duly incorporated or organized, validly existing and in good standing under the laws of the State where incorporated or organized. This Lease contains the entire agreement between the Lessee and the Lessor, and no other oral or written agreement is in effect. This Lease may not be amended except by a written agreement by the Lessee and the Lessor and will be binding on both parties, their successors and assigns. ACCEPTED BY LESSEE Nomadic Fab LLC David Robert Nielsen David Robert Nielsen, Owner Dated: Jun 20 2023 ACCEPTED BY LESSOR WHEEL EQUIPMENT LEASING LLC d/b/a YES LEASING Adam H. Koffler, President Dated: EQUIPMENT LEASE TERMS AND CONDITIONS 1. LEASE. You agree to lease from the Lessor and Lessor agrees to lease to you the Equipment identified on the first page of this Lease under the terms of this Lease. Lessor may insert or correct any missing terms, such as Equipment serial numbers, after you sign this Lease. 2. TERM. Lease term ("Term") commences on the Commencement Date and will continue for the number of months set forth above. The "Commencement Date" means the earlier date that you accept delivery of the equipment or on which the first payment is due. 3. RENT AND DEPOSIT. You agree to pay Lessor Rent for the full Term in the amount shown on the first page. This Rent is to be paid monthly; however, Lessor may require rent payments to be made on a semi-monthly or weekly basis if any payment is delinquent. Rent is calculated based on prevailing interest rates on the date of this Lease. If, in Lessor's reasonable opinion, such rates increase, Lessor may increase the Rent payments. If all or any part of a payment is unpaid before the 10th day after the due date, Lessor may charge you a late fee equal to 5% of the Rent payment, or $25.00, whichever is greater not to exceed the maximum amount allowed by applicable law. If Rent or any other payment due hereunder is past due in excess of thirty (30) days from the date due, interest of 1½ % per month will be assessed from the due date. It is the expressed intent of the parties not to violate any applicable usury laws. In the event any amounts due are deemed to constitute interest which exceeds the maximum amount allowed under applicable law, such interest shall be reduced to equal the highest rate permitted by applicable law with such excess payments being applied to Rent in inverse order of maturity and with any remaining balance being refunded to you. The Deposit will not bear interest and Lessor may commingle it with other funds. You agree that Lessor may, but is not obligated to, apply the Deposit to any amount owed by you, and if Lessor does so you agree to restore the Deposit to its original amount. You may request the return of the Deposit after your obligations under this Lease have been met in full. Payments are to be made via ACH or remote deposit, initiated by Lessor ("auto-pay"). In the event you cannot continue with auto-pay for any reason, a $100.00 management fee will be added to your monthly invoice. If payment is made via other method, Lessor reserves the right to charge a fee of $38.80 or 3%. 4. DELIVERY. You agree that Lessor is not responsible for delivery or installation of the Equipment. You will not have any claim against Lessor if the equipment manufacturer, supplier or other Equipment seller (jointly referred to as "Vendor") delays in delivery or installation. 5. SELECTION AND PURCHASE OF EQUIPMENT. You understand and agree that: (A) Lessor did not select, manufacture or supply the Equipment and has no expertise regarding the Equipment; (B) you selected the manufacturer, (C) you selected the Vendor and Equipment based on your own knowledge and judgment; (D) Lessor is buying the Equipment at your request only for the purpose of leasing it to you. (E) Before signing this Lease, you approved the supply contract (if any) between Lessor and the Vendor or have assigned your interest in the supply contract to Lessor. 6. IMPORTANT CONDITIONS. You understand and agree that: (A) LESSOR IS LEASING THE EQUIPMENT TO YOU "AS IS" AND LESSOR HAS MADE NO REPRESENTATIONS, GUARANTEES OR WARRANTY, EXPRESS OR IMPLIED (INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE), REGARDING THE EQUIPMENT OR TITLE THERETO. LESSOR DISCLAIMS ALL SUCH WARRANTIES OR GUARANTEES OF ANY KIND. Lessor agrees to transfer to you all warranties IF ANY made by the Vendor to Lessor. Any claims you have related to the Equipment, or any warranty therefor shall be made against the Vendor or other third party and not the Lessor. (B) Lessor will not be liable for any claim for loss, damage or injury to you or any other person or property arising from or related to the Equipment or this Lease. Lessor shall under no circumstances be liable to you for consequential, incidental or special damages or lost profits. (C) This is a "finance lease" under Article 2A of the Uniform Commercial Code ("UCC") and notwithstanding any determination to the contrary, the Lessor will have the rights and remedies of a lessor as if it were a "finance lease" under Article 2A of the UCC. You waive all rights and remedies under Sections 2A-508 through 2A-522 of Article 2A of the UCC, to the extent permitted by applicable law including the right to (1) cancel or repudiate the Lease; (2) reject or revoke acceptance of the Equipment; (3) grant a security interest in the Equipment; (4) accept partial delivery of the Equipment; (5) "cover" by making any purchase or lease of substitute equipment; and (6) seek specific performance against Lessor. (D) Neither the Vendor nor any employee or agent of the Vendor is Lessor's agent. The Vendor is not allowed to waive or modify any term of this Lease or make any representation, guaranty or warranty on behalf of Lessor. 