CITY OF LAKE ELSINORE-
ANNUAL SERVICE PLAN
FOR CONTAINERIZED
SYSTEMS AND O2 O3
NBTRAILER
#20250721-210134784
Issued
July 21, 2025
Expires
December 31, 2025
About Moleaer
Moleaer is the category creator and global leader in Nanobubble Technology, a rapidly emerging class of science that offers sustainable, cost-effective alternatives to conventional chemicals for treating water and wastewater, cleaning surfaces, increasing food production, improving natural resource recovery and producing advanced materials. With over 3,000 nanobubble systems deployed globally – in greenhouses, open-field farms, aquaculture facilities, large lakes and reservoirs, wastewater treatment plants, and consumer applications like home spas – Moleaer is helping customers maximize every drop of water, enabling them to do more, using less. Industries worldwide are leveraging Moleaer's solutions, which enhance the value of water, to boost productivity and efficiency while minimizing their water, chemical and energy footprint – contributing to a more resilient and sustainable future.
Moleaer Inc
3232 W El Segundo Blvd
Hawthorne, California 90250
United States
Chris Stephan
[email protected]
Prepared for
City of Lake Elsinore
130 South Main Street
Lake Elsinore, CA 92530
United States
Adam Gufarotti
Community Support Manager
[email protected]
19516743124
Project Application
Moleaer is pleased to offer this proposal for a 12 month service agreement for the 4 Moleaer Nanobubble Systems owned by The City of Lake Elsinore and that are deployed at Lake Elsinore.
Purchase Terms
Payment Terms:
Bi-Annually: 2 x $137,502
Payments due Nov 1 and May 1 each year during contract period Contract Term:
1 yr initial term, Nov 1, 2025-Oct 31, 2026
Annual renewal for up to 3 yrs at same rate plus 3% per year Assets and Scope of Work Included:
Phase 1 System: 2 Containers, NBG6 O2 O3 System
Weekly Inspection of complete system
All preventative maintenance parts and labor (fluid and filters) on air compressor, O2 concentrator and pump
Annual Service visit/inspection for O3 generator
Annual nanobubble pump inspection
Any parts not apart above preventative maintenance at additional cost (labor and materials)
Phase 2 Systems: 4 containers, 2 x NBG8 O2 Systems
Weekly Inspection of complete system
All preventative maintenance parts and labor (fluid and filters) on air compressor, O2 concentrators and pumps
Annual nanobubble pump inspection
Any parts not apart of above preventative maintenance at additional cost (labor and materials)
Trailer System: NBG4 O2 O3 System
All preventative maintenance parts and labor (fluid and filters) on air compressor O2 concentrator and pump
Annual inspection for O3 generator
Annual pump inspection
Any parts not apart of above preventative maintenance at additional cost (labor and materials)
In situ monitoring buoys
Weekly inspection and probe cleaning
Any parts not apart of inspection and cleaning at additional costs (labor and materials)
Moleaer Scope of Work
Perform service and supply needed maintenance parts as identified above Utilize Moleaer watercraft for service provided
Provide invoice at least 30 days in advance of due date City of Lake Elsinore
Provide access to Launch Pointe Park
Provide secure location at Launch Pointe Park for storage of Moleaer watercraft Payment per terms above
Contact:
Adam Gufarotti
Products & Services
Products &
Services
Product
ID
Billing
Frequency Quantity
Unit
price Price
Moleaer
Service Plan:
3 x Moleaer
Container
Systems and
1 x Trailer
System
Weekly
Service, in‐
spection and
maintenance
of 4 systems.
