R-2015-2829 - 9/10/2015 RESOLUTION NO. R-2015-2829
A RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY
OF PROPERTY SCHEDULE NO. 3 TO THE MASTER TAX-EXEMPT
LEASE/PURCHASE AGREEMENT WITH U.S. BANCORP, AND
RELATED INSTRUMENTS, AND DETERMINING OTHER MATTERS
IN CONNECTION THEREWITH.
WHEREAS, the City of Round Rock, Texas, as Lessee, entered into a Master Tax-
Exempt Lease/Purchase Agreement with U.S. Bancorp Government Leasing and Finance, Inc.
on September 24, 2013; and
WHEREAS, Lessee is a political subdivision of the State of Texas in which Lessee is
located (the "State") and is duly organized and existing pursuant to the Constitution and laws of
the State of Texas; and
WHEREAS, pursuant to applicable law, the governing body of Lessee ("City
Council") is authorized to acquire, dispose of and encumber real and personal property
including, without limitation, rights and interests in property, leases and easements necessary to
the functions or operations of the Lessee; and
WHEREAS, the City Council desires to obtain certain equipment described in Property
Schedule No. 3, Exhibit "A" (`Property Description"), to the Master Tax-Exempt Lease/
Purchase Agreement in an amount not to exceed $2,000,000.00 (collectively the "Lease") with
U.S. Bancorp Government Leasing and Finance, Inc.; and
WHEREAS, the City Council hereby finds and determines that the execution of the
attached Property Schedule No. 3 and related documents, in the principal amount not exceeding
the amount stated above for the purpose of acquiring the property (the "Equipment") described
specifically in the Lease, is appropriate and necessary to the functions and operations of Lessee,
and that the Equipment is essential for Lessee to perform its governmental functions; and
0112.1504;00341568/ss2
WHEREAS, the funds made available under the Lease will be applied to the
acquisition of the Equipment in accordance with such Lease; and
WHEREAS, Lessee has taken the necessary steps, including those relating to any
applicable legal bidding requirements, to arrange for the acquisition of the Equipment; and
WHEREAS, Lessee proposes to enter into the Property Schedule No. 3 and related
documents with U.S. Bancorp Governinent Leasing and Finance, Inc. substantially in the forms
presented to the City Council, Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,
TEXAS,
Section 1. That the Mayor ("Authorized Representative") acting on behalf of Lessee is
hereby authorized to negotiate, enter into, execute, and deliver the attached Property Schedule
No. 3 and related documents in substantially the form as the documents presently before the City
Council, which documents are available for public inspection at the offices of Lessee. Each
Authorized Representative acting on behalf of Lessee is hereby authorized to negotiate, enter
into, execute, and deliver such other documents relating to the Property Schedule No. 3 as the
Authorized Representative deems necessary and appropriate. All other related contracts and
agreement necessary and incidental to the Property Schedule No. 3 are hereby authorized.
Section 2. That it is hereby found and determined that the Property Schedule No. 3 and
related documents (collectively the "Financing Documents"), in the forms set forth in the
documents presently before the City Council and incorporated into this Resolution, are in the
best interests of Lessee for the acquisition of the Equipment.
Section 3. That the Financing Documents and acquisition and financing of the
Equipment under the terms and conditions as described in the Financing Documents are hereby
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approved. The Pledged Revenues and, more specifically, the first position priority pledge of the
Interest and Sinking Fund as well as the pledge of and covenant to levy and collect any and all ad
valorem taxes in amounts sufficient to make all Rental Payments and other obligations hereunder
and to deposit the same into the Interest and Sinking Fund, are expressly approved and
authorized. Lessee, and any officer of Lessee who shall have power to execute contracts on
behalf of Lessee be, and each hereby is, authorized to execute, acknowledge and deliver the
Financing Documents with any changes, insertions and omissions therein as may be approved by
the officers who execute the Financing Documents, such approval to be conclusively evidenced
by such execution and delivery of the Financing Documents. The City Clerk of Lessee, and any
other officer of Lessee who shall have been granted the power to do so, is authorized to affix the
official seal of Lessee to the Lease and to attest the same.
Section 4. That the proper offices of Lessee be, and each hereby is, authorized and
directed to execute and deliver any and all papers, instruments, opinions, certificates, affidavits
and other documents and to do or cause to be done any and all other acts and things necessary or
proper for carrying out this Resolution and the Financing Documents.
Section 5. That the undersigned further certifies that the Resolution authorizing the
Master Tax-Exempt Lease/Purchase Agreement has not been repealed or amended and remains
in full force and effect, and further certifies that the Master Tax-Exempt Lease/Purchase
Agreement executed on behalf of Lessee is the same as presented at such meeting of the City
Council, excepting only such changes, insertions and omissions as shall have been approved by
the officers who executed the same.
Section 6. That this Resolution shall take effect immediately upon its adoption and
approval.
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The City Council hereby finds and declares that written notice of the date, hour, place
and subject of the meeting at which this Resolution was adopted was posted and that such
meeting was open to the public as required by law at all times during which this Resolution and
the subject matter hereof were discussed, considered and formally acted upon, all as required by
the Open Meetings Act, Chapter 551, Texas Government Code, as amended.