7. REPAIRS AND SERVICE. You understand that Lessor is not responsible for repairs or service to the Equipment. You will keep the Equipment in good condition, will service the Equipment as and when needed, and will provide all parts, mechanisms and devices required to keep the Equipment in good mechanical and working order. All replacement parts and additions will become Lessor's property. In the event that the Lessor shall be required to repair, maintain, pay taxes, liens or encumbrances, the amount so paid by the Lessor shall be added to the rental due and shall be due and payable immediately thereafter. 8. USE. You certify that the Equipment will be used solely for business, commercial or agricultural purposes and not for personal, family or household purposes. You agree to comply with all the laws and regulations regarding the use and maintenance of this Equipment. It is your responsibility that the Equipment be equipped and safeguarded to meet all governmental requirements, including but not limited to OSHA requirements, before placing such Equipment into operation. You will not make any alterations to the Equipment and will not allow it to be used by anyone but your employees or move it to any location other than set forth herein without Lessor's written permission. 9. LOSS; DAMAGE; INSURANCE. You agree to assume the risk of loss, theft, damage or destruction of the Equipment from any cause whatsoever until it is returned to the Lessor and no loss, theft, damage, destruction, condemnation or requisition (any of the foregoing an "Event of Loss") of the Equipment shall relieve you of the obligation to pay Rent or of any other obligation under this Lease. You shall immediately notify Lessor of any insurance claim and Event of Loss of an item of Equipment, and, at the option of Lessor, you shall (a) place such Equipment in good repair and working order so that the Equipment is of at least the same utility, value, useful life and marketability; or (b) replace such Equipment with like Equipment that is at least of the same utility, value, useful life and marketability, with clear title to the replacement Equipment in Lessor's name not subject to any lien; or (c) promptly pay to Lessor an amount equal to the (i) past due Rent and all future Rent to become due during the unexpired Term, (ii) the residual value placed on the Equipment by Lessor at the commencement of the Lease, (iii) all late fees and any other charges due and to become due, and (iv) the costs listed in Sections 14 and 15 below. Lessor may require that you perform option (c) hereof whether all or only a portion of the Equipment is subject of the Event of Loss. Any proceeds received by you or Lessor as the result of an Event of Loss shall be applied at Lessor's election, in whole or in part, to repair or replace such item of Equipment or satisfy any of your obligations hereunder. You will keep the Equipment insured against all risks of loss in an amount not less than the replacement cost, and will list Lessor as the loss payee. You will also carry public liability insurance listing Lessor as noncontributory primary additional insured. All insurance will be in a form and amount and with a company acceptable to Lessor in its sole discretion, including as set out in any PROPERTY AND CASUALTY INSURANCE ENDORSEMENT LETTER. You agree to provide Lessor with satisfactory written evidence of all such insurance. You agree that if you fail to acquire or maintain such insurance, Lessor may, at its sole option, acquire insurance for the Equipment, and the premiums for said insurance shall be an additional obligation to Lessor and added to the rent; otherwise, Lessor may declare the Lease in immediate breach and default. You agree you have no right to any insurance benefits from Lessor, and that you are still liable for all losses. 10. TAXES AND OTHER FEES. You agree to pay all the licenses, fees, assessments and to pay to Lessor upon demand for all taxes (including sales, use, personal property and other taxes) and other fees which may be charged regarding the leasing, use or ownership of the Equipment regardless of whether or not you have otherwise paid such tax. You agree that Lessor may pay personal property and or any other taxes directly to the taxing authority and, upon Lessor's request, you will reimburse Lessor for such amounts paid by Lessor. 