Loading...
HomeMy WebLinkAbout1999-04140 4 . ,,V LEASE -PURCHASE AGREEMENT LESSOR: Commmerciai & Municipal Capital, LLC 1304 DeSato Ave., Suite 304 Tampa, FL 33606.3138 LESSEE: Indian River County Board of County Commissioners 1840 25th Street Vero Beach, FL 32960 FLA DOC This Lease -Purchase Agreement (the "Agreement"), dated as of February I, 1999, by and between Commercial & Municipal Capital, LLC ("Lessor"), and Indian River County Board of County Commissioners ("Ussee"), a body corporate and politic duly organized and existing under the laws of the State of Florida ("State"); WITNESSETH: WHEREAS, Lessor desires to lease the Equipment, as hereinafter defined, to Lessee, and Lessee desires to lease the Equipment fram Lessor, subject to the terns and conditions of and for the purposes set forth in this Agreement; and WHEREAS, Lessee is authorized under the Constitution and laws of the State to enter into this Agreement for the purposes set forth herein; NOW, THEREFORE, for and in consideration of the premises hereinafter contained, the parties hereby agree as follows: ARTICLE I COVENANTS OF LESSEE Section 1.41 Lessee represents, covenants and warrants, for the benefit of Lessor and its assignees, as follows. (a) Lessee is a public body, corporate and politic, duly organized and existing under the Constitution and laws of the State. (b) Lessee will do or cause to be done all things necessary to preserve and keep in full force and ctlect its existence as a body, corporate and politic. (c) Lessee is authorized iutder the Constitution and laws uf [he State to enter into this Agtectncnt and the transaction contemplated hereby, and to perform all of its obligations hereunder_ (d) Lessee has been duly authorized to execute and deliver this Agreement under the terms and provisions of the resolution of its governing body, attached hereto as Exhibit A, or by other appronriate official approval, and further represents. covenants and warrants that all rcgt.irements have been met, and procedures ha­� occurred in order to ensure she enforceability of this Agreement, and Lessee has complied with such public bidding requirements as may be applicable to this Agreement and the acquisition by Lessee of the Equipment hereunder. Lessee shall cause to be executed an opinion of its counsel substantially in the finnn attached hereto as Exhibit B. rtA oac 19 99-041 C-1 ti (e) During the teras of this Agreement, the Equipment will be used by Lessee only for the purpose of performing one or more essential governmental or proprietary functions of Lessee consistent with the permissible scope of Lessee's authority and will not be used in a trade or business of any person or entity other than the Lcsscc. (n During the period this Agreement is in force, Lessee Will annually provide Lessor %vith such current financial statements, budgets, proof of appropriation for ensuing fiscal year or such other financial information relating to the decision of Lessee to continue this Agreement as may be reasonably requested by Lessor or its assignee. (g) The Equipment will have a useful life in the hands of the Lessee that is substantially in excess of the Original Term and all Renewal Terms. (h) The Equipment is, and during the period this Agreement is in force will remain, personal property and when subjected to use by the Lessee under this Agreement, will not be or become fixtures. ARTICLE 11 DEFINITIONS Section 2.01 The following terms will have the meanings indicated below unless the context clearly requires otherwise: "Agreement" means this Lease Purchase -Agreement, including the Exhibits attached hereto, as the same may be supplemented or amended from lime to time in accordance with the terms hereoG "Commencement Date" is the date when the term of this Agreement begins and Lessee's obligation to pay rent accrues, which shall be the date ofdelivery of this Agreement. "Equipment" means the property described in Exhibit D and which is the subject of this Agrcement. "Lease Term" means the Original Terra and all Renewal Terms provided for in this Agreement under Section 4 O 1. "Lessee" means the entity which is described in the first paragraph of this Agreement and which is leasing the Equipment from Lessor under the provisions of this Agreement. "Lessor" means (i) Commercial & Municipal Capital, LLC, acting as Lessor hereunder, (ii) any surviving resulting or transferee corporation; and (iii) except where the context requires otherwise, any assignee(s) of Lessor. "Original Term" means the period from the Commencement Date until the end of the fiscal year of Lessee in effect at the Commencement Date. "Purchase Price" means the amount indicated with respect to any date after payment of all Rental Payments (defined below) due through such date, all as set forth in Exhibit E hereto, or supplemental Exhibit E hereto, as the cast may be. "Renewal Terms" means the automatic renewal terms of this Agreement as provided for in Article Cr of this Agreement,. each having a duration of one year and a term co -extensive with tite Lessee's fiscal year, except the last of srr:h automatic renewal terms which shall end on the due date of the last Rental Payment set forth in Exhibit L to this Agreement. "R.nial payments" means the basic rental payments payable by Lessee pursuant to tite provisions or this Agreoment during the lease Term, payable in consideration of the right of Lessee to use the Equipment LI a during the then current portion of the Lease Term. Rental Payments shall be payable by Lessee to the Lessor or its assignee in the amounts and at the times during the Lease Term, as set forth in Exhibit E of this Agreement. "Vendor" means the manufacturer of the Equipment as well as the agents or dealers of the manufacturer from whom Lessor purchased or is purchasing the Equipment. ARTICLE III LEASE OF EQUIPMENT Section.&OI lessor hereby demises, leases and lets to Lessee, and Lessee rents, leases and hires train Lessor, the Equipment, in accordance with the provisions of this Agreement, to have and to hold for the Lease Term. ARTICLE IV LEASE TERM Section 4.01. Commencement of Lease Terni. The Original Term of this Agreement shall commence on the Commencement Bate and shall terminate on the last day of Lessee's current fiscal year. Lessee may renew this Agaeement beyond the expiration of the Original T:rm, or beyond the expiration of any subsequent Renewal Term, up to the number of additional fiscal years provided in Exhibit E of this Agreement by appropriating sufficient funds to make scheduled Rental Payments for the ensuing fiscal year (each a "Renewal Term"). Terms and conditions during any Renewal Tenn shall be the same as the terms and conditions during the Original Term, except that the Rental Payments shall be as provided in Exhibit E of this Agreement. Section 4.42. Termination of Lease Term. The Lease Term will terminate upon the earliest of any of the following events: (a) The expiration of the Original Term or any Renewal Terni of this Agreement and the nonrenewal ofthis Agreement in the event of nonappropriation of funds pursuant to Section 6.07, (b) The exercise of Lessee of the option to purchase the Equipment before expiration of this