Contract - PNC Equipment Finance, LLC - 7/11/2024 EQUIPMENT FINANCE
May 21,2024
City of Round Rock
221 East Main Street
Round Rock, TX 78664
RE: Lease Number 98989778-6
To Whom It May Concern:
Thank you for choosing PNC Bank, National Association as your financing source. Enclosed you will find the following documentation:
• Lease Agreement: Please sign, print name, title and date at the bottom of Page 7.
• Certificate of Incumbency: Please have all authorized signers (including the individual who signed the documents) sign in the
middle section along with the Corporate Secretary or Assistant Secretary, who should complete the bottom section of the document.
This person must complete the top and bottom sections of the document. If you have a corporate resolution available, please include
that in the return of your documents. If this document does not apply to your business structure, please send a copy of your
Operating Agreement, Partnership Agreement or Incorporating documents.
• Resale Certificate: If you believe that your organization is exempt from tax on the lease of golf carts, and you also collect tax on the
rental of the carts, please submit a resale certificate that is completed in its entirety. For your convenience,the state resale certificate
is enclosed. Please complete the enclosed resale certificate and return with the signed documents referenced in this letter.
• Insurance: Please note the page detailing instructions regarding the certificate of insurance required under the terms of the lease.
Simply forward a copy of the signed page to your insurance carrier, so that they may issue the appropriate certificate on a timely
basis.
• Customer Information Form: Please complete and return.
• Notification of Tax Treatment: Please complete and return.
We appreciate this opportunity to serve you and look forward to working with you in the future. Should you have any questions before sending
the documents, please feel free to call me at SMEDocs@leaserv.com.
If you have questions or need information on your contract in the future,you can call our customer service team at 800-559-2755 or email
them at customercarea-leasery.com.
Sincerely,
Maverick Stock
Sales Specialist
V20240205
SE Welcome Letter
Lease Agreement
Dated as of May 21, 2024
Lease Number:98989778-6
Lessor: PNC Bank, National Association
655 Business Center Drive
Horsham, Pennsylvania 19044
Lessee: LESSEE FULL LEGAL NAME FEDERAL TAX ID
City of Round Rock 746017485
221 East Main Street
Round Rock,TX 78664
Equipment Description:
Quantity Description Serial No.
82 2025 Pace Shield 10EX
Pa ment Information
Number of Payments: Rent Amount: Payable: Lease Term(in months): End of Lease Provision:
48 $3,722.80 ® Monthly 48 months ® FMV-Cars
+Applicable Taxes ❑Quarterly ❑Rental
❑ See Attached Variable Payment ❑ PUT-
Strudure ❑ FMV—Turf(Annual Hours
$1 Out
See Schedule A for variable payment structure.
Lessee shall pay Rent payments exclusively from legally available funds in U.S. currency to Lessor in the amounts and on the dates set forth
herein,without notice or demand.
TERMS AND CONDITIONS
1. LEASE. Subject to the terms of this Lease, Lessee agrees to lease from Lessor the equipment (the "Equipment") described above when
Lessor accepts this Lease. Lessee agrees to be bound by all the terms of this Lease.
2. DELIVERY AND ACCEPTANCE OF EQUIPMENT. Acceptance of the Equipment occurs upon delivery. When Lessee receives the
Equipment, Lessee agrees to inspect it and to verify by telephone or in writing such information as Lessor may require. Delivery and
installation costs are Lessee's responsibility. If Lessee signed a purchase contract for the Equipment, by signing this Lease Lessee assigns
its rights, but none of its obligations under the purchase contract,to Lessor.
3. RENT. Lessee agrees to pay Lessor Rent(plus applicable taxes) in the amount and frequency stated above. If Lessee's Rent payments
are due in Advance, Lessee's first Rent payment is due on the date Lessee accepts the Equipment under the Lease. Lessor will advise
Lessee as to(a)the due date of each Rent payment,and(b)the address to which Lessee must send payments. Rent is due whether or not
Lessee receives an invoice from Lessor. Lessee will pay Lessor any required advance rent when Lessee signs this Lease. Lessee
authorizes Lessor to change the Rent by not more than 15% (i) due to changes in the Equipment configuration, or(ii) an increase in the
comparable Swaps Rate between the date you sign this Lease and the acceptance of the Equipment by you. As used herein,"Swaps Rate"
shall mean the Interest Rate Swap for the corresponding period as set forth on Bloomberg Screen 3 (Interest Rate Swaps Bloomberg) as
the"SOFR Swap Rate" on a date determined by the Lessor that is no more than five (5)days before the date the Lease is made (or if no
such rate is published therein for any reason, a comparable rate as published therein or in another publication determined by the Lessor,
which determination shall be conclusive absent manifest error). Restrictive endorsements on checks Lessee sends to Lessor will not reduce
Lessee's obligations to Lessor.