Maintenance
parts in‐
cluded, but
not repairs
outside of
preventative
maintenance
Monthly 1 $22,917.00
/ month
$22,917.00
/ month
for 1 year
Monthly subtotal $22,917.00
Total $22,917.00
Total contract value $275,004.00
EQUIPMENT LEASE AGREEMENT
1 . CONDITIONS. These Standard Terms and Conditions of Lease (these “Conditions”) govern the lease of products (the “Equipment”) by Moleaer, Inc. (“Moleaer”) to the entity (“Leesee” and, with Moleaer, the “Parties”) named in Moleaer’s Equipment Lease Proposal (the “Lease Proposal” or “Proposal” and, together with these Conditions, this “Contract”). Unless specified in another agreement between the Parties, this Contract constitutes the entire agreement between the Parties, supersedes all prior written or oral communications or understandings concerning the Equipment and takes precedence over and cancels any other, different or conflicting terms or conditions of Lessee’s order or acceptance. No waiver or amendment of any of the provisions of this Contract shall be effective unless in writing and executed by both Parties. Unless otherwise stated herein, Lessee's receipt of any portion of the Equipment shall constitute acceptance of these Conditions.
The Parties agree as follows:
2. EQUIPMENT: Moleaer hereby leases to Lessee the Equipment on the terms and conditions set forth in the Equipment Lease Proposal outlined above.
3. LEASE TERM: The Lease will begin on the “Start Date” as defined in the Equipment Lease Proposal and shall continue for the duration specified in the Proposal’s Lease Term. Unless the Lease is terminated, the Lease shall automatically renew for one-month periods on the first day of each month at the conclusion of the Lease Term. Either party may terminate this Lease prior to the end of the Lease Term by providing written notice to the other party of the date the Lease shall terminate, which shall be at least thirty (30) days after the date of such notice; provided that Moleaer may terminate the Lease immediately if Lessee is in default as provided under Section 10 hereof. The date of the termination of the Lease (whether pursuant to such termination notice or pursuant to an event of default under Section 10 hereof) shall be the “Termination Date” and the period between the Start Date and the Termination Date shall be the “Lease Term”. For the avoidance of doubt, Lessee shall be obligated to pay the Lease Payment at least through the Termination Date.
4. LEASE PAYMENTS: Lessee agrees to pay to Moleaer for the Equipment the amount specified in the Equipment Lease Proposal the (“Lease Payment”) each month in advance of the one- month anniversary of the Start Date. The first month’s payment shall include first-month’s Lease Payment, shipping charges and Security Deposit pursuant to Section 7 below, must be made prior to shipment of the Equipment. Payment instructions will be provided on the initial invoice and all subsequently monthly invoices.
If the Start Date is not on the first day of the month or if the Termination Date is not on the last day of a month, the Lease Payment will be prorated accordingly. First and last payment will be due at the commencement of the lease. Lessee may, with a thirty (30) days written notice to Moleaer, terminate the Lease. Lessee acknowledges and agrees that its obligation to pay the Lease Payment under this Agreement is absolute and unconditional under all circumstances and shall not be reduced by or made subject to any set off, counterclaim or deduction that Lessee has or may have in the future.
5. LATE CHARGES: If any amount under this Agreement is more than five (5) days late, Lessee agrees to pay a late fee equal to the greater of A) $75 for every day the payment is late or B) 1% of the monthly Lease Payment if less than 30 days late, 2% of the monthly Lease Payment if between 31 and 60 days late, 3% of the monthly Lease Payment if 61 to 90 days late and 5% of the monthly Lease Payment if greater than 91 days late.
6. INSTALLATION & RESPONSIBILITY OF THE LESSEE: Lessee understands that Moleaer is only responsible to deliver to Lessee the Equipment as defined in Section 2. Moleaer shall provide to the Lessee an installation manual or if not available for whatever reason, instruction on how to install the Equipment properly. Lessee takes complete and total responsibility for the unpacking, installation and operation of the Equipment which may include, but not limited to, the following:
Obtaining any and all required permits, right-of-ways, licenses, and any other regulatory, practical or governmental requirements for the successful installation and operation of the Equipment.
All civil works (foundations, pads, structures, floor drainage systems and any other infrastructure required) to properly and safely support and shelter the Equipment to ensure its proper operation and protection.
Design and install a properly sized feed water / fluid intake and pumping system to include filtration equipment, unless such filtration equipment is included with the Equipment, as required to avoid fouling the nanobubble core technology and to feed the Equipment with a reliable source of water / fluid that meets the minimum specification for volume and pressure.
