R-97-08-28-10G - 8/28/1997WHEREAS, the City of Round Rock has duly advertised for bids
to lease /purchase various equipment for use by the City, and
WHEREAS, Lasalle Bank has submitted the lowest and best bid
to lease /purchase said equipment to the City, and
WHEREAS, the City Council wishes to accept the bid of Lasalle
Bank, Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,
TEXAS,
That the Mayor is hereby authorized and directed to execute on
behalf of the City a financing program agreement with Lasalle Bank,
to lease /purchase various equipment, a copy of said agreement being
attached hereto and incorporated herein for all purposes.
RESOLVED this 28th day of August, 1997.
ATTEST:
Ft: \WPDOCS \R2SULUTIVIS70820C. NPD /ccg
LAND, City,Secretary
RESOLUTION NO. R- 97- 08- 28 -10G
a l i ted ( t
CHARLES CULPerER, Mayor
City of Round Rock, Texas
This Agreement is made upon the following terms and conditions:
1. TERM.
GWW BETH96 113150.1'9/51973 48 PM
EQUIPMENT LEASE /PURCHASE AGREEMENT
. THIS .EQUIPMENT !_EASE /PURCHA AGREEMENT ( "Agreement') is made
as of SF.PTEMRFR in , 1997 by and between LASALLE NATIONAL BANK
( "Lessor") and CITY OF ROUND ROCK, TEXAS ("Lessee ").
In consideration of the mutual covenants, terms and conditions hereinafter
contained, Lessor hereby agrees to lease to Lessee, and Lessee hereby agrees to
lease from Lessor, the property (hereinafter, together with all replacements and
accessions thereto, referred to as the "Equipment") generally described in the
Preliminary Description of Equipment attached hereto and to be more specifically
described in the Certificate of Acceptance, in the form attached, to be executed and
delivered pursuant hereto, subject to the terms and conditions set forth herein.
(a) Commencement of Terra. This Agreement shall be effective, and
the parties' obligations hereunder shall arise, as of the date hereof. The term of lease
under this Agreement shall commence on the date on which the Equipment is accepted
by Lessee, as indicated on the Certificate of Acceptance (the "Commencement Date "),
and shall terminate on the last business day of Lessee's then current fiscal budget
period (such period being hereinafter referred to as the "Original Term ").
(b) Renewal of Terre. Subject to the provisions of Section 10 hereof
and sub -part (e) of this Section, the Original Term will be automatically and
successively renewed at the end of the Original Term under the same terms and
conditions for successive renewal periods ( "Renewal Terms"), with the last of such
Renewal Terms to end on the last day of the Full Lease Term, as specified on the
Schedule of Payments executed by Lessee and attached hereto (the "Schedule ").
(c) Termination of Tern . The term of lease will terminate upon the
earliest to occur of any of the following events:
(1) The expiration of the Original Term or any Renewal Term
and the nonrenewal thereof in accordance with the terms and conditions of this
Agreement;
(2) The purchase of the Equipment by Lessee under the
provisions of Sections 8(c) or 10 of this Agreement;
(3) A default by Lessee and Lessor's election to terminate this
Agreement under Section 13; or
. (4) The payment by Lessee of all rental payments to be paid by
Lessee hereunder with respect to the Equipment.
•
(d) Continuation of Lease Term by Lessee. Lessee intends, subject to
the provisions of sub -part (e) of this Section, to continue the term of the lease
hereunder through the Original Term and all Renewal Terms for the Full Lease Term
and to pay the rental payments hereunder. Lessee reasonably believes that legally
available funds in an amount sufficient to make all rental payments for the Full Lease
Term can be obtained.
(e) Nonappropriation. In the event sufficient funds are not
appropriated for the payment of all rental payments required to be paid in the next
succeeding Renewal Temi, then Lessee may terminate this Agreement at the end of
the Original Term or the then current Renewal Term, as the case may be, and Lessee
shall not be obligated to make payment of the rental payments provided for in this
Agreement beyond the then current term. Lessee agrees to give notice to Lessor of
such termination at least sixty (60) days prior to the end of the then current term or, if
nonappropriation has not occurred by that date, promptly upon the occurrence of
nonappropriation. If this Agreement is terminated under this sub -part, Lessee agrees,
at Lessee's sole cost and expense, peaceably to deliver the Equipment to Lessor at
such location as is specified by Lessor, in the condition required by Section 5(b) hereof,
on or before the effective date of termination.
(f) Tax Levy. A special Interest and Sinking Fund (the "Interest and
Sinking Fund ") is hereby created solely for the benefit of the lease, and the Interest and
Sinking fund shall be established and maintained by the City at an official depository
bank of the City. The Interest and Sinking Fund shall be kept separate and apart from
all other funds and accounts of the City, and shall be used only for paying the interest
on and principal of the lease. All ad valorem taxes levied and collected for an account
of the lease shall be deposited, as collected, to the credit of the Interest and Sinking
Fund. During each year while the lease or interest thereon are outstanding and unpaid,
the governing body of the City shall compute and ascertain a rate and amount of ad
valorem tax which will be sufficient to raise and produce the money required to pay the
interest on the lease as such interest comes due, and to provide and maintain a sinking
fund adequate to pay the principal of the lease as such principal comes due (but never
less than 2% each yea); and said tax shall be based on the latest approved tax rolls of
the Issuer, with full allowance being made for tax delinquencies and the cost of tax
collection.
2. RENTAL PAYMENTS.
(a) Rental Payments to Constitute a Current Expense of Lessee.
Lessor and Lessee understand and intend that the obligation of Lessee to pay rental
payments hereunder shall constitute a current expense of Lessee and shall not in any
way be construed to be a debt of Lessee in contravention of any applicable
constitutional or statutory limitations or requirements conceming the creation of
GW W:BETH96 113180 1 9151973 48 PM 2
indebtedness by Lessee, nor shall anything contained herein constitute a pledge of the
general tax revenues, funds or monies of Lessee.
(b) Payment of Rental Payments. Lessee shall pay rental payments
exclusively from legally available funds, in lawful money of the United States of
America, to Lessor in the amounts and on the rental payment due dates set forth in the
Schedule without notice. In the event that any rental payment is not received by Lessor
on or before the due date therefor, Lessee agrees to pay a late charge determined on
the basis of accrued interest on the delinquent amount at the rate of one percent (1 %)
per month (or, if such rate is in excess of the maximum rate permitted by law, the
maximum rate permitted by law) from the date of delinquency to the date that the rental
payment is received by Lessor.
(c) Interest and Principal Components. As set forth in the Schedule, a
portion of each rental payment is paid as, and represents payment of, interest, and the
balance of each rental payment is paid as, and represents payment of, principal.
(d) Rental Payments to be Unconditional. The obligation of Lessee to
make rental payments hereunder, and to perform and observe the covenants and
agreements contained in this Agreement, shall be absolute and unconditional in all
events, except as expressly provided in this Agreement. Lessee shall not assert any
right of setoff, counterclaim, or abatement against its obligations hereunder, including
(without limitation) by reason of equipment failure, disputes with the vendor(s) or
manufacturer(s) of the Equipment or Lessor, accident or any unforeseen
circumstances.
3. REPRESENTATIONS AND COVENANTS OF LESSEE. Lessee
represents, covenants and warrants to Lessor as follows:
(a) Lessee is a state or political subdivision thereof within the meaning
of Section 103(c) of the Internal Revenue Code of 1986, as amended, (the "Code ") and
will do or cause to be done all things necessary to preserve and keep in full force and
effect its existence as such.
(b) Lessee is authorized under the Constitution and laws of the State
of Texas to enter into this Agreement and the transactions contemplated hereby and to
perform all of its obligations hereunder.
(c) As evidenced by an attachment hereto, the execution and delivery
of this Agreement by or on behalf of Lessee has been duly authorized by all necessary
action of the goveming body of Lessee, and Lessee has obtained such other approvals
and consents as are necessary to consummate this Agreement. Lessee further
represents, covenants and warrants that all requirements have been met, and
procedures have occurred, necessary to ensure the enforceability of this Agreement
against Lessee, and that Lessee has complied with such public bidding requirements
GWW BETH98.113180 1 9/51973 48 PM 3
as may be applicable to this Agreement and the acquisition of the Equipment by Lessee
hereunder.
(d) • Lessee shall cause to be executed and attached hereto an
incumbency certificate and an opinion of its counsel in form and substance satisfactory
to Lessor.
(e) Lessee has determined that a present need exists for the
Equipment which need is not temporary or expected to diminish in the near future. The
Equipment is essential to and will be used by Lessee only for the purpose of performing
one or more governmental functions of Lessee consistent with the permissible scope of
Lessee's authority and will not be used in a trade or business of any person or entity. •
Lessee shall cause to be executed and attached hereto an Essential Use of Equipment
Letter in form and substance satisfactory to Lessor.
(f) Within one hundred fifty (150) days of the end of each fiscal year of
Lessee during the term hereof, Lessee shall provide Lessor with a copy of its audited
financial statements for such fiscal year. Additionally, Lessee shall provide Lessor with
budgets, proof of appropriation for the ensuing fiscal year and such other financial
information relating to the ability of Lessee to continue this Agreement as may
reasonably be requested by Lessor.
(g) The Equipment is, and shall remain during the period this
Agreement is in force, personal property and when subject to use by Lessee under this
Agreement will not be or become fixtures.
(h) Lessee acknowledges that Lessor is acting only as a financing
source with respect to the Equipment, which has been selected by Lessee.
(I) Lessee will promptly and duly execute and deliver to Lessor such
further documents, instruments and assurances and take such further action as Lessor
may from time to time reasonably request in order to carry out the intent and purpose of
this Agreement and to establish and protect the rights and remedies created or
intended to be created in favor of Lessor hereunder.
4. TITLE TO EQUIPMENT; SECURITY INTEREST.
(a) Title to the Equipment. During the term of this Agreement, title to
the Equipment shall vest in Lessee, subject to the rights of Lessor under this
Agreement. In the event of a default as set forth in Section 13 hereof or
nonappropriation as set forth in Section 1(e) hereof, title shall immediately vest in
Lessor.
(b) Security Interest. To secure the prompt payment and performance
as and when due of all of Lessee's obligations under this Agreement, Lessee hereby
grants to Lessor a first priority security interest in the Equipment, all replacements,
GW W BET1196:113180 1 9/5/973 48 PM 4
• 4..
substitutions, accessions and proceeds (cash and non - cash), including the proceeds of
all insurance policies, thereof. Lessee agrees that with respect to the Equipment
Lessor shall have all of the rights and remedies of a secured party under the Uniform
Commercial Code as in effect in the State of Texas. Lessee may not dispose of
item of the Equipment without the prior written consent of Lessor, notwithstanding the
fact that proceeds constitute a part of the Equipment.
5. USE AND MAINTENANCE.
(a) Use. Lessee shall use the Equipment solely for the purpose of
performing one or more govemmental functions of Lessee and in a careful, proper and
lawful manner consistent with the requirements of all applicable insurance policies
relating to the Equipment. Lessee will not change the location of any items of the
Equipment as specified in the applicable Certificate of Acceptance without the prior
written consent of Lessor, which consent shall not be unreasonably withheld. Lessee
shall not attach or incorporate the Equipment to or in any other item of equipment in
such a manner that the Equipment becomes or may be deemed to have become an
accession to or a part of such other item of equipment.
