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HomeMy WebLinkAbout2004-292A - � atic plta [J o-; EQUIPMENT LEASE-PURCHASE AGREEMENT Lessee : (Name and Addmasj Lessor : (Name and Address) INDIAN RIVER COUNTY , FL CitiCapital Commercial Corporation 5300 73 '�'D STREET 8001 Ridgepoint Drive VERO BEACH , FL 32967 Irving, TX 75063 Lessor agrees to lease to Lessee and Lessee agrees to lease from Lessor the Equipment described in Schedule A , now or hereafter attached hereto , and all replacements, repairs, restorations, modifications and improvements thereof or hereof ("Equipment" ) in accordance with the following terms and conditions of this Equipment Lease-Purchase Agreement ( " Lease") . 1 . TERM. This Lease will become effective upon the execution hereof by Lessor. The term of this Lease will commence on the Commencement Date set forth in Schedule B attached hereto and, unless earlier terminated as expressly provided for in this Lease, will terminate on the Termination Date set forth in Schedule B attached hereto (the "Lease Term"). 2 . RENT. Lessee agrees to pay to Lessor or its assignee the Lease Payments, including the interest portion, in lawful money of the United States of America, equal to the amounts specified in Schedule B. The Lease Payments will be payable without notice or demand at the office of Lessor (or such other place as Lessor or its assignee may from time to time designate in writing), and will commence on the first Lease Payment Date as set forth in Schedule B and thereafter on the subsequent dates set forth in Schedule B. Any payments received later than ten ( 10) days from the due date will bear interest at the highest lawful rate from the due date. As set forth on Schedule B, a portion of each Lease Payment is paid as, and represents payment of, interest. Except as specifically provided in Section 6 hereof, the obligation of Lessee to make the Lease Payments hereunder and perform all of its other obligations hereunder will be absolute and unconditional in all events and will not be subject to any setoff, defense, counterclaim, abatement, deduction or recoupment for any reason whatsoever including, without limitation, any defects, malfunctions, breakdowns or infirmities in the Equipment or any accident, condemnation or unforeseen circumstances. Lessee reasonably believes that funds can be obtained sufficient to make all Lease Payments during the Lease Term and hereby covenants that it will do all things lawfully within its powers to obtain, maintain and properly request and pursue funds from which the Lease Payments may be made, including making provisions for such payments to the extent necessary in each budget submitted for the purpose of obtaining funding, using its bona fide best efforts to have such portion of the budget approved. It is Lessee ' s intent to make Lease Payments for the full Lease Term if funds are legally available therefor and in that regard Lessee represents that the use of the Equipment is essential to its proper, efficient and economic operation. Lessor and Lessee understand and intend that the obligation of Lessee to pay Lease Payments hereunder shall constitute a current expense of Lessee and shall not in any way be construed to be a debt of Lessee in contravention of any applicable constitutional or statutory limitation or requirement concerning the creation of indebtedness of Lessee, nor shall anything contained herein, constitute a pledge of the general tax revenues, funds or monies of Lessee . It is the intention of the parties hereto to comply with any applicable usury laws; accordingly, it is agreed that, notwithstanding any provisions to the contrary in this Agreement, in no event shall this Agreement require the payment or permit the collection of interest or any amount in the nature of interest or fees in excess of the maximum permitted by applicable law. 3 . DELIVERY AND ACCEPTANCE . Lessee shall order the Equipment, cause the Equipment to be delivered and installed at the location specified on Schedule A ( " Equipment Location") and pay any and all delivery and installation costs in connection therewith. Lessee will accept the Equipment as soon as it has been delivered and inspected. Lessee will evidence its acceptance of the Equipment by executing and delivering to Lessor a Delivery and Acceptance Certificate (in the form provided by Lessor) upon delivery of the Equipment. FLLease Rev . July 1 , 2001 02/02/05 4 : 14 PM Page 1 of 7 CITICAPITAL is a service mark of Citicorp . A memberof ertigrou +d 4 , DISCLAIMER OF WARRANTIES. Lessee a6mowledges and agrees that the Equipment is of a size, design and capacity selected by Lessee, that Lessor is neither a manufacturer nor a vendor of such equipment, that LESSOR LEASES AND LESSEE TAKES THE EQUIPMENT AND EACH PART THEREOF " AS - IS " AND THAT LESSOR MAKES NO REPRESENTATION, WARRANTY , OR COVENANT, EXPRESS OR IMPLIED, WITH RESPECT TO THE CONDITION, QUALITY, DURABILITY, VALUE, DESIGN , OPERATION, SUITABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OF THE EQUIPMENT IN ANY RESPECT WHATSOEVER OR AS TO THE ABSENCE OF LATENT OR OTHER DEFECTS , WHETHER OR NOT DISCOVERABLE, OR AS TO THE ABSENCE OF ANY INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT, OR AS TO ANY OBLIGATION BASED ON STRICT LIABILITY IN TORT OR ANY OTHER REPRESENTATION , WARRANTY, OR COVENANT OF ANY KIND OR CHARACTER, EXPRESS OR IMPLIED , WITH RESPECT THERETO . RISKS INCIDENT THERETO ARE TO BE BORNE BY LESSEE AND , IN NO EVENT SHALL LESSOR BE OBLIGATED OR LIABLE FOR ACTUAL , INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR OTHER DAMAGES OF OR TO LESSEE OR ANY OTHER PERSON OR ENTITY ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE EQUIPMENT, THE MAINTENANCE THEREOF OR .OF ANY SERVICES PROVIDED HEREIN . Lessee may have rights under the contract evidencing the purchase of the Equipment. Lessee is advised to contact the manufacturer of the Equipment for a description of any such rights . Lessor hereby assigns to Lessee during the Lease Term, so long as no Event of Default has occurred hereunder and is continuing, all warranties, if any, expressed or implied with respect to the Equipment, running from the manufacturer to Lessor and Lessor authorizes Lessee to obtain the customary services furnished in connection with such warranties at Lessee's expense . Lessee's sole remedy for the breach of any such manufacturer's warranty shall be against the manufacturer of the Equipment, and not against Lessor or its assigns. Lessee expressly acknowledges that Lesser makes , and has made, no representations or warranties whatsoever as to the existence or the availability of such warranties of the manufacturer of the Equipment. 5 . RETURN OF EQUIPMENT. Unless Lessee shall have paid all Lease Payments and other amounts due hereunder or exercised its option to purchase as provided in Section 20 hereof, upon the expiration or earlier termination of this Lease pursuant to the terms hereof, Lessee shall, at its sole expense but at Lessor's option, convey the Equipment by bill of sale (and with respect to vehicles, also by endorsement of title certificate) to Lessor in the condition required by Section 9 hereof at any location in the continental United States designated by Lessor. 