Agreement granted under the provisions of Articles IX or XI of this Agreement, or (c) A default by Lessee and Lessor's election to terminate this Agreement under Article X111. (d) Payment by Lessee ofall Rental Payments authorized or required to be paid by Lessee hereunder. Section 4.07. Return of Equipment on Terminatio. Upon expiration or earlier termination of tine Original Term or any Renewal Term under any provision of this Agreemettl at a time when Lessee does not exercise its option to purchase the Equipment granted under the provisions of Articles Ey or XI of this Agreement, Lessee hereby agrees to deliver the Equipment to Lessor packaged or otherwise prepared in a manner suitable for shipment by truck or rail common carrier at a location specified by Lessor. All expenses resulting from the return of Equipment on Termination will be borne by Lessee. ARTICLE V ENJOYMENT OF EQUIPMENT Section 5.01 Lessor hereby covenants to provide Lessee during the Lease Term with quiet use and enjoyment of the Equipment, and Lessee shall during the Lease Term peaceably and quietly have and hold and enjoy the Equipment, without suit, trouble or hindrance from Lessor, except as expressly set forth in this Agreement. CI CA Lessor shall have the right at all reasonable times during business hours to enter into and upon the property of Lessee for the purpose of inspecting the Equipment. ARTICLE VI RENTAL PAYMENTS Section 6.01. Rental Payments to Constitute a Current Expense of Lessee. Lessor and Lessee understand and intend that the obligation of Lessee to pay Rental Payments hereunder shall constitute a current expense of Lcssce out of its available non -ad valorem revenues and shall not in any way be construed to be a debt of Lessee in contravention of any applicable constitutional or statutory limitations or requirements concerning the creation of indebtedness by Lessee. Nothing contained herein shall constitute a pledge of the -Lessee's general tax revenues, funds or monies. Section 6.02. Payment of Rental Payments. During the Original Term and during each Renewal Term elected by Lessee, Lessee shall pay ]cental Payments, exclusively from legally available funds, in lawful money ofthc United States of America to Lessor or, in the event of assignment by Lessor, to its assignee, in the amounts and on the dates set forth in Exhibit E hereto. Rental Payments shall be in consideration for Lessee's use of the Equipment during the applicable year in which such payments are due. Section 6.03. Interest and -Principal Components. A portion of each Lease Rental Payment is paid as. and represents payment of, interest, and the balance of each Rental Payment is paid as, and represents payment of principal. Exhibit E hereto sets forth the interest component and the principai component of each Rental Payment during the Lease Term. Section 6.04. Additional Interest in the [went (fie Interest is -Tax bt , Lessee acknowledges that Lessor's yield with respect to this Agreement rs dependent upon the full amount of each lease rental payment being excluded from Lessor's income pursuant to Section 103(a) of the United States Intemal Revenue Code of 1486 as amended (the "'Code"). Accordingly, if at any time, as a result of a determination that Lessee has breached a representation or covenant contained herein, or as a result of any change in the Code, any payment of either the interest component or the principal component of any lease rental payment is, in the opinion of counsel for the Lessor, subject to or affected by any income, preference, excess profits. minimum or other federal tax, Lessee shall pay, as additional interest, an amount which is necessary to provide to Lessor the same net income as Lessor would have received but for such event. Lessor's calculations of such additional interest shall be binding upon lessee in the absence of manifest error. Section 6.05. Rental Payments to be Unconditional. During the Original Term and during each Renewal Term elected by Lessee, the obligations of Lessee to make payment of the Rental Payments required under this Article VI and other sections hereof and to perform and observe the covenants and agreements contained herein shall be absolute and unconditional in all events, except a� expressly provided under this Agreement. Notwithslanding any dispute between Lessee and Lessor, any Vendor or any other person, Lessee agrees to pay all Rental Payments when due and shall not withhold any Rental Payments pending final resolution of such dispute, nor shall Lessee assert any right of set-off or counterclaim against its obligation to make such payments when required under this Agreement. Lessee's obligation to make Rental Payments during the Original Term or the then current Renewal Term elected by Lessce shall not be abated through accident or unforeseen circumstances. Section 6.06. Continuation of Lease Term by Lessee. Lessee intends, subject to the provisions of Section 6.07, to continue the Lease Term through the Original Term and all the Rental Payments hereunder. Lessee reasonably believes that legally available funds from non -ad valorem tax sources in an amount sufficient to make all Rental Payments during the Original "rerm and cacti of the Renewal Tennis can be obtained. Lessee further intends to do all things lawfully within its power to obtain and maintain funds from which the Rental Payments may be made, including making provision for, such payments to the extent necessary in each biannual or annual budget submitted and adopted in accordance with applicable provisions of state law, to have such portion of the budget approved, and to exhaust all available reviews and appeals in the event such portion of the budget is not approved. CA i Section 6.07. Termination by Nonapprpnriation. In the event Lessee does not appropriate sufficient funds for the payment of the Rental Payments scheduled to be paid in the next occurring Renewal Term then, Lessee may terminate this Agreement at the end of the then current Original Term or Renewal Term, and Lessee shall not be obligated to snake payment of the Rental Payments provided for in this Agreement beyond the end of the then current Original or Renewal Term. Lessee agrees to deliver notice to Lessor of such termination at least 30 days prior to the end of the then current Original or Renewal Term. Section 6.08. Late Charges. If any Rental Payment is not paid in full to Lessor within fifteen (1 S) days after the payment first became due and payable, Lessee shall immediately pay to Lessor an additional one time late charge equal to five (S%) percent of each such amount past due along with the Rental Payment. Partial payments by Lessee shall be applied First to repayment of interest on Lessor advances pursuant to Section 8.04 if any, then to the accrued interest component of past due Rental Payments and the balance to the remaining principal component of past due rental payments. Section 6.09. Prepayment. Lessee shall have the right to prepay principal components of Lease Rental Payments in whole on any date set forth in Exhibit E by paying the then applicable Purchase Price set forth in Exhibit E on such dale. Lessee shall have the right to prepay