NON-APPROPRIATION OF FUNDS. Lessee intends to remit all Rent and other payments to Lessor for the full Lease Term if funds are
legally available. In the event Lessee is not granted an appropriation of funds at any time during the Lease Term for the Equipment subject
to this Lease and operating funds are not otherwise available to Lessee to pay the Rent and other payments due and to become due under
this Lease, and there is no other legal procedure or available funds by or with which payment can be made to Lessor, and the non-
appropriation did not result from an act or omission by Lessee, Lessee shall have the right to return the Equipment as provided herein and
terminate this Lease on the last day of the fiscal period for which appropriations were received without penalty or expense to Lessee,except
as the portion of Rent for which funds shall have been appropriated and budgeted. At least 30 days prior to the end of Lessee's fiscal year,
Lessee's chief executive officer(or legal counsel) shall certify in writing that (a)funds have not been appropriated for the upcoming fiscal
period, (b) such non-appropriation did not result from any act or failure to act by Lessee, and (c) Lessee has exhausted all funds legally
available for the payment of Rent.
4. UNCONDITIONAL OBLIGATION. LESSEE AGREES THAT IT IS UNCONDITIONALLY OBLIGATED TO PAY ALL RENT AND ANY
OTHER AMOUNTS DUE UNDER THIS LEASE IN ALL FISCAL YEARS IN WHICH FUNDS HAVE BEEN APPROPRIATED NO MATTER
WHAT HAPPENS, EVEN IF THE EQUIPMENT IS DAMAGED OR DESTROYED, IF IT IS DEFECTIVE OR IF LESSEE HAS TEMPORARY
OR PERMANENT LOSS OF ITS USE. LESSEE IS NOT ENTITLED TO ANY REDUCTION OR SET-OFF AGAINST RENT OR OTHER
AMOUNTS DUE UNDER THIS LEASE FOR ANY REASON WHATSOEVER.
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5. DISCLAIMER OF WARRANTIES. THE EQUIPMENT IS BEING LEASED TO LESSEE IN "AS IS" CONDITION. LESSEE AGREES
THAT LESSOR HAS NOT MANUFACTURED THE EQUIPMENT AND THAT LESSEE HAS SELECTED THE EQUIPMENT BASED
UPON LESSEE'S OWN JUDGMENT. LESSEE HAS NOT RELIED ON ANY STATEMENTS LESSOR OR ITS EMPLOYEES HAVE
MADE. LESSOR HAS NOT MADE AND DOES NOT MAKE ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES
WHATSOEVER, INCLUDING WITHOUT LIMITATION, THE EQUIPMENT'S MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, SUITABILITY, DESIGN, CONDITION, DURABILITY, OPERATION, QUALITY OF MATERIALS OR WORKMANSHIP, OR
COMPLIANCE WITH SPECIFICATIONS OR APPLICABLE LAW. Lessee is aware of the name of the Equipment manufacturer. If the
manufacturer has provided Lessor with a warranty, Lessor assigns its rights to such warranty to Lessee and Lessee may enforce all
warranty rights directly against the manufacturer of the Equipment. Lessee agrees to settle any dispute regarding performance of the
Equipment directly with the manufacturer of the Equipment.
6. TITLE AND SECURITY INTEREST. Unless otherwise required by the laws of the state where Lessee is located, Lessor shall have title to
the Equipment during the Lease Term.
7. USE, MAINTENANCE AND REPAIR. Lessee will not move the Equipment from the Equipment Location without Lessor's advance written
consent. Lessee will give Lessor reasonable access to the Equipment Location so that Lessor can check the Equipment's existence,
condition and proper maintenance. Lessee will use the Equipment in the manner for which it was intended, as required by all applicable
manuals and instructions, and keep it eligible for any manufacturer's certification and/or standard full-service maintenance contract. At
Lessee's own cost and expense, Lessee will keep the Equipment in good repair, condition and working order, ordinary wear and tear
excepted. Lessee will not make any permanent alterations to the Equipment and will remove any alterations or markings from the
Equipment before returning to Lessor.
8. TAXES. Unless a proper exemption certificate is provided, applicable sales and use taxes will be added to the Rent. Lessee agrees to pay
Lessor, when invoiced, all taxes (including any sales, use and personal property taxes), fines, interest and penalties relating to this Lease
and the Equipment(excluding taxes based on Lessor's net income). Lessee agrees to file any required personal property tax returns and,if
Lessor asks, Lessee will provide Lessor with proof of payment. Lessor does not have to contest any tax assessments.
9. INDEMNITY. Lessor is not responsible for any injuries, damages, penalties, claims or losses, including legal expenses, incurred by Lessee
or any other person caused by the transportation, installation,manufacture, selection, purchase,lease,ownership, possession,modification,
maintenance, condition, operation, use, return or disposition of the Equipment. To the extent permitted by law, Lessee agrees to reimburse
Lessor for and defend Lessor against any claims for such losses, damages, penalties, claims, injuries, or expenses. This indemnity
continues even after this Lease has expired,for acts or omissions that occurred during the Lease Term.
10. IDENTIFICATION. Lessee authorizes Lessor to insert or correct missing information on this Lease, including serial numbers and any other
information describing the Equipment.