Design and install a properly sized discharge water / fluid discharge system from the Equipment that meets the minimum specification for volume and pressure and is suitable for successfully carrying out the application’s purpose.
Design and install any required air or gas system, unless such air or gas system is included with the Equipment, that is properly sized and to enable the Equipment to reliably and sustainably perform as intended.
Design and install secondary containment systems if required.
Design and install any other infrastructure or system required to enable and facilitate the Equipment to reliably and sustainably perform as intended.
Installation and operation of the Equipment in a manner that complies with industry standards for protecting the Environment, and the health and safety of those people working directly with or nearby the Equipment
7. SECURITY DEPOSIT: Prior to taking possession of the Equipment, Lessee shall deposit with Moleaer, in trust, a security deposit as outlined in the Equipment Lease Proposal as security for the performance by Lessee of the terms under this Agreement and for any damages caused by Lessee or Lessee’s agents to the Equipment during the Lease Term (the “Security Deposit”). Moleaer may use part or all of the Security Deposit to repair any damage to Equipment caused by Lessee or Lessee’s agents. However, Lessee’s liability hereunder is not limited to the Security Deposit and Lessee shall be liable for any damage to the Equipment and the repair thereof or any additional losses to Moleaer arising out of such damage.
Lessee shall not be permitted to use or apply the security deposit at any time in lieu of payment of Rent or to deduct any portion of the Security Deposit from any month’s Rent. If Lessee breaches any of the terms or conditions of this Agreement, Lessee shall forfeit the Security Deposit, as permitted by law.
8. SHIPPING EXPENSES: Lessee shall be responsible for all expenses and costs for shipping at both the beginning and end of the Lease Term, to and from Moleaer’s premises. Such shipping fees will be paid at the time of the initial invoice.
9. DELIVERY AND ACCEPTANCE OF EQUIPMENT. The receipt and acceptance by the Lessee (as may be evidenced by, but not necessarily limited to, the signature of the Lessee representative on the bill of lading) of the Equipment shall obligate Lessee to continue to pay the Lease Payment and the other sums due hereunder and constitute acknowledgment that the Equipment has been received in good, safe, and serviceable condition and fit for use, unless the Lessee makes a claim to the contrary to Moleaer, via certified mail addressed to the Moleaer’s address shown on the first page of this Agreement within 48 hours of receipt of the Equipment, and the Lessee has noted any defects on the bill of lading at the time of delivery of the Equipment. All delivery and installation arrangements and costs are the sole responsibility to Lessee (unless expressly included in the cost of the Equipment to Moleaer and upon which the Lease payments were computed). Lessee shall specify carriers. Lessee agrees to accept the Equipment when delivered and sign an equipment acceptance and purchase authorization (the “Equipment Acceptance and Purchase Authorization”), if supplied by Moleaer, when all the Equipment has been delivered. Should the Lessee cancel this Lease before the Equipment is delivered or if the Lessee refuses to sign the Equipment Acceptance and Purchase Authorization within seven (7) days after the Equipment is delivered, Moleaer may cancel the Lease. In the event the Equipment, its condition, or its delivery is such as would reasonably justify rejection of the Equipment by any purchaser, Lessee may reject the Equipment. If Lessee elects to reject the Equipment, Lessee agrees that, at its sole cost and expense, Lessee shall immediately notify Moleaer in writing of such rejection and shall comply with all instructions of Moleaer, as well as with all applicable laws dealing with the obligations incurred on rejection of Equipment.
1 0. DEFAULTS: If Lessee fails to perform or fulfill any obligation under this Agreement, Lessee shall be in default of this Agreement. Subject to any statute, ordinance or law to the contrary, Lessee shall have seven (7) days from the date of notice of default by Moleaer to cure the default. In the event Lessee does not cure a default, Moleaer may, at Moleaer’s option, (a) take actions necessary to cure such default, and Lessee shall be obligated to pay to Lessee the cost of taking such actions; or (b) declare Lessee in default of the Agreement. If Lessee shall become insolvent, cease to do business as a going concern or if a petition has been filed by or against Lessee under the any federal or state bankruptcy laws, Moleaer may immediately declare Lessee in default of this Agreement. In the event of default, Moleaer may, as permitted by law, re-take possession of the Equipment. In the event of default, Lessee shall be liable to Moleaer for the full amount of Lease Payments and any other amounts due under this Agreement had the Lease continued; provided, however, that at Lessor’s sole and exclusive option, if the Equipment is re-let, Lessee may be liable only for the difference between the Lease Payment that would have been payable under this Agreement during the balance of the unexpired Lease Term and the actual Lease Payment paid by any successive lessee minus the cost and expenses of such reletting.
