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FULL MAINTENANCE AGREEMENT
<br />This Full Maintenance Agreement (this “Agreement”) is made and entered into this ______ day of ____________, by Enterprise Fleet Management, Inc., a
<br />Missouri corporation (“EFM”), and ________________________________________________________________ (“Lessee”).
<br />WITNESSETH
<br />1. LEASE. Reference is hereby made to that certain Master Lease Agreement dated as of the ______ day of __________, 20__, by and between Enterprise FM
<br />Trust, a Delaware statutory trust, as lessor (“Lessor”), and Lessee, as lessee (as the same may from time to time be amended, modified, extended, renewed,
<br />supplemented or restated, the “Lease”). All capitalized terms used and not otherwise defined in this Agreement shall have the respective meanings ascribed to
<br />them in the Lease.
<br />2. COVERED VEHICLES. This Agreement shall only apply to those vehicles leased by Lessor to Lessee pursuant to the Lease to the extent Section 4 of the
<br />Schedule for such vehicle includes a charge for maintenance (the “Covered Vehicle(s)”).
<br />3. TERM AND TERMINATION. The term of this Agreement (“Term”) for each Covered Vehicle shall begin on the Delivery Date of such Covered Vehicle and shall
<br />continue until the last day of the “Term” (as defined in the Lease) for such Covered Vehicle unless earlier terminated as set forth below. Each of EFM and Lessee
<br />shall each have the right to terminate this Agreement effective as of the last day of any calendar month with respect to any or all of the Covered Vehicles upon not
<br />less than sixty (60) days prior written notice to the other party. The termination of this Agreement with respect to any or all of the Covered Vehicles shall not affect
<br />any rights or obligations under this Agreement which shall have previously accrued or shall thereafter arise with respect to any occurrence prior to termination, and
<br />such rights and obligations shall continue to be governed by the terms of this Agreement.
<br />4. VEHICLE REPAIRS AND SERVICE. EFM agrees that, during the Term for the applicable Covered Vehicle and subject to the terms and conditions of this
<br />Agreement, it will pay for, or reimburse Lessee for its payment of, all costs and expenses incurred in connection with the maintenance or repair of a Covered
<br />Vehicle. This Agreement does not cover, and Lessee will remain responsible for and pay for, (a) fuel, (b) oil and other fluids between changes, (c) tire or brake
<br />repair and replacement beyond what is allocated within the Lease Schedule, (d) washing, (e) repair of damage due to lack of maintenance or neglect by Lessee
<br />between scheduled services (including, without limitation, failure to maintain fluid levels), (f) maintenance or repair of, or damage caused by, any alterations,
<br />upgrades, upfitting, additions, improvements (collectively, “Alterations”) or unauthorized replacement parts added to a Covered Vehicle or of any after-market
<br />components (this Agreement covers maintenance and repair only of the Covered Vehicles themselves and any factory-installed components and does not cover
<br />maintenance or repair of chassis alterations, add-on bodies (including, without limitation, step vans), software or other equipment (including, without limitation,
<br />lift gates, autonomous or automated vehicle equipment, components, parts or products, and PTO controls) which is installed or modified by a dealer, body shop,
<br />upfitter or anyone else other than the manufacturer of the Covered Vehicle, (g) any service and/or damage resulting from, related to or arising out of (1) an
<br />accident, a collision, theft, fire, freezing, vandalism, riot, explosion, other Acts of God, an object striking the Covered Vehicle, improper use of the Covered Vehicle
<br />(including, without limitation, driving over curbs, overloading, racing or other competition) or (2) Lessee’s failure to maintain or use the Covered Vehicle as required
<br />by and in compliance with, (A) the Lease, (B) all laws, statutes, rules, regulations and ordinances (including without limitation such applicable federal, state and
<br />local laws, statutes, rules, regulations, ordinances, guidance and professional standards governing autonomous vehicles and automated driving systems and any
<br />parts, components and products related thereto) and (C) the provisions of all insurance policies affecting or covering the Covered Vehicles or their use or operation,
<br />(h) roadside assistance or towing for routine vehicle maintenance purposes unless the vehicle is inoperable, (i) mobile services, (j) the cost of loaner or rental
<br />vehicles beyond what is allocated within the Lease Schedule or (k) if the Covered Vehicle is a Vehicle with a manual transmission, such manual transmission clutch
<br />adjustment or replacement. Whenever it is necessary to have a Covered Vehicle serviced, Lessee agrees to have the necessary work performed by an authorized
<br />dealer of such Covered Vehicle or by a service facility acceptable to EFM. In every case, if the cost of such service will exceed $125.00, which may change from
<br />time to time based on market conditions, Lessee or service provider must notify EFM and obtain EFM’s authorization for such service and EFM’s instructions as to
<br />where such service shall be made and the extent of service to be obtained. Lessee agrees to furnish an invoice for all service to a Covered Vehicle, accompanied
<br />by a copy of the shop or service order (odometer mileage must be shown on each shop or service order). EFM will not be obligated to pay for any unauthorized
<br />charges or those exceeding $125.00, which may change from time to time based on market conditions, for one service on any Covered Vehicle unless Lessee
<br />has complied with the above terms and conditions. EFM will not have any responsibility to pay for any services in excess of the services recommended by the
<br />manufacturer, unless otherwise agreed to by EFM. Notwithstanding any other provision of this Agreement to the contrary, (a) all service performed within one
<br />hundred twenty (120) days prior to the last day of the scheduled “Term” (as defined in the Lease) for the applicable Covered Vehicle must be authorized by and
<br />have the prior consent and approval of EFM and any service not so authorized will be the responsibility of and be paid for by Lessee and (b) EFM is not required to
<br />provide or pay for any service to any Covered Vehicle beyond the contract mileage not to exceed 120,000 miles.
<br />5.ENTERPRISE CARDS: EFM may, at its option, provide Lessee with an authorization card (the “EFM Card”), which is an electronic card located on the Efleets
<br />mobile app and the efleets.com client website, for use in authorizing the payment of charges incurred in connection with the maintenance of the Covered Vehicles.
<br />Lessee agrees to be liable to EFM for, and upon receipt of a monthly or other statement from EFM, Lessee agrees to promptly pay to EFM, all charges made by
<br />or for the account of Lessee with the EFM Card (other than any charges which are the responsibility of EFM under the terms of this Agreement). EFM reserves
<br />the right to change the terms and conditions for the use of the EFM Card at any time. The EFM Card remains the property of EFM and EFM may revoke Lessee’s
<br />right to possess or use the EFM Card at any time. Upon the termination of this Agreement or upon the demand of EFM, Lessee shall immediately cease using or
<br />accessing the EFM Card. The EFM Card is non-transferable.
<br />Initials: EFM________ Lessee________
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