11. LOSS OR DAMAGE. Lessee is responsible for any loss of the Equipment from any cause at all,whether or not insured,from the time the
Equipment is shipped to Lessee until it is returned to Lessor. If any item of Equipment is lost,stolen or damaged, Lessee will promptly notify
Lessor of such event. Then, at Lessor's option, Lessee will either(a)repair the Equipment so that it is in good condition and working order,
eligible for any manufacturer's certification, or(b) pay Lessor an amount equal to the Net Book Value (as defined herein)of the lost, stolen
or damaged Equipment. If Lessee has satisfied their obligations herein, Lessor will forward to Lessee any insurance proceeds which Lessor
receives for lost, damaged, or destroyed Equipment. If Lessee is in default, Lessor will apply any insurance proceeds Lessor receives to
reduce Lessee's obligations pursuant to this Lease.
12. INSURANCE. Lessee agrees to (a) keep the Equipment fully insured against loss, naming Lessor as loss payee, and (b)obtain a general
public liability insurance policy covering both personal injury and property damage in amounts not less than Lessor may tell Lessee, naming
Lessor as additional insured, until Lessee has met all their obligations under this Lease. Lessor is under no duty to tell Lessee if Lessee's
insurance coverage is adequate. The policies shall state that Lessor is to be notified of any proposed cancellation at least 30 days prior to
the date set for cancellation. Upon Lessor's request, Lessee agrees to provide Lessor with evidence of insurance acceptable to Lessor. If
Lessee does not provide Lessor with evidence of proper insurance within ten days of Lessor's request or Lessor receives notice of policy
cancellation, Lessor may (but Lessor is not obligated to) obtain insurance on Lessor's interest in the Equipment at Lessee's expense.
Lessee will pay all insurance premiums and related charges.
13. DEFAULT. Lessee will be in default under this Lease if any of the following happens: (a) Lessor does not receive any Rent or other
payment due under this Lease within ten days after its due date, (b) Lessee fails to perform or observe any other promise or obligation in
this Lease and does not correct the default within ten days after Lessor sends Lessee written notice of default, (c) any representation,
warranty or statement Lessee has made in this Lease shall prove to have been false or misleading in any material respect, (d) any
insurance carrier cancels or threatens to cancel any insurance on the Equipment, (e) the Equipment or any part of it is abused, illegally
used, misused, lost, destroyed, or damaged beyond repair, (f) a petition is filed by or against Lessee under any bankruptcy or insolvency
laws,or(g)Lessee defaults on any other agreement between it and Lessor(or Lessor's affiliates).
14. REMEDIES. Upon the occurrence of a default, Lessor may, in its sole discretion,do any or all of the following: (a)provide written notice to
Lessee of default, (b)as liquidated damages for loss of a bargain and not as a penalty,declare due and payable,the present value of(i)any
and all amounts which may be then due and payable by Lessee to Lessor under this Lease, plus (ii)all Rent payments remaining through
the end of the then current fiscal year, discounted at the higher of 3% or the lowest rate allowed by law plus the Fair Market Value (as
defined herein)of the Equipment(collectively,the"Net Book Value")and (c)require Lessee to immediately return the Equipment to Lessor.
Lessor has the right to require Lessee to make the Equipment available to Lessor for repossession during reasonable business hours or
Lessor may repossess the Equipment, so long as Lessor does not breach the peace in doing so, or Lessor may use legal process in
compliance with applicable law pursuant to court order to have the Equipment repossessed. Lessee will not make any claims against
Lessor or the Equipment for trespass, damage or any other reason. If Lessor takes possession of the Equipment Lessor may (a) sell or
lease the Equipment at public or private sale or lease without notice, and/or(b)exercise such other rights as may be allowed by applicable
law. Although Lessee agrees that Lessor has no obligation to sell the Equipment, if Lessor does sell the Equipment, Lessor will reduce the
Net Book Value by the amounts Lessor receives. Lessee will immediately pay Lessor the remaining Net Book Value. Lessee agrees(a)to
pay all of the costs Lessor incurs to enforce Lessor's rights against Lessee, including attorney's fees, and (b)that Lessor will retain all of
Lessor's rights against Lessee even if Lessor does not choose to enforce them at the time of Lessee's default.
15. LESSEE'S OPTION AT END OF LEASE. Notwithstanding anything contained in the Lease to the contrary,so long as no default shall have
occurred and be continuing, Lessee may, at Lessee's option, purchase the Equipment leased pursuant to this Lease on an "as is,where is"
basis,without representation or warranty,express or implied,at the end of the Lease Term at a price equal to the Fair Market Value thereof,
plus applicable taxes. Fair Market Value shall be the retail in-place value of the Equipment as determined solely by Lessor. This purchase
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option as applicable shall only be available if Lessee gives Lessor 90 days' prior written notice of Lessee's irrevocable intent to exercise
such option and Lessor and Lessee shall have agreed to all terms and conditions of such purchase prior to the expiration date of the Lease
Term. Until the Equipment is returned as required below, all terms of the Lease shall remain in full force and effect including the obligation
to pay Rent calculated on a monthly basis.