(b) Maintenance. Lessee, at its own expense, will keep and maintain,
or cause to be kept and maintained, the Equipment in as good operating condition as
when delivered to Lessee hereunder, ordinary wear and tear resulting from proper use
thereof alone excepted, and will provide all maintenance and service and make all
repairs reasonably necessary for such purpose. All replacement parts and accessions
shall be free and clear of all liens, encumbrances or rights of others and have a value
and utility at least equal to the parts or accessions replaced. Lessee shall not make
any material alterations to the Equipment without the prior written consent of Lessor,
which consent shall not be unreasonably withheld. All additions to the Equipment
which are essential to its operation, or which cannot be detached without materially
interfering with such operation or adversely affecting the Equipment's value and utility,
shall immediately be deemed incorporated in the Equipment and subject to the terms of
this Agreement as if originally leased hereunder, and subject to the security interest of
Lessor.
Upon reasonable advance notice, Lessor shall have the right to inspect
the Equipment and all maintenance records with respect thereto, if any, at any
reasonable time during normal business hours.
6. FEES; TAXES; OTHER GOVERNMENTAL AND UTILITY CHARGES;
LIENS.
(a) Fees. Lessee shall be liable to reimburse Lessor for, and agrees to
hold Lessor harmless from, all titling, recordation, documentary stamp and other fees
arising at any time prior to or during the Full Lease Term, or upon or relating to the
Equipment or this Agreement.
GWW:BETH96 113180.1 9/5/973.48 PM 5
7. INSURANCE.
(b) Taxes. Other Governmental Charges and Utility Charges. The
parties contemplate that the Equipment will be used for a governmental purpose of
Lessee and that the Equipment will be exempt from all taxes presently assessed and
levied with respect to personal property. In the event that the use, possession or
acquisition of the Equipment is found to be subject to taxation in any form (except for
net income taxes of Lessor), Lessee will pay, as the same come due, all taxes and
governmental charges of any kind whatsoever that may at any time be lawfully
assessed or levied during the Full Lease Term against or with respect to the
Equipment, as well as all utility and other charges incurred in the operation and use of
the Equipment.
(c) Liens. Lessee shall keep the Equipment free and clear of all liens,
levies and encumbrances, except those created under this Agreement.
(a) Casualty Insurance. At its own expense, Lessee shall keep the
Equipment insured against loss or damage due to fire and the risks normally included in
extended coverage, malicious mischief and vandalism, for not less than the Full
Insurable Value of the Equipment. As used herein, "Full Insurable Value' means the
full replacement value of the Equipment or the Prepayment Amount applicable to the
immediately preceding rental payment due date as designated on the Schedule,
whichever-is greater. All insurance for loss or damage shall provide that losses, if any,
shalt be payable to Lessor and Lessee, as their interests may appear, and Lessee shall
utilize its best efforts to have all checks relating to any losses delivered promptly to
Lessor. If Lessee insures similar properties against casualty loss by self - insurance,
with Lessor's prior consent Lessee may satisfy its obligations with respect to casualty
insurance hereunder by means of a self - insurance fund reasonably acceptable to
Lessor. The Net Proceeds of the insurance required hereby shall be applied as
provided in Section 8 hereof. As used herein, "Net Proceeds" means the amount
remaining from the gross proceeds of any insurance claim or condemnation award after
deduction of all expenses (including attorneys' fees) incurred in the collection of such
claim or award.
(b) Liability Insurance. Lessee shall also carry public liability
insurance, both personal injury and property damage, covering the Equipment in an
amount as Lessor may from time to time reasonably require on notice to Lessee.
Lessor shall be named as an additional insured with respect to all such liability
insurance. With Lessor's prior consent, Lessee may satisfy its obligations with respect
to liability insurance hereunder by maintaining a funded self- insurance plan.
(c) Worker's Compensation. Lessee shall carry worker's
compensation insurance covering all employees working on, in, near or about the
Equipment, or demonstrate to the satisfaction of Lessor that adequate self - insurance is
provided, and shall require any other person or entity working on, in, near or about the
Equipment to carry such coverage throughout the Full Lease Term.
GW W,BETH96 113180.1.9151973 48 PM 6
GW W BE1H98 113180 1:9/5/97348 PM 7
(d) General Requirements. All insurance required under this Section 7
shall be in form and amount and with companies reasonably satisfactory to Lessor
except as otherwise expressly provided herein. Lessee shall pay the premiums therefor
and deliver to Lessor the policies of insurance or duplicates thereof, or other evidence
satisfactory to Lessor of such insurance coverage, annually throughout the Full Lease
Term. Each insurer shall agree, by endorsement upon the policy or policies issued by it
or by independent instrument furnished to Lessor, that (a) it will give Lessor thirty (30)
days' prior written notice of the effective date of any material alteration or cancellation of
such policy; and (b) insurance as to the interest of any named additional insured or loss
payee other than Lessee shall not be invalidated by any actions, inactions, breach of
warranty or conditions or negligence of Lessee with respect to such policy or policies.
8. RISK OF LOSS; DAMAGE, DESTRUCTION AND CONDEMNATION;
USE OF NET PROCEEDS.
(a) Risk of Loss. 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, defect therein, or unfitness or obsolescence thereof, shall relieve Lessee of
its obligation to make rental payments or perform any other obligations hereunder.
(b) Damage. Destruction and Condemnation. If prior to the termination
of the Full Lease Term (1) the Equipment or any portion thereof is destroyed (in whole
or in part) or is damaged by fire or other casualty; or (2) title to, or the temporary use of,
the Equipment or any part thereof or the estate of Lessee or Lessor in the Equipment or
any part thereof shall be taken under the exercise of the power of eminent domain by
any govemmental body or by any person, firm or corporation acting under
govemmental authority; Lessee and Lessor will cause the Net Proceeds of any
insurance claim or condemnation award to be applied to Lessee's obligations pursuant
to sub -part (c) of this Section.
(c) Use of Net Proceeds. Provided the Equipment is not deemed to be
a total loss, Lessee shall, at its expense (subject to application of the Net Proceeds),
cause the prompt repair, replacement or restoration of the affected Equipment. In the
event that the Equipment is totally destroyed or damaged and Lessee is unable to
make arrangements satisfactory to Lessor for the prompt replacement thereof, Lessee
shall pay to Lessor, on the rental payment due date next succeeding the date of such
loss, the Prepayment Amount applicable to such rental payment due date plus the
rental payment due on such date and any other amounts then payable by Lessee
hereunder. Upon such payment, the term of the lease and the security interest of
Lessor in the Equipment shall terminate, and Lessee will acquire full and
unencumbered title to the Equipment as provided in Section 10 hereof. If Lessee is not
then in default hereunder, any portion of the Net Proceeds in excess of the amount
required to pay in full Lessee's obligations as set forth in this sub -part (c) shall be for
the account of Lessee. Lessee agrees that if the Net Proceeds are insufficient to pay in
full Lessee's obligations as set forth in this sub -part (c), Lessee shall make such
payments to the extent of any deficiency.
9. DISCLAIMER OF WARRANTIES. LESSOR, NOT BEING A SELLER (AS
SUCH TERM IS DEFINED IN THE UNIFORM COMMERCIAL CODE), NOR A
SELLER'S AGENT, HEREBY EXPRESSLY DISCLAIMS AND MAKES TO LESSEE NO
WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, OF
MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR
OTHERWISE, INCLUDING, BUT NOT LIMITED TO: THE FITNESS FOR USE,
DESIGN OR CONDITION OF THE EQUIPMENT; THE QUALITY OR CAPACITY OF
THE EQUIPMENT; THE WORKMANSHIP IN THE EQUIPMENT; THAT THE
EQUIPMENT WILL SATISFY THE REQUIREMENTS OF ANY LAW, RULE,
SPECIFICATION OR CONTRACT PERTAINING THERETO; AND ANY GUARANTY
OR WARRANTY AGAINST PATENT INFRINGEMENT OR LATENT DEFECTS, it being
agreed that all such risks, as between Lessor and Lessee, are to be borne by Lessee.
Lessor is not responsible or liable for any direct, indirect, incidental or consequential
damage to or losses resulting from the installation, operation or use of the Equipment or
any products manufactured thereby. All assignable warranties made by the vendor(s)
or manufacturer(s) to Lessor are hereby assigned to Lessee for and during the Full
Lease Term and Lessee agrees to resolve all such claims directly with the vendor(s) or
manufacturer(s). Provided that Lessee is not then in default hereunder, Lessor shall
cooperate fully with Lessee with respect to the resolution of such claims, in good faith
and by appropriate proceedings at Lessee's expense. Any such claim shall not affect in
any manner the unconditional obligation of Lessee to make rental payments hereunder.
10. PURCHASE OF EQUIPMENT BY LESSEE/PREPAYMENT. Provided
that Lessee is not then in default under this Agreement, this Agreement will terminate,
the security interest of Lessor in the Equipment will be terminated, and Lessee will
acquire title to the Equipment free and clear of all liens and encumbrances created by,
or arising through or under, Lessor:
(a) at the end of the Full Lease Term, upon payment in full of all rental
payments and other amounts payable by Lessee hereunder for the Full Lease Term; or
(b) on any rental payment due date, upon payment by Lessee of the
then applicable Prepayment Amount as set forth on the Schedule plus the rental
payment due on such date and all other amounts then due by Lessee hereunder,
provided Lessee shall have given Lessor not less than thirty (30) days' prior notice of its
intent to make such payment.
11. QUIET POSSESSION. Lessor represents and covenants to Lessee that
Lessor has full authority to enter into this Agreement, and that, conditioned upon
Lessee performing all of the covenants and conditions hereof, as to claims of Lessor or
persons claiming under Lessor, Lessee shall peaceably and quietly hold, possess and
use the Equipment during the term of this Agreement subject to the terms and
provisions hereof.
GW W BE1196.113180.1:9l5)973:48 PM 8
12. ASSIGNMENT; SUBLEASING; INDEMNIFICATION.
GW W BETH98'113180 1 9!51973•48 PM 9
(a) Assignment by Lessor. This Agreement, and the rights of Lessor
hereunder and in and to the Equipment and the Schedule, may be assigned and
reassigned in whole to one or more assignees by Lessor or its assignees at any time
without the necessity of obtaining the consent of Lessee; provided, however, no such
assignment or reassignment shall be effective unless and until Lessee shall have been
given written notice of assignment disclosing the name and address of the assignee or
its agent authorized to receive payments and otherwise service this Agreement on its
behalf. Upon receipt of notice of assignment, Lessee agrees to record the same in
records maintained for such purpose, and further, to make all payments as designated
in the assignment, notwithstanding any claim, defense, setoff or counterclaim
whatsoever (whether arising from a breach of this Agreement or otherwise) that Lessee
may from time to time have against Lessor or Lessor's assignees. Lessee agrees to
execute all documents, including acknowledgments of assignment, which may
reasonably be requested by Lessor or its assignees to protect their interests in the
Equipment and in this Agreement.
(b) No Sale. Assignment or Subleasing by Lessee. This Agreement
and the interest of Lessee in the Equipment may not be sold, assigned, sublet or
encumbered by Lessee without the prior written consent of Lessor.
(c) Release and Indemnification Covenants. To the extent permitted
by the laws and Constitution of the State of Texas, Lessee hereby assumes and agrees
to indemnify, protect, save and keep harmless Lessor, its agents and employees, from
and against any and all losses, damages, injuries, claims, demands and expenses,
including legal expenses, of whatsoever kind and nature, arising on account of (1) the
ordering, acquisition, delivery, installation or rejection of the Equipment; (2) the
possession, maintenance, use, condition (including without limitation, latent and other
defects whether or not discoverable by Lessor or Lessee, any claim in tort, including
actions for strict liability, and any claim for patent, trademark or copyright infringement)
or operation of any item of the Equipment (by whomsoever used or operated); or (3) the
loss, damage, destruction, removal, return, surrender, sale or other disposition of the
Equipment, or any item thereof. It is understood and agreed, however, that Lessor
shall give Lessee prompt notice of any claim or liability hereby indemnified against and
that Lessee shall be entitled to control the defense thereof, so long as Lessee is not in
default hereunder.