6, NON-APPROPRIATION OF FUNDS. Notwithstanding anything contained in this Lease to the contrary, in the events no funds or insufficient funds are appropriated and budgeted in any fiscal period of Lessee for Lease Payments due under this Lease, Lessee will immediately notify Lessor or its assignee in writing of such occurrence and this Lease shall terminate on the last day of the fiscal period of Lessee for which appropriations have been received or made without penalty or expense to Lessee, except as to Lessee ' s other obligations and liabilities under this lease relating to, or accruing or arising prior to, such termination. In the event of such termination, Lessee shall remain obligated to either return the Equipment to Lessor in accordance with Section 5 or, if Lessee refines or fails to so voluntarily return the Equipment, to pay, on demand to Lessor, from legally available funds, the unpaid balance of the lease-purchase price thereof which is stipulated to be the applicable concluding payment set forth herein Schedule B. 7. REPRESENTATIONS, COVENANTS AND WARRANTIES. Lessee hereby represents , covenants and warrants to Lessor as of the date hereof and at all times during the Lease Term that (i) Lessee is a state or a fully constituted political subdivision thereof within the meaning of Section 103 (a) of the Internal Revenue Code of 1986, as amended (the "Code "), or its obligations hereunder constitute obligations issued on behalf of a state or a political subdivision thereof, and Lessee shall do or cause to be done all things necessary to preserve and keep in full force and effect its existence and this Lease; (ii) Lessee has full power and authority under the constitution and laws of the state in which it is located to enter into this Lease and the transactions contemplated hereby, and to perform all of its obligations hereunder; (iii) each officer of Lessee executing this Lease has been duly authorized to execute and deliver this Lease by proper action and approval of its governing body at a meeting duly called, regularly convened and attended by a requisite majority of the members thereof, or by other appropriate official approval; ( iv) the execution, delivery and performance of this Lease and all documents executed in connection herewith, including, without limitation, Schedules A and B hereto and the Delivery and Acceptance Certificate referred to in Section 3 hereof (this Lease together with all such documents shall be collectively referred to herein as the "Lease Documents " ) have been duly authorized by all persons, governmental bodies and agencies necessary to authorize and approve this Lease ; (v) the Lease Documents constitute legal, valid and binding obligations of Lessee, enforceable against Lessee in accordance with their respective terms ; (vi) the execution, delivery and performance of this Lease by Lessee shall not (a) violate any federal, state or local law or ordinance, or any judgment, order, writ, injunction , decree, rule or regulation of any court or other governmental agency or body applicable to Lessee ; or (b) conflict with or result in the breach or violation of any term FLLease Rev . July 1 , 2001 02/02/05 4 : 14 PM Page 2 of i or provision � f, , r _ r. r. * e : ; ; ; ;t order . or result ;n the creation of any lien, charge, security interest or other encumbrance on any assets of the Lessee or the Equipment pursuant to any note, bond, mortgage, indenture , agreement, deed of trust, bank loan or credit agreement, lease or other obligation to which Lessee is a party or by which it or its assets may be bound, except as herein provided ; (vii) in authorizing and executing this Lease, Lessee has complied with all open meeting laws, public bidding requirements and other laws applicable to this Lease and the acquisition by Lessee of the Equipment; (viii) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current fiscal year of the Lessee to make the Lease Payments scheduled to come due during such fiscal year, and such funds have not been expended for other purposes ; ( ix) the Equipment is essential to the function of the Lessee or to the service Lessee provides to its citizens and the Lessee has an immediate need for, and expects to make immediate use of, substantially all of the Equipment, which need is not temporary or expected to diminish in the foreseeable future ; (x) no lease, rental agreement or contract for purchase to which Lessee has been a party at any time during the last five years , has been terminated by Lessee as a result of insufficient funds being appropriated in any fiscal year; (xi) the Equipment will be used by Lessee only for the purpose of performing one or more of Lessee ' s governmental or proprietary functions consistent with the permissible scope of Lessee ' s authority; (xii) there is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, pending or threatened against or affecting the Lessee, nor to the best knowledge of the Lessee is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Lease or any other document, agreement or certificate which is used or contemplated for use in the consummation of the transactions contemplated by this Lease; and (xiii) no event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute, an Event of Default, exists at the Commencement Date . Lessee shall dciiver to Lessor an opinion of Lessee's counsel in form and substance attached hereto or as otherwise acceptable to Lessor. 8. TITLE TO EQUIPMENT. Upon acceptance of the Equipment by Lessee hereunder, title to the Equipment will vest in Lessee and Lessor shall have no security interest therein. 9. USE ; REPAIRS. Lessee will use the Equipment in a careful manner for the use contemplated by the manufacturer of the Equipment. Lessee shall comply with all laws, ordinances, insurance policies and regulations relating to the possession, use, operation or maintenance of the Equipment. Lessee , at its expense, will keep the Equipment in good working order and repair and furnish all parts, mechanisms and devices required therefor. 10. ALTERATIONS. Lessee will not make any alterations, additions or improvements to the Equipment without Lessor's prior written consent unless such alterations, additions or improvements may be readily removed without damage to the Equipment. 11 . LOCATION ; INSPECTION. The Equipment will not be removed from or, if the Equipment consists of rolling stock, its permanent base will not be changed from the Equipment Location without Lessor's prior written consent, which will not be unreasonably withheld. Lessor will be entitled to enter upon the Equipment Location or elsewhere during reasonable business hours to inspect the Equipment or observe its use and operation . 12. LIENS AND TAXES. Lessee shall keep the Equipment free and clear of all levies, liens and encumbrances, other than the respective rights of Lessor and Lessee as herein provided. Lessee shall pay, when due, all charges and taxes (local, state and federal) which may now or hereafter be imposed upon the ownership, leasing, rental, sale, purchase, possession or use of the Equipment, excluding however, all taxes on or measured by Lessor's income. If Lessee fails to pay said charges, or taxes when due, or to provide the insurance required by Section 15 hereof, Lessor may, but need not, pay said charges or taxes or purchase such insurance and, in such event, Lessee shall reimburse Lessor therefor on demand, with interest at the maximum rate permitted by law from the date of such payment by Lessor to the date of reimbursement by Lessee. 13. RISK OF LOSS ; DAMAGE ; DESTRUCTION . Lessee assumes all risk of loss of or damage to the Equipment from any cause whatsoever, and no such loss of or damage to the Equipment nor defect therein nor unfitness or obsolescence thereof shall relieve Lessee of the obligation to make Lease Payments or to perform any other obligation under this Lease . In the event of damage to any item of Equipment, Lessee will immediately place the same in good repair with the proceeds of any insurance recovery applied to the cost of such repair. If Lessor determines that any item of Equipment is lost, stolen, destroyed or damaged beyond repair, Lessee, at the option of Lessor, will either (a) replace the same with like equipment in good repair, or (b) on the next Lease Payment Date, pay Lessor: ( i) all amounts then owed by Lessee to Lessor under this Lease, including the Lease Payment due on such FLLease Rev . July 1 , 2001 02/02/05 4 : 14 PM Page 3 of 7 date, and ( ii ) an amount equal to the applicable Concluding Payment set forth in Schedule B opposite such Lease Payment Date . In the event that Lessee is obligated to make such payment pursuant to subparagraph (b) above with respect to less than all of the Equipment, Lessor will provide Lessee with the pro rata amount of the Lease Payment and the Concluding Payment to be made by Lessee with respect to the Equipment which has suffered the event of loss . 