16. RETURN OF EQUIPMENT. If (a) default occurs, (b) a non-appropriation of funds occurs as provided herein, or (c) Lessee does not
exercise its purchase option at the end of the Lease Term, Lessee will immediately return the Equipment to any location(s)in the continental
United States and aboard any carriers(s) Lessor may designate. The Equipment must be properly packed for shipment in accordance with
the manufacturer's recommendations or specifications, freight prepaid and insured, maintained in accordance with this Lease, and in
"Average Saleable Condition." "Average Saleable Condition" means that all of the Equipment is immediately available for use by a third-
party buyer, user or lessee, other than Lessee named in this Lease, without the need for any repair or refurbishment. Lessee will pay
Lessor for any missing or defective parts or accessories. Lessee will continue to pay Rent calculated on a monthly basis until the
Equipment is received and accepted by Lessor.
17. LESSEE'S REPRESENTATIONS AND WARRANTIES. Lessee hereby represents and warrants to Lessor that as of the date of this Lease,
and throughout the Lease Term: (a) Lessee is the entity indicated in this Lease; (b) Lessee is a state or a fully constituted political
subdivision or agency of the State in which Lessee is located; (c) Lessee is duly organized and existing under the constitution and laws of
the state in which they are located; (d) Lessee is authorized to enter into and carry out Lessee's obligations under this Lease, any
documents relative to the acquisition of the Equipment and any other documents required to be delivered in connection with this Lease
(collectively, the "Documents"); (e) the Documents have been duly authorized, executed and delivered by Lessee in accordance with all
applicable laws, rules, ordinances, and regulations, the Documents are valid, legal, binding agreements, enforceable in accordance with
their terms and the person(s)signing the Documents have the authority to do so, are acting with the full authorization of Lessee's governing
body, and hold the offices indicated below their signature, each of which are genuine; (f) the Equipment is essential to the immediate
performance of a governmental or proprietary function by Lessee within the scope of Lessee's authority; (g) Lessee intends to use the
Equipment for the entire Lease Term for such function and shall take all necessary action to include in Lessee's annual budget any funds
required to fulfill Lessee's obligations for each fiscal year during the Lease Term; (h) Lessee has complied fully with all applicable law
governing open meetings, public bidding and appropriations required in connection with this Lease and the acquisition of the Equipment; (i)
Lessee's obligations to remit Rent under this Lease constitutes a current expense and not a debt under applicable state law and no
provision of this Lease constitutes a pledge of Lessee's tax or general revenues, and any provision which is so constructed by a court of
competent jurisdiction is void from the inception of this lease; and 0) all financial information Lessee has provided to Lessor is true and
accurate and provides a good representation of Lessee's financial condition.
18. LESSEE'S PROMISES. In addition to the other provisions of this Lease, Lessee agrees that during the term of this Lease (a) Lessee will
promptly notify Lessor in writing if it moves its principal office or changes its name or legal structure, (b) Lessee will provide to Lessor such
financial information as may reasonably request from time to time,and(c)Lessee will take any action Lessor reasonably requests to protect
Lessor's rights in the Equipment and to meet Lessee's obligations under this Lease.
19. ASSIGNMENT. LESSEE WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE, SUB-LEASE OR PART WITH POSSESSION OF THE
EQUIPMENT OR FILE OR PERMIT A LIEN TO BE FILED AGAINST THE EQUIPMENT. Lessee will not attach any of the Equipment to
any real estate.
20. ASSIGNMENT BY LESSOR. This Lease, and the rights of Lessor hereunder and in and to the Equipment, may be assigned and
reassigned in whole or in part to one or more assignees by Lessor or its assigns at any time without the necessity of obtaining the consent
of Lessee Upon an assignment, Lessee agrees to make all payments as designated in the assignment, notwithstanding any claim,defense,
setoff or counterclaim whatsoever (whether arising from a breach of this Lease or otherwise) that Lessee may from time to time have
against Lessor or Lessor's assigns.
21. COLLECTION EXPENSES, OVERDUE PAYMENT. Lessee agrees that Lessor can, but does not have to, take on Lessee's behalf any
action which Lessee fails to take as required by this Lease, and Lessor's expenses will be in addition to that of the Rent which Lessee owes
Lessor. If Lessor receives any payment from Lessee after the due date, Lessee shall pay Lessor on demand as a late charge 5% of such
overdue amount, limited, however,to the maximum amount allowed by law.
22. MISCELLANEOUS. This Lease contains the entire agreement and supersedes any conflicting provision of any equipment purchase order
or any other agreement. TIME IS OF THE ESSENCE IN THIS LEASE. If a court finds any provision of Lease to be unenforceable, the
remaining terms of this Lease shall remain in effect. THIS LEASE IS A "FINANCE LEASE" AS DEFINED IN ARTICLE 2A OF THE
UNIFORM COMMERCIAL CODE. Lessee authorizes Lessor (or Lessor's agent) to (a) obtain credit reports, (b) make such other credit
inquires as Lessor may deem necessary, and (c)fumish payment history information to credit reporting agencies. To the extent permitted
by law, Lessor may charge Lessee a fee of$250.00 to cover Lessor's documentation and investigation costs.