RESOLVED this 10th day of September, 2015.
ALAN MCGRAW, ayor
City of Round Rock, Texas
ATTEST:
SARA L. WHITE, City Clerk
The City Clerk of the above-named Lessee hereby certifies and attests that she has access to the
official records of the City Council of Lessee, that the foregoing Resolution was duly adopted by
said City Council of Lessee at a meeting of said City Council, and that such Resolution has not
been amended or altered and is in full force and effect on the date stated below.
qpw)�' , 4-44
Sara L. White, City Clerk DUND /Q
Date Signed: (vim�(,5 �Q�r...""'''•.Q�
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4
EXHIBIT
DOCUMENT CHECKLIST "A"
PLEASE EXECUTE TWO(2)ORIGINALS OF ALL DOCUMENTS
*NO FRONT&BACK*
RETURN ALL ORIGINALS TO:
U.S. BANCORP GOVERNMENT LEASING AND FINANCE, INC.
RoslE SO
95017 TH STREET,7TH FLOOR
DENVER, CO 80202
303-585-4078
➢ Property Schedule No. 3 -This document must be executed in the presence of a witness/attestor.The attesting
witness does not have to be a notary,just present at the time of execution.
➢ Property Description and Payment Schedule—Exhibit 1
Lessee's Counsel's Opinion — Exhibit 2. This exhibit will need to be executed by your attorney, dated and
placed on their letterhead.Your attorney will likely want to review the agreement prior to executing this opinion.
➢ Lessee's Certificate—Exhibit 3. 1) Please fill in the person's title who will be executing the certificate in the first
paragraph (note: the person who signs this exhibit cannot be the same person as the executing official(s) for all
other documents); 2) Please fill in the date that the governing body met in Line 1; 3) In the middle set of boxes,
please print the name of the executing official(s) in the far left box, print their title(s) in'the middle box and have
the executing official(s) sign the line in the far right hand box; 4) Include in your return package a copy of the
board minutes or resolution for our files; and 5) The exhibit should be executed by someone other than the
executing official(s) named in the center box.
Payment of Proceeds Instructions — Exhibit 4. This is for the vendor payment information. If more than one
vendor is being paid please make copies of this exhibit and fill out as many as are needed.
o IRS Form W-9.This document should be completed for each vendor being paid. Please make copies and fill out as
many as are needed.
➢ Acceptance Certificate —Exhibit 5. The date that all equipment is delivered, installed and accepted is the date
that should be placed on the"DATE" line. If moneys are being deposited into escrow this exhibit should be held
and returned with the final disbursement from the escrow account.
Bank Qualification and Arbitrage Rebate—Exhibit 6.
➢ Insurance Authorization and Verification—To be filled out by the Lessee and sent to your insurance carrier.A
valid insurance certificate, or self-insurance letter if the Lessee self-insures, is required prior to funding.
Y Notification of Tax Treatment—Please provide your State of Sales/Use tax Exemption Certificate.
➢ Form 8038-G—Blank form provided to Lessee. Please consult your local legal/bond counsel to fill out.
➢ Affidavit
Exhibit "A"
Property Schedule No. 3
Master Tax-Exempt Lease/Purchase Agreement
This Property Schedule No. 3 is entered into as of the Commencement Date set forth below, pursuant to that certain Master Tax-Exempt
Lease/Purchase Agreement(the"Master Agreement'),dated as of September 24,2013,between U.S.Bancorp Government Leasing and Finance,Inc.,
and City of Round Rock,Texas.
1. Interpretation. The terms and conditions of the Master Agreement are incorporated herein by reference as if fully set forth herein. Reference is made to
the Master Agreement for all representations,covenants and warranties made by Lessee in the execution of this Property Schedule,unless specifically
set forth herein. In the event of a conflict between the provisions of the Master Agreement and the provisions of this Property Schedule,the provisions of
this Property Schedule shall control. All capitalized terms not otherwise defined herein shall have the meanings provided in the Master Agreement.
2. Commencement Date. The Commencement Date for this Property Schedule is September 14,2015.
3. Property Description and Payment Schedule.The Property subject to this Property Schedule is described in Exhibit 1 hereto. Lessee shall not remove
such property from the locations set forth therein without giving prior written notice to Lessor.The Lease Payment Schedule for this Property Schedule is
set forth in Exhibit 1.
4. Opinion. The Opinion of Lessee's Counsel is attached as Exhibit 2.
5. Lessee's Certificate. The Lessee's Certificate is attached as Exhibit 3.
6. Proceeds. Lessor shall disburse the proceeds of this Property Schedule in accordance with the instructions attached hereto as Exhibit 4.
7. Acceptance Certificate. The form of Acceptance Certificate is attached as Exhibit 5.
8. Additional Purchase Option Provisions. In addition to the Purchase Option provisions set forth in the Master Agreement,Lease Payments payable under
this Property Schedule shall be subject to prepayment in whole at any time by payment of the applicable Termination Amount set forth in Exhibit 1
(Payment Schedule)and payment of all accrued and unpaid interest through the date of prepayment.