principal components of Lease Rental Payments in part on any date set forth in Exhibit E by giving Lessor written notice at least 30 days prior to such date and by paying a portion of the then applicable Purchase Price set forth in amount at least equal to 20% of the initial Purchase Price set forth in the Exhibit E. All prepayments in part shall be applied to reduce the Purchase Price to reflect the amount of the payment. Lessor shall then prepare a revised schedule of Rental Payments, based upon amortization of the adjusted Purchase Price over the remaining term. ARTICLE VII TITLE TO EQUIPMENT Section 7.01. Title to the Lcluipmem. During the term of this Agreement, title to the Equipment and any and all additions, repairs, replacements or modifications shall vest in Lessee, subject to the rights of Lessor under this Agreement. In the event of default as set forth in Section 13.02 or nonappropnaiion as set forth in Section 6.07, Lessee agrees to surrender possession of the Equipment to Lessor. lessee and Lessor intend for federal income tax purposes under the Internal Revenue Code of 1986, as amended, that this Agreement constitutes a financing lease or an installment sale contract rather than a true lease. Section 7.02. Notice riling. Lessee agrees to execute a notice filing financing statement and such additional documents in form satisfactory to Lessor to protect lessor's interest in the Equipment from claims of other creditors of Lessee during the term of this Agreement. ARTICLE VIII MAINTENANCE; MODIFICATION; TAXES; INSURANCE AND OTHER CHARGES Section 8.01. Maintenance of Equipment by Lessee. Lessee agrees iliac at all times doming the Lease. Term Lessee will, at Lessee's own cost and expense, maintain, preserve and keep the Equipment in good repair, working order and condition, and that Lessee will from time to time make or cause to be made all necessary and proper repairs, replacements and renewals. Lessor shall have no responsibility in any of these matters, or for the making of impruvements or additions to the Equipment. Section 8.02, Taxes. O her CGovernmental Charges and UtRity Charges. The panics to this Agreement. contemplate that the Equipment will be used for a governmental or proprietary purposes of Lessee and, therefore, that the equipment will be exempt from all taxes presently assessed and levied with respect to personal property. In the event that the use, possession or acquisition of the Equipment is found to be subject to taxation in any form (except for income taxes of Lessor), Lessee will pay during the Lease Term.. as the same respectively come due, all taxes and governmental charges of any kind whatsoever that may at C-1 40 any time be lawfully assessed or levied against or with respect to the Equipment and any equipment or other property acquired by Lessee in substitution for, as a renewal or replacement of, or a modification, improvement or addition to the Equipment, as well as all gas, water, steam, electricity, heat, power, telephone, utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Equipment; provided that, with respect to any governmental charges that may lawfully be paid in installments over a period of years, Lessee shall be obligated to pay only such 'installments as have accrued during the time this Agreement is in effect. Section 8.03. Provisions Regardsrg Insurance. At its own expense, Lessee shall cause casualty, public liability and property damage insurance to be carried and maintained„ or shall demonstrate to the satisfaction of Lessor that adequate self-insurance is provided with respect to the Equipment, sufficient to protect the Full -Insurable Value (as that term is hereinafter defined) of the Equipment, and to protect Lessor from liability in all events. All insurance proceeds from casualty losses shall be payable as hereinafter provided in this Agreement. Lessee shall furnish to Lessor certificates evidencing such coverage throughout the Lease Term. Alternatively, Lessee may insure the Equipment under a blanket insurance policy or policies which cover not only the Equipment but other properties. If Lessee insures similar properties by self-insurance, Lessee will insure the Equipment by means of an adequate insurance fund. The "Full Insurable Value" as used herein shall mean the full replacement value of the Equipment. Any insurance policy pursuant to this Section 8.03 shall be so written or endorsed as to make losses, if any, payable to Lessee and Lessor as their respective interests may appear. The Net Proceeds, (as defined in Section 9.01) of the insurance required in this Section 8.03 shall be applied as provided in Article IX hereof Each insurance policy provided for in this Section 8.03 shall contain a provision to the effect that the insurance company shall not cancel the policy or modify it materially and adversely to the interest of Lessor without first givistg written notice thereof to Lessor at feast 30 days in advance of such cancel lation. Section 8.04. Advances. In the event Lessee shall fail io maintain the full insurance coverage required by this Agreement or shall fail to keep the Equipment in good repair and operating condition. Lessor may (but shall be ander no obligation to) purchase the required policies of insurance and pay the premiums necessary and provide for payment thereof; and all amounts so advanced therefore by Lessor shall become additional rent for the then current Original Tenn or Renewal Terni, which amounts, together with interest thereon at the rate of 12% per annum, Lessee agrees to pay. ARTICLE IX DAMAGE, DESTRUCTION AND CONDEMNATION: USE OF NET PROCEEDS Section '9.01. Damage, Destruction and Condemnation. Unless Lessee shall have exercised its option to purchase the Equipment by making payment of the Purchase Price as provided herein, if prior to the lermination of the Lease Terni (a) the Equipment or any portion thereof is destroyed (in whole or in pan) or is damaged by fire or other casualty or (b) title to, or the temporary use of the Equipment or any part thereof or the estate of Lessee or Lessor in the Equipment or any part thereof shall be taken under khe exercise of the power eminent domain by any governmental body or by any person, firm or corporation acting under governmental authority, Lessee and Lessor will cause the Net Proceeds of any insurance claim or condemnation award to be applied to the prompt repair, restoration, modification or improvement of the Equipment. Any balance of the Net Proceeds remaining after such work has been completed shall be paid to Lessee. For purposes of Section 8.03 and this Article IX, the term "Net proceeds" shall mean the amount remaining from the gross proceeds of any insurance claim or condemnation award after deducting all expenses (including attorneys fees) incurred in the collection ofsuch claims or award. • Section 9.02. Insufficiency of Net Proceeds. If the Net Proceeds are insufficient to pay in full the cost of any repair, restoration, modification or improvement referred to in Section 9.01 hereof, Lessee shall either (a) Complete the work and pay any cost in excess of the amount of Net Proceeds, and Lessee agrees that if by reason of any such insufficiency