13. EVENTS OF DEFAULT AND REMEDIES.
(a) Events of Default. The following shall be "events of default" under
this Agreement and the terms "event of default" and "default" shall mean, whenever
they are used in this Agreement, any one or more of the following events:
(1) failure by Lessee to pay any rental payment or other
payment required to be paid hereunder within five (5) days of the due date
therefor; or
(2) failure by Lessee to observe and perform any other
covenant, condition or agreement on its part to be observed or performed
hereunder and such failure shall continue unremedied for a period of thirty (30)
days after written notice specifying such failure and requesting that it be
remedied, unless Lessor shall agree in writing to an extension of such time prior
to its expiration; or
(3) any certificate, statement, representation, warranty or audit
contained herein or heretofore or hereafter fumished with respect hereto by or
on behalf of Lessee proving to have been false in any material respect at the
time as of which the facts therein set forth were stated or certified, or having
omitted any substantial contingent or unliquidated liability or claim against
Lessee; or
(4) commencement by Lessee of a case or proceeding under
the Federal bankruptcy laws or filing by Lessee of any petition or answer seeking
relief under any existing or future bankruptcy, insolvency or other similar laws or
an answer admitting or not contesting the material allegations of a petition filed
against Lessee in any such proceeding; or
(5) a petition against Lessee in a proceeding under any existing
or future bankruptcy, insolvency or other similar laws shall be filed and not
withdrawn or dismissed within sixty (60) days thereafter; or
(6) an attachment, levy or execution is levied upon or against
the Equipment or any item thereof.
(b) Remedies on Default. Whenever any event of default shall have
occurred and be continuing, Lessor shall have the right, at its sole option without any
further demand or notice, to exercise any one or more of the following remedies:
(1) with or without terminating this Agreement, retake
possession of the Equipment or items thereof and sell, lease or sublease items
of the Equipment for the account of Lessee, with the net amount of all proceeds
received by Lessor to be applied to Lessee's obligations hereunder including, but
not limited to, all payments due and to become due during the Full Lease Term,
holding Lessee liable for the excess (if any) of (i) the rental payments payable by
Lessee hereunder to the end of the Original Term or then current Renewal Term
(whichever is applicable) and any other amounts then payable by Lessee
hereunder (including but not limited to attorneys' fees, expenses and costs of
repossession), over (ii) the net purchase price or rent and other amounts paid by
a purchaser, lessee or sublessee of the Equipment pursuant to such sale, lease
GLNN.BETH98 113180.1 9/5/973.48 PM
1 0
or sublease, provided that the excess (if any) of such amounts over the
Prepayment Amount applicable to the last rental payment due date of the
Original Term or Renewal Term (whichever is applicable) and the amounts
referred to in clause (i) shall be paid to Lessee;
(2) require Lessee at Lessee's risk and expense promptly to
return the Equipment to Lessor in the manner and in the condition set forth in
Section 5(b) hereof at such location as is specified by Lessor;
(3) if Lessor is unable to repossess the Equipment for any
reason, the Equipment shall be deemed a total loss and Lessee shall pay to
Lessor the amount due pursuant to Section 8 hereof; and
(4) exercise any other right, remedy or privilege which may be
available to it under applicable laws of the State of Texas or any other applicable
law or proceed by appropriate court action to enforce the terms of this
Agreement, to recover damages for the breach of this Agreement, or to rescind
this Agreement as to the Equipment.
In addition, Lessee will remain liable for all legal fees and other costs and
expenses, including court costs, incurred by Lessor with respect to the enforcement of
any of the remedies listed above or any other remedy available to Lessor.
(c) No Remedy Exclusive. No remedy herein conferred upon or
reserved to Lessor is intended to be exclusive and every such remedy shall be
cumulative and shall be in addition to every other remedy given under this Agreement
or now or hereafter existing at law or in equity. Lessor's remedies hereunder may be
exercised separately with respect to items of the Equipment. No delay or omission to
exercise any right or power accruing upon any default shall impair any such right or
power or shall be construed to be a waiver thereof, but any such right and power may
be exercised from time to time and as often as may be deemed expedient.
14. TAX COVENANTS.
GW W BETH98.113180 1 9/5/973 48 PM
(a) The parties assume that Lessor can exclude the interest
component of the rental payments from federal gross income. Lessee covenants and
agrees that it will (i) use a book entry system to register the owner of this Agreement so
as to meet the applicable requirements of Section 149(a)(3) of the Code; (ii) timely file
an IRS Form 8038 -G (or, if the invoice price of the Equipment is less than $100,000, a
Form 8038 -GC) with the Internal Revenue Service ( "IRS ") in accordance with Section
149(e) of the Code; (iii) not permit the Equipment to be directly or indirectly used for a
private business use within the meaning of Section 141 of the Code including, without
limitation, use by private persons or entities pursuant to contractual arrangements
which do not satisfy the IRS' guidelines for permitted management contracts, as the
same may be amended from time to time; (iv) comply with all provisions and regulations
applicable to excluding the interest component of the rental payments from federal
11
gross income pursuant to Section 103 of the Code; and (v) cause to be completed,
executed and delivered to Lessor a Tax Compliance Agreement and No Arbitrage
Certificate substantially in the form provided by Lessor.
(b) If Lessor either (i) receives notice, in any form, from the Internal
Revenue Service; or (ii) reasonably determines, based on an opinion of independent
tax counsel selected by Lessor and approved by Lessee, which approval Lessee shall
not unreasonably withhold, that Lessor may not exclude the interest component of any
rental payment from federal gross income because Lessee breached a covenant
contained herein, then Lessee shall pay to Lessor, within thirty (30) days after Lessor
notifies Lessee of such determination, the amount which, with respect to rental
payments previously paid and taking into account all penalties, fines, interest and
additions to tax (including all federal, state and local taxes imposed on the interest
component of all rental payments due through the date of such event) that are imposed
on Lessor as a result of the loss of the exclusion, will restore to Lessor the same after -
tax yield on the transaction evidenced by this Agreement (assuming tax at the highest
marginal corporate tax rate) that it would have realized had the exclusion not been lost.
Additionally, Lessee agrees that upon the occurrence of such an event, it shall pay
additional rent to Lessor on each succeeding rental payment due date in such amount
as will maintain such after -tax yield to Lessor.
(c) Lessee has not issued, and reasonably anticipates that it and its
subordinate entities will not issue, tax - exempt obligations (including this Agreement) in
the amount of more than $10,000,000 during the current calendar year; hereby
designates this Agreement as a "qualified tax - exempt obligation" within the meaning of
Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the "Code "); and
agrees that it and its subordinate entities will not designate more than $10,000,000 of
their obligations as "qualified tax - exempt obligations" during the current calendar year.
15. LESSOR'S RIGHT TO PERFORM FOR LESSEE. If Lessee fails to
perform or comply with any of its agreements contained herein, Lessor shall have the
right, but shall not be obligated, to effect such performance or compliance, and the
amount of any out of pocket expenses and other reasonable expenses of Lessor
incurred in connection with the performance of or compliance with such agreement,
together with interest thereon at the rate of twelve percent (12 %) per annum (or, if such
rate is in excess of the maximum rate permitted by law, the maximum rate permitted by
law), shall be payable by Lessee upon demand.
Within ten (10) days of receipt, Lessee shall execute, endorse and deliver
to Lessor any deed, conveyance, assignment or other instrument in writing as may be
required to vest in Lessor any right, title or power which by the terms hereof are
expressed to be conveyed or conferred upon Lessor, including, without limitation: (a)
Uniform Commercial Code financing statements (including continuation statements),
real property waivers; (b) documents and checks or drafts relating to or received in
payment for any loss or damage under the policies of insurance required by the
provisions of Section 7 hereof to the extent that the same relate to the Equipment; and
GW W BETi98 48 PM 12
(c) upon default or nonappropriation or times thereafter as Lessor in its sole and
absolute discretion may determine, any bill of sale, document, instrument, invoice,
freight bill, bill of lading or similar document relating to the Equipment in order to vest
title in Lessor and transfer possession to Lessor. Further, to the extent permitted by
law, Lessee appoints Lessor as its attomey -in -fact for the limited purpose of, and with
the full authority to, execute and file Uniform Commercial Code financing statements
(including continuation statements) in the name and on behalf of Lessor, and agrees
that photocopies of originally executed Uniform Commercial Code financing statements
(including continuation statements) may be filed in the appropriate recordation offices
as originals.
16. MISCELLANEOUS.
(a) Notices. All notices (excluding billings and communications in the
ordinary course of business) hereunder shall be in writing, and shall be sufficiently
given and served upon the other party if delivered (i) personally, (ii) by United States
registered or certified mail, return receipt requested, postage prepaid, (iii) by an
overnight delivery by a service such as Federal Express or Express Mail from which
written confirmation of ovemight delivery is available; or (iv) by facsimile with a
confirmation copy by regular United States mail, postage prepaid, addressed to the
other party at its respective address stated below the signature of such party or at such
other address as such party shall from time to time designate in writing to the other
party, and shall be effective from the date of mailing.
(b) Binding Effect. This Agreement shall inure to the benefit of and
shall be binding upon Lessor and Lessee and their respective successors and assigns.
(c) Severability; Survival. Any provision of this Agreement which is
prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be
ineffective to the extent of such prohibition or unenforceability without invalidating the
remaining provisions hereof, and any such prohibition or unenforceability in any
jurisdiction shall not invalidate or render unenforceable such provision in any other
jurisdiction. To the extent permitted by applicable law, Lessee hereby waives any
provision of law which renders any provision hereof prohibited or unenforceable in any
respect.
The representations, warranties and covenants of Lessee herein shall be
deemed to be continuing and to survive the closing hereunder. Each execution by
Lessee of a Certificate of Acceptance shall be deemed a reaffirmation and warranty
that there have been no material adverse change in the financial condition of Lessee
from the date of execution hereof. The obligations of Lessee under Sections 6, 12(c)
and 14, which accrue during the term of this Agreement, shall survive the termination of
this Agreement.
GW W.BErH98.1131801 48 PM
13
GW W:BETH96.1131801:9151973:48 PM
14
(d) Execution in Counterparts. This Agreement may be executed in
several counterparts, each of which.shall be an original and all of which shall constitute
but one and the same instrument.
(e) Applicable Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of Texas.
(f) Captions. The captions in this Agreement are for convenience of
reference only and shall not define or limit any of the terms or provisions hereof.
(g) Entire Agreement. This Agreement constitutes the entire
agreement between Lessor and Lessee. No waiver, consent, modification or change of
terms of this Agreement shall bind either party unless in writing signed by both parties,
and then such waiver, consent, modification or change shall be effective only in the
specific instance and for the specific purpose given. There are no understandings,
agreements, representations or warranties, express or implied, not specified herein
regarding this Agreement or the Equipment leased hereunder. Any terms and
conditions of any purchase order or other document (with the exception of
supplements) submitted by Lessee in connection with this Agreement which are in
addition to or inconsistent with the terms and conditions of this Agreement will not be
binding on Lessor and will not apply to this Agreement. Lessee by the signature below
of its authorized representative acknowledges that it has read this Agreement,
understands it, and agrees to be bound by its terms and conditions.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed as of the•day and year first above set forth.
• ATTEST/WITNESS:
ATTEST:
GWW BETH96 1131801 9151973.51 PM 15
LASALLE NATIONAL BANK
Lessor
( - )1-
LINDA RAFANELLO, ASSflSTANT VICE PRESIDENT
Address: 135 S. LaSa Street .