14. PERSONAL PROPERTY. The Equipment is and will remain personal property and will not be deemed to be affixed or attached to real estate or any building thereon. If requested by Lessor, Lessee will, at Lessee's expense, furnish a waiver of any interest in the Equipment from any party having an interest in any such real estate or building. 15. INSURANCE. At its own expense, Lessee shall maintain (a) casualty insurance insuring the Equipment against loss or damage by fire and any other risks reasonably required by Lessor in an amount at least equal to the then applicable Concluding Payment of the Equipment, (b) liability insurance that protects Lessor from liability in all events in form and amount satisfactory to Lessor, and (c) workers' compensation coverage as required by the laws of the state; provided that, with Lessor's prior written consent, Lessee may self-insure against the risks described in clauses (a) and (b). All insurance proceeds from casualty losses shill"be payable as hereinafter provided. Upon acceptance of the Equipment and upon each insurance renewal date, Lessee will deliver to Lessor a certificate evidencing such insurance . In the event of any loss, damage, injury or accident involving the Equipment, Lessee will promptly provide Lessor with written notice thereof and make available to Lessor all information and documentation relating thereto and shall permit Lessor to participate and cooperate with Lessee in making any claim for insurance in respect thereof. All such casualty and liability insurance shall be with insurers that are acceptable to Lessor, shall name Lessee as named insured and Lessor or its assigns as an additional named insured and shall contain a provision to the effect that such insurance shall not be cancelled or modified materially without first giving written notice thereof to Lessor at least thirty days in advance of such cancellation or modification . The Lessee may provide required insurance as part of " blanket " coverage maintained on its other assets . Required insurance coverage may also be provided in whole or in part by self- insurance, with written consent of the Lessor, which shall not be unreasonably withheld. If such consent is given, Lessee will furnish Lessor with a letter or certificate of self- insurance specifying the type and extent coverage . The proceeds of any such policies will be payable to Lessee and Lessor or its assigns as their interests may appear. In the event that Lessee has been permitted to self- insure , Lessee will furnish Lessor with a letter or certificate to such effect. 16. RELEASE AND INDEMNIFICATION. To the extent permitted by law, Lessee shall indemnify, protect and hold harmless 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 and any federal income tax and interest and penalties connected therewith imposed on interest received) arising out of or as the result of (a) the entering into this Lease, (b) the ownership of any item of the Equipment, (c) the ordering, acquisition, use, operation, condition, purchase, delivery, rejection, storage or return of any item of the Equipment, (d) 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 or death to any person or (e) the breach of any covenant herein or any material misrepresentation contained herein. The indemnification arising under this paragraph shall continue in full force and effect notwithstanding the full payment of all obligations under this Lease or the termination of the Lease Term for any reason. 17. ASSIGNMENT. Without Lessor's prior written consent, Lessee will not either (i) assign, transfer, pledge, hypothecate, grant any security interest in or otherwise dispose of this Lease or the Equipment or any interest in this Lease or the Equipment or (ii) sublet or lend the Equipment or permit it to be used by anyone other than Lessee or Lessee's employees . Lessor may assign its rights, title and interest in and to the Lease Documents, the Equipment and/or grant or assign a security interest in this Lease and the Equipment, in whole or in part, and Lessee's rights will be subordinated thereto . Any such assignees shall have all of the rights of Lessor under this Lease . Subject to the foregoing, this Lease inures to the benefit of and is binding upon the successors and assigns of the parties hereto . Lessee covenants and agrees not to assert against the assignee any claims or defenses by way of abatement, setoff, counterclaim, recoupment or the like which Lessee may have against Lessor. Upon assignment of Lessor's interests herein, Lessor will cause written notice of such assignment to be sent to Lessee which will be sufficient if it discloses the name of the assignee and address to which further payments hereunder should be made . No father action will be required by Lessor or by Lessee to evidence the assignment, but Lessee will acknowledge such assignments in writing if so requested. Lessee shall retain all notices of assignment and maintain a book-entry record which identifies each owner of Lessor's interest in the Lease. Upon Lessee's FLLease Rev. July 1 , 2001 02/02/05 4 : 14 PM Page 4 of 7 receipt of written notice of Lessor's assignment of all or any part of its interest in the Lease, Lessee agrees to attorn to and recognize any such assignee as the owner of Lessor's interest in this Lease, and Lessee shall thereafter make such payments, including without limitation such Lease Payments , as are indicated in the notice of assignment, to such assignee . Lessee waives and will not assert against any assignee of Lessor any claims , counterclaims, claims in recoupment, abatement, reduction, defenses, or set-offs for breach of warranty or for any other reason which Lessee could assert against Lessor, except defenses which cannot be waived under the Uniform Commercial Code . 18. EVENT OF DEFAULT. The term " Event of Default, " as used herein, means the occurrence of any one or more of the following events : ( i) Lessee fails to make any Lease Payment (or any other payment) as it becomes due in accordance with the terns of this Lease, and any such failure continues for ten ( 10) days after the due date thereof; (ii) Lessee fails to ' perform or observe any other covenant, condition, or agreement to be performed or observed by it hereunder and such failure is not cured within twenty (an days after written notice thereof by Lessor; ( iii) the discovery by Lessor 20) that any statement, representation, or warranty made by Lessee in this Lease or in any writing ever delivered by Lessee pursuant hereto or in connection herewith -was false, misleading, or erroneous in any material respect; (iv) Lessee becomes insolvent, or is unable to pay its debts as they become due, or makes an assignment for the benefit of creditors, applies or consents to the appointment of a receiver, trustee, conservator or liquidator of Lessee or of any of its assets, or a petition for relief is filed by Lessee under any bankruptcy, insolvency, reorganization or similar laws, or a petition in, or a proceeding under, any bankruptcy, insolvency, reorganization or similar laws is filed or instituted against Lessee and is not dismissed or fully stayed within twenty (20) days after the filing or institution thereof; (v) Lessee fails to make any payment when due or fails to perform or observe any covenant, condition, or agreement to be performed by it under any other agreement or obligation with Lessor or an affiliate of Lessor and any applicable grace period or notice with respect thereto shall have elapsed or been given ; or (vi) an attachment, levy or execution is threatened or levied upon or against the Equipment . 