of the Net Proceeds, Lessee shall make any payments pursuant to the provisions of this Section 9.02, Lessee shall not be entitled to any reimbursement therefore from Lessor nor shall Lessee be entitled to any diminution of the amounts payable under Article VI hereof or (b) if Lessee is not in default hereunder, Lessee shall pay to Lessor the amount of the then applicable Purchase Price, and, upon such payment, the Lease Term shall terminate and Lessor's interest in the Equipment shall terminate as provided in Article Xl of this Agreement. The amount of the Net Proceeds in excess of the then applicable Purchase Price, if any, may be retained by Lessee. ~ ARTICLE X DISCLAIMER OF WARRANTIES; VENDOR'S WARRANTIES; USE OF EQUIPMENT Section 10.01. Disclaimer of Warranties. LESSOR MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED. AS TO THE VALUE, DESIGN, CONDITION. MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE OR FITNESS FOR USE OF THE EQUIPMENT, OR WARRANTY WITH RESPECT THERETO. In no event shall Lessor be liable for any incidental, indirect, special or consequential damage in connectins with or arising out of this Agreement or the existence, furnishing, functioning or Lessee's use of any item or products or services provided for in this Agreement. Section 10.02. Vendor's 'Warranties. Lessor hereby irrevocably appoints Lessee its agent and attorney-in-fact during the Lease Term, so long as Lessee shall net be in default hereunder, to assert from time to time whatever claims and rights, including warranties of the Equipment, which Lessor may have against the Vendor of the Equipment. Lessee's sole remedy for the breach of such warranty. indemnification or representation shall be against the Vendor of the Equipment, and not against the Lessor, nor shall such matter have any effect whatsoever on the rights and obligations of Lessor with respect to this Agreement, including the right to receive full and timely payments hereunder. Lessee expressiy acknowledges that Lessor makes, and has made, no representation or warranties whatsoever as to the existence or availability of such warranties of the Vendor ofthe Equipment. Section 10.03. Use of the Equipment. Lessee will not install, use, operate or maintain the Equipment improperly, carelessly, in violation of any applicable law or in a manner contrary to that contemplated by this Agreement. Lessee shall provide all permits and licenses, if any, necessary for the installation and operation of the Equipment. In addition, Lessee agrees to comply to all respects (including, without limitation, with respect to the use, maintenance and operation of each item of the Equipment) with all laws of the jurisdictions in which its operations involving any item of Equipment may extend t,iid any legislative„ executive, administrative or judicial body exercising any power or jurisdiction over the items of the Equipment: provided, however, that Lessee may contest in good faith the validity or application of any such law or rule in any reasonable manner which does not, in she opinion of the Lessor, adversely affect the estate of Lessor in and to any ofthe items of the Equipment or its interest or rights under this Agreement. ARTICLE XI OPTION TO PURCHASE Section 11.01. At the request of Lessee. Lessor's interest in the Equipment and additional Rental Payments will be terminated and this Agreement shall terminate: (a) At the end of the final Renewal Term, upon payment by Lessee of all Rental Payments scheduled as set forth in Exhibit E to this Agreement; or (b) if the Lease Term is terminated pursuant to Article LX of this Agreement, in the event of total damage, destruction or condemnation of the Equipment, or i 40 (c) any time when Lessee is not on such date in default under this Agreement, upon payment by Lessee of the then applicable Purchase Price to Lessor. - Upon the occurrence of any of such events. Lessor shall deliver a Bill of Sale of its remaining interest in the Equipment to Lessee "AS I5 - WHERE IS" without additional cost or payment by Lessee, ARTICLE XII ASSIGNMENT, SUBLEASING', INDEMNIFICATION MORTGAGING AND SELLING Section 12.01. Assignment by Lessor- This Agreement, and the obligations of Lessee to make payments hereunder, may be assigned and reassigned in whole or in part to one or more assignees and subassignees by Lessor at any time subsequent to its execution, without the necessity of obtaining the consent of Lessee; provided, however, that no such assignment or reassignment shall be effective unless and until (i) Lessee shall have received notice of the assignment or reassignment disclosing the name and address of the assignee or subassignee, and (ii) in the event that such assignment is made to a bank or trust company as trustee for holders of certificates representing interest in this Agreement, such bank or trust company agrees to maintain, or cause to be maintained, a book -entry system by which a record of names and addresses of such holders as of any particular time is kept and agrees, upon request of the Lessee, to fumish such information to Lessee. Upon receipt of notice of assignment, Lessee agrees to reflect in a book entry assignee designation in such notice of assignment, and to make all payments to the assignee designated in the notice of assignment, notwithstanding any claim, defense, setoff or counterclaim whatsoever (whether arising front a breach of this Agreement or otherwise) that Lessee may from time to time have against Lessor, or the assignee. Lessee agrees to execute all documents which may be reasonably requested by Lessor or its assignee to protect their interests in this Agreement - Section 12.02. No Sale. Assignment or Subleasing by Lessee. This Agreement and the interest of Lessee in the equipment may not be sold, assigned or encumbered by Lessee without the prior written consent of Lessor or assignee. Section 12.03. Release and Indemnification Covenants. To the extent pennitted by the laws and Constitution of the State, Lessee shall protect, hold harmless and indemnify Lessor from and against any and all liability, obligations, losses, claims and damages whatsoever, regardless of cause thereof, and expenses in connection therewith, including, without limitation, counsel fees and expenses, penalties and interest arising oil of or as the result of the entering into this Agreement, the ownership of any item of the equipment, the ordering, acquisition, use, operation, condition, purchase, delivery, rejection, storage at return of any item of the equipmem or any accident in connection with the operation, use, condition. possession, storage or return of any item of the equipment resulting in damage to property or injury to or death of any person. The indemnification arising under this paragraph shall continue in full force and effect notwithstanding the full payment of all obligations under this Agreement or the termination of the lease term for any reason, Lessee agrees not to withhold or abate any portion of the payments required pursuant to this Agreement by reason of any defects, malfunctions, breakdowns or infirmities ofihe equipment. ARTICLE XIII EVENTS OF DEFAULT AND REMEDIES Section 13.01. Events of Default