1 1 . POSSESSION AND SURRENDER OF EQUIPMENT: Lessee shall be entitled to possession of the Equipment on the first day of the Lease Term. At the expiration of the Lease Term, Lessee shall surrender the Equipment to Moleaer by delivering the Equipment to Moleaer or Moleaer’s agent in good condition and working order, ordinary wear and tear excepted, as it was at the commencement of the Agreement. It shall be Lessee’s responsibility to A) furnish packing boxes or crates for the return of the Equipment to Moleaer sufficient to protect the Equipment from damage during shipment or B) if the equipment is contained within a trailer, Moleaer shall arrange for transportation. In either case A or B in the preceding sentence, Lessee shall be responsible to pay for return costs in accordance with section 8. Lessee agrees to pay the expense of repairing the damage, if any, which may be done to the Equipment during shipment.
1 2. USE OF EQUIPMENT: Lessee shall only use the Equipment in a careful and proper manner and only for the application that the Equipment was provided, and will comply with all laws, rules, ordinances, statutes and orders regarding the use, maintenance and storage of the Equipment.
1 3. CONDITION OF EQUIPMENT AND REPAIR: Lessee or Lessee’s agent has inspected the Equipment and acknowledges that the Equipment is in good and acceptable condition.
1 4. WARRANTIES: Moleaer makes no warranties, express or implied, with respect to this Agreement or the leased Equipment. Without limiting the generality of the foregoing, THE EQUIPMENT IS LEASED “AS IS” AND MOLEAER SPECIFICALLY MAKES NO WARRANTIES, AND EXPRESSLY:
(I) DISCLAIMS THAT ANY EQUIPMENT IS FREE OF ANY RIGHTFUL CLAIM OF ANY THIRD PERSON BY WAY OF INFRINGEMENT OR THE LIKE;
(II) DISCLAIMS THAT THE EQUIPMENT IS MERCHANTABLE; AND (III) DISCLAIMS THAT THE EQUIPMENT IS FIT FOR A PARTICULAR USE.
1 5. INTENDED USE: Lessee shall use the Equipment only in the manner for which it was intended, solely for Lessee’s business purpose as defined on the quote above and in accordance with all applicable manuals and instructions and in compliance with all applicable laws and regulations.
1 6. MAINTENANCE, ALTERATION, DAMAGE AND LOSS: Lessee will, at Lessee’s expense, keep and maintain the Equipment clean and in good working order during the Lease Term, and shall promptly advise Moleaer of any problems with the Equipment. In the event of a problem or a performance related issue with the Equipment, Moleaer will attempt to support the Lessee via telephone to resolve it. If the issue cannot be resolved over the phone and a Moleaer service technician or representative must be dispatched, the equipment will be repaired at no charge to the Lessee. However, if it is determined by the service technician or representative that the equipment is not functioning due to the Lessee’s failure to perform in accordance with this agreement, or some issue outside the control of Moleaer, then the Lessee will be charged $1500 per day for said service technician’s time plus travel and other related applicable expenses for the deployment and services of the Moleaer service technician. All replacement parts and repairs made to or placed upon the Equipment shall become the property of Moleaer. Lessee shall not tamper with, remove or alter any component of the Equipment without prior authorization from Moleaer. Lessee shall be responsible for the full replacement cost of the Equipment if any of the following apply:
Equipment is lost or stolen
Equipment becomes inoperable due to misuse
Equipment is tampered with or modified in any way
Equipment warranty seals are broken
In addition, the obligations of this Agreement shall continue in full force and effect through the Lease Term.