19. REMEDIES. Upon the occurrence of any Event of Default, and as long as such Event of Default is continuing, Lessor may, at its option, by written notice to Lessee, declare an amount equal to all amounts then due under the Lease, and all remaining Lease Payments due during the fiscal period of Lessee in which the default occurs to be immediately due and payable, whereupon the same shall become immediately due and payable . Further, if an Event of Default shall have occurred, upon written request by Lessor, Lessee shall within thirty (30) days cause the Equipment (together with all documents necessary to transfer legal and beneficial title thereto to Lessor) to be delivered to Lessor in the condition required by Section 9 hereof at any location in the continental United States designated by Lessor. If Lessee fails or refuses to voluntarily transfer the Equipment to Lessor as herein provided, Lessor shall have the right to obtain a judgment against Lessee for compensatory damages in the amount of the then applicable Concluding Payment amount set forth in Exhibit B, plus interest thereon in accordance with Section 12 to the date of payment. If the Equipment has been destroyed or damaged beyond repair, Lessee shall pay the applicable Concluding Payment amount set forth in Exhibit B to Lessor. Following an Event of Default, or upon failure of Lessee to voluntarily comply with Section 5 hereof following a termination of the Lease pursuant to Section 6, Lessor shall have whatever rights and remedies are available at law against Lessee ' s legally available funds for compensatory damages and Lessor' s damages shall include, without limitation, all legal fees and other costs and expenses, including court costs, incurred by Lessor with respect to the enforcement hereof and the collection of any judgment; provided, however, that Lessor and Lessee agree that there is no intention to create under this Lease a right in Lessor to dispossess Lessee involuntarily of the legal title to or the use of the Equipment. Lessor hereby irrevocably waives any right to specific performance of Lessee ' s covenant to transfer legal title to and return possession of the Equipment to Lessor. If Lessor terminates this Lease and receives possession of the Equipment, Lessor shall within sixty (60) days thereafter use its best efforts to sell the Equipment in a commercially reasonable manner at public or private sale and apply the proceeds of such sale to pay the following items in the following order: (a) all costs and expenses of receiving possession of the Equipment and completing the sale thereof, (b) the applicable Concluding Payment amount, and (c) the balance of any Lease Payments owed by Lessee during the fiscal period of Lessee then in effect. Any sale proceeds remaining after the requirements of clauses (a), (b) and (c) have been met shall be for the account of Lessee and shall be remitted to Lessee. If the proceeds of sale of the Equipment are not sufficient to pay the balance of any Lease Payments owed by Lessee during the fiscal period of Lessee then in effect, Lessor may pursue such other remedies as are available at law or in equity to collect the balance of such Lease Payments from Lessee ' s legally available funds . Lessor may sell the Equipment without giving any warranties as to the Equipment and may disclaim any warranties of title, possession, quiet enjoyment, or the like. This procedure will not be considered to adversely affect the commercial reasonableness of any sale of the Equipment. FLLease Rev . July 1 , 2001 02/02/05 4 : 14 PM Page 5 of 7 20. PREPAYMENT OPTION. Upon thirty (30) days prior written notice from Lessee, and provided that there is no Event of Default, or an event which with notice or lapse of time, or both, could become an Event of Default, then existing, Lessee will have the right to purchase the Equipment prior to the Termination Date on any Lease Payment Date set forth in Schedule B by paying to Lessor, on such date, the Concluding Payment as set forth in Schedule B. Upon satisfaction by Lessee of such purchase conditions, Lessor will transfer any and all of its right, title and interest in the Equipment to Lessee AS IS, WITHOUT WARRANTY , EXPRESS OR IMPLIED . 21 . TAX ASSUMPTION ; COVENANTS. Lessee hereby covenants with respect to this Lease that ( i) neither the payment of the Lease Payments hereunder nor any portion thereof is secured by any interest in property used or to be used in a trade or business of a non-exempt person (within the meaning of Section 103 of the Code) or in payments with respect to such property or is derived from payments with respect to property, or borrowed money, used or to be used ina trade or business of a non-exempt person (within the meaning of Section 103 of the Code) ; (ii) no portion of the Equipment will be used directly or indirectly in any trade or business carried on by any non-exempt person (within the meaning of Section 103 of the Code); (iii) it will not take any action or permit or suffer any action to be taken or condition to exist if the result of such action or condition would be to cause its obligation to make Lease Payments to be guaranteed, directly or indirectly, in whole or in part, by the United States or by any agency or instrumentality thereof; ( iv) it will neither take any action (including, without limitation, entering into any lease, sublease , output contract, management contract, take-or-pay contract oc other arrangement) nor omit to take any action if the result of such action or omission would be to cause the interest portion of each Lease Payment to become includable in the income of Lessor for purposes of federal, state or local income tax ; (v) it will provide (or cause to be provided) to Lessor such other information as Lessor may reasonably request from Lessee to enable Lessor to fulfill tax filing, audit and litigation obligations, including, but not limited to, federal and state income tax filing obligations ; (vi) it will timely file a statement with respect to this Lease in the form required by Section 149(e) of the Internal Revenue Code of 1986 , as amended (the "Code"); and (vii) neither take any action or omit to take any action if the result of such action or omission would be to cause this Lease to be an " arbitrage bond " within the meaning of Section 148 of the Code . If this Lease is accompanied by an Escrow Agreement, Lessee will execute and deliver to Lessor an Arbitrage Certificate ( in the form provided by Lessor) . If Lessor receives notice, in any form, from the Internal Revenue Service or it is determined based on an opinion of independent tax counsel selected by Lessor and approved by Lessee, which approval shall not be unreasonably withheld, that the interest portion of any Lease Payment is includable in the income of Lessor for purposes of federal, state or local income tax, Lessee , at its option, shall either ( i) pay the Concluding Payment as provided in Section 20 hereof and terminate the Lease or ( ii) within 30 days after notice from Lessor, pay Lessor an amount which will restore to Lessor its after-tax yield as contemplated by this transaction from the date that the interest portion became taxable through the date of such additional rental payment and will further pay additional rent to Lessor on each succeeding Lease Payment Date in such amount as will maintain Lessor ' s after-tax yield as contemplated by this transaction. 