beGned. The following shall be "events of default" under this Agreement and the terms "event of default" and "default" shall mean, whenever they are used in this Agreement, anyone or more ofthe following events: (a) failure by Lessee to pay any Rental Payment or other payment required to be paid hereunder at the time specified herein; and 40 40 (b) Failure by Lessee to observe and perform any covenant, condition or agreement on its part to he observed or performed, other than as referred to in Section 13.01 (a), for a period of 30 days after written notice, specifying such failure and requesting that it be remedied as given to Lessee by Lessor, unless Lessor shall agree in writing to an extension of such time prior to the expiration, provided, however, if the failure stated in the notice cannot be corrected within the applicable period. Lessor will not unreasonably withhold its consent to an extension of such time if corrective action is instituted by Lessee within the applicable period and diligently pursued until the default is corrected. The foregoing provisions of this Section 13.01 are subject to (i) the provisions of Section 6.07 hereof with respect to nonappropriation; and (ii) if by reason of force ma cur Lessee is unable in whole or in part to carry out its agreement oil its pan herein contained, other than the obligations on the part of Lessee contained in Anicle VI hereof, Lessee shall not be deemed in default during the continuance of such inability. The semi "force majcure" as used herein shall mean, without limitation, [lie following: acts of God; strikes, lockouts or other employee relations disturbances; acts of public enemies; orders or restraints ofany kind of the government of the United States of America or the state wherein Lessee is located or any of their departments, agencies or officials, or any civil or military authority, insurrections; riots; landslides; earthquakes; fires; storms; droughts; floods; or explosions. Section 13.42. Remedies on Default. Whenever any event of default referred to in Section 13.01 hereof shall have happened and be continuing, Lessee agrees to return the equipment to Lessor and Lessor shall have the right at its sole option without any further demand or notice, to take either one or both of the following remedial steps; (a) Accept surrender from Lessee of the equipment for sale or release by Lessor in a commercially reasonable manner. All proceeds of such sale or re -letting shall inure to Lessor, provided, however, if such proceeds after deduction of Lessor's reasonable costs and expenses, including attorneys' fees. incurred to recover possession, restore or clean-up and sell or release the equipment, exceed an amount equal to the sum of the past due but unpaid Rental Payments and an amount equal to the then applicable purchase price, Lessor shall remit the amount of such excess to Lessee; or (b) Institute an action in a court of competent jurisdiction to recover Lessor's compensatory damages resulting from Lessee's default. Lessor agrees that it shall not have a right to seek any remedy of specific performance nor shall Lessor have any "self-help" right to take possession of the equipment absent Lessee's voluntary surrender thereof. Section 13.03. Waiver. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver hereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. ARTICLE XIV MISCELLANEOUS Section 14.0E Notices. All notices, certificates or other communications hereunder shall be sufficiently given and shall be deemed given when delivered or mailed by registered mail, postage prepaid, to the parties at their respective places of business. Section 14.02, Funding Effect. This Agreement shall inure to the benefit of and shall be binding upon Lessor and Lessee and their respective successors and assigns. Section 14.03. Severability. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. C-1 C> Section 14.04, Amendm^nts. The terms of the Agreement shall not be waived, altered, modified. supplemented or amended in any manner whatsoever except by written instrument signed by the Lessor and the Lessee, nor shall any such amendment that affects the rights of Lessor's assignee be effective without such assignee's consent. Section 14.05. Execution in Counterparts. This Agreemem may be executed in several counterparts. each of which shall be an original and all of which shall constitute but one and the same instrument. Section 14.06, Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of'the State of Florida. Section•14.07. Captions. The captions or headings in this Agreement are for convenience only and do not define, limit or describe the scope or intent of any provisions of sections of this Agreement. Section 14.08, Entire Agreement. This Agreement and the executed Exhibits attached hereto constitute the entire agreement between Lessor and Lessee. No waiver, consent, modification or change of terns of this Agreement shall bind either party unless in writing signed by both parties, and then such waiver, consent, modification or change shall be effective only in the specific instance and for the specific purpose given. There are no understandings, agreements, representations or warranties, express or implied, not specified herein, regarding this Agreement or the equipment leased hereunder. Any terms and conditions of any purchase order or other document (with the exception of Supplements) submitted by lessee in connection with this Agreement which are in addition to or inconsistent with the terms and conditions of this Agreement will not be binding on Lessor and will not apply to this Agreement. Lessee by the signature below of its authorized representative acknowledges that it has read this Agreemem, understands it, and agrees to be bound by its terms and conditions. to dw 40 IN WITNESS WHEREOF, Lessor has executed this Agreement in its corporate name with its corporate seal hereunto affixed and attested by its duly authorized officers, and Lessee has caused this Agreement to be executed in its corporate name with its corporate seal hereunto affixed and attested by its duly authorized officers. All of the above occurred as of the date first written below; this Agreement shall be binding on Lessee beginning on the date it is accepted and executed by Lessor. LESSOR: Commercial & Municipal Capital, LLC Execute: By: _ Title: Dale: LESSEE: Indian River County Board of County Commissioners Attest: Execute: By: f3 L"! Kenneth eht Tit e:� CLERK C1r�Cl}iS {;Gtr Title: Chairman / Date: C-1 40 EXHIBIT A RESOLUTION OF GOVERNING BODY EXTRACT OF MINUTES ESD RESOLUTION NO. 99-04 LESSEE: Indian River County Board of County Commissioners At a duly called meeting of the governing body of Lessee (as defined in the Agreement) held on the day of 19_qj�, the following resolution was introduced and adapted. RESOLVED, whereas the governing body of Lessee has determined that a true and very real need exists for the acquisition of the Equipment described in the Lease -Purchase Agreement presented to this meeting; and has further determined that the Equipment will be used solely for essential governmental functions and not for private business use. WHEREAS, the governing body of Lessee