11. INDEMNITY. You agree to and will indemnify and save harmless Lessor, its successors and assigns, from all the costs relating to the claims of loss, damage, or injury related to the Equipment or this Lease sustained by you or by any of your agents or employees, or by any person whomsoever, whether such loss, damage or injury be caused by (a) the negligence of the Lessor or of its officers, agents or employees, (b) any defect in, or aspect of the leased Equipment giving rise to liability whether in the form of tort or strict liability or implied warranty of merchantability or fitness for use, (c) any other form of liability including incidental or consequential damages, or (d) any other cause. This promise will survive the Term. 12. TITLE & SECURITY INTEREST. You understand that Lessor exclusively owns and holds title to the Equipment and you agree this is a lease and not a financing; provided that if this Lease is held by a court to be a financing, you hereby grant Lessor a security interest in the Equipment and all proceeds arising therefrom. You surrender any interest, equitable or otherwise you may have in the Equipment to Lessor except for interest arising under this Lease. You will not allow any liens or encumbrances to be placed on the Equipment. For titled equipment, Lessor shall have the option of being listed as owner or lienholder on the certificate of title for the Equipment and such designation is not intended to change the nature of this Lease from a lease to a financing. Lessor is not responsible for any delays in titling caused by any party, and any such delay does not relieve you of your obligation to pay monthly Rent payments. As security for your obligations under the Lease and all other leases, loans and other obligations to Lessor, you hereby pledge all of your properties, assets and rights, wherever located, whether now owned or hereafter acquired (collectively the "Collateral") including without limitation, all of the following (capitalized terms in this sentence have the meaning set forth in the applicable UCC): Accounts; Chattel Paper (including without limitation Electronic Chattel Paper), Instruments, Equipment, Inventory and other Goods of any kind, Farm Products, Accessions, As Extracted Collateral, Documents, General Intangibles, Deposit Accounts, Letter of Credit Rights, Investment Property, Supporting Obligations, and records and data relating to any of the foregoing, together with any and all proceeds of any of the foregoing, including without limitation insurance proceeds. You grant Lessor power of attorney, and hereby authorize Lessor to file UCC financing statements as Lessor deems necessary to protect its interest in the Equipment and Collateral and charge you a fee to cover documentation and other costs and in so doing does not waive ownership. The Equipment is considered personal property, and you will not permit it to become a fixture to real estate. You will not allow any mechanics' or other liens or encumbrances to be placed on the Equipment. Plates or other markings may be affixed or placed on the Equipment indicating that the Lessor or its assignee is the owner of the Equipment. You will not remove, alter or deface Lessor's ownership plates, tags, or identification on the Equipment. 13. DEFAULT. You agree that Lessor may declare you in default if (a) you fail to make any Rent or other payment for a period of 10 days after its due date more than once in any 12-month period; (b) you do not comply with any other term of this Lease or any other agreement you have with the Lessor; (c) any action is brought against you causing the Equipment to be taken or encumbered by a lien; (d) you or any guarantor of this Lease die, become insolvent, make or consent to an assignment for the benefit of creditors, file or have filed against you a bankruptcy, sell all or substantially all of your assets, change your primary business, ownership or management, make or consent to the appointment of a receiver or trustee, or go out of business; (e) you allow required loss or liability insurance covering the Equipment to lapse; (f) you fail to coordinate successful installation or re-installation destroy, remove, tamper with or deactivate any GPS tracking device on the Equipment. Furthermore, YES Leasing reserved the right to assess a $150.00 per week fee in the event Lessee breaches the terms in paragraph (f), above. If any of these defaults occurs, you agree that Lessor may take one or more of the following actions, in addition to other actions available under law: (A) Lessor may cancel the Lease and/or sue for; (1) past due Rent and all future Rent to become due during the unexpired Term, (2) the residual value placed on the Equipment by Lessor at the commencement of the Lease, (3) all late fees and any other charges due due and to become due, and (4) the costs listed in Sections 14 and 15 below; AND (B) Enter any premises where any portion of the Equipment is located and repossess the