22. NOTICES. All notices to be given under this Lease shall be made in writing and mailed by certified mail, return receipt requested, to the other party at its address set forth herein or at such address as the party may provide in writing from time to time . Any such notice shall be deemed to have been received five days subsequent to mailing. 23. SECTION HEADINGS. All section headings contained herein are for the convenience of reference only and are not intended to define or limit the scope of any provision of this Lease. 24. GOVERNING LAW. This Lease shall be construed in accordance with, and governed by, the laws of the state of the Equipment Location . 25. DELIVERY OF RELATED DOCUMENTS. Lessee will execute or provide, as requested by Lessor, such other documents and information as are reasonably necessary with respect to the transaction contemplated by this Lease. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] FLLease Rev . July 1 , 2001 02/02/05 4 : 14 PM Pale 6 of 7 26. ENTIRE AGREEMENT; WAIVER The Lease Documents constitute the entire agreement between the parties with respect to the lease of the Equipment and shall not be contradicted by any oral representations made prior to, contemporaneously with or subsequent to the date hereof nor do any oral agreements presently exist between the parties which have not been reduced to writing. This Lease shall not be modified, amended, altered, or changed except with the written consent of Lessee and Lessor. Any provision of this Lease found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of this Lease . The waiver by Lessor of any breach by Lessee of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach thereof. IN WITNESS WHEREOF, the parties have executed this Lease . Lease Date : February 1 , 2005 LESSEE : INDIAN RIVER COUNTY, FL LESSOR : CitiCapital, Commercial Corporation BOARD OF C LINTY COMMI IONERS By: S- By: Thomas S . Lowther , Chairman PAMELA RHAME Atte J . K . Barton , Clerk Documentation Supervisor Title : By 1� - DeputyCler BCC Date : 1,1e`yember 23 , 2004 Date: I Approved APPROVED : ii?ss, • A - � ountyAP ROVErato TO FORM AND SUFF],C4NCY IAK E . F SSISTANT COUNT ATT NEY FLLease Rev . July 1 , 2001 02/02/05 4 : 14 PM Page 7 of 7 LESSEE : INDIAN RIVER COUNTY, FL OPINION OF COUNSEL With respect to that certain Equipment Lease-Purchase Agreement ("Lease") — by and between Lessor and Lessee, I am of the opinion that: (I) Lessee is a tax-exempt entity under Section 103 of the Internal revenue Code of 1986, as amended ; (11) the execution, delivery and performance by Lessee of the Lease have been duly authorized by all necessary action on the part of Lessee ; (III) the Lease constitutes a legal, valid and binding obligation of Lessee enforceable in accordance with terms and all statements contained in the Lease and all related instruments are true ; (IV) there are no suits, proceedings or investigations pending or, to my knowledge, threatened against or affecting Lessee, at law or in equity , or before or by any governmental or administrative agency or instrumentality which, if adversely determined, would have a material adverse effect on the transaction contemplated in the Lease or the ability of Lessee to perform its obligations under the Lease and Lessee is not in default under any material obligation for the payment of borrowed money, for the deferred purchase price of property or for the payment of any rent under any lease agreement which either individually or in the aggregate would have the same such effect; and (V) all required public bidding procedures regarding the award of the Lease have been followed by Lessee and no governmental orders, permissions, consents, approvals or authorizations are required to be obtained and no registrations or declarations are required to be filed in connection with the execution and delivery of the Lease . Counse;Ifj Lessee : County Attorney ' s Office Marian ell , Assistant County Attorne By : Date : d ria el Approved by Indian River County Board of County Commissioners on November 23 , 2004 , and bearing an Effective Date of February 1 , 2005 SCHEDULE A EQUIPMENT DESCRIPTION Lessor hereby leases to Lessee under and pursuant to the Lease and Lessee hereby leases from Lessor under and pursuant to the Lease the following items of Equipment : DESCRIPTION (MANUFACTURER, MODEL AND SERIAL NO . * ) SUPPLIER * Lessor shall have the right to insert Serial Nos. at time of Delivery & Acceptance. ( 154) CLUB CAR GOLF CAR GAS DSG; Club Car, Inc . ( 1 ) CLUB CAR GOLF CAR UTILITY CAFE EXPRESS ( 1 ) CLUB CAR GOLF CAR UTILITY TURF 2 GAS 4125 WASHINGTON ALL COMPLETE WITH ATTACHMENTS AND ACCESSORIES EVANS , GA 30809 LESSEE : INDIAN RIVER COUNTY, FL Equipment Location : 5300 73RD STREET BY : VERO BEACH, FL 32967 Bob Ko arine , Director TITLE : Indian River County Golf Club DATE : o S SCHEDULE B INDIAN RIVER COUNTY, FL 02/02/2005 4 : 33 : 59 PM Page 1 Compound Period : Monthly Nominal Annual Rate : 4 .490 % CASH FLOW DATA Event Date Amount Number Period End Date 1 Loan 02/01 /2005 3119301 . 65 1 2 Payment 03 /01 /2005 7 , 097. 32 48 Monthly 02/01 /2009 AMORTIZATION SCHEDULE - Normal Amortization Date Payment Interest Principal Balance Loan 02/01 /2005 311 ,301 .65 1 03 /01 /2005 7,097 . 32 1 , 164 . 71 59932 . 61 305 ,369 . 04 2 04/01 /2005 7 , 097 . 32 13142 . 51 5 , 954 . 81 299,414 .23 3 05/01 /2005 7,097 . 32 11120. 23 5 ,977 . 09 293 ,437 . 14 4 06/01 /2005 75097 . 32 1 ,097 . 87 55999 .45 2875437 . 69 5 07/01 /2005 7,097 . 32 1 ,075 .43 6,021 . 89 281 ,415 . 80 6 08/01 /2005 71097.32 1 ,052 . 89 65044 .43 275 , 371 . 37 7 09/01 /2005 77097 . 32 1 ,030.28 6,067 . 04 269,304 .33 8 10/01 /2005 75097 .32 13007 . 58 65089. 74 263 ,214 . 59 9 11 /01 /2005 7,097 . 32 984 . 80 69112 . 52 257, 102 .07 10 12/01 /2005 75097 . 32 961 . 93 65135 . 39 2505966 . 68 2005 Totals 70 , 973 .20 10 ,638 .23 60,334 . 97 11 01 /01 /2006 71097 . 32 938 . 97 6 , 158 . 35 244 , 808 . 33 12 02/01 /2006 7 , 097 . 32 915 . 93 6, 181 . 39 2387626 .94 13 03/01 /2006 7,097 . 32 892 . 80 65204 . 52 2329422 .42 14 04/01 /2006 7, 097 . 32 869 . 59 65227 . 73 2269194 . 69 15 05/01 /2006 71097. 32 846 . 29 6 ,251 . 03 219 , 943 . 66 16 06/01 /2006 7,097 . 32 822 . 90 6,274 .42 213 ,669 .24 17 07/01 /2006 7, 097.32 799 .43 69297 . 89 207 , 371 . 35 18 08/01 /2006 7,097 . 32 775 . 86 69321 .46 201 ,049 . 89 19 09/01 /2006 75097. 32 752 . 21 6, 345 . 11 194, 704 . 78 20 10/01 /2006 79097 . 32 728 .47 6 , 368 . 85 1889335 .93 21 11 /01 /2006 7,097. 32 704 . 64 69392 . 68 1815943 .25 22 12/01 /2006 7,097 . 32 680 . 73 65416 . 59 175 , 526 .66 2006 Totals 85 , 167 . 84 9 , 727 . 82 75 ,440 . 02 23 01 /01 /2007 7 , 097.32 656 . 72 6,440 . 60 169, 086 . 06 24 02/01 /2007 75097 . 32 632 . 62 6 ,464 . 70 162 , 621 . 36 25 03/01 /2007 7 , 097. 32 608 .43 65488 . 89 156, 132 .47 26 04/01 /2007 79097 . 32 584 . 16 61513 . 16 149 , 619 .31 27 05/01 /2007 7 , 097. 32 559 . 79 6, 537 . 53 143 , 081 .78 28 06/01 /2007 7,097 . 32 535 .33 6 , 561 . 99 1365519 . 79 29 07/01 /2007 75097 . 32 510 . 78 65586 . 54 1295933 .25 30 08/01 /2007 7,097 . 32 486 . 13 6 ,611 . 19 1235322 . 06 31 09/01 /2007 7,097 . 32 461 .40 6,635 . 92 116,686 . 14 32 10/01 /2007 79097 . 32 436 . 57 6 , 660 . 75 110 , 025 . 39 33 11 /01 /2007 7,097 . 32 411 . 65 69685 . 67 103 ,339 . 72 34 12/01 /2007 77097 . 32 386 . 64 6 , 710 . 68 965629 . 04 2007 Totals 85 , 167 . 84 65270. 22 78 , 897 . 62 35 01 /01 /2008 7,097 . 32 361 . 53 6 , 735 . 79 895893 . 25 02/02/2005 4 : 33 : 59 PM Page 2 36 02/01 /2008 7 , 097 . 32 336 . 33 6 , 760 . 99 835132 .26 37 03/01 /2008 71097 . 32 311 . 03 63786 . 29 76 , 345 . 97 38 04/01 /2008 75097 . 32 285 . 64 63811 . 68 695534 . 29 39 05/01 /2008 71097 . 32 260 . 16 6 , 837 . 16 62 , 697 . 13 40 06/01 /2008 71097 . 32 234 . 58 65862 . 74 55 , 834 . 39 41 07/01 /2008 75097 . 32 208 . 90 63888 .42 48 , 945 . 97 42 08/01 /2008 7 ,097 . 32 183 . 13 61914 . 19 425031 . 78 43 09/01 /2008 7 ,097 . 32 157 . 26 6,940 . 