Suite 520
Chicago, Illinois 60603
Fax: (312) 904 -8408
CITY OF ROUND ROCK, TEXAS
Lessee
Q o ainL
Address: 221 E. Main Street
Round Rock, Texas 78664
Fax:
INCUMBENCY CERTIFICATE
I do hereby certify that I am the duly elected or appointed and acting
Secretary/Clerk of City of Round Rock, Texas, a body corporate and politic duly
organized and existing under the laws of the State of Texas, that I have custody of the
records of such entity, and that, as of the date hereof, the individuals named below are
the duly elected or appointed officers of such entity holding the offices set forth
opposite their respective names. I further certify that (1) the signatures set opposite
their respective names and titles are their true and authentic signatures, and (ii) such
officers have the authority on behalf of such entity to enter into that certain Equipment
Lease /Purchase Agreement dated as of SEPTEMBER 30 , 1997 (the
"Agreement") between such entity and LaSalle National Bank.
NAME TITLE
Charlps Culpepper Mayor
NAME TITLE
David Kautz Finance Director
Howard Baker Purchasing Agent
Bindy Demers Accounting Manaaer
[SEAL]
's2
Secretary/Clerk)
A! RE
I hereby further certify that the individual named below holds the office set forth
opposite his name and is duly authorized to execute Certificates of Acceptance,
Requisition Requests, and other documents relating to the Agreement.
NAT RE
IN WITNESS WHEREOF, I have duly executed this Certificate and affixed the
seal of City of Round Rock, Texas hereto this. A day of �/ �K/a/ , 1997
WHEREAS, the City of Round Rock, Texas (the "Issuer ") is a
home -rule City of the State of Texas; and
WHEREAS, the Issuer expects to pay expenditures in connection
with acquiring certain vehicles and equipment (the "Property ")
prior to the issuance of obligations to finance the Property; and
WHEREAS, the Issuer finds, considers, and declares that the
reimbursement of the Issuer for the payment of such expenditures
will be appropriate and consistent with the lawful objectives of
the Issuer and, as such, chooses to declare its intention, in
accordance with the provisions of Section 1.150 -2 of the Treasury
Regulations, to reimburse itself for such payments at such time as
it issues obligations to finance the Property; Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,
TEXAS,
RESOLUTION NO. R- 96- 10- 24 -10D
I.
That the Issuer reasonably expects to incur debt, as one or
more separate series of various types of obligations, with an
aggregate maximum principal amount equal to $450,000 for the
purpose of paying the costs of the Property.
II.
That all costs to be reimbursed pursuant hereto will be
capital expenditures. No tax - exempt obligations will be issued by
the Issuer in furtherance of this Resolution after a date which is
later than 18 months after the later of (1) the date the
expenditures are paid or (2) the date on which the property, with
.,\WPDOCs\KRSOUZfl RSS.u:.u...vofS
respect to which such expenditures were made, is placed in service.
III.
The foregoing notwithstanding, no tax - exempt obligation will
be issued pursuant to this Resolution more than three years after
the date any expenditure which is to be reimbursed is paid.
RESOLVED this 24th day of October, 1996.
ATTEST:
LAND, City Secretary
2.
CHARLES CULPEPPER, Mayor
City of Round Rock, Texas
SCHEDULE OF PAYMENTS
Attached to and made a part of that certain Equipment Lease /Purchase
Agreement dated as of SEPTEMBER 30 1997 by and between LaSalle
National Bank, as lessor, and City of Round Rock, Texas, as lessee.
Commencement Date: Date of funding, as confirmed by notice
from Lessor to Lessee.
Full Lease Term: Three (3) years beginning with Commencement Date.
Rental payments are payable semi - annually in advance of the period to which they
relate. Rental payment due dates will be based on the Commencement Date,
and established in Lessor's notification to Lessee of the Commencement Date.
Payment Payment Principal Interest Prepayment
Number Amount Component Component Amount
(see attached)
CITY OF ROUND ROCK, TEXAS
Lessee
By:
Date: jax,/ X797
City of Round Rock - Schedule of Payments
Nominal Annual Rate 5.000
Purchase
Date Payment Interest Principal Option Price
1 30- Mar -98 63,542.49 8,750.00 54,792.49 301,111.66
2 30- Sep -98 63,542.49 7,380.19 56,162.30 243,826.11
3 30- Mar -99 63,542.49 5,976.13 57,566.36 185,108.43
4 30- Sep-99 63,542.49 4,536.97 59,005.52 124,922.80
5 30- Mar -00 63,542.49 3,061.83 60,480.66 63,232.52
6 30- Sep -00 63,542.49 1,549.82 61,992.67 0.00
Grand Totals 381,254.94 31,254.94 350,000.00 0.00
Mayor
Charles Culpepper
Mayor Pro.tem
Earl Patner
Council Member
Robert Sthtka
Rod Morgan
Rick Stewart
Marsha Chavez
Jimmy Joseph
City Manager
Robert L Bennett, A
City Attorney c:wp
Stephan L Sheers
CITY OF ROUND ROCK
LaSalle National Bank
135 S. LaSalle Street
Suite 520
Chicago, Illinois 60603
Gentlemen:
RWnDROC \IASALIE \LTLASALL.MPD /c1b
Fax: 512-218-7097
, 1997
Re: Equipment Lease /Purchase Agreement dated as of
September 30 , 1997 between LaSalle National
Bank, as lessor, and City of Round Rock, Texas,
as lessee - Essential Use of Equipment.
This letter is to confirm and affirm that the
personal property (the "Equipment ") subject to the above -
referenced Agreement is essential to the governmental
functions of Lessee.
The Equipment will be used by Lessee for the purpose
of performing one or more of Lessee's governmental
functions consistent with the permissible scope of
Lessee's authority and not in any trade or business
carried on by any person other than Lessee.
Very truly yours,
CITY OF ROUND ROCK, TEXAS
1- 800- 735.2989TDD 1- 800-735 -2988 Voice
221 East Main Street
Round Rock Tcxas 78664
512- 218 -5400
BROWN McCARROLL SHEETS & CROSSFIELD, LLP.
Attorneys
309 G Mann Street
Round Rock, Texas 78664.5246
(512) 255-8877
CAX (512) 255-8986
I .MAIL bmscleaol.com
LaSalle National Bank
135 S. LaSalle Street
Suite 520
Chicago, Illinois 60603
Gentlemen:
C:\ WPD0C5\ Rc0 N \LASALLC \LTLISAL2,U /k9
FORM OF OPINION OF LESSEE'S COUNSEL
September 18, 1997
As counsel for City of Round Rock, Texas ( "Lessee "), we have
examined a duly executed original of the Equipment Lease /Purchase
Agreement dated as of September 30 1997 (the "Agreement "),
between Lessee and LaSalle National Bank ( "Lessor "), and the proceedings
taken by Lessee to authorize and execute the Agreement, evidence of
which is attached to the Agreement (the "Approval "). Based upon such
examination of law and fact as we have deemed necessary or appropriate
for purposes of the opinions set forth below, we are of the opinion
that:
1. Lessee is a state of political subdivision thereof within the
meaning of Section 103(c) of the Internal Revenue Code of 1986, as
amended.
2. The Agreement has been duly authorized, executed and delivered
by Lessee pursuant to Constitutional, statutory and /or home rule
provision and the Approval.
3. The Agreement is a legal, valid and binding obligation of
Lessee, enforceable against Lessee in accordance with its terms. In the
event Lessor obtains a judgment against Lessee in money damages as a
result of an event of default under the Agreement, Lessee will be
obligated to pay such judgment.
4. Any applicable public bidding requirements have been met.
5. There are no pending actions or proceedings to which Lessee is
a party, and there are no other pending or threatened actions or
proceedings of which Lessee has knowledge, before any public body,
court, arbitrator or administrative agency, which, either individually
AUSTIN OFFICE 1400 Fnnkbn Phra. 111 Congress Avenue. Amur, Texas 78701.4043 (512) 472-5456 Fax (512) 479 -1011
DALLAS OFFICE 300 Crewent Court. Stare 1400 Da0», Texas 752014929 (214) 9994100 Fax (214) 9995170
HOUSTON OFFICE 1300 Wortham Tower, 2727 Allen Parkway. Houston, Texas 770192100 (773) 529 -3110 Fax (713) 5256295
LONGVIEW OFFICE 220 Energy Centre., 1127 Judson Road P.O. Box 3999, Longview. Texas 75606.3999 (903) 2369603 Fax (903) 2368787
LaSalle National Bank
September 18, 1997
Page 2
or in the aggregate, would materially adversely affect the transaction
contemplated by the Agreement or the Ability of Lessee to perform its
obligations, under the Agreement, or question the validity of the
Approval. Further, 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.
6. The signatures of the officers of Lessee which appear on the
Agreement are true and genuine, we know said officers and know them to
hold the offices set forth below their names, and they have been duly
authorized by the Approval to execute and deliver the Agreement.
7. The Equipment leased pursuant to the Agreement constitutes
personal property and when subjected to use by Lessee will not be or
become fixtures under applicable law.
8. The Uniform Commercial Code, as adopted in the State of Texas,
will govern the method of perfecting Lessor's security interest in the
Equipment.
This opinion is for the sole benefit of, and may be relied upon by,
you and any permitted assignee or subassignee of Lessor under the
Agreement, provided that we understand and agree that this opinion may
be relied upon by special tax counsel if one is retained to render an
opinion as to the exemption from federal income taxation of the interest
component of payments to be made by Lessee pursuant to the Agreement.
SLS /kg
Since ely yours,
L
Steph L. Sheets
TAX COMPLIANCE AGREEMENT AND NO ARBITRAGE CERTIFICATE
This Tax Compliance Agreement and No Arbitrage Certificate is issued in
connection with that certain Equipment Lease /Purchase Agreement dated as of
September 30 1997, by and between LASALLE NATIONAL BANK, as
lessor, ( "Lessor ") and CITY OF ROUND ROCK, TEXAS, as lessee ( "Lessee").
1. In General.
1.1. This Certificate is executed for the purpose of establishing the reasonable
expectations of Lessee as to future events regarding the financing of certain equipment
by Lessee as described in the Equipment Lease /Purchase Agreement dated as of
September 30 1997 (the "Lease") between Lessor and Lessee and
all related documents executed pursuant thereto (the Lease and such other documents
are hereinafter collectively referred to as the "Financing Documents").
1.2. The individual executing this Certificate on behalf of Lessee is an officer
of Lessee delegated with the responsibility of reviewing and executing the Financing
Documents.
1.3. To the best of the undersigned's knowledge, information and belief, the
expectations contained in this Certificate are reasonable.
1.4. Lessee has never been notified of any listing or proposed listing of it by
the Internal Revenue Service as an issuer whose certifications as to arbitrage may not
be relied upon.
1.5. The rental payments due under the Financing Documents will be made
with monies retained in Lessee's general operating fund (or an account or subaccount
therein). No sinking, debt service, reserve or similar fund or account will be maintained
for the payment of the rental payments due under the Financing Documents or pledged
as security therefor.
1.6. If any other govemmental obligations were or are being issued by or on
behalf of Lessee within fifteen (15) days of the date of issuance of the Financing
Documents, such obligations either (i) were not or are not being issued or sold
pursuant to a common plan of financing with, or (ii) will not be paid out of substantially
the same source of funds as, the financing pursuant to the Financing Documents.
2. Purpose of the Financing Documents.
2.1. The Financing Documents are being entered into for the purpose of
providing funds for financing the cost of acquiring, equipping and installing certain
equipment which is essential to the governmental functions of Lessee (the
"Equipment "), which Equipment is described in the Description of Equipment attached
to the Lease and is to be more specifically described in one or more Equipment Lists to
be attached to Certificate(s) of Acceptance executed and delivered by Lessee pursuant
to the Lease. The principal amount represented by the Financing Documents will be
disbursed by Lessor, on or promptly after the date of issuance of the Financing
Documents, to pay the purchase price of the Equipment.