Equipment without liability for trespass or damage to the premises; or sue for a repossession court order. Following repossession: (1) All of your rights to the Equipment will end; (2) Lessor may re-market the Equipment without advance notice to you; and (3) Lessor may also sue for the amounts listed in Section "A" above without first re-marketing the Equipment. You agree that Lessor is not required to repossess and re-market the Equipment, and you waive any rights under law that provide otherwise. You agree that all sums due under the calculations above shall be immediately due and payable and be construed as liquidated damages rather than a penalty provision. The liability of all Lessees (if more than one) and any guarantors of this Lease shall be joint and several. Any default under the terms of any lease, loan or other contract between you and Lessor, shall constitute a default by you of all such obligations. Said default shall entitle Lessor to exercise all rights available to it including the right to repossess and sell any Equipment. 14. RECOVERY COSTS. You agree to pay all of Lessor's recovery costs after a default, including: (1) attorney's fees equal to 25% of the amount of Lessor's claim or $1,500, whichever is greater; (2) reasonable attorney's fees for receiving a repossession order; (3) costs of suit; (4) $500.00 to cover Lessor's internal collection overhead; (5) $450.00 to cover Lessor's internal repossession and re-marketing overhead if an internal repossession is made or attempted; and (6) all other reasonable out-of-pocket costs. You agree now that the above amounts are good and reasonable predictions of what Lessor's actual costs and overhead will be and are not penalties 15. RETURN OF EQUIPMENT. At the end of the Lease Term, or if you are in default and Lessor makes a request, you will, at your expense, return the Equipment to Lessor at a reasonable place to be designated by Lessor. You agree to have the risk of loss during transit. You agree to pay Lessor for any damages done to the Equipment during the Term beyond "ordinary wear and tear". You understand that any person who refuses to return or prevents Lessor from repossessing the Equipment may be personally liable for conversion. 16. MARKETING. Signing this lease gives your consent to receive marketing information from Lessor. This will include up to two marketing text messages per month. Your carrier's messaging and data rates may apply. You may ask questions by replying "'HELP'" to any text message. You may opt-out of receiving these messages at any time by replying "STOP" to any text message. 17. ASSIGNMENT; SUBLEASE. You agree that Lessor may assign (transfer) any or all of its interests under this lease and/or the Equipment to a new owner or a secured party at any time without prior notice to you, and such new owner or secured party may also assign its rights. If that happens, you agree that the new owner or secured party will have the same rights Lessor had under this Lease but will not have to perform any of Lessor's obligations (in which case Lessor will keep those obligations). You agree that the rights of the new owner or secured party will not be subject to any claims, defenses or set-offs that you may have against Lessor or any other person. You agree that any transfer by Lessor would not materially change your obligations under the Lease or substantially increase your risks. You agree you may not assign (transfer) any of your interests under the Lease to any other person or sublease any of the Equipment without first obtaining the written consent of Lessor. 18. WAIVER OF GARNISHMENT EXEMPTION. In accordance with F.S. §211.11(2)(b), you agree that if it is determined that you are "head of a family", any of your disposable income greater than $500.00 a week may be attached or garnished to satisfy Lessor's judgment against you. 19. PLACE FOR SUIT. You agree that: (1) THIS LEASE WILL BE GOVERNED BY THE LAWS OF FLORIDA; (2) YOU WAIVE TRIAL BY JURY AND CONSENT TO PERSONAL JURISDICTION IN THE COURTS IN FLORIDA; (3) ANY LEGAL PAPERS FOR ANY LAWSUIT WILL BE PROPERLY SERVED IF MAILED BY CERTIFIED MAIL, RETURN RECEIPT REQUESTED, WITH DELIVERY TO EITHER YOU OR YOUR REGISTERED AGENT; 4) ANY LAWSUIT, REGARDLESS OF WHO FILES, MUST BE BROUGHT ONLY IN THE COURTS OF DADE COUNTY, FLORIDA AND NOT ELSEWHERE, UNLESS LESSOR AGREES IN WRITING OR ELECTS OTHERWISE; AND, VENUE IS PROPER IN MIAMI-DADE COUNTY, FLORIDA. 