06 353091 . 72 44 10/01 /2008 7 , 097.32 131 .29 67966. 03 28 , 125 . 69 45 11 /01 /2008 75097 . 32 105 .23 65992 .09 215133 . 60 46 12/01 /2008 7,097 . 32 79 . 07 71018 .25 14 , 115 . 35 2008 Totals 85 , 167 . 84 2 ,654 . 15 82 , 513 . 69 47 01 /01 /2009 7 , 097 . 32 52 . 81 7 , 044 . 51 71070 . 84 48 02/01 /2009 7 ,097 . 32 26 .48 73070 . 84 0 . 00 2009 Totals 145194 . 64 79 .29 145115 . 35 Grand Totals 340 , 671 .36 299369 . 71 3115301 .65 INCUMBENCY CERTIFICATE I do hereby certify that I am the duly elected or appointed and acting Secretary/Clerk of INDIAN RIVER COUNTY, FL ( " Lessee " ) , a body corporate and politic duly organized and existing under the laws of the State of FL that I have custody of the records of Lessee, and that, as of the date hereof, the individuals named below are the duly elected or appointed officers of Lessee holding the offices set forth opposite their respective names . I further certify that (i) the signatures set forth opposite their respective names and titles are their true and authentic signatures, and (ii) such officers have the authority on behalf of Lessee to enter into that certain Equipment Lease Agreement dated or to be dated between Lessee and CitiCapital Commercial Corporation. NAME TITLE SIG/ NATURE Board of County Commissioners , L Thomas S . Lowther Chairman ���"""'fff"""LLL ... ( effective January 4 , 2005 ) I, the undersigned, duly qualified and acting ( Secretary, Board Chairman or other authorized Governing Body Member of Lessee) do hereby certify the above : LESSEE : IN1)ttN 'IIVER COUNTY, FL Attest : J • K Ba-t,t .on , Clerk WITNESSED #y", TITLE : A3 • , t ,�., : Deputy Clerk g (A orizgd�`Gnverning Body Member or Lessee other h�ridie in�lividual(s) whose signature is listed above) I Ulm, Forma 8038mG Information Return for Tax=Exempt Governmental Obligations 1, Under Internal Revenue Code section 149 (e) (Rev. May 1999) loSee separate instructions . OMB No. 1545-0720 Department of the Treasury Caution : Use Form 8038-GC if the issue price is under $ 100, 000) Internal Revenue Service ReDortina Authority If Amended Return check here ► 1 Issuer's name , INDIAN RIVER COUNTY FL 2 issuer's employeridenUflcation number 3 Number and street (or P. O . box if mail is not delivered to street address) Room/suite 4 Report number 530073 RD STREET c 2ii u - 5 City , town , or post office, state , and ZIP code 6 Date of issue VERO BEACH , FL 32967 7 Name of Issue * 8 CUSIP number Equipment Lease-Purchase Agreement Dated February 1 , 2005 N/A 9 Name and title of officer or legal representative whom the IRS may call for more information 10 Telephone number of officer or legal representative Jason Brown , Office of Mana ement _= & . Bud et Director 772 - 567 - 8000 , Ext , 1214 Type of Issue check applicable box es and enter the issue rice See instructions and attach schedule 11• ❑ Education . . . . * approved. by -Board • of County • Commissioners 11 12 ❑ Health and hospital . a•t - its • meeting• November .23 , • 2004 • 12 13 ❑ Transportation . . . . . . . . . . . . . . . . . . . 1 4 013 14 ❑ Public safety . . . . . . . . . . . . . . . . . . . . 14 15 ❑ Environment (including sewage bonds) . . . . . . . . . . 15 16 ❑ Housing . . . . . . . . . . . . 0 . . . . . 16 17 ❑ Utilities . . . . . . . . . . . . . . ' . . . 17 18 ® Other. Describe Club Car Golf Cars 18 19 If obligations are TAN or RANs , check box / ❑ If obligations are BANS, check box / ❑ 20 If obligations are in the form of a lease or installment sale, check box . . . . ► IM i an Descri tion of Obligations . Com tete for the entire issue for which this form is bein filed . (a) Final Maturity date (b) Issue price (c) Stated redemption (d) Weighted (e) Yield 21 price at maturity average maturity N/A $ 311 , 301 . 65 $ N/A 48 MONTHS 4 . 49 % • Uses of Proceeds of Bond Issue ( including underwriters ' discount 22 Proceeds used for accrued interest . . . . 22 23 Issue price of entire issue (enter amount from line 21 , column (b)) N/A . 23 N/A 24 Proceeds used for bond issuance costs (including underwriters' discount) . 24 N/A 25 Proceeds used for credit enhancement . . . . . . . . . . . . . . 25 N/A 26 Proceeds allocated to reasonably required reserve or replacement fund . . . 26 N/A 27 Proceeds used to currently refund prior issues . . . . . . . . . . . 27 N/A 28 Proceeds used to advance refund prior issues . . . . . . . . . . 28 N/A 29 Total (add lines 24 through 28) . . . . . 29 30 Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount here) 30 N/A Descri tion of Refunded Bonds ( Complete this part only for refunding bonds . 31 Enter the remaining weighted average maturity of the bonds to be currently refunded . . . . . 1 32 Enter the remaining weighted average maturity of the bonds to be advance refunded N/A years ► N/A years 33 Enter the last date on which the refunded bonds will be called ► 34 Enter the date(s) the refunded bonds were issued loN/A Miscellaneous N/A 35 Enter the amount of the state volume cap allocated to the issue under section 141 (b) (5) . . . 35 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (see instructions) 36a b Enter the final maturity date of the guaranteed investment contract ► 37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units 37a b If this issue is a loan made from the proceeds of another tax-exempt issue, check box / ❑ and enter the name of the issuer ► and the date of the issue / 38 If the issuer has designated the issue under section 265(b)(3) (13)(i)(III) (small issuer exception) , check box 39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate , check box .40 ► ❑ If the issuer has identified a hedge , check box . . . . . . . . . . . . ► ❑ Under penalties of ' ury, I declare th I examined this return and accompanying schedules and statementsb of my knowledg nd lief, they are t ect, and complete. est , and to the SiJason Brown , Director Sign ` ll� Office of Management & Budget Here Si natu a of iss er's authorized representative ate T e or print name and title For Paperwork Reduction Act N tike, se page 2 of the instructions. Cat. No. 63773S For ;_8038-G (Rev. 5-99) INSURANCE FACT SHEET VALUE PRICE : MUNICIPALITY . Tnd ;u,i R :yer eauo :w F18flalcL CONTACT : 6eiti 3Qf'Qtan , fk:!5kk Mflnaevr PHONE : 072) 2, 2b - 12.41 EQUIPMENT DESCRIPTION : Pursuant to Section 13 of the Equipment Lease- Purchase Agreement dated as of , Lessee is obligated to provide insurance coverage naming CitiCapital Commercial Corporation as Loss Payee and Additional Insured . Please complete this form and return it with your documentation package and contact your insurance agent to forward a Certificate of insurance showing coverage . If you are self insured , please note as such below . PARENT INSURANCE COMPANY : ADDRESS : CITY : STATE : ZIP : PHONE : UNDERWRITER/AGENT COMPANY : ADDRESS : CITY : STATE : ZIP : CONTACT : PHONE : POLICY NO : EXPIRATION DATE : PUBLIC LIABILITY AMOUNT : DEDUCTIBLE : PHYSICAL DAMAGE AMOUNTS : COMPREHENSIVE : DEDUCTIBLE : PHYSICAL DAMAGE AMOUNTS : COLLISION : DEDUCTIBLE : OTHER COVERAGE : AMOUNTS : DEDUCTIBLE : OTHER COVERAGE : AMOUNTS : DEDUCTIBLE : INDICATE IF SELF-INSURED , OR IF POLICY IS CONTINUOUS : SELF- INSURED : ✓ YES NO LIABILITY: I PHYSICAL DAMAGE : OTHER : ALL : CONTINUOUS UNTIL END OF LEASE/ PURCHASE AGREEMENT : YES : �_ NO : FACT SHEET To be Returned with Financial Statements Legal Name of Entity : Indian River County , a political subdivision of the State of Florida Dept . Using Equipment : Sandridge Golf Club Federal ID # 59-6000674 Name of County Indian River Street Address 1840 25th Street Vero Beach , FL 32960 Billing Address Same Account Payable Contact Ann — Budget Office Telephone 772 -226- 1214 Signatures : Thomas S . Lowther, Chairman Board of County Commissioners Authorized Official : Thomas S . Lowther, Chairman Board of County Commissioners Attorney Signing