2.2. No portion of the principal amount represented by the Financing
Documents will be used as a substitute for other funds which were otherwise to be
used as a source of financing for the Equipment, or will be used, directly or indirectly, to
replace funds used by Lessee to acquire investments which produce a yield materially
higher than the yield to Lessor under the Financing Documents.
2.3. Lessee does not expect to sell or otherwise dispose of the Equipment, in
whole or in part, at a date which is earlier than the final rental payment due under the
Financing Documents.
3. Source and Disbursement of Funds.
3.1. The principal amount represented by the Financing Documents does not
exceed the amount necessary for the governmental purpose for which the Financing
Documents were entered into. Such funds are expected to be needed and fully
expended for payment of the costs of acquiring, equipping and installing the items of
Equipment.
3.2. The entire principal amount represented by the Financing Documents will
be used to pay the acquisition cost of the Equipment to the vendors or manufacturers
thereof on or promptly after the date of issuance of the Financing Documents, provided
that a portion of the such amount may be paid to Lessee as reimbursement for
acquisition cost payments already made by it so long as the conditions set forth in
Section 3.3 below are satisfied.
3.3. Lessee shall not request that it be reimbursed for Equipment acquisition
cost payments already made by it unless the following conditions have been satisfied:
(a) Lessee made a declaration of its reasonable intention to reimburse
the acquisition cost payment sought to be reimbursed with the proceeds of a borrowing
not later than sixty (60) days after the date on which it made the payment, which
declaration satisfies the "Official Intent Requirement" set forth in Treas. Reg. § 1.150 -2;
(b) The reimbursement being requested will be made by a written
allocation before the later of eighteen (18) months after the acquisition cost payment
was made or eighteen (18) months after the items of Equipment to which such payment
relates were placed in service;
(c) The entire payment with respect to which reimbursement is being
sought is a capital expenditure, being a cost of a type properly chargeable to a capital
account under general federal income tax principles; and
(d) Lessee will use any reimbursement payment for general operating
expenses and not in a manner which could be construed as an artifice or device under
Treas. Reg. § 1.148 -10 by, virtue of, among other things, use to refund, or to create or
increase a reserve or replacement fund with respect to, any other obligations issued by
it.
4. Exempt Use.
4.1. No part of the proceeds of the Financing Documents or the Equipment will
be use_d.in any "private business use within the meaning of Section 141(b)(6) of the
Code.
4.2. No part of the proceeds of the Financing Documents will be used, directly
or indirectly, to make or finance any loans to non - govemmental entities or to any
governmental agencies other than Lessee.
5. No Federal Guarantee.
5.1. Payment of the principal or interest due under the Financing Documents
is not directly or indirectly guaranteed, in whole or in part, by the United States or an
agency or instrumentality thereof.
5.2. No portion of the proceeds under the Financing Documents shall be (i)
used in making loans the payment of principal or interest of which are to be
guaranteed, in whole or in part, by the United States or any agency or instrumentality
thereof, or (ii) invested, directly or indirectly, in federally insured deposits or accounts if
such investment would cause the financing under the Financing Documents to be
"federally guaranteed" within the meaning of Section 149(b) of the Code.
6. Miscellaneous.
6.1. Lessee agrees to comply with the rebate requirement set forth in Section
148(f) of the Code in the event that for any reason Section 148(f)(4)(B) of the Code is
not applicable to the financing pursuant to Financing Documents.
6.2. Lessee shall keep a complete and accurate record of all owners or
assignees of the Financing Documents in form and substance satisfactory to comply
with Section 149(a) of the Code unless Lessor or its assignee agrees to act as
Lessee's agent for such purpose.
6.3. Lessee shall maintain complete and accurate records establishing the
expenditure of the proceeds of the Financing Documents and interest earnings thereon
for a period of six years after payment in full under the Financing Documents.
IN WITNESS WHEREOF, this Tax Compliance Agreement and No Arbitrage
Certificate has been executed on behalf of Lessee as of the date set forth below.
CITY OF ROUND ROCK, TEXAS
Lessee
By:
Name:
Title: / " �/�
�2yas^
Date: irr�m� a� /997
09 - 22 - 97 09:04AM FROM TIP.* 1. R. P. 1111D DEPT TO 9/2185442 P001 /009
Texas Municipal League Intergovernmental Risk Pool
P.O. Box 149194 Austin, Texas 78714 -9194
(800) 537 -6655 or (512) 491 -2300
Date: 09/22/97 9:10 AM
To: Theresa Potts - City of Round Rock
Fax: 218 -5442
Number of pages including cover sheet: CI
From: Tammy Davis
Fax: (512) 491 -2404
. Certificate of Coverage
Originals will be mailed to certificate holder.
REAL AND PERSONAL PROPERTY
Limits of 'c overage
Deductible Per Occurrence .
$
5
Effective Date
Anniversary Date
: / /
: / /
MOBILE [EQUIPMENT
Limits of C overage
Deductible Pcr Occurrence :
I
S 1,696,986
S 2,500
Effective Date
Anniverstry Date
: 10/01/96
: 10/01/97
BOILER & MACHINERY - BROAD FORM
Per Accident Limit
Deductible Per Occurrence
S
5
Effective Date
Anniversary Date
/ /
: / /
DESCRIPTION:
Mobile Equipment per attached
19 O : J'.:. :...,. :. 1. P. ii!D DEPT 70 9/2!;=„14;
Certificate of Coverage
This is to 'certify that contracts of coverage listed below have been issued to the member and are in effect nl this lime.
Notwithstanding any requirements, terms or conditions of any contracts or other documents with respect to which
this certificate may be issued ar may pertain, the rnverage afforded by the contracts described herein i. %object to all
the terms', exclusions and additions of such contracts. Coverage is continuous until cancelled.
Contract plumber: .3127
Member:; City of Round Rock
ATTN: David Kautz
■ 221 E. Main Street
Round Rock, TX 78664
Date Issued: 9/22/97 Authorized Representative:
Certificat4 Holder:
LaSalle National Bank
135 S. LaSalle Street, Suite520
Chicago, IL 60603
Texas Municipal League Intergovernmental Risk Pool
Company Texas Municipal League
Affording Intergovernmental Risk Pool
Coverage: P.O. Box 149194
Austin, Texas 78714 -9194
(512) 491 -2300 or (800) 537 -6655
Fax (512) 491 -2404
Cancellation: Should any of the above de_xcrihed policies be cancelhrl before the anniversary date thereof, the issuing
company will endeavor to mail 30 days written notice to the above (tamed certificate holder, but failure to mail such
notice shall impose no obligation or liability of any kind upon the company.
( lYrn r n� its' a.
Mortgagee ❑
Loss Payee
Loan Number
Yet No
0
X109
7/25196
REAL AND PERSONAL PROPERTY
Limits of C overage 5
Deductible Per Occurrence $
Effective Datc
Anniversary Date
/ /
/ /
MOBILE EQUIPMENT
Limits of [✓overage 5 1
Deductibl4 Per Occurrence S 2,500
1
Effective Date
Anniversary Datc
: 10/01/97
: 10 /01/98
BOILER & MACHINERY - BROAD FORM
Per Accidjnt Limit 5
Deductible Per Occurrence $
Effective Date
Anniversary Date
/ /
. / /
DESCR1P;IION:
Mobile Equipment per attached
;•9 -22 -_7 99.04A1d ; P.O1,1 A I. R. P. UND DEPT 70 9/21;;442 P903/009
This is to!eertify that contracts of coverage listed below have been issued to the member and are in effect at this time.
Notwithstlanding any requirements, terms or conditions of any contracts or other documents with respect to which
thin certificate may be issued or may pertain, the coverage afforded by the contracts described herein is subject to all
the terms) exclusions and additions of such contracts. Coverage is continuous until cancelled.
Contract )lumber: 3127
Member:; City of Round Rock
I ATTN: David Kautz
i 221 E. Main Street
Round Rock, TX 78664
Certificate
Certificate of Coverage
Cancellation: Should any of the above described policies be cancelled before the anniversary dare thereof, the issuing
company will endeavor to mail 30 days written notice to thc above named certificate holder, but failure to mail such
notice shall impose no obligation or liability of any kind upon thc company.
Date Issued 9/22/97 Authorized Representative:
Texas Municipal League Intergovernmental Risk Pool
Company Texas Municipal League
Affording Intergovernmental Risk Pool
Coverage: P.U. Box 149194
Austin, Texas 78714 - 9194
(512) 491 -2300 or (800) 537 -6655
Fax (512) 491 -2404
C Y rd Zt'1!Q Lada ,
Holder: Yes No
LaSalle National Bank Mortgagee ❑
135 S. LaSalle Street, Suite520 Loss Payee ® ❑
Chicago, IL 60603 Loan Number
X102
7/25/96
GENERAL LIABILITY
Limits of i pability 5 1,000,000
Sudden E cuts
Involving Pollution 5 1,000.000
Annual Aggregate . S 2,000,000
Dcductib4 Pcr Occurrence S 2,500
Each Occurrence
Each Occurrence
Effective Date
Anniversary Date
: 10/01/96
: 10/01/97
LAW ENFORCEMENT LIABILITY
Limits of..iability : 5
Annual Ajgregate 5
Deductiblb Per Occurrence . S
Each Occurrence
Effective Date
Anniversary Date
. / /
. / /
ERRORS AND OMISSIONS LIABILITY
Limits of 'Liability : S
Annual Aggregate . S
Deductible Per Claim : S
Each Claim
Effective Date
Anniversary Date
. / /
. / /
DESCRIPTION
Evidence 'of Coverage
1
FR01.1 '/L i.? ';iiD : / %: ,;,;% 'i') - 1/ i1
Certificate of Coverage
This is tol certify that contracts of coverage listed below have been issued to the member and are in effect at this time.
Notwithstanding any requirements, terms or conditions of any contracts or other documents with respect to which
this certificate may be issued or may pertain, the coverage afforded by the contracts described herein is subject to all
the terms, exclusions and additions of such contracts. ('overage is continuous until cancelled.
Contract IN umber: 3127
Member; City of Round Rock
ATTN: David Kautz
221 E. Main Street
Round Rock, TX 78664
Company Texas Municipal League
Affording Intergovernmental Risk Pool
Coverage: P.O. Box 149194
Austin, Texas 78714 -9194
(512) 491 -2300 or (800) 537 -6655
Fax (512) 491 -2404
Cancellation: Should any of the above described coverages be cancelled before the anniversary date thereof the issuing
company will endeavor to mail 30 days written notice to the certificate holder. but failure to mail such notice shall
Impose no obligation or liability of any kind upon the company. ^^�
Date Issued: 9 /22/97 Authorized Representative:d
Certificate Holder:
Texas Municipal League Intergovernmental Risk Pool
LaSalle National Bank
135 S. LaSalle Street, Suite 520
Chicago, IL 60603
X102
07/25/76
GENERAL LIABILITY
i
Limits of Liability $ 1,000,000
Sudden Eidents
lnvolving!Pollution $ 1,000,000
Annual "Aggregate : S 2,000,000
Deductible Per Occurrence $ 2,500
Each Occurrence
Each Occurrence
Effective Datc
Anniversary Datc
: 10/01/97
: 10/01/98
LAW ENFORCEMENT LIABILITY
i
Limits of Liability - S
Annual A grcgate $
Deductib'l Per Occurrence $
Each Occurrence
Effective Date
Anniversary Date
. / /
: / /
ERRORS AND OMISSIONS LIABILITY
Limits ofiLiability S
Annual Aggregate : $
Deductible Per Claim $
Each Claim
Effective Date
Anniversay Date
: / /
. / /
DESCRIPTION
Evidence!of Coverage
!