20. MISCELLANEOUS. In the event any portion of this Lease is deemed to be illegal or invalid, it shall not in any way affect the validity of the other remaining portions of this Lease. Any notices required shall be provided in writing. Time is of the essence and no waiver by Lessor of any default shall constitute a waiver of any other default or a waiver of Lessor's rights. Photographs of the Equipment or Lessee may be used in Lessor's marketing materials. You covenant that neither you nor any other person who owns a controlling interest or otherwise controls you in any manner is not listed on the Specially Designated Nationals and Blocked Persons Lists maintained by the Office of Foreign Assets Control ("OFAC") or other similar lists maintained by the federal government pursuant to any federal law or regulation regarding a person designated under Executive Order No. 13224 or similar lists and you are in compliance with any Bank Secrecy Act regulations and other federal regulations to prevent money laundering. ACCEPTANCE CERTIFICATE LESSOR: WHEEL EQUIPMENT LEASING LLC d/b/a YES LEASING LESSEE ("Lessee" or "You"): Nomadic Fab LLC EQUIPMENT DESCRIPTION: 1 E50 R2-Series Bobcat Compact Excavator S/N: 1 P82 Performance Package, Long Arm, Angle Blade, Clamp with Diverter Valve, Hydraulic X-Change 1 C52 Comfort Package, Enclosed Cab with HVAC, Cloth Suspension Seat, Travel Motion Alarm, Bobcat 7 inch Touch Display, Radio, Bluetooth, Keyless Start LESSEE HEREBY CERTIFIES THAT ALL EQUIPMENT REFERRED TO ABOVE HAS BEEN DELIVERED. YOU ALSO CERTIFY THAT YOU HAVE INSPECTED THE EQUIPMENT AND THAT IT IS IN GOOD OPERATING ORDER AND FIT FOR YOUR INTENDED USE. YOU UNCONDITIONALLY ACCEPT THE EQUIPMENT ON AN "AS-IS" BASIS AND NOT ON A "TRIAL" BASIS. YOU UNDERSTAND THAT THE LESSOR MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO THE TITLE, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, CONDITION OR QUALITY OF THE EQUIPMENT. YOU NOW REQUEST THAT THE LESSOR SIGN THE LEASE AND PAY THE EQUIPMENT VENDOR. YOU UNDERSTAND THE IMPORTANCE OF THIS CERTIFICATION TO THE LESSOR PRIOR TO PAYING THE VENDOR AND YOU UNDERSTAND THAT YOU WILL BE PRECLUDED FROM DENYING THE TRUTH OF THIS CERTIFICATION IN THE FUTURE. ACCEPTED BY LESSEE Nomadic Fab LLC David Robert Nielsen David Robert Nielsen, Owner Dated: Jun 20 2023 UNCONDITIONAL PERSONAL GUARANTY OF NON-CANCELABLE EQUIPMENT LEASE AGREEMENT LESSEE ("Lessee"): Nomadic Fab LLC To induce WHEEL EQUIPMENT LEASING LLC d/b/a YES LEASING (referred to herein along with its successors and assigns as "Lessor") to make the above referenced lease ("Lease") and purchase the Equipment for Lessee, knowing that the Lessor is relying on this guaranty as a precondition to making the Lease, I (or if more than one, all of us, jointly and severally) INDIVIDUALLY, PERSONALLY, ABSOLUTELY AND UNCONDITIONALLY GUARANTY to the Lessor (and any person or firm to whom the Lessor may transfer its interest) payment and performance of all Rent and other obligations owed by the Lessee to the Lessor under the Lease and any other leases, loans, transfer and assumption agreements or other obligations (jointly referred to as "Obligations") between Lessor and Lessee, including but not limited to the Lessor's attorney fees and legal costs incurred in enforcing the Lease(s) and other Obligations, including post-judgment collections. I will also pay all reasonable costs and fees incurred by the Lessor in enforcing this Guaranty. I agree that from time to time, without notice to or further consent from me and without releasing or affecting my liability hereunder, the time for payment or performance of the Lease or any Obligation may be extended or accelerated in whole or in part, any security may be exchanged, released, enforced, sold, leased or otherwise dealt with without notice to or further consent from me and without releasing or affecting my liability hereunder, the provisions of any documents may be cancelled, compromised, modified or waived, any other guarantor or surety may be released, any and indulgence may be granted Lessee, as Lessor may in its discretion determine. I waive all available suretyship defenses including notices of acceptance, dishonor, demand and default. I agree that the Lessor may proceed against me without first proceeding against the Lessee or the security (including the Equipment), this being a guaranty of payment and not of collection. This guaranty will continue until the Lease and Obligations have been fully and finally paid. I authorize the Lessor to use my consumer credit reports from time to time in its credit evaluation and collection processes, and to report my credit information to credit reporting bureaus. Late payments, missed payments, or other defaults on this account may be reflected in my credit report. I acknowledge that I have read and consented to YES Leasing’s Terms and Conditions as found on www.yesleasing.com. My signature below constitutes an application and I have reviewed and consented to the application terms as found on www.yesleasing.com/apply/. All capitalized terms not defined herein have the meaning provided in the Lease. I FREELY CONSENT TO PERSONAL JURISDICTION IN THE FLORIDA COURTS. I WAIVE TRIAL BY JURY AND I AGREE THAT VENUE SHALL BE PROPER IN MIAMI-DADE COUNTY, FLORIDA. This Guaranty will bind my heirs, representatives, and successors. GUARANTOR: Signature: David Robert Nielsen Name: David Robert Nielsen Date: Jun 20 2023 Address: 8916 Tutt Blvd., Colorado Springs, CO 80924, United States Telephone: 719-433-8143 Social Security: [redacted] Date of Birth: [redacted] Driver’s License: [redacted]