1 7. INSURANCE: Lessee shall be responsible to maintain insurance that covers the Equipment with losses payable to Moleaer against fire, theft, collision, and other such risks as are appropriate and specified by Moleaer. Upon request by Moleaer, Lessee shall provide proof of such insurance.
1 8. ENCUMBRANCES, TAXES AND OTHER LAWS: Lessee shall keep the Equipment free and clear of any liens or other encumbrances, and shall not permit any act where Moleaer’s title or rights may be negatively affected. Lessee shall be responsible for complying with and conforming to all laws and regulations relating to the possession, use or maintenance of the Equipment. Furthermore, Lessee shall promptly pay all assessments, taxes, fees, licenses and governmental charges, together with any penalties or interest thereon, relating to the possession, use or maintenance of the Equipment, now or hereafter imposed by any state, federal, or local government on any item of the Equipment, or the Rent payable thereon, whether the same be payable by or assessed to Moleaer or Lessee. If by law, any registration or license fee or tax is billed to Moleaer, Lessee, at its expense, will do any and all things required to be done by Moleaer in connection with the licensing or registration procedure and the levy or assessment of any tax, including its billing or payment. On request, Lessee shall provide Moleaer with proof of payment and an executed sales tax exemption certificate for the lease of the Equipment.
1 9. MOLEAER’S REPRESENTATIONS: Moleaer represents and warrants that he/she has the right to lease the Equipment as provided in this Agreement and that Lessee shall be entitled to quietly hold and possess the Equipment, and Moleaer will not interfere with that right as long as Lessee pays the Lease Payments in a timely manner and performs all other obligations under this Agreement.
20. LESSEE’S REPRESENTATION: Lessee agrees to run and maintain the Moleaer equipment in accordance with all instructions and specifications as outlined in Section 6.
21 . OWNERSHIP: The Equipment is and shall remain the sole exclusive property of Moleaer.
Lessee has the right only to possess the Equipment until the Termination Date provided the Lessee is not in default. Moleaer shall have the right to enter, with two (2) days’ prior notice, upon the premises where the Equipment is located for the purpose of confirming the existence, condition, and proper maintenance of the Equipment. Lessee shall not affix or attach the leased Equipment to any real property without Moleaer’s prior written consent. The Equipment shall remain personal property regardless of whether it becomes affixed or attached to, or permanently rests on real property or any improvement on real property, unless the Equipment is purchased by Lessee.
22. INTELLECTUAL PROPERTY; CONFIDENTIALITY: Nothing in this Contract conveys any license, right, title or interest in or to the intellectual property of Moleaer to Lessee or any third party.
Without limiting the foregoing, Lessee shall not, and shall not permit or assist any third party to, reverse engineer or otherwise attempt to extract, learn or derive proprietary elements of, the Equipment, in whole or in part, or otherwise attempt to use the Equipment to unfairly compete directly or indirectly with Moleaer. To the extent Lessee obtains the Confidential Information (defined below) of Moleaer (including, for example, pricing information or trade secrets), Lessee shall not use such Confidential Information for any unauthorized purpose or to disclose such Confidential Information to any third party. These restrictions shall not apply to information that Lessee can demonstrate (1) is in the public domain through no fault of Lessee or persons to whom it disclosed such information, (2) was independently developed by or for Lessee prior to receipt from Moleaer or (3) was disclosed to Lessee by a third party with the legal right to do so, free of any restrictions on subsequent disclosure. Lessee also may disclose such Confidential Information to the extent compelled by court order or applicable law, provided that it shall use its best efforts to provide Moleaer with prior written notice thereof and shall cooperate with Moleaer to obtain confidential treatment or a protective order therefor. For purposes of this Agreement, “Confidential Information” means all nonpublic information disclosed by Moleaer or its agents, or otherwise obtained by Lessee, and that is designated as confidential or that, given the nature of the information or the circumstances surrounding its disclosure, reasonably should be considered as confidential.