YJ 01 - G! =?OM ..._ 1 R. P IJND DEPT '955iD09
Certificate of Coverage
This is to certify that contracts of coverage listed below have been issued to the member and are in effect at this time.
Notwithsding any requirements, terms or conditions of any contracts or other documents with respect to which
this eertifleate may be issued or may pertain. the coverage afforded by the contracts described herein is subject to all
the terms* exclusions and additions of such contracts. Coverage is continuous until cancelled.
Contract ' plumber: 3127
Member:: City of Round Rock
ATTN: David Kautz
221 E. Main Street
Round Rack, TX 78664
Company Texas Municipal League
Affording Intergovernmental Risk Pool
Coverage: P.O. Box 149194
Austin, Texas 78714 -9194
(512) 491 -2300 or (800) 537 - 6655
Fax (512) 491 - 2404
Cancellation: Should any of the above described coverages be cancelled before the anniversary date thereof, the issuing
company will endeavor to mail 30 days we irten notice to the certificate holder. but failure to mail such notice chall
impose no obligation or liability of any kind upon the company.
Authorized Representative: CCIY5taTkjACr 'J��
Date Isstied: 9/22/97
Ccrtificale Holder:
LaSalle National Bank
135 S. LaSalle Street, Sune 52U
Chicago, IL 60603
Texas Municipal League Intergovernmental Risk Pool
X101
07123195
AUTOMbBILE LIABILITY •
Limits of!Liability
Deductible Per Occurrence
I
S 1,000,000 Each Occurrence
$ 2.500 Effective Date
Anniversary Date
—
10/01/97
10/01/98
AUTO PHYSICAL DAMAGE
Limits of Liability
Collision
Comprehensive Deductible
ACV or Stated Amount as indicated
S 2,500 Effective Date
$ 2.500 Anniversary Date
10/01/97
10/01/98
YEAR I
MAKE
MODEL
VIN
VALUE
LOAN NUMBER
i
Vehicles per attached
Oi - 22 - 97 09:040 - :. 1 .0M TY:L i. R. ?. 'IND DEPT
Certificate of Coverage
This is tol certify that contracts of coverage listed below have been issued to the member and are in effect at this
time. Notwithstanding any requirements, terms or conditions of any contracts or other documents with respect
to which his certificate may be issued or may pertain, the coverage afforded by the contracts described herein is
subject to all the terms, exclusions and additions of such contracts. Coverage is continuous until cancelled.
Contract (Number: 3127
i
Member: City of Round Rock
ATM: David Kautz
221 E. Main Street
Round Rock, TX 78664
Date Issued: 9/22/97 Authorized Representative:
Certificate Holder:
LaSalle National Bank
135 S. LaSalle Street, Suite 520
Chicago, IL 60603
Company
Affording
Coverage:
Cancellation: Should any of the above described coverages be cancelled before the anniversary date thereof, the
issuing company will endeavor to mail 30 days written notice to the certificate holder, but failure to mail such
notice shitli impose no obligation or liability of any kind upon the company.
Texas Municipal League Intergovernmental Risk Pool
Loss Payee
Texas Municipal League
Intergovernmental Risk Pool
P.O. Box 149194
Austin, Texas 78714 -9194
(512) 491 -2300 or (800) 537 -6655
Fax (512) 491 -2404
Yes
No
xt21
AUTOMOBILE LIABILITY
Limits afILiability :
Deductible Per Occurrence
i
$ 1,000,000 Each Occurrence
S 2,500 Effective Date
Anniversary Date
10/01/96
10/01/97
AUTO P - 1YS1CAL DAMAGE
Limits oflLiability
CollisionjDeductible :
Comprehensive Deductible .
ACV or Stated Amount as indicated
S 2,500 Effective Date
$ 2,500 Anniversary Date
10/01/96
10/01/97
YEAR i
MAKE
MODEL
VIN
VALUE
LOAN NUMBER
i
Vehicles per attached
99 - 22 - 97 09 ;RCM M IMF 1. ?. U:iD IEPT 70 ?/2185442 ?007 /00'
Contract I Number: 3127
Memher■ City of Round Rock
ATTN: David Kautz
221 E. Main Street
Round Rock. TX 78664
Certificate of Coverage
This is to certify that contracts of coverage listed below have been issued to the member and are in effect at this
time. Notwithstanding any requirements, terms or conditions of any contracts or other documents with respect
to which'thts certificate may be Issued or may pertain, the coverage afforded by the contracts described herein Is
subject td all the terms, exclusions and additions of such contracts. Coverage is continuous until cancelled.
Company Texas Municipal League
Affording Intergovernmental Risk Pool
Coverage: P.O. Box 149194
Austin, Texas 78714.9194
(512) 491 -2300 or (800) 537 -6655
Fax (512) 491 -2404
Cancellation: Should any of the above described coverages he cancelled before the anniversary date thereof, the
issuing company will endeavor to mail 30 days written notice to the certificate holder. but failure to mail such
notice shall impose no obligation or liability of any kind upon the company.
Date Issued: 9/22/97 Authorized Representative:
Texas Municipal League Intergovernmental Risk Pool
Certificate Holder: Yes
LaSalle National Bank Loss Payee El
135 S. LaSalle Street, Suite 520
Chicago, IL 60603
0
Ao
V 171
- - -- Please -Add the flowing Vehicles and MotilerEq{ripment to Summary- _.
Company Dept. Date Emrgency l VeNcl id
Asset f$ Descrptioc Vin# Code Purchase Nonfinergenq Value K0136 143
970636 97 bdge 112 tan Ram 6842 Bldg Insp. 8127197 N 14811.0D V
970552 97 bud Crown Vlc 4750 Pofoe 3/31197 Y 20219.52 V
970553 87 lord Crown Vic 4884 Police 3131197 Y 28218.32 V
970654 97 brd Crown Vfo 4888 Police 3131197 Y 26213.32 V
970541 97 lard Crown Via 8376 Police 4/28/97 Y 28207.20 V
870643 97 ford Crown Vic 8404 Police 4128/97 Y 28207.20 V
970542 87 lord Crown Vic 8382 Police 4/28/97 Y 28207.20 V
970587 97 brd Crown Vic 4910 Polio* 4/28/07 Y 26106.22 V
970586 97brdAero Van 7294 Polfoe 6124197 N 16000.00 V
970688 97brd grown Vie 3116 Police 6/10197 Y 1933284 V
970814 87 /hey 1 ton 2261 Parks 5/13/97 N 21826,00 V
970816 87 brd F250 9007 Parks 5/30/97 14 17024.00 V
970816 87 lord F250 9006 Parks 5130/87 14 17024.00 V
970688 97 lagnum 20x40 Trailer 2876 Parks 6/12/97 N 3276.041 V
970837 Kotta m64005 Tractor 0295 Parks 7/16/97 N 14200.00 M
970634 97 blxi Deere 310E lacktroe 2510 Parks 7/8/97 N 60744.34 M
970633 87 lump Truck 8-8 Yrd 8277 Public Works 6128187 N 45083.47 V
970631 97 trump Truck 6 -8 Yrd 8278 Public Works 5128/97 45063.48 V
970636 97 btln Deere 310 Super E Bac 2624 Public Works 7/8,'97 N 58602.21 M
972647 97 lord F160
972544 97 lodge Ram 1/2 Ton
972645 Joh Deere 310 Sauer E Backho
972646 Joh Deere 310 Sauer E Backho
972552 97 brd Dump Truck 12 -14 Yrd
972551 97 brd Dump Truck 12.14 Yrd
672650 97 Qrevy 1 Ton Truck
972549 97 4hevy 1 Toro Truck
972548 Joh Deere 410 Sackhoe
972555 97 lump Truck 6.8 Yrd
Prepared by Finance On 9,97
CO
N
8672 Public Works 5/30/97 N 15841.00 V
7243 Public Works 6/16/97 N 18198.00 V
1748 Public Works 6/10/97 N 53823.16 M
1643 Public Works 8/10/97 33823.16 tl
7601 Public Works 6/10197 14 57200.22 V
7000 Pub1Io Works 6/10197 57200.22 V
1037 Pubtlo Works 6/10197 N 28391.33 V
1412 Puhtic Works 6/10197 22391.38 V
2348 Public Works 6110197 N 90216.66 M
8278 Publio Works 6110197 N 45063.48 V
0
•v
Attached to and made a pan of Certificate of Acceptance No. 1 executed and delivered pursuant to that certain equipment/Purchase Agreement dated as of
, 1997 by and between LaSalle National Bank, as Lessor, and City of Round Rode, Texas, as Lessee.
QUANTITY VENDOR
1
1
1
1
1
KuenstlerMachiney
Kuenstler Machinery
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
DESCRIPTION
John Deere Motor Grader Model 570B
John Deere Skid Steer Loader Model 8875
Ford Crown Vicioria Pollee
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Pollee
Ford Crown Victoria Polite
Ford Pickup, F150, 8 Cy1.
VEIIJCLE EDENTIFICATION NUMBER
DVVS70DX557909
MO8875X010056
2FALP71 WXVX 164889
2FALP71 W8 VX 164888
2FALP7IWOVX164884
2FALP7IW1VX164893
2FALP71W6VX154750
2FA..P71 W8VX134751
2 FALP7I WOVX 1 24448
2FALP7IW9VX124447
2FALP71W6VX124440
IFTDX17W6VKC61786
COST
584,343.00
•.. 25,268.16
26,213.32
26,213.32
26,213.32
26,213.32
26,213.32
26,213.33
22,209.11
22,209.11
22,209.12
-25,26316' 16' 776.5ti
TOTAL 1358,786.59
35 ,7 >'..2
CERTIFICATE OF ACCEPTANCE NO.
The undersigned, as Lessee under the Equipment Lease /Purchase Agreement
dated as of September 30 , 1997 (the "Agreement") with LaSalle National
Bank ( "Lessor"), hereby certifies:
1. The items of the Equipment, as such term is defined in the Agreement,
fully and accurately described on the Equipment List attached hereto have been
delivered and installed at the location(s) set forth therein.
2. A present need exists for the Equipment which need is not temporary or
expected to diminish in the near future. The Equipment is essential to and will be used
by the Lessee only for the purpose of performing one or more governmental functions
of Lessee consistent with the permissible scope of Lessee's authority.
3. The estimated useful life of the Equipment based upon the manufacturer's
representations and Lessee's projected needs is not less than the term of lease with
respect to the Equipment.
4. Lessee has conducted such inspection and /or testing of the Equipment as
it deems necessary and appropriate and hereby acknowledges that it accepts the
Equipment for all purposes as of the date of this Certificate.
5. The Equipment is covered by insurance in the types and amounts
required by the Agreement.
6. No event of default, as such term is defined in the Agreement, and no
event which with the giving of notice or lapse of time, or both, would become an event
of default, has occurred and is continuing on the date hereof.
7. Sufficient funds have been appropriated by Lessee for the payment of all
rental payments due under the Agreement during Lessee's current fiscal year.
8. Based on the foregoing, Lessor is hereby authorized and directed to fund
the acquisition of the Equipment set forth on the Equipment List by paying, or causing
to be paid, the manufacturer(s) /vendor(s) the amounts set forth on the attached
invoices.
9. The following documents are attached hereto and made a part hereof:
(a) Equipment List
(b) Original Invoice(s)
(c) Copies of Certificate(s) of Origin designating Lessor as lienholder if
any part of the Equipment consists of motor vehicles, and evidence
of filing
(d) Requisition for Payment
If Lessee paid an invoice prior to the commencement date of the Agreement and is
requesting reimbursement for such payment, also attach a copy of evidence of such
payment together with a copy of Lessee's Declaration of Official Intent and other
evidence that Lessee has satisfied the requirements for reimbursement set forth in
Treas. Reg. §1.150 -2.