23. NOTICES. All of Lessee's written notices to Lessor must be sent by certified mail or recognized overnight delivery service, postage prepaid,
to Lessor at Lessor's address stated in this Lease, or by facsimile transmission to Lessor's facsimile telephone number, with oral
confirmation of receipt. All of Lessor's notices to Lessee may be sent first class mail, postage prepaid, to Lessee's address stated in this
Lease. At any time after this Lease is signed, Lessee or Lessor may change an address or facsimile telephone number by giving notice to
the other of the change.
24. ANTI-MONEY LAUNDERING/INTERNATIONAL TRADE COMPLIANCE. Lessee represents, warrants and covenants to Lessor, as of the
date of this Lease,the date of each advance of proceeds under the Lease, the date of any renewal, extension or modification of this Lease,
and at all times until this Lease has been terminated and all amounts thereunder have been indefeasibly paid in full, that: (a) no Covered
Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction or in the possession, custody or control of a
Sanctioned Person; (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any
Sanctioned Jurisdiction or Sanctioned Person; (b) the proceeds of this Lease will not be used to fund any unlawful activity; (c) the funds
used to repay the Lease are not derived from any unlawful activity; (d)each Covered Entity is in compliance with, and no Covered Entity
engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws;
and (e) no Equipment is or will become Embargoed Property. Lessee covenants and agrees that (a) it shall immediately notify Lessor in
writing upon the occurrence of a Reportable Compliance Event; and (b) if, at any time, any Equipment becomes Embargoed Property, in
addition to all other rights and remedies available to Lessor, upon request by Lessor, Lessee shall provide substitute Equipment acceptable
to Lessor that is not Embargoed Property.
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As used herein: "Anti-Terrorism Laws" means any laws relating to terrorism, trade sanctions programs and embargoes, import/export
licensing, money laundering,or bribery, all as amended, supplemented or replaced from time to time; "Compliance Authority"means each
and all of the (a) U.S. Treasury Department/Office of Foreign Assets Control, (b) U.S. Treasury Department/Financial Crimes Enforcement
Network, (c) U.S. State Department/Directorate of Defense Trade Controls, (d) U.S. Commerce Department/Bureau of Industry and
Security, (e) U.S. Internal Revenue Service, (f) U.S. Justice Department, and (g) U.S. Securities and Exchange Commission; "Covered
Entity"means Lessee, its affiliates and subsidiaries,all other obligors, all owners of the foregoing,and all brokers or other agents of Lessee
acting in any capacity in connection with this Lease;"Embargoed Property"means any property(a)in which a Sanctioned Person holds an
interest; (b) beneficially owned, directly or indirectly, by a Sanctioned Person; (c) that is due to or from a Sanctioned Person; (d) that is
located in a Sanctioned Jurisdiction; or (e) that would otherwise cause any actual or possible violation by Lessor of any applicable Anti-
Terrorism Law if Lessor were to obtain an encumbrance on, lien on, pledge of or security interest in such property or provide services in
consideration of such property; "Reportable Compliance Event" means (1) any Covered Entity becomes a Sanctioned Person, or is
indicted, arraigned, investigated or custodially detained, or receives an inquiry from regulatory or law enforcement officials, in connection
with any Anti-Terrorism Law or any predicate crime to any Anti-Terrorism Law, or self-discovers facts or circumstances implicating any
aspect of its operations with the actual or possible violation of any Anti-Terrorism Law; (2)any Covered Entity engages in a transaction that
has caused or may cause Lessor to be in violation of any Anti-Terrorism Laws, including a Covered Entity's use of any proceeds of the
Lease to fund any operations in, finance any investments or activities in, or, make any payments to, directly or indirectly, a Sanctioned
Jurisdiction or Sanctioned Person; or (3) any Equipment becomes Embargoed Property; "Sanctioned Jurisdiction" means a country
subject to a sanctions program maintained by any Compliance Authority; and "Sanctioned Person" means any individual person, group,
regime, entity or thing listed or otherwise recognized as a specially designated, prohibited, sanctioned or debarred person or entity, or
subject to any limitations or prohibitions (including but not limited to the blocking of property or rejection of transactions), under any order or
directive of any Compliance Authority or otherwise subject to, or specially designated under, any sanctions program maintained by any
Compliance Authority.
25. USA PATRIOT ACT NOTICE. To help the government fight the funding of terrorism and money laundering activities, Federal law requires
all financial institutions to obtain, verify and record information that identifies each lessee that opens an account. What this means: when
the Lessee opens an account, Lessor will ask for the business name, business address, taxpayer identifying number and other information
that will allow the Lessor to identify Lessee, such as organizational documents. For some businesses and organizations, Lessor may also
need to ask for identifying information and documentation relating to certain individuals associated with the business or organization.