has taken the necessary steps, including any legal bidding requirements, under applicable law to arrange for the acquisition of such equipment. BE IT RESOLVED, by the governing body of Lessee that [he terms of said ].ease -Purchase Agreement are in the best interest of Lessee for the acquisition of such equipment, and the governing body of Lessee designates and confirms the following persons to execute and deliver, and to witness (or attest), respectively, Commercial & Municipal Capital, LLC Lease-Purdase Agreement and any related documents essary to the consummation of the transactions comempla[ed by the Lease -Purchase Agrevme Kenneth R. Macht, Chairman S' a[ure of P ; e tc (print Name and Title) L ase -Purchase Agreement) The undersigned further certifies that the above resolution has nos been repealed or amended and remains in full force and effect and further certifies that the above and foregoing Lease -Purchase Agreement is the same as presented at said meeting of the governing body of Lessee. Secretary/Clerk ,�'i (SEAL) Date so EXHIBIT B OPINION OF LESSEE'S COUNSEL LESSEE: Indian River County Board of County Commissioners DATE OF AGREEMENT: February 1, 1499 Commercial & Municipal Capital, LLC 1304 DeSoto Ave„ Ste, 304 Tampa, FL 33606-3138 Gentlemen: As counsel for Indian River County Board of County Commissioners ("Lessee"), I have examined duly executed originals of the Lease -Purchase Agreement (the "Agreement") dated February 1, 1999 , between Lessee and Commercial & Municipal Capital, LLC ("Lessor"), and the proceedings taken by Lessee to authorize and execute the Agreement. Based upon the examination and upon such other examination as I have deemed necessary or appropriate, I am ofthe opinion that: I. Lessee is a public body corporate and polilic, legally existing under the laws ofthe State of Florida 2. The Agreement has been duly authorized, executed and d d by Lessee, pursuant to Constitutional, statutory andlor home rule provisions which authorize this transaction an [tpsolution No. 29-0 attached as Exhibit A io the Agreement 1 The Agreement is a legal, valid and binding obligation of Lessee, enforceable in accordance %sith its terms. In the event the Lessor obtains a judgment against Lessee in money damages. as a result of an event of default under the Agreement. Lessee will be. obligated to pay such judgment. 4. Applicable public bidding requirements have been complied with. 5. To the best of my knowledge, no litigation is pending or threatened in any court or other tribunal, state or federal, which questions or affects the validity ofthe resolulion or the Agreement. 6. The signatures of the officers of Indian River County Board or County Commissioners which appear on the Agreement arc true and genuine: I know said officers and know thein to hold the offices set forth below their names. 7. The Equipment leased pursuant to the Agreement constitutes prrsonal property and when subjected to use by Lcssee will not be or become fixtures under applicable law. 8. The Municipality is a political subdivision of the State of Florida within the meaning of Section 103 of the United States Internal Revenue Code and the related regulations and rulings. 13y virtue of such authority the portion of payments identified as deferred interest charges to maturity, upon receipt, will not be includable in federal gross income under stalks. regulations, court decisions and rulings cxisling on the dale of this opinion and consequently. will be exempt Prom present federal income taxes and income lax of the State of Flurida. 9 The leasing ofthe Equipment pursuant to the Agreement is exempt Isom all sales and use Irtees against either the Lessor or the Lessee during the term of the lease and the Equipment will be exempt from any atate and local personal rimpeny or other ad valorcm taxes during the term of the Lease. sipcwcly. .T1 Charles Vitunac Indian River County Attorney 0 EXHIBIT C CERTIFICATE AS TO ARBITRAGE I, the undersigned officer of the Indian River County Board of County Commissioners (the "Lessee"), being the person duly charged, with others, with responsibility for issuing the Lessee's obligations in the form of that certain agreement entitled "Lease -Purchase Agreement" with referenced Exhibits attached thereto (the "Agreement") dated February 1, 1999 , and 'issued said date, UEREBY CERTIFY that: I. The Agreement was issued by the Lessee under and pursuant to law to finance the acquisition of the certain Equipment described therein. 2. Pursuant to the Agreement, the Lessee is entitled to receive said. Equipment in consideration for the obligation of the Lessee under the Agreement. Said Equipment will he used in furtherance of the public .. purposes of the Lessee. The Lessee does not intend to sell said Equipment or said Agreement or to otherwise dispose of said Equipment during the term of the Agreement. The Lessee will not receive any monies, funds, or other "proceeds" as a result of the Agreement. 3, The Lessee expects to make payments under the Agreement from its general funds on the basis of annual appropriations in the amounts equal to the required payments under the Agreement. The remaining general funds of the Lessee are not reasonably expected to be used to make such payments and no other monies are pledged to the Agreement or reasonably expected to be used to pay principal and interest on the Agreement. d. The Lessee has not received notice that its Certificate may not be relied upon with respect to its own issues nor has it been advised that any adverse action by the Commissioner of Internal Revenue is contemplated. To the best of my knowledge, information and belief the expectations herein expressed are reasonable and there are no facts, estimates or circumstances other than those expressed herein that would materially affect the expectations herein expressed. IN WITNESS WHEREOF, I have hereunto set my hand this day o1-191?, LESSEE: than River Court d of County Commissioners By: X, eh t Itt Titte: Chairman db 40 EXHIBIT D DESCRIPTION OF EQUIPMENT The Equipment which is the subject of the attached Lease -Purchase Agreement is as Follows: One (1) to Pierce T11 Saber T" Custom Pumper mounted an a Saber Chassis WN: 4PICT02U6XAOOI 103 (1999) One (1) to Pierce7F Saber 7F1 Custom Pumper mounted on a Saber Chassis SIN: 4PICT02MA601104 (1999) together with all additions, accessions and replacements thereto. Lessee hereby certifies that the description of the personal property set forth above canstitutes an accurate description of the "Equipment", as defined in the attached Lease -Purchase Agreement. LOCATION OF THE EQUIPMENT: 1840 25th Street Vero Beach, FL 32960 X iver Count Q and of County Commissioners h acht Title: Chairman Date: I?— 9-- 9 9 I 4D EXHIBIT E PAYMENT SCHEDULE LESSEE: INDIAN RIVER COUNTY BOARD OF COUNTY COMMISSIONERS EQUIPMENT COST: $444,450.00 INTEREST RATE: 4.59% COMMENCEMENT DATE: 211199 DATE PAYMENT INTEREST PRINCIPAL PURCHASE PRICE 1 10131/1999 101,178.47 16,420.95 84,757.52 363,405.40 ,'••',._•: ',•'.'. `.". 