Lessee agrees that any and all inventions (whether or not patented or patentable), works of authorship, copyrights, trade secrets, know-how, mask works, discoveries, research data, manufacturing methods, industrial designs, formulae, processes, technical information, and any other information that is or may be protectable or claimed as proprietary under the laws of any jurisdiction that it may develop regarding the installation or use of the Equipment through the lease or rental of such Equipment in any application shall be solely owned by Moleaer. Lessee shall assign (and hereby does assign) and shall cause its respective employees, agents and contractors to assign, without further consideration, the ownership of any such intellectual property to Moleaer. Lessee shall perform, upon the reasonable request of Moleaer, such further acts as may be necessary or desirable to transfer ownership of, and to perfect and defend, such intellectual property in order to give effect to Moleaer’s ownership thereof, including full assertion and litigation support.
23. LIMITATION ON MOLEAER LIABILITY: To the fullest extent permitted by law, the total liability, in the aggregate, of Moleaer to Lessee, and anyone claiming by, through, or under Lessee for any claims, losses, costs, or damages whatsoever arising out of, resulting from or in any way related to the Equipment or this Agreement from any cause or causes, including but not limited to negligence, professional errors and omissions, strict liability, breach of contract, or breach of warranty, shall not exceed the amount of Lease Payment actually paid by Lessee to Moleaer in connection with this Agreement. Lessee expressly disclaims, and acknowledges that Moleaer shall not be liable for, consequential, incidental, punitive, exemplary, special or indirect damages under any claim arising under this Agreement or the Equipment, whether in tort, contract, under statute or otherwise.
24. SEVERABILITY: If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.
25. ASSIGNMENT: Without the prior written consent of Moleaer, Lessee shall not sublet, lend, pledge, or assign this Agreement, the Lease, the Equipment or any interest thereon, or permit any, lien, charge, or encumbrance thereon. Lessee will not relinquish nor abandon possession of the Equipment to any party other than to the Moleaer. Moleaer may at any time assign to any bank, or other financial institution, or any person, firm, or corporation, all or part of its right, title and interest in and to this Agreement, the Lease, the Equipment and any monies to become due to the Moleaer hereunder, and Moleaer may grant security interests in the Equipment, subject to the Lessee’s right therein as set forth in this Lease, and in such events, all the provisions of this Lease for the benefit of Moleaer shall inure to the benefit of and be exercised by or on behalf of such assignee. All Lease Payments and any other payments due and to become due under this Lease and assigned by Moleaer shall be paid directly to assignee, upon notice of such assignment to Lessee.
26. BINDING EFFECT: The covenants and conditions contained in the Agreement shall apply to and bind the Parties and the heirs, legal representatives, successors and permitted assigns of the Parties.
27. GOVERNING LAW: This Agreement shall be governed by and construed in accordance with the laws of the State of California.
28. NOTICE: Any notice required or otherwise given pursuant to this Agreement shall be in writing and mailed certified return receipt requested, postage prepaid, or delivered by overnight delivery service to:
Lessee:
See Lessee contact information on the quote above
Moleaer:
Moleaer Inc.
Attn: Nick Dyner
20800 Belshaw Ave
Carson, CA 90746
Either party may change such addresses from time to time by providing notice as set forth above.
29. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement. This Agreement may be modified in writing and must be signed by both Moleaer and Lessee.
30. CUMULATIVE RIGHTS: Moleaer’s and Lessee’s rights under this Agreement are cumulative, and shall not be construed as exclusive of each other unless otherwise required by law.
31 . WAIVER: The failure of either party to enforce any provisions of this Agreement shall not be deemed a waiver of limitation of that party’s right to subsequently enforce and compel strict compliance with every provision of this Agreement. The acceptance of Lease Payments by Moleaer does not waive Moleaer’s right to enforce any provisions of this Agreement.
32. INDEMNIFICATION: Except for damages, claims or losses due to Moleaer’s acts or negligence, Lessee, to the extent permitted by law, will indemnify and hold Moleaer and Moleaer’s property, free and harmless from any liability for losses, claims, injury to or death of any person or for damage to property arising from Lessee using and possessing the Equipment or from the acts or omissions of any person or persons, including Lessee, using or possessing the Equipment with Lessee’s express or implied consent.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day and year first above written.