26. WAIVERS. LESSOR AND LESSEE EACH AGREE TO WAIVE,AND TO TAKE ALL REQUIRED STEPS TO WAIVE,ALL RIGHTS TO A
JURY TRIAL. To the extent Lessee is permitted by applicable law, Lessee waives all rights and remedies conferred upon a lessee by
Article 2A (Sections 508-522) of the Uniform Commercial Code. To the extent Lessee is permitted by applicable law, Lessee waives any
rights they now or later may have under any statute or otherwise which requires Lessor to sell or otherwise use any Equipment to reduce
Lessor's damages, which requires Lessor to provide Lessee with notice of default, intent to accelerate amounts becoming due or
acceleration of amounts becoming due, intent to sale the Equipment at a public or private sale,or which may otherwise limit or modify any of
Lessor's rights or remedies. Lessor will not be liable for specific performance of this Lease or for any losses, damages, delay or failure to
deliver Equipment.
27. IMPORTANT INFORMATION ABOUT PHONE CALLS. By providing telephone number(s) to Lessor, now or at any later time, Lessee
authorizes Lessor and its affiliates and designees to contact Lessee regarding Lessee account(s)with Lessor or its affiliates, whether such
accounts are Lessee individual accounts or business accounts for which Lessee is a contact, at such numbers using any means, including
but not limited to placing calls using an automated dialing system to cell, VoIP or other wireless phone number, or leaving prerecorded
messages or sending text messages, even if charges may be incurred for the calls or text messages. Lessee consents that any phone call
with Lessor may be monitored or recorded by Lessor.
IMPORTANT: READ BEFORE SIGNING. THE TERMS OF THIS LEASE SHOULD BE READ CAREFULLY BECAUSE ONLY THOSE
TERMS IN WRITING ARE ENFORCEABLE. TERMS OR ORAL PROMISES WHICH ARE NOT CONTAINED IN THIS WRITTEN
AGREEMENT MAY NOT BE LEGALLY ENFORCED. THE TERMS OF THIS LEASE MAY ONLY BE CHANGED BY ANOTHER WRITTEN
AGREEMENT BETWEEN LESSEE AND LESSOR. LESSEE AGREES TO COMPLY WITH THE TERMS AND CONDITIONS OF THIS
LEASE. LESSEE AGREES THAT THE EQUIPMENT WILL BE USED FOR BUSINESS PURPOSES ONLY AND NOT FOR PERSONAL,
FAMILY OR HOUSEHOLD PURPOSES.
LESSEE CERTIFIES THAT ALL THE INFORMATION GIVEN IN THIS LEASE AND LESSEE'S APPLICATION WAS CORRECT AND
COMPLETE WHEN THIS LEASE WAS SIGNED. THIS LEASE IS NOT BINDING UPON LESSOR OR EFFECTIVE UNLESS AND UNTIL
LESSOR EXECUTES THIS LEASE. THIS LEASE WILL BE GOVERNED BY THE LAWS OF THE STATE OF THE LESSEE.
PNC Bank, National Association Cltv of Roun(d Rock
("Lessor") ("Lessee")
X X
Authorized Signature Authorized Signat
CraigMor
Print Name Print Name
Mayor
Title: Title:
655 Business Center Drive Date
Horsham, PA 19044 221 East Main Street
Round Rock,TX 78664
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RESOLUTION AND CERTIFICATE OF INCUMBENCY
Lease Number 98989778-6
Lessee: City of Round Rock
Amount: $178.694.40 4.40(Payment x Term)
WHEREAS,Lessee,a body politic and corporate duly organized and existing as a political subdivision,municipal corporation or similar public entity of the State or
Commonwealth("State")is authorized by the laws of the State to purchase, acquire and lease certain equipment and other property for the benefit of the Lessee
and its inhabitants and to enter into contracts with respect thereto;and
WHEREAS,pursuant to applicable law,the governing body of the Lessee("Governing Body")is authorized to acquire,dispose of and encumber real and personal
property,including,without limitation,rights and interest in property,leases and easements necessary to the functions or operations of the Lessee.
WHEREAS,the Governing Body hereby finds and determines that the execution of one or more Lease Agreements or lease schedules("Leases")in the amount
not exceeding the amount stated above for the purpose of acquiring the property("Equipment")to be described in the Leases is appropriate and necessary to the
functions and operations of the Lessee.
WHEREAS,PNC Bank,National Association("Lessor")shall act as Lessor under said Leases.
NOW,THEREFORE,Be It Ordained by the Governing Body of the Lessee:
Section 1. Either one of the MamocOR (each an"Authorized Representative")acting on behalf of the Lessee,
is hereby authorized to negotiate, ent r into, execute, and deliver one or more Leai#s in substantially the form set forth in the document presently before the
Governing Body,which document is available for public inspection at the office of the Lessee. Each Authorized Representative acting on behalf of the Lessee is
hereby authorized to negotiate, enter into, execute, and deliver such other documents relating to the Lease as the Authorized Representative deems necessary
and appropriate. All other related contracts and agreements necessary and incidental to the Leases are hereby authorized.