CITY OF ROUND ROCK, TEXAS
Lessee
Attached to and made a part of Certificate of Acceptance No. 1 executed and delivered pursuant to that certain equipment/Purchase Agreement dated as of
September 30, 1997 1997 by and between LaSalle National Bank, as Lessor, and City of Round Rock, Texas, as Lessee
QUANTITY
1
1
1
1
1
1
1
1
1
1
VENDOR
Kuenstler Machiney
Kuenstler Machinery
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
Orange Ford
DESCRIPTION
EQUIPMENT LIST
John Deere Motor Grader Model 570B
John Deere Skid Steer Loader Model 8875
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Crown Victoria Police
Ford Pickup, F150, 8 Cyl.
VEHICLE IDENTIFICATION NUMBER COST
DW570BX557909
MO8875X030056
2FALP71 WXVX164889
2FALP71 W8VX164888
2FALP71 W0VX164884
2FALP71 W 1 VX 164893
2FALP71 W6VXI54750
2FALP71W8VX154751
2FALP71 W0VX124448
2FALP71 W9 VX 124447
2FALP71 W6VX124440
1 FTDX 17 W6 VKC61786
584,343.00
25, 268.16
26,213.32
26,213.32
26,213.32
26,213.32
26,213.32
26,213.33
22,209.11
22,209 11
22,209.12
25,268.16 1s,
TOTAL 5358,786:59
3>aa 9 5.Z3
R 3>
,Texas Department of Transportation
T.f(TLE CORRECTION RECEIPT
COUNTY: WILLIAMSON
9TTCKER N0:
PLATE N0: 719537
DOCUMENT 80: 24610335690112422
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E MAIN
ROUND ROCK. TX 78664
INVENTORY ITEM(S) YR
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 20 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASALLE NATIONAL BANK
135 S. LASALLE, SUITE 520
CHICAGO, IL 60603
2N0 LIEN
3R0 LIEN
VTR 500.RTS IOHT 14162511REV 5
REGISTRATION CLASS: EXEMPT
PLATE TYPE: EXEMPT DOUBLE PIT
STICKER TYPE:
TAC NAME: DEBORAH M. AUNT
DATE: 09/19/1997 EFFECTIVE DATE: 05/20/1997
TIME: 11:25AM EXPIRATION DATE: 0/0
EMPLOYEE ID: MELANIE TRANSACTION ID: 24610335690112422
VEHICLE IDENTIFICATION N0: 2FALP71WXVX164889 VEHICLE CLASSIFICATION: PASS
YR /MAKE: 1997 /FORD MODEL: CVP BODY STYLE: 4D UNIT N0:
EMPTY WT: 3800 CARRYING CAPACITY: 0 GROSS WT: 3800 TONNAGE: 0.00 TRAILER TYPE:
BODY VEHICLE IDENTIFICATION NO: TRAVEL TRLR LENGTH: 0
PREY OWNER NAME: ORANGE FORD L/M INC PREY CITY /STATE: ORANGE, TX
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
0.00
0.00
SALES PRICE $ 0.00
TRADE IN ALLOWANCE $ 0.00
TAXABLE AMOUNT $ 0.00
SALES TAX PAID $ 0.00
OTHER STATE TAX PAID - $ 0.00
TAX PENALTY $ 0.00
TOTAL TAX PAID $ 0.00
BATCH N0: 1033569001 BATCH COUNT: 22
THIS RECEIPT TO BE CARRIED IN ALL COMMERCIAL VEHICLES.
,Texas Department of Transportation
K IITIE CORRECTION RECEIPT ,
COUNTY: WILLIAMSON
STICKER NO:
PLATE NO: 721339
DOCUMENT NO: 24610335690112230
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E MAIN
ROUND ROCK. TX 78664
INVENTORY ITEM(S) YR
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 20 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASALLE NATIONAL BANK
135 S. LASALLE, SUITE 520
CHICAGO, IL 60603
2ND LIEN
3R0 LIEN
VTR - 500 -RTS (DHT 144625) (REV 5!96)
TAC NAME: DEBORAH M. HUNT
DATE: 09/19/1997 EFFECTIVE DATE: 06 /13/1997
LIME: 11:23AM EXPIRATION DATE: 0/0
EMPLOYEE ID: MELANIE TRANSACTION ID: 24610335690112230
REGJSTRATION CLASS: EXEMPT
PLATE TYPE: EXEMPT DOUBLE PLT
STICKER TYPE:
VEHICLE IDENTIFICATION NO: 2FALP71W8VX164888 VEHICLE CLASSIFICATION: PASS
YR /MAKE: 1997 /FORD MODEL: CVP BODY STYLE: 40 UNIT NO: 13398
EMPTY WT: 3900 CARRYING CAPACITY: 0 GROSS WT: 3900 TONNAGE: 0.00 TRAILER TYPE:
BODY VEHICLE IDENTIFICATION NO: TRAVEL TRLR LENGTH: 0
PREV OWNER NAME: ORANGE FORD LINC MERC PREV CITY /STATE: ORANGE, TX
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
SALES PRICE $
TRADE IN ALLOWANCE $
TAXABLE AMOUNT $
SALES TAX PAID $
OTHER STATE TAX PAID - $
TAX PENALTY $
TOTAL TAX PAID $
BATCH NO: 1033569001 BATCH COUNT: 21
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
THIS RECEIPT TO 8E CARRIED IN ALL COMMERCIAL VEHICLES.
,Texas Department of Transportation
: TITLE CORRECTION RECEIPT
COUNTY: WILLIAMSON
STICKER N0:
PLATE N0: 719538
DOCUMENT 110: 24610335690112057
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E MAIN
ROUND HOCK. TX 78664
VEHICLE IDENTIFICATION N0: 2FALP71WOVX164884 VEHICLE CLASSIFICATION: PASS
YR /MAKE: 1997 /FORD MODEL: CVP BODY STYLE: 40 UNIT N0:
EMPTY WT: 3800 CARRYING CAPACITY: 0 GROSS WT: 3800 TONNAGE: 0,00 TRAILER TYPE:
BODY VEHICLE IDENTIFICATION N0: TRAVEL TRLR LENGTH: 0
PREV OWNER NAME: ORANGE FORD L/M INC PREV CITY /STATE: ORANGE, TX
INVENTORY ITEM(S) YR
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 13 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASAILE NATIONAL BANK
135 S. LASALLE, SUITE 520
CHICAGO, IL 60603
2ND LIEN
3RD LIEN
/99.6(55/615 IOHT 14 51961
TAC NAME: DEBORAH M. AUNT
DATE: 09/19/1997 EFFECTIVE DATE: 05 /20/1997
TIME: 11:21AM EXPIRATION DATE. 0/0
EMPLOYEE ID: MELANIE TRANSACTION ID: 24610335690112057
REGISTRATION CLASS: EXEMPT
PLATE TYPE: EXEMPT DOUBLE PLT
STICKER TYPE:
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
0.00
0.00
SALES PRICE 3 0.00
TRADE IN ALLOWANCE $ 0.00
TAXABLE AMOUNT $ 0.00
SALES TAX PAID $ 0.00
OTHER STATE TAX PAID - $ 0.00
TAX PENALTY $ 0.00
TOTAL TAX PAID $ 0,00
BATCH N0: 1033569001 BATCH COUNT: 20
THIS RECEIPT TO BE CARRIED IN ALL COMMERCIAL VEHICLES.
,Texas Department of Transportation
TITIE CORRECTION RECEIPT
COUNTY: WILLIAMSON
STICKER NO:
PLATE NO: 719536
DOCUMENT NO: 24610335690111407
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E MAIN
ROUND ROCK. TX 78664
VEHICLE IDENTIFICATION N0: 2FALP71W1VX164893 VEHICLE CLASSIFICATION: PASS
YR /MAKE: 1997/FORD MODEL: CVP BODY STYLE: 4D UNIT NO:
EMPTY WT: 3800 CARRYING CAPACITY: 0 GROSS WT: 3800 TONNAGE: 0.00 TRAILER TYPE:
BODY VEHICLE IDENTIFICATION NO: TRAVEL TRLR LENGTH: 0
PREV OWNER NAME: ORANGE FORD L/M INC PREY CITY /STATE: ORANGE, TX
INVENTORY ITEM(S) YR
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 14 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASALLE NATIONAL BANK
135 S. LASALLE, SUITE 520
CHICAGO, IL 60603
2ND LIEN
3RD LIEN
VTR.500.RTS (DHT 144625) (REV 5
TAC NAME: DEBORAH M. HUNT
DATE: 09 /19/1997 EFFECTIVE DATE: 05/20/1997
TIME: 11:15AM EXPIRATION DATE: 0/0
EMPIOYEE ID: MELANIE TRANSACTION ID: 24610335690111407
REGISTRATION CLASS: EXEMPT
PLATE TYPE: EXEMPT DOUBLE PLT
STICKER TYPE:
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
0.00
0.00
SALES PRICE $ 0.00
TRADE IN ALLOWANCE $ 0.00
TAXABLE AMOUNT $ 0.00
SALES TAX PAID $ 0.00
OTHER STATE TAX PAID - $ 0.00
TAX PENALTY $ 0.00
TOTAL TAX PAID $ 0.00
BATCH N0: 1033569001 BATCH COUNT: 19
THIS RECEIPT TO BE CARRIED IN ALL COMMERCIAL VEHICLES.
,Texas Department of Transportation
: TITLE CORRECTTON RECEIPT
COUNTY: WILLIAMSON
STICKER NO:
PLATE NO: 719534
DOCUMENT NO: 24610335690111224
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E MAIN
ROUND ROCK. TX 78664
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 10 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASALLE NATIONAL BANK
135 S. LASALLE, SUITE 520
CHICAGO, IL 60603
2ND LIEN
3RD LIEN
1 JT19•500.RTS (DHT t a- 5251 fREV 5/96)
REGISTRATION CLASS: EXEMPT
PLATE TYPE: EXEMPT DOUBLE PLT
STICKER TYPE:
TAC NAME: DEBORAH M. HUNT
DATE: 09/19/1997 EFFECTIVE DATE: 05/20/1997
TIME: 11 :13AM EXPIRATION DATE: 0/0
EMPLOYEE ID: MELANIE TRANSACTION ID: 24610335690111224
VEHICLE IDENTIFICATION NO: 2FALP71W6VX154750 VEHICLE CLASSIFICATION: PASS
YR /MAKE: 1997 /FORD MODEL: CVP BODY STYLE: 40 UNIT NO:
EMPTY WT: 3800 CARRYING CAPACITY: 0 GROSS WT: 3800 TONNAGE: 0.00 TRAILER TYPE:
BODY VEHICLE IDENTIFICATION NO: TRAVEL TRLR LENGTH: 0
PREV OWNER NAME: ORANGE FORD L/M INC PREY CITY /STATE: ORANGE, TX
INVENTORY ITEM'S) YR
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
SALES PRICE $
TRADE IN ALLOWANCE $
TAXABLE AMOUNT $
SALES TAX PAID $
OTHER STATE TAX PAID - $
TAX PENALTY $
TOTAL TAX PAID $
BATCH NO: 1033569001 BATCH COUNT: 18
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
THIS RECEIPT TO BE CARRIED IN ALL COMMERCIAL VEHICLES.