Opinion Of Counsel : Marian E . Fell , Assistant County Attorney Telephone 772 -226- 1424 Major Revenue Source : Contact Name : Bob Komarinetz , Golf Pro Telephone 772 -770-5003 eGOLF CLUB Owned & Operated by Indian River County 5300 73rd Street Vero Beach , FL 32967 ( 772 ) 770 - 5000 Fax ( 772 ) 770 - 5109 CitiCapital Commercial Corporation 8001 Ridgepoint Drive Irving , TX 7506M117 Gentlemen : RE : Equipment Lease- Purchase Proposal I am furnishing the following information to facilitate the credit review process for the proposed Equipment Lease- Purchase transaction . A detailed explanation of the use and application of the equipment is as follows : For golfers use to carry their clubs while playing on the golf course The equipment is essential to the organization for the following reasons : Strong revenue source This equipment replaces previous equipment: No Yes x If yes , the previous equipment was originally purchased in 19 98 Other equipment being used for the same purpose consists of: N / A The useful life of the equipment in the operation of the department is : 6 _ 10 years depending The future plans for the equipment are : on care . Golfer ' s use for carrying golf clubs on the golf course . The program/department has been in operation for 18 years , The source of funds for the payments due under the Equipment Lease- Purchase Agreement for the current fiscal year is the _ooI f rnurse operat i nn Budget fund (s) . The fund (s) generates its revenue from : Golf fees paid by golfers . Sincerely , Lessee : 7RIVER - OUNTY , FL By : � h R bert Korinetz Title : ni rPr, ± nr n � G-al f oppr = } i nnS Date : February 8 , 2005 BOARD OF COUNTY COMMISSIONERS OFFICE OF COUNTY A TTORNE Y William G. Collins II , County Attorney ate Marian E . Fell, Assistant County Attorney ► C William K . DeBraal, Assistant County AttorneyI11� - �C �C February 10 , 2005 � , Q_ (� a ,y, m p-f haVe. G- CitiCapitai Commercial Corp . ks Attn : Mike Baldock 8001 Ridgepoint Drive Irving , TX 75063 Re : Lease -Purchase by Indian River County of Golf Cars Dear Mr. Baldock : Per our telephone conversation today , enclosed are two originals , along with the completed attached forms , of the referenced Agreement that was signed by the Chairman of the Board of County Commissioners of Indian River County . While we know that having two originals may be not entirely consistent with your practice , we do know that you work with a lot of local governments all over the country , and we are sure that your attorney is familiar with the requirement that the County have an original on file with the Clerk of the Court , who is a constitutional officer and who can then make certified copies of that original for others . Once the Agreement is signed by the authorized representative for CitiCapital , would you please return one complete original to Indian River County for our permanent County records ? We are currently processing the payment of your initial invoice in the amount of $ 7 , 097 . 32 . Sincerely , COUNTY ATT RNEY ' S OFFICE �aK ro r Lea R . Keller, CLA � Legal Assistant s � cc : Kimberly Massung , Executive Aide to BCC 4 Pat Ridgely , Clerk to the Board 1840 25th Street, Vero Beach, Florida 32960 (772) 567- 8000, Ext. 1424 Fax (772) 569- 4317 ircattomeyi@ircgov.com BOARD OF COUNTY COMMISSIONERS OFFICE OF COUNTY A TTORNE Y William G. Collins II, County Attorney Marian E . Fell, Assistant County Attorney William K . DeBraal, Assistant County Attorney SIC � ;r SIC �LORIOy' MEMORANDUM TO : Clerk to the Board of County Commissioners JFOMari . F , Assistant County Attorney r 1 , 2004 RE : Additional Information for Consent Agenda Item 7- 0 of Tuesday , November 23 , 2004 - Regular Meeting Agenda Item 7- O ( Board Memo only attached ) had , as recommendation #2 , the authorization for the Chairman to sign the EQUIPMENT LEASE PURCHASE AGREEMENT in substantially the form presented after the changes to the payment schedule have been received and approved by both the Office and Management and Budget and the County Attorney' s Office . Attached is the revised schedule containing the initials of both offices as require . Please file accordingly. Thank you . MEF/sw Attachment 4 a 1 2004 1840 25th Street, Vero Beach, Florida 32960 (772) 567- 8000, Ext. 1424 Fax (772) 569- 4317 ircattomey@ ircgov.com 0�0 Jsapr �10 INDIAN RIVER COUNTY, FLORIDA INTER-OFFICE MEMORANDUM SANDRIDGE GOLF CLUB DATE : NOVEMBER 15 , 2004 TO : Board of County Commissioners THRU : Mr. Joseph Baird, County Administrat SUBJECT : Golf Cart RFP and Lease Agreeme FROM : Bob Komarinet2 r o olf BACKGROUND Sandridge Golf Club has owned and maintained a fleet of 156 Club Car Golf Cars for the last six years . Historically, the golf course has purchased the golf carts through a forty-eight month, government lease purchase program with a $ 1 .00 buyout at the end of the lease and kept the golf carts for an additional two years. The golf course will again finance the new fleet of golf cars through the same type of lease/purchase program. Staff has issued an RFP for a new fleet of 154 golf cars, a gasoline powered range car and beverage car. In the RFP, vendors were asked to submit proposals for an outright purchase price and also a 48-month lease/purchase plan with a buyout at the end of the lease term. Staff has received three proposals from Club Car, &Z Go and Yamaha. A selection committee was formed to review the proposals and evaluate demo cars that were delivered to Sandridge Golf Club . The selection committee members were Bob Komarinetz, Director of Golf, Bela Nagy, Manager of Golf Operations ; Mike Chuhaloff, Golf Car Technician and Marty Starliper, Golf Car Technician. Although Staff requested proposals for both electric and gasoline golf cars, Staff feels it will best serve the golf course to continue with gasoline cars . This came after Staff performed a cost estimate on retrofitting each golf car facility and found it to be cost prohibitive at this time. ANALYSIS To determine the performance of the three manufacturers who submitted proposals, the following criteria were used in evaluating each company. Numerous test drives by the committee and also customers were performed to evaluate the handling and performance . A thorough investigation was done from references from each manufacturer. A mechanical study was also done for potential future repairs. Performance Evaluation : E-Z Go 1 ) Rear suspension too stiff (Rides Hard) 2) Straight axle front end, if it hits anything hard enough, the axle bends and must be replaced (Expensive) 3 ) 2 cylinder engine, noisy 4) Steel frame, powder coated but subject to rust 5) No front bumper (Easy to damage front end) 6) Washable oil filter. Replacement of oil filter expensive. 7) No rack & pinion steering 39 8) Start up response slow (Must be choked to run) Yamaha 1 ) Steering column offset, hard for two large people to ride in it 2) Wire sand bucket holders will not last 3 ) 1 cylinder engine, but noisy 4) Small front bumper 5) Ground clearance too low 6) No oil filter 7) Steel frame 8) No covers on sand buckets to protect from rain Club Car 1 ) New DS Model has twin rack & pinion steering for much smoother steering 2) Sand bucket brackets stronger than Yamaha or &Z Go . Made of aluminum and will take abuse better 3 ) Oil Filter replaceable, less wear on engine 4) 1 cylinder, quieter ride 5) Largest Front bumper protector of the three golf cars 6) Turning radius — Turns in the shortest area of the three golf carts . 7) Covers on sand buckets . 8) DS Model, hardly any change in parts and all parts available with next day delivery and some parts are currently in stock Financial Packages : ATTACHMENT " B " PRICING WORKSHEET COMPARISION TOTAL CASH PURCHASE PRICE 154 GASOLINE POWERED GOLF CARS CLUB CAR E -Z GO TEXTRON YAMAHA Purchase Price - Each $ 39134 . 00 $3 , 066 . 00 $3 , 300 . 