9. Private Activity Issue.Lessee understands that among other things,in order to maintain the exclusion of the interest component of Lease Payments from
gross income for federal income tax purposes,it must limit and restrict the rights private businesses(including,for this purpose,the federal government
and its agencies and organizations described in the Code§501(c)(3))have to use the Property. Each of these requirements will be applied beginning
on the later of the Commencement Date or date each portion of the Property is placed in service and will continue to apply until earlier of the end of the
economic useful life of the property or the date the Agreement or any tax-exempt obligation issued to refund the Property Schedule is retired(the
"Measurement Period"). Lessee will comply with the requirements of Section 141 of the Code and the regulations thereunder which provide restrictions
on special legal rights that users other than Lessee or a state or local government or an agency or instrumentality of a state or a local government(an
"Eligible User") may have to use the Property. For this purpose, special legal rights may arise from a management or service agreement, lease,
research agreement or other arrangement providing any entity except an Eligible User the right to use the Property. Any use of the Property by a user
other than an Eligible User is referred to herein as "Non-Qualified Use".Throughout the Measurement Period, all of the Property is expected to be
owned by Lessee. Throughout the Measurement Period,Lessee will not permit the Non-Qualified Use of the Property to exceed 10%.
10. Bank Qualification and Arbitrage Rebate. Attached as Exhibit 6.
11. Expiration. Lessor,at its sole determination,may choose not to accept this Property Schedule if the fully executed,original Master Agreement(including
this Property Schedule and all ancillary documents)is not received by Lessor at its place of business by September 14,2015.
IN WITNESS WHEREOF,Lessor and Lessee have caused this Property Schedule to be executed in their names by their duly authorized representatives as
of the Commencement Date above.
Lessor: U.S. Bancorp Government Leasing and Lessee: City of Round Rock,Texas
Finance,Inc.
B : B :
Name: Name:Alan McGraw
Title: Title: Mayor
Attest:
B
Name: Sara White
Title: City Clerk
EXHIBIT 1
jProperty Description and Payment Schedule
Re: Property Schedule No.3 to Master Tax-Exempt Lease/Purchase Agreement between U.S. Bancorp
Government Leasing and Finance, Inc. and City of Round Rock,Texas.
THE PROPERTY IS AS FOLLOWS: The Property as more fully described in Exhibit A incorporated herein by reference
and attached hereto. It includes all replacements, parts, repairs, additions, accessions and accessories incorporated
therein or affixed or attached thereto and any and all proceeds of the foregoing, including,without limitation,insurance
recoveries.
PROPERTY LOCATION: 221 East Main Street
Address
Round Rock,TX 78681
City,State Zip Code
USE: Various Vehicles - This use is essential to the proper, efficient and economic functioning of Lessee or to the
services that Lessee provides; and Lessee has immediate need for and expects to make immediate use of substantially
all of the Property,which need is not temporary or expected to diminish in the foreseeable future.
Lease Payment Schedule
Total Principal Amount: $2,000,000.00
Lease Principal Interest Termination
Payment No. Due Date Payment Portion Portion Amount
(After Making Payment
for said Due Date
1 14-Mar-2016 209,012.18 192,822.18 16,190.00 1,861,393.16
2 14-Sep-2016 209,012.18 194,383.07 14,629.11 1,661,178.60
3 14-Mar-2017 209,012.18 195,956.60 13,055.58 1,459,343.30
4 14-Sep-2017 209,012.18 197,542.87 11,469.31 1,255,874.14
5 14-Mar-2018 209,012.18 199,141.98 9,870.20 1,050,757.90
6 14-Sep-2018 209,012.18 200,754.03 8,258.15 843,981.24
7 14-Mar-2019 209,012.18 202,379.14 6,633.04 635,530.73
8 14-Sep-201 9 209,012.18 204,017.40 4,994.78 425,392.81
9 14-Mar-2020 _ 209,012.18 205,668.92 3,343.26 213,553.82
10 14-Sep-2020 209 012.18 1 207,333.81 1 678.37 0.00
TOTALS: 2,090,121.80 1 2,000,000.00 90,121.80
Interest Rate: 1.619%
Lessee: City of Round Rock,Texas
B :
Name: Alan McGraw
Title: Mayor
EXHIBIT
jProperty Descri tion
Various Equipment and Vehicles.
(Please see equipment list on next page)
2015 Lease/Purchase Equipment List
I Mi S, WAITIWM0. ,S
1 Police I Caldwell Automotive FR603022 $ 28,778.00 2015 Chevy Tahoe 1GNLC2EC1FR603022 20150340
2 Trans Chastangs Bayou City Ford 28131 $ 91,632.00 2015 Ford F-750 (Water Truck) 3FRXF7FEXFV643676 20150155
3 Trans CRAFCO Texas Inc 0032915-IN $ 26,862.30 Crafco Super Shot 60 Asphalt Distributer 1 C9SU0818E1418473 20150125
4 PARD Creative Bus Sales 1514648 $ 87,590.22 2015 Econo Van IFDGF5GYXFEC18816 20150043
5 Police DFW Honda No number $ 24,661.89 2014 Honