For Canopy Lawn Care vehicle leases, what is the significance of the 'Agreement'?
Canopy_Lawn_Care Franchise · 2025 FDDAnswer from 2025 FDD Document
------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------| | ("Lessor"), and the lessee whose name and address is set forth on the signature page below ("Lessee"). | |
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- LEASE OF VEHICLES: Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the vehicles (individually, a "Vehicle" and collectively, the "Vehicles") described in the schedules from time to time delivered by Lessor to Lessee as set forth below ("Schedule(s)") for the rentals and on the terms and conditions set forth in this Agreement and in the applicable Schedule. References to this "Agreement" shall include this Master Equity Lease Agreement and the various Schedules and addenda to this Master Equity Lease Agreement, each of which are incorporated herein as part of a single, unitary Agreement. Lessor will, on or about the date of delivery of each Vehicle to Lessee, send Lessee a Schedule covering the Vehicle, which will include, among other things, a description of the Vehicle, the lease term and the monthly rental and other payments due with respect to the Vehicle. The terms contained in each such Schedule will be binding on Lessee unless Lessee objects in writing to such Schedule within ten (10) days after the date of delivery of the Vehicle covered by such Schedule. Lessor is the sole legal owner of each Vehicle. This Agreement is a lease only and Lessee will have no right, title or interest in or to the Vehicles except for the use of the Vehicles as described in this Agreement. This Agreement shall be treated as a true lease for federal and applicable state income tax purposes with Lessor having all bene ts of ownership of the Vehicles. It is understood and agreed that Enterprise Fleet Management, Inc. or an af liate thereof (together with any subservicer, agent, successor or assign as servicer on behalf of Lessor, "Servicer") may administer this Agreement on behalf of Lessor and may perform the service functions herein provided to be performed by Lessor.
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- TERM: The term of this Agreement ("Term") for each Vehicle begins on the date such Vehicle is delivered to Lessee (the "Delivery Date") and, unless terminated earlier in accordance with the terms of this Agreement, continues for the "Lease Term" as described in the applicable Schedule.
3. RENT AND OTHER CHARGES:
- (a) Lessee agrees to pay Lessor monthly rental and other payments according to the Schedules, Open-End (Equity) Lease Rate Quotes, and this Agreement. The monthly payments will be in the amount listed as the "Total Monthly Rental Including Additional Services" on the applicable Schedule (with any portion of such amount identified as a charge for maintenance services under Section 4 of the applicable Schedule being payable to Lessor as agent for Enterprise Fleet Management, Inc.) and will be due and payable in advance on the first day of each month. Lessee agrees to pay Lessor interest charges, in connection with the acquisition of a Vehicle, for the period between the date Lessor issues payment to acquire such Vehicle and the date the Vehicle is delivered to Lessee. Such interest charges shall be included in each Schedule. If a Vehicle is delivered to Lessee on any day other than the first day of a month, monthly rental payments will begin on the first day of the next month. In addition to the monthly rental payments, Lessee agrees to pay Lessor a pro-rated rental charge for the number of days that the Delivery Date precedes the first monthly rental payment date. A portion of each monthly rental payment, being the amount designated as "Depreciation Reserve" on the applicable Schedule, will be considered as a reserve for depreciation and will be credited against the Delivered Price of the Vehicle for purposes of computing the Book Value of the Vehicle under Section 3(c). Lessee agrees to pay Lessor the "Total Initial Charges" set forth in each Schedule on the due date of the first monthly rental payment under such Schedule. Lessee agrees to pay Lessor the "Service Charge Due at Lease Termination" set forth in each Schedule at the end of the applicable Term (whether by reason of expiration, early termination or otherwise).
- (b) In the event the Term for any Vehicle ends prior to the last day of the scheduled Term, whether as a result of a default by Lessee, a Casualty Occurrence or any other reason, the rentals and management fees paid by Lessee will be recalculated in accordance with the rule of 78's and the adjusted amount will be payable by Lessee to Lessor on the termination date.
- (c) Lessee agrees to pay Lessor within thirty (30) days after the end of the Term for each Vehicle, additional rent equal to the excess, if any, of the Book Value of such Vehicle over the greater of (i) the wholesale value of such Vehicle as determined by Lessor in good faith or (ii) except as provided below, twenty percent (20%) of the Delivered Price of such Vehicle as set forth in the applicable Schedule. If the Book Value of such Vehicle is less than the greater of (i) the wholesale value of such Vehicle as determined by Lessor in good faith or (ii) except as provided below, twenty percent (20%) of the Delivered Price of such Vehicle as set forth in the applicable Schedule, Lessor agrees to pay such deficiency to Lessee as a terminal rental adjustment after the end of the applicable Term (subject to Lessor's right to recoup any amounts Lessor would owe to Lessee under this Section 3(c) against any obligations of Lessee to Lessor under this Agreement).
Source: Item 23 — RECEIPT (FDD pages 55–199)
What This Means (2025 FDD)
According to Canopy Lawn Care's 2025 Franchise Disclosure Document, the 'Agreement' in the context of vehicle leases refers to the Master Equity Lease Agreement, which encompasses the main agreement along with any associated schedules and addenda. This agreement outlines the terms and conditions under which Canopy Lawn Care leases vehicles to its franchisees. The agreement specifies that Enterprise Fleet Management, Inc. may administer the agreement on behalf of the lessor.
The agreement details key aspects such as the lease term, monthly rental payments, and other charges. Schedules provided by the lessor to the lessee include descriptions of the vehicle, the lease term, and the monthly rental and other payments due. Franchisees have a 10-day window after the vehicle delivery to object to the schedule in writing; otherwise, the terms become binding. The lessor retains sole legal ownership of the vehicles, and the agreement is treated as a true lease for tax purposes, with the lessor benefiting from ownership.
The 'Agreement' also covers payment obligations, stating that the lessee must make monthly rental and other payments as per the schedules and Open-End (Equity) Lease Rate Quotes. These payments include the 'Total Monthly Rental Including Additional Services,' interest charges for the period between the lessor's vehicle acquisition payment and the vehicle delivery date, and a 'Service Charge Due at Lease Termination.' A portion of the monthly rental payment is designated as a 'Depreciation Reserve' and credited against the vehicle's Delivered Price for computing its Book Value.
Furthermore, the agreement stipulates that the lessee's payment obligations are absolute and unconditional, without any setoff, counterclaim, or deduction. Even events like a casualty affecting the vehicle or a breach by Enterprise Fleet Management, Inc. of any maintenance agreement do not relieve the lessee from their payment obligations. Failure to pay any amount due or comply with any covenants allows the lessor or its agents to pay such amounts or perform such covenants, with all associated sums repayable by the lessee upon demand, along with interest at the Default Rate. Understanding the full scope of the Master Equity Lease Agreement is crucial for Canopy Lawn Care franchisees to comprehend their rights, responsibilities, and financial obligations related to vehicle leases.