00 Total Purchase Price ( 154 Cars ) $482 , 636 . 00 $472 , 164 . 00 $508 , 200 . 00 Trade-in Value - Each $ 1 , 175 . 00 $ 1 , 200 . 00 $ 1 , 250 . 00 Trade-in Value - ( 156 Cars ) $ 183 , 300 $ 1871200 . 00 $ 195 , 000 . 00 Gasoline Powered Range Car $0 . 00 $0 . 00 $5 ,400 . 00 Trade-in Value = Range Car $650 . 00 $ 1 ,200 . 00 $ 12250 . 00 Gasline Powered Beverage Car $ 10 , 650 . 00 $0 . 00 $9 , 900 . 00 TOTAL PURCHASE PRICE $309 , 336 . 00 $283 , 764. 00 $ 3271250 . 00 48 MONTH LEASE/PURCHASE W/O MAINTENANCE Sale Price Per Gasoline Powered Car $39134 . 00 $3 , 050 . 00 $3 , 350 . 00 Less Average Trade-In Value Per Car $ 1 , 175 . 00 $ 1 ,200 . 00 $ 1 , 266 . 33 Net Price Per Gasoline Car Financed $ 1 , 958 . 98 $ 1 , 850 . 00 $2 , 083 . 77 Monthly Lease For Gas Powered Range Car $0 . 00 $ 0 . 00 Included Monthly Lease For Gas Beverage Car $249 . 00 $0 . 00 Included 40 Combined Total Annual Lease Amount 154 Gasoline Cars , 1 Gasoline Range Car, & 1 Gasoline Beverage Car YEAR ONE $87 . 589 . 44 $43 , 705 . 20 $45 , 922 . 80 YEAR TWO $87 . 589 .44 $43 , 705 .20 $45 , 922 . 80 YEAR THREE $87 . 589 . 44 $43 , 705 . 20 $45 , 922 . 80 YEAR FOUR $ 87 . 589 .44 $43 , 705 . 20 $45 , 922. 80 Outright Purchase Price At End of Lease $ 1 . 00 $ 187 , 200 . 00 $ 2189600 . 00 GRAND TOTAL : LEASE/PURCHASE $3501358 .60 $362 , 020 . 80 $402 ,291 . 20 Club Car, Inc . as noted in the schedule above, 48 Month Lease/Purchase, has the best financial package, $ 11 ,662 . 20 less than E-Z Go, for the lease/purchase of the golf cars. Furthermore, the committee evaluating the performance of each golf car noted that CIub Car was the best golf car of the three manufacturers . Subsequently, Staff was contacted by Club Car and informed that the 6 % interest rate had been lowered to 4. 35 °/x, reducing the annual lease purchase payment to $ 85 , 188 . 00 . RECOMMENDATION 1 ) Staff recommends the Board of County Commissioners approve the lease/purchase proposal from Club Car for a fleet of 154 gas golf cars, a gasoline range car and a gasoline beverage car. 2) Authorize the chairman to sign the Equipment Lease Purchase Agreement in substantially the form presented after the changes to the payment schedule havebeen received and approved by both the Office of Management and Budget and the County Attorney ' s office. Funds Available Sandridge Golf Club 2004-05 Budget Account #418 236 572 077 .22 ATTACHMENTS Lease Agreement DISTRIBUTION Joseph A. Baird, County Administrator Fran Powell , Purchasing Manager 1",,, River co AVV0rQVN Dit Will Collins, County Attorney Admin ; Jason Brown, Budget Director Budget APPROVED FOR AGENDA Risk Man Utmcnto FOR: ff�CQ BY : seph . Baird, County Administrator 41 se Q a nc . ;' y . . ,. r �t ?.,'. -977 i; t Club Car, Inc . 3375 All American Boulevard Orlando , Florida 32810 (407 ) 522 - 8001 ° ' ° v ' ° W a 1 -800-821 - 1227 (407 ) 522 -7005 Fax November 18 , 2004 r" riN Sandridge Golf Club Attn : Bob Komarinetz 530073 Id Street Vero Beach , FL 32967 Via Facsimile : 772 - 770 - 5109 Dear Bob , Per our recent phone conversation , please see attached information you requested concerning new golf cars for Sandridge Golf Club . The municipal lease rate will be 4, 35 % for the 154 Club Car golf cars recently proposed to Sandridge Golf Club for RFP# 7019 . This is the forty - eight ( 48 ) month lease/purchase rate . The club will own the vehicles outright after the forty -eight lease payment has been made . This is the lowest rate offered by IRFS/Citicapital on a Municipal Lease /Purchase program . Please call me if you should have any questions or concerns . Thank you , I Tommy Dee Territory Manager �, ! Club Car/South Florida /L Mites 2 27Z . y� ,r iv ' r n lub: Car4 r.. rr ; 6 "4lA 9120 a .. , 004 2 �UIIh SANDRIDGE GOLF CLUB - 154 DS GAS GOLF CARS 11 /26 /2004 Page 1 Compound Period . . . . . . . : Monthly Nominal Annual Rate . . . : 4 . 350 % Effective Annual Rate . . : 4 . 438 % Periodic Rate . . . . . . I . . . . . . . . . : 0 . 3625 % Daily Rate . . . . . . . . . . . . . . . . . . . . . . : 0 . 01192 % CASH FLOW DATA Event Start Date Amount Number Period End Date 1 Loan 02/01 /2005 302 , 774 . 13 1 2 Payment 02/01 /2005 6 , 856 . 08 48 Monthly 01 /01 /2009 3 Payment 02/01 /2009 154 . 00 1 AMORTIZATION SCHEDULE - Normal Amortization Date Payment Interest Principal Balance _ oan 02/01 /2005 1 02 /01 /2005 6 , 856 . 08 3024774 . 13 18 . 05 2 03/01 /2005 66856 . 08 1 , 072 . 700 51783 . 38 290 ,56 - 08 134. 67 3 04 /01 /2005 61856 . 08 1 , 051 . 74 51804 . 34 284 , 330 . 33 4 05/01 /2005 6 , 856 . 08 1 , 030 . 70 5 , 825 . 38 2784504 . 95 5 06/01 /2005 61856 . 08 11009 . 58 5 . 846 . 50 2724658 . 45 6 07/01 /2005 61856 . 08 988 . 39 51867 . 69 266 , 790 . 76 7 08 /01 /2005 61856 . 08 967 . 12 50888 . 96 260 , 901 . 80 8 09/01 /2005 61856 . 08 945 . 77 5 . 910 . 31 254 . 991 . 49 9 10/01 /2005 6 . 856 . 08 924 . 34 51931 . 74 249 , 059 . 75 10 11 /01 /2005 61856 . 08 902 . 84 5 , 953 . 24 2431106 . 51 11 12/01 /2005 61856 . 08 881 . 26 51974 . 82 237 , 131 . 69 1005 Totals 75 . 416 . 88 91774 . 44 65 , 642 . 44 12 01 /01 /2006 61856 . 08 859 . 60 51996 . 48 231 , 135 . 21 13 02/01 /2006 60856 . 08 837 . 87 61018 . 21 225 , 117 . 00 14 03/01 /2006 6 , 856 . 08 816 . 05 61040 . 03 219 , 076 . 97 15 04 /01 /2006 61856 . 08 794 . 15 6 , 061 . 93 213 , 015 . 04 16 05/01 /2006 61856 . 08 772 . 18 6 , 083 . 90 2060931 . 14 17 06/01 /2006 61856 . 08 750 . 13 61105 . 95 200 , 825 . 19 18 07/01 /2006 6 , 856 . 08 727 . 99 61128 . 09 194 , 697 . 10 19 08 /01 /2006 61856 . 08 705 . 78 6 , 150 . 30 188 , 546 . 80 20 09/01 /2006 6 . 856 . 08 683 . 48 61172 . 60 1820374 . 20 21 10/01 /2006 61856 . 08 661 . 11 62194 . 97 176 , 179 . 23 22 11 /01 /2006 60856 . 08 638 . 65 69217 . 43 169 , 961 . 80 23 12 /01 /2006 60856 . 08 616 . 11 61239 . 97 1635721 . 83 006 Totals 821272 . 96 8 , 863 . 10 73 , 409 . 86 24 01 /01 /2007 61856 . 08 593 . 49 61262 . 59 1570459 . 24 ent 1V �,ar x SANDRIDGE GOLF CLUB - 154 DS GAS GOLF CARS 11 /26/2004 Page 2 Date Payment Interest Principal Balance 25 02/01 /2007 61856 . 08 570 . 79 6 , 285 . 29 151 , 173 . 95 26 03/01 /2007 6 , 856 . 08 548 . 01 61308 . 07 144 , 865 . 88 27 04/01 /2007 6 ; 856 . 08 525 . 14 61330 . 94 1380534 . 94 28 05/01 /2007 6 , 856 . 08 502 . 19 6 , 353 . 89 132 , 181 . 05 29 06 /01 /2007 60856 . 08 479 . 16 61376 . 92 125 , 804 . 13 30 07/01 /2007 6 , 856 . 08 456 . 04 6 , 400 . 04 119 , 404 . 09 31 08/01 /2007 61856 . 08 432 . 84 6 . 423 . 24 112 , 980 . 85 32 09/01 /2007 6 , 856 . 08 409 . 56 61446 . 52 106 , 534 . 33 33 10/01 /2007 6 . 856 . 08 386 . 19 61469 . 89 100 , 064 . 44 34 11 /01 /2007 61856 . 08 362 . 73 6 . 493 . 35 93 , 571 . 09 35 12 /01 /2007 6 , 856 . 08 339 . 20 61516 . 88 87 , 054 . 21 2007 Totals 823272 . 96 51605 . 34 76 , 667 . 62 36 01 /01 /2008 61856 . 08 315 . 57 6 , 540 . 51 80 , 513 . 70 37 02 /01 /2008 61856 . 08 291 . 86 6 , 564 . 22 73 , 949 . 48 38 03/01 /2008 6 , 856 . 08 268 . 07 61588 . 01 67 . 361 . 47 39 04 /01 /2008 6 , 856 . 08 244 . 19 61611 . 89 601749 . 58 40 05 /01 /2008 61856 . 08 220 . 22 6 , 635 . 86 54 , 113 . 72 41 06/01 /2008 6 , 856 . 08 196 . 16 61659 . 92 47 . 453 . 80 42 07/01 /2008 6 , 856 . 08 172 . 02 6 , 684 . 06 40 ' 769 . 74 43 08 /01 /2008 61856 . 08 147 . 79 6 . 708 . 29 34 , 061 . 45 44 09/01 /2008 69856 . 08 123 . 47 61732 . 61 27 . 328 . 84 45 10/01 /2008 6 . 856 . 08 99 . 07 6 , 757 . 01 20 , 571 . 83 46 11 /01 /2008 6 . 856 . 08 74 . 57 61781 . 51 13 , 790 . 32 47 12 /01 /2008 61856 . 08 49 . 99 6 , 806 . 09 6 , 984 . 23 1008 Totals 82272 . 96 21202 . 98 80 , 069 . 98 48 01 /01 /2009 61856 . 08 25 . 32 6 , 830 . 76 153 . 47 49 02/01 /2009 154 . 00 0 . 53 153 . 47 0 . 00 009 Totals 71010 . 08 25 . 85 6 , 984 . 23 rand Totals 329 , 245 . 84 261471 . 71 302 , 774 . 13 tnaan Riva Ca Approved Date Admin. --� Leoeel i --- sudoet , I Dept . r ' Risk Mgr,