Section 2. By a written instrument signed by any Authorized Representative, said Authorized Representative may designate specifically identified officers or
employees of the Lessee to execute and deliver agreements and documents relating to the Leases on behalf of the Lessee.
Section 3. The Lessee's obligations under the Leases shall be subject to annual appropriation or renewal by the Governing Body as set forth in each Lease and
the Lessee's obligations under the Leases shall not constitute general obligations of the Lessee or indebtedness under the Constitution or laws of the State.
Section 4. This resolution shall take effect immediately upon its adoption and approval.
NAMES AND TITLES OF AUTHORIZED REPRESENTATIVES: AUTHORIZED LEASE SIGNORS ONLY
O 0. M"o
Name � I Titl
Name ,� I Title
ADOPTED AND APPROVED on this V 20AC-7
Section 5. I,the undersigned Secretary/Clerk ide ified below,does hereby certify that I am the duly elected or appointed and acting Secretary/Clerk of the above
Lessee,a political subdivision duly organized and existing under the laws of the State where Lessee is located,that I have the title stated below,and that,as of the
date hereof,the individuals named above are the duly elected or appointed officers of the Lessee holding the offices set forth opposite their respective names.
The undersigned Secretary/Clerk of the above-named Lessee hereby certifies and attests that the undersigned has access to the official records of the Governing
Body of the Lessee,that the foregoing resolutions were duly adopted by said Governing Body of the Lessee at a meeting of said Governing Body and that such
resolutions have not been amended or altered and are in full force and effect on the date stated below.
LESSEE: City of Round RockqXea41;( ,
[SEAL]
Signature of Secr t /Clerk of Lkssee
e t
Print Name: e
Official Title:
• A IcAgrl< R�
Date:
0
Muni Short Form Lease Pkg FMV(Taxable$500k under)
V20240510
P> PNC
EQUIPMENT FINANCE
Request •
May 21, 2024
City of Round Rock
221 East Main Street
Round Rock,TX 78664
RE: Insurance Coverage Requirements for Equipment Financing Transaction between
PNC Bank, National Association and City of Round Rock
Before funding your transaction, PNC Bank, National Association requires evidence of appropriate insurance coverage on the equipment
described in your transaction documents. Please forward this request to your insurance company, agent or broker as soon as possible and
ask for the evidence of insurance to be sent to the address below.
PNC Bank, National Association will have an insurable interest in the following equipment:
Quantity Description Serial No.
82 2025 Pace Shield 10 EX
As a condition to entering into the equipment financing transaction, PNC Bank, National Association requires the following at all times during
the term of the transaction:
1. All of the equipment must be insured for its full insurable value on a 100% replacement cost basis. The replacement cost must be listed
on the Certificate of Insurance.
2. PNC Bank, National Association must be named as lender loss payee under a property insurance policy insuring all risks to the
equipment, including fire, theft, and other customary coverage under an "extended coverage"endorsement.
3. For leases only, PNC Bank, National Association must receive evidence that a comprehensive general liability insurance policy is in
place with a minimum coverage of$1,000,000. PNC Bank, National Association must be named as an additional insured under the liability
policy.
4. Each property insurance policy must contain a lender's loss payable clause, or special endorsement, in which the insurer agrees that any
loss will be payable in accordance with the policy terms, notwithstanding any act or negligence of the insured.
5. Each policy must provide for 30 days'written notice to PNCEF prior to any cancellation, non-renewal or amendment of the policy.
The evidence of insurance can consist of a Certificate of Insurance form, Evidence of Insurance form, Memorandum of Insurance, binder for
insurance, declarations page, or the actual policy and endorsements, in each case naming PNC Bank, National Association as follows:
PNC Bank, National Association, and its successors and assigns, as lender loss payee
Attn: Insurance Department
655 Business Center Drive, Suite 250
Horsham, PA 19044
When completed,the evidence of insurance should be emailed to: SMEDocs@leaserv.com
SE Insurance Letter(Lease)
V20240419
Certificate of Coverage
TML
Member ID:3127
Member. Company Affording Coverage
Michael Bennett Texas Municipal League intergovernmental Risk Pool
Risk Manager PO Box 149194 Ausim,Texas 78714-9194
Round Rock (512)491-2300 or(800)537-6655
221 F Main Ave Ste 100 Fax (512)491-2404
Round Rock,Texas 78664-0000
Certificate Holder:
City of Round Rock.ATTN Valerie LaCour Francois
221 E Main Ave
Round Rock,Texas 78664
This is to certify that the coverages listed below have been provided to the member and are in effect at this time.
Notwithstanding any requirements,terms,or conditions of any other contract or agreement with respect to which
his certificate may be issued or may pertain,the coverage afforded by TMLIRP described herein is subject only to
he terms,exclusions and additions of TMLIRP's coverage contracts between TMLIRP and its member(s).Coverage is
continuous until canceled.
General Liability Effective Date 10/01/2023 Auto Liability Effective Date
Anniversary Date 10/01/2024 Anniversary Date
nits of L abddy(Each Occurrence) $1,000,000 Limits of L ab hty(Each
Sudden Events involvingOccurrence)
ollution(Each Occurrence) $1,000,000 Deductible per Occurrence
rinual Aggregate: $2,000.D00 Auto Physical Damage Effective Dale
Deductible per Occurrence $2,500 Anniversary Date
Law Enforcement Liability Effective Date Limits of Liability.
Anniversary Date Collision Deductible
emits of Llabddy(Each Occurrence) Comprehensive Deductible
nnual Aggregate:
eductible per Occurrence.
Errors and Omissions Liability Effective Date
Anniversary Date
mils of Liability(Wrongful Act)
nnual Aggregate
eductible per Occurrence
ESCRIPTION:
vidence of Coverage for The Commons Office/Retail,located at 901 Round Rock Ave(RR 620)Round Rock,Texas 78681 -
alue$4,150.000 Special Form Coverage includes Theft
Cancellation.Should any of the above described coverages be canceled before the anniversary dale thereof,TMLIRP will
endeavor to mail 30 days written notice to the above named certificate holder,but failure to mail such notice shall impose no
obligation or liability of any kind upon TMLIRP
Authorized Representative:Corby Bittner Date Issued.
06/22/2023
Texas Muruapal I eague Intergovernmental Risk Pool
1821 Rutherford Lane.Fust Floor,Austin.Texas 7815.4
X102 (512)491-2300 1(800)537-6655
n7ll nl'MIS
PNC
EQUIPMENT FINANCE
Customer Information
Lease#98989778-6
Please provide the following information. By providing such information,you will enable us to ensure prompt payment of your vendor and the
correct processing of your lease transaction.
Thank you.
Lessee Information
Full Business Legal Name: :City of Round Rock Federal Tax ID Number: 746017485
Preferred Method of Payment:
Is a Purchase Order required on Invoices? ❑ YES ❑ NO PO#
Please enter your preferred method (Mail/Email):
Mail- If you would like to receive your Monthly Invoice by Mail, please provide this information:
Invoices should be directed to: Attention:
Address: City: State: Zip:
Email - If you would like to receive your Monthly Invoice by Email, please provide this information:
Contact Name: Email:
Contact Information
In order to verify receipt of equipment and review terms and conditions of the lease, please provide contact information for one
or more staff that can assist in this process.
Contact 1: Phone:
Email:
Contact 2: Phone:
Email:
I hereby attest the above information is accurate.
Signature Date
X
Email:
PNC Bank, National Association
655 Business Center Drive,Suite 250•Horsham,PA 19044
Questions? Call(800)559-2755
11/30/2023 SE Customer Information Forth
P> PNC
EQUIPMENT FINANCE
Notification of
PNC Bank, National Association ("PNC"), is required to collect and remit sales/use tax in the taxing jurisdiction where your
equipment will be located. If you select that you are exempt by marking one of the checkboxes below, you must provide a valid
exemption certificate. If you do not provide this certificate prior to the booking of your transaction, you will be responsible for
sales tax on all accrued payments.
If tax has been remitted up front and financed into your lease payment, your account will not be marked sales tax
exempt if you provide an exemption certificate after your transaction has been booked.
If your tax is remitted on a monthly basis, your lease may be marked sales tax exempt for the remaining
payments left to be invoiced if you provide a valid exemption certificate after your transaction has been booked.
In the event we do not receive a valid sales tax exemption certificate prior to the date your lease commences, you
will be charged sales/use tax.
Personal property tax returns will be filed as required by local law. In the event that any tax abatements or special exemptions
are available on the equipment you will be leasing from us, please notify us as soon as possible and forward the related
documentation to us. This will ensure that your leased equipment will be reported correctly.
Please indicate below if your lease is subject to tax or whether a valid exemption exists.
Sales Tax
❑ 1 agree that my lease is subject to sales/use tax.
® I am exempt from sales/use tax and I have attached a completed exemption certificate to PNC.
❑ 1 am claiming a partial exemption from tax. I have attached a completed exemption certificate or other documented proof of
this partial exemption.
❑ 1 agree that my business is subject to sales/use tax and I have attached a completed resale certificate. This certificate
indicates that I will be responsible for collection and remittance of sales/use tax based on the subsequent re-rental of the
property.
If applicable to the tax rates in your state, are you outside the city limits or in an unincorporated area?
❑ Inside city limits ❑ Outside city limits ❑ Unincorporated area
Property Tax
® 1 have a valid abatement or property tax exemption (documentation attached).
❑ Location: State
Taxing District
Additional comments:
Lease Number 98989778-6
Lessee: City of Round R ck
Signature
X
Print Name
Craig M rgan
Title:
Mayor
Date: 4 ,,
PLEASE COMPLETE AND SIGN FORM
7/19 SE Tax Notification