,Texas Department of Transportation
TITLE CORRECTION RECEIPT
COUNTY: WILLIAMSON
STICKER NO:
PLATE NO: 719535
DOCUMENT NO: 24610335690110133
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E MAIN
ROUND ROCK. TX 78664
VEHICLE IDENTIFICATION NO: 2FALP71W8VX154751 VEHICLE CLASSIFICATION: PASS
YR /MAKE: 1997 /FORD MODEL: CVP BODY STYLE: 4D UNIT NO:
EMPTY WT: 3800 CARRYING CAPACITY: 0 GROSS WT: 3800 TONNAGE: 0.00 TRAILER TYPE:
BODY VEHICLE IDENTIFICATION NO: TRAVEL TRLR LENGTH: 0
PREV OWNER NAME: ORANGE FORD L/M INC PREV CITY /STATE: ORANGE, TX
INVENTORY ITEM(S) YR
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 15 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASALLE NATIONAL BANK
135 S. LASALLE, SUITE 520
CHICAGO. IL 60603
2ND LIEN
3RD LIEN
VTR - 500 -RTS (OHT 144625) (REV.5196)
REGISTRATION CLASS: EXEMPT
PLATE TYPE: EXEMPT DOUBLE PLT
STICKER TYPE:
TAC NAME: DEBORAH M. HUNT
DATE: 09/19/1997 EFFECTIVE DATE: 05/20/1997
TIME: 11:02AM EXPIRATION DATE: 0/0
EMPLOYEE ID: MELANIE TRANSACTION ID: 24610335690110133
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
0.00
0.00
SALES PRICE $ 0.00
TRADE IN ALLOWANCE $ 0.00
TAXABLE AMOUNT $ 0.00
SALES TAX PAID $ 0.00
OTHER STATE TAX PAID - $ 0.00
TAX PENALTY $ 0.00
TOTAL TAX PAID $ 0.00
BATCH NO: 1033569001 BATCH COUNT: 17
THIS RECEIPT TO BE CARRIED IN ALL COMMERCIAL VEHICLES.
k
,Texas Department of Transportation
TITLE CORRECTION RECEIPT
;OIJNTY: WILLIAMSON
STICKER N0:
PIATE N0: 718009
DOCUMENT 80: 24610335690103948
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E MAIN
ROUND ROCK, TX 78664
VEHICLE IDENTIFICATION N0: 2FALP71W0VX124448 VEHICLE CLASSIFICATION: PASS
YR /MAKE: 1997 /FORD MODEL: CVP BODY STYLE: 40 UNIT N0:
EMPTY WT: 3900 CARRYING CAPACITY: 0 GROSS WT: 3900 TONNAGE: 0.00 TRAILER TYPE:
800Y VEHICLE IDENTIFICATION N0: TRAVEL TRLR LENGTH: 0
PREY OWNER NAME: ORANGE FORD LILAC MERC PREY CITY /STATE: ORANGE, TX
INVENTORY ITEM(S) YR
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 25 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASALLE NATIONAL BANK
135 S. LASALLE, SUITE 520
CHICAGO, IL 60603
2ND LIEN
3RD LIEN
VTR.500.RTS (D14T 144625) (REV 5/96)
R
TAG NAME: DEBORAH M. HUNT
DATE: 09/19/1997 EFFECTIVE DATE: 04/28/1997
TIME: 10:41AM EXPIRATION DATE: 0/0
EMPLOYEE ID: MELANIE TRANSACTION I0: 24610335690103948
REGISTRATION CLASS: EXEMPT
PLATE TYPE: EXEMPT DOUBLE ALT
STICKER TYPE:
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
0.00
0_00
SALES PRICE $ 0.00
TRADE IN ALLOWANCE $ 0.00
TAXABLE AMOUNT $ 0.00
SALES TAX PAID $ 0.00
OTHER STATE TAX PAID - $ 0.00
TAX PENALTY $ 0.00
TOTAL TAX PAID $ 0.00
BATCH NO: 1033569001 BATCH COUNT: 16
THIS RECEIPT TO BE CARRIED IN ALL COMMERCIAL VEHICLES.
,Texas Department of Transportation
K TITLE CORRECTION RECEIPT
COUNTY: WILLIAMSON
STICKER NO:
PLATE NO: 718011
DOCUMENT NO: 24610335690103424
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E MAIN
'- tiz m
;!. ,4UND ROCK. TX 78664
TAC NAME: DEBORAH M. HUNT
DATE: 09/19/1997 EFFECTIVE DATE: 04/28/1997
TIME: 10:35AM EXPIRATION DATE: 0/0
EMPLOYEE ID: MELANIE TRANSACTION ID: 24610335690103424
REGISTRATION CLASS: EXEMPT
PLATE TYPE: EXEMPT DOUBLE PLT
STICKER TYPE:
VEHICLE IDENTIFICATION NO: 2FALP71W9VX124447 VEHICLE CLASSIFICATION: PASS
YR /MAKE: 1997 /FORD MODEL: CVP BODY STYLE: 4D UNIT NO:
EMPTY WT: 3900 CARRYING CAPACITY: 0 GROSS WT: 3900 TONNAGE: 0.00 TRAILER TYPE:
BODY VEHICLE IDENTIFICATION NO: TRAVEL TRLR LENGTH: 0
PREV OWNER NAME: ORANGE FORD LINC MERC PREV CITY /STATE: ORANGE, TX
INVENTORY ITEM(S) YR
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 26 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASALLE NATIONAL BANK
135 S. LASALLE, SUITE 520
CHICAGO, IL 60603
2ND LIEN
3RD LIEN
VTR.500-RTS (DHT 144625) (REV, 556)
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
SALES PRICE $
TRADE IN ALLOWANCE $
TAXABLE AMOUNT $
SALES TAX PAID $
OTHER STATE TAX PAID - $
TAX PENALTY $
TOTAL TAX PAID $
BATCH NO: 1033569001 BATCH COUNT: 15
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
THIS RECEIPT TO BE CARRIED IN ALL COMMERCIAL VEHICLES.
,Texas Department of Transportation
IIIIE CORRECTION RECEIPT
COUNTY: WILLIAMSON
STICKER N0:
PLATE NO: 718008
DOCUMENT NO: 24610335690103002
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E MAIN
ROUND ROCK. TX 78664
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 25 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASALLE NATIONAL BANK
135 S. LASALLE, SUITE 520
CHICAGO, IL 60603
2ND LIEN
3RD LIEN
V111•500.RTS (OHT 144625) (REV 5 / 9 6)
IAC NAME: DEBORAH M. HUNT
DATE: 09/19/1997 EFFECTIVE DATE: 04/28/1997
TIME: 10:30AM EXPIRATION DATE: 0/0
EMPLOYEE ID: MELANIE TRANSACTION I0: 24610335690103002
REGISTRATION CLASS: EXEMPT
PLATE TYPE: EXEMPT DOUBLE PLT
STICKER TYPE:
VEHICLE IDENTIFICATION NO: 2FALP71W6VX124440 VEHICLE CLASSIFICATION: PASS
YR /MAKE: 1997 /FORD MODEL: CVP BODY STYLE: 4D UNIT NO:
EMPTY WT: 3900 CARRYING CAPACITY: 0 GROSS WT: 3900 TONNAGE: 0.00 TRAILER TYPE:
BODY VEHICLE IDENTIFICATION NO: TRAVEL TRLR LENGTH: 0
PREV OWNER NAME: ORANGE FORD LINC HERC PREV CITY /STATE: ORANGE, TX
INVENTORY ITEM(S) YR
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
SALES PRICE $
TRADE IN ALLOWANCE $
TAXABLE AMOUNT $
SALES TAX PAID $
OTHER STATE TAX PAID - $
TAX PENALTY $
TOTAL TAX PAID $
BATCH NO: 1033569001 BATCH COUNT: 14
0.00
0.00
0. 00
0.00
0.00
0.00
0.00
0.00
0.00
THIS RECEIPT TO BE CARRIED IN ALL COMMERCIAL VEHICLES.
,Texas Department of Transportation
TITLE CORRECTION RECEIPT
COUNTY: WILLIAMSON
STICKER NO: 15796645WY
PLATE NO: VF2151
DOCUMENT NO: 24610335690102407
OWNER NAME AND ADDRESS
CITY OF ROUND ROCK
221 E RAIN
ROUND ROCK. TX 78664
VEHICLE IDENTIFICATION NO: 1FTDX17W6VKC61786 VEHICLE CLASSIFICATION: TRKi =1
YR /MAKE: 1997 /FORD MODEL: BODY STYLE: PK UNIT NO:
EMPTY WT: 4000 CARRYING CAPACITY: 0 GROSS WT: 4000 TONNAGE: 0.50 TRAILER TYPE:
BODY VEHICLE IDENTIFICATION NO: TRAVEL TRLR LENGTH: 0
PREV OWNER NAME: ORANGE FORD PREV CITY /STATE: ORANGE, TX
INVENTORY ITEM(S) YR
VEHICLE RECORD NOTATIONS
ACTUAL MILEAGE
EXEMPT
ODOMETER READING: 20 BRAND: A
OWNERSHIP EVIDENCE: TEXAS TITLE
1ST LIEN DATE: 09/18/1997
LASALLE NATIONAL BANK
135 S. LASALLE. SUITE 520
CHICAGO, IL 60603
2ND LIEN
3RD LIEN
ITR.500-RTS (DHT 144625) (6E14 5,96)
REGISTRATION CLASS: EXEMPT
PLATE TYPE: TRUCK PLT
STICKER TYPE: WS
(AC NAME: DEBORAH M. HUNT
DATE: 09/19/1997 EFFECTIVE DATE: 03/10/1997
TIME: 10 :24AM EXPIRATION DATE: 2/1998
EMPLOYEE ID: MELANIE TRANSACTION ID: 24610335690102407
FEES ASSESSED
TOTAL $ 0.00
METHOD OF PAYMENT AND PAYMENT AMOUNT:
AMOUNT PAID $
CHANGE DUE $
SALES TAX CATEGORY:
0.00
0.00
SALES PRICE $ 0.00
TRADE IN ALLOWANCE $ 0.00
TAXABLE AMOUNT $__ 0.00
SALES TAX PAID $ 0.00
OTHER STATE TAX PAID - $ 0.00
TAX PENALTY $ 0.00
TOTAL TAX PAID $ 0.00
BATCH NO: 1033569001 BATCH COUNT: 13
THIS RECEIPT TO BE CARRIED IN ALL COMMERCIAL VEHICLES_
4
DATE: August 22, 1997
SUBJECT: City Council Meeting, August 28, 1997
ITEM: 10. G. Consider a resolution authorizing the Mayor to execute a lease / purchase
financing program agreement for City equipment.
STAFF RESOURCE PERSON: David Kautz
Each year the City acquires a portion of its heavy equipment and rolling stock through a
tax - exempt leasing program. The recommended financing program for the current fiscal year
totals $350,000, has a three year payback and is outlined in the operating budget. The first year
repayment is included in the proposed operating budget.
A summary of the financing quotes is attached and staff recommends acceptance of the
financing from LaSalle Bank at an effective annual interest rate of 5.00 %.
COMPANY NAME
LASALLE
BANK
CAPITAL CITY
LEASING
KOCH FINANCIAL
CORP.
G. E. CAPITAL
FINANCE
MUNICIPAL
SERVICES GRP.
EFFECTIVE
INTEREST RATE ( *)
5.00%
5.08%
5.13%
5.27%
5.43%
STATED
INTEREST RATE
5.00%
5.08%
5.13%
5.27%
4.97%
CITY OF ROUND ROCK
ANALYSIS OF BIDS - EQUIPMENT LEASING
FISCAL YEAR 1997
( *) REFLECTS DIFFERENCE IN CALCULATED PAYBACK PERIOD.
SUMMARY OF BIDS -
11 REQUESTS FOR BIDS WERE MAILED.
8 SUBMITTED BIDS
3 NON - RESPONSIVE