2 1013112000 101,178.47 17,588.96 83,589.51 278,398.47 3 1013112001 101,178.47 13,501.44 87,677,03 189,608.73 4 10131/2002 101,178.47 9,214.03 91,964.44 95,867,85 5 10131/2003 101,178.47 4,716.97 96,461.50 0.00 Grand Totals 505,892.35 61,442.35 444,450.00 LESSEE: INDIAN RI CO N-TY9OQ COUNTY COMMISSIONERS BY: Kennet IN3c r TITLE: Chairman DATE: a-9-_9.9 • O EXHIRJT F ACCEPTANCE CERTIFICATE The undersigned, as Lessee under the Lease -Purchase Agreement (the "Agreement") dated February 1, 1999, with. Commercial & Municipal Capital, LLC ("Lesser"), hereby acknowledges (check one); 1. —receipt in good condition of all of the Equipment described in the Agreement and in Exhibit D thereto this day of 1n_ , 2._ that the Equipment described in the Agreement and in Exhibit D thereto, has not been delivered, but is scheduled to he delivered on/or before I Upon receipt of the Equipment, or completion of Vendor's responsibility for delivery, whichever is later, Lessee shall inspect it and, unless Lessee sends written notice to Lessor to the contrary by the above-mentioned scheduled delivery date, Lessee shall be deemed to have accepted the Equipment for all purposes of the Agreement. Upon request from Lessor, Lessee shall provide Lessor with all applicable serial and identification numbers for the Equipment. Lessee certifies that Lessor has fully and satisfactorily performed all of its covenants and obligaticnz- required under the Agreement, and confirms that the lease will commence as defined by "Commencement•_ Date" in the attached Agreement, and it will commence payments in accordance with Article VI of the Agreement. The undersigned officer of the Lessee hereby reaffirms on behalf of the Lessee in all respects [tic covenants of the Lessee set forth in Article 1 of the Agreement and the representations in the certificate as to Arbitrage attached as Exhibit C to the Agreement, and represents that, to the best of his or her lutowledge, information and belief, the expectations therein expressed were reasonable as of the Commencement Date, and that there were, and are as of the date on which they were made, and are reasonable as of the Commencement Date, no facts, estimates or circumstances other than those expressed therein that would materially affect the expectations expressed therein. LESSEE: ion River Coun Be of County Commissioners By: Kenneth R. AM1acht V' Title: Chairman Date:; f 40 • EXHIBIT G ESSENTIAL USEISOURCE OF FUNDS LETTER TO: Commercial & Municipal Capital, LLC RE: Lease -Purchase Agreement Dated February I, 1999. Gentlemen, Reference is made to certain Lease -Purchase Agreement dated February I, 1999, between Commercial & Municipal Capital, LLC and Indian River County Board of County Commissloners, leasing the personal property described in Exhibit D to such Lease. This confirms and affirms that such equipment is essential to the functions of the undersigned or to the service we provide to our citizens. Further, we have an immediate need for, and expect to make immediate use of substantially all the , Equipment, which need is not temporary or expected to diminish in the foreseeable future. The Equipment will be used by us only for the purpose of performing one or more of our governmental or proprietary functions consistent with the permissible scope ofour authority. Sneclfcally, the Equipment was selected by us to be used as follows:. Fire suonression Sincerely, Board of ounty Co ' s' hers , igna ure TDA Kenneth R. Maeht, Chairman • EXHIBIT H AMENDMENT AGREEMENT NUMBER ONE In consideration of the mutual covenants of the Lessor and Lessee pursuant to the Lease purchase Agreement dated February I, 1991), (the "Lease") between Commercial & Municipal Capital, LLC ("Lessor") and Indian River County Board of County Commissioners ("Lessee"), such Agreement is modified as follows: Lessee certifies that it reasonably anticipates that it and all of its subordinate entities will not issue more than 510,000,000 of "qualified tax-exempt obligations" (as that term is defined in Section 265(b)(3)(B) of the Internal Revenue Cade of 1986 ("the Cade") during the calendar year 1999 (the year in which the Lease is executed). Further, lessee hereby designates its obligations under the Lease as a "qualified tax-exempt obligation" in accordance with Section 265 (b)(3)(B) of the Code so that it is eligible for the exception contained in Section 265 (b)(3) of the Code and further certifies for the purpose of the overall limitation of Section 265 (b)(3)(D) of the Code that it and its subordinate entities have not as of this calendar year issued more than 510,000,000 ofobligations which it has designated for these purposes, All terms contained herein not otherwise defined shall have the same meaning as such terms are used and defined in the Lease. Attached hereto is a completed Internal Revenue Service Form 8038-G, Information Return for Tax - Exempt Governmental Bond Issues" completed on behalf ofthe Lessee. IN WITNESS WHEREOF, the Lessee has caused this Agreement to be executed by its duly authorized officcr on this the day of 19 • • • ' ' • . ' • . LESSEE: ian River Count of County Commissioners B - k7 printed Name: Kenneth R. Ma0ht (SEAL) AT'T'EST: By: ~ Printed N ERK CIRCUIT CC � C-1 �73 NOTICE AN Il ACKNOWLEDGMENT OF ASSIGNMENT Commercial & Municipal Capital, LLC ("Lessor") hereby gives notice to the Indian River County Board of County Commissioners ("Lessee") that Lessor has assigned all rights to paymcros under the Lease -Purchase Agreement, dated as of February I, 1999, between Commercial & Municipal Capital, LLC ("Lessor") and Indian River County Board of County Commissioners C Lessee"). Comrurcial & Municipal Capital, LLC ("Lessor") hereby requests, gives notice and instructs Indian River County Board of County Commissioners ("Lessee") that payments that hereafter come due pursuant to the Lease - Purchase Agreement be paid to Marquette National Bank or its Assignee. i LESSEE:: than Rive C ty Board of untmissioners By: Kennet R. Mach T' e: Chairman 0 41► •M INSURANCE COVERAGE REQUIREMENT TO: Commercial & Municipal Capital, LLC 1304 DeSoto Ave., Ste. 304 Tampa, FL 33606-3138 FROM: Indian River County Board of Caunty Commissioners 1840 25th Street Vera Beach, FL 32960 RE: INSURANCE COVERAGE REQUIREMENTS (Check one) 1. In accordance with Section 8.03 of the Agreement, we have instructed the insurance agent named below (please fill in name, address and telephone nursiber) NAME : ADDRESS! TELEPHONE: to issue: a. All Risk Physical Damage Insurance on the leased equipment evidenced by a Cenificate of Insurance and Long Form Loss Pavable Clause naming Commercial & Municipal Capital, LLC and/or its Assigns as Loss Payee. Coverage Required: Full Replacement Value b. Public Liability Insurance evidenced by a Certificate of Insurance naming Commercial & Municipal Capital, LLC and/or its Assigns as an Additional Insured. Minimum Coverage Required: '5500,000.00 per person 5500,000.00 aggregate bodily injury liability £100,000.00 property damage liability +F 2. Pursuant to Section 8.03 of the Agreement, we are self-insured for all risk, physical damage, and public liability and will provide proof of such self-insurance in letter form together with a copy of the statute authorizing this form of insurance. 3. Proof of insurance coverage will be provided to Commercial & Municipal Capital, LLC and/or its Assigns r to the time that the equipment is delivered to its, By:�` el Kenneth 9. acht le: Chairman 0 4W BILLING INFORMATION Please indicate below how you would like us to bilk you for the lease payments due under this Agreement, including the name we should put it attention to (if applicable): Contact Name: Dourtlas Wright Company: Department of Emergency Services Street Addfess or Box th 1840 25th Street City, State, Zip: Vero Beach. FL i29b0 `telephone: (561) 567-8000 x-444 rax: (5611 567-9323 • • ,.,.8038-G Information Return for Tax -Exempt Governmental Obligations (Rev. Y 1995) P. under internal Revenue Cade section 149(e) 0Me No 1545-0720 see separate Instructions.. =': ':0, 1s ^11- (Note: Use Form a039 -GC it the csue price is under 5100.0001 Pdlt`(r' Reporting Authority If Amended Return, check Here ► 1 Issuers name 2 Issuers employer identification number Indian River County Board of County Commissioners 59-6000674 3 Number and street (o(P.Q. box d mai! a net delivrred to &Veil address) Ro©nvsuAe 14 Report number 5 City, town, or post office, state, and Zip code Named issue 6 Date of issue 8 CU21P number "`.'�.i. Type of Issue (check applicable box(es) and enter the Issue pricey 9 (] Education (atfachSchedule-sco instructions) ................... . . ........ . ............. 9 S 10 0 Health and hospital (attach scheduWsee instructions) .... . . .. . .. . ......... . . . . . .......... ' 10 11 Transporiation ........ ...., -1 —1 12 [ Public safety .. . ......... . .................... . ....... 12 _ 444,450.00 13 © E=nvironment (including sewage bonds) ... , ..... , .......... . ... . ...... 13 14 Housing ................. ........ ,,................................. 14 15 [] Utilities................................................................ 15 16 O Other. Describe {see insfn,ctions) F 1s t7 If obfgations are tax or other revenue anticipation bonds, check box 16 If oblioations are in the form of a lease or inslalmenl sale, check box ► IRI 34 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) . - .. ..:- (a) (bl fc) (d) tel mmunrydale Interest rate Is sue Once stared redempben vregnted prwe at matunry Ammoe mal.my Ib 191 Yield Nei rmeresl cast 19 rinat maturity N A N A % N. A. N. A. 362 20 Entire issue r, <, v 444 450.00 N . A. 5 years 4 • 89 % N - A • % PartIV.1 Uses of Proceeds of Bond Issue (including underwriters discount) and enter the name of the 21 Proceeds used for amved 'interest .............................. ..... 21 311 if the issuer has elected io pay a penatty of lieu of arWrage rebate, check box .. , .. _ .... r 22 22 Issue price of entire issue (enter amount from line 20, column (c)) ............ .... _ . ,-.• .' •'• 23 Proceeds used for bond issuance costs (including underwriters discaunl). 23 ry Please 24 Proceeds used for credit entrancement .............................. 24 25 Proceeds allocated to reasonably required reserve or replacement fund .. 25 26 Proceeds used to currently refund prior issues .... . ................. 26 ' 27 Proceeds used 1d advance refund pear issues • ........... . 27 28 26 Total (add fines 23 through 27) ..... .... . ...F-------- . .. ......... .. 29 29 Nonrefunding proceeds of the issue (subtract line 26 from line 22 and enter amount here) PAFV - Description of Refunded Bonds (Complete this part only for refunding bonds.) 30 Enter the remaining weighted average maturity of the bonds to be currently refunded 0- years 31 Enter the remaining weighted average maturity of the bonds to be advance refunded years 32 Enler Iha fast dale on which the refunded bonds will be called .. . ............... . 33 Enter the dale(s) the refunded bonds were issued i• PartVI I Miscellaneous 34 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) . - .. ..:- .. 35 Enter the amount of the bonds designated by Ifle issuer under seclwn 255(b](3)(ttJ(i)(Ilq (small issuer exuvtionl . 35 35 4 4,450.00 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investmenl cxnlraCt (see instructions) 362 h Enter the fugal maturity dale of the guaranteed investment contract .. ► — 37 Pooled iinandrigs: a Proceeds of this issue that are to be used to make loans to other gummmental ands 37a b If this issue is a ban made from the proceeds or another tax-exempt issue, check box ► ® and enter the name of the issuer Jt. and the date of the issue .. ► 311 if the issuer has elected io pay a penatty of lieu of arWrage rebate, check box .. , .. _ .... r 39 if the issuer has idenlifred a hedge, check box ........ . ............... ............ 10. L1 UrAw piwtzrbes el , 1 declare that I haus examined tiers return arnl accompanyvky schedufes and sla leu. and In Ire best or my knowledge a14 ry Please btlrel- Viey e , rxxrec� and cdmplele Boar CoinV s Sign Here Kenneth R. Macht mluro vl isS s andxxired afesenuhwE k Type IX pnni name and bee For Panery f2ntiurti7r 1,ci Noli1w 5Rr• n,1 + ! 1 lr th^, fnstrsi'^nr • • UNIFORM COMMERCIAL CODE FINANCING STATEMENT FORM UGC -1 (REV. 1993) phos Finannng Slalom an! is presented to a I&V OMF for 11111`911MUant to the Ururarm Commrrroal Cove 1. blur(Losl Name First if an ndW uai) !a. Date of [firth or FEIN Indian River_Cognty--Board— - ooutes -C I i6: taafiiriyj Atfdnlsa Board_ f _C""`�t�c.$Cfly, 3a8 io- 1840 2 c)t Sr. Vera Beath. FL '��fllarafLfeTtarru ame s!F� rsF�1f 0.10 v ua r ���$I�dI 3296. ung iWddresi' _ _hula - -- --- -� —I ZIP coft 3. Secured aRy-(list Name first 11 Cates & Municipal_ Capital• L c 3a�failing kt rest ry, seta p Coo 1304 . Ste, 304 Tampa, FL --- 33606 as nee a DeSoto ur Ave arty a- [ � rs� il�an-6rI�Iv uid all --- ---� Willing Address 4b. CRF. Ifile I� . pu ed This nano ng Iatement Covera ! e o lowlnpp ttyypes ar Items or property u pl on a real property on ch located an owner o record an requ ired. fP more apace fa required, aNach addition, sheet(Q. 1 each Pierce (TM) Saber (TM) custom pumper mounted on a Saber Chassis SIN: 4P1CT02U6XA001103 (1999) 1 each Pierce (TM) Saber (TM) custom pumper mounted on a. Saber Chassis SIN: 4PICT020KA001104 (1999) i. Check only 41 Applicable: Products of collateral are also covered. 3 Proceeds of collateral are also covered. 71 Debtor is tronamthing uIlllty, r. Cheek alebox: 3 All documentary stomp tares due end payable or to became due and payable pursuant to a. 201.22 F.S., have been paid. (©ne box must be marked)71 Florida DocumentaryStamp Test Is not rmulred. 1. In accordance with a.. 679.40212I, F.S., this statement Is tiled without the DOW sl nature to perfect a security Interest In collateral: g f 9. Number of additional sheets presented: I already subject Io a aecurdlyInterest in another Jurlsdlcllon when 11 was brought into Ihls This Space for Use of Filing QtfiC+Br.' slate or debtor's Ioeatdon changed to lhl.s stale. 7 which is proceeds of the ortglnal collateral deserlbad above In which a security Interest was perfected. 7 as to which the filing has lapsed- Dole tiled and previous UCC -1 We number i I acquired oiler a change o4 ame, Identity, or corporate alruclure of the do btar. nignal "'o'15) al uC rlal Board r County mmi hers BYt 1 ennem K. aa-cift, unairman I Cay. Stale. Zip Member r r Commercial & Municipal Capital, LLC 1304 DeSoto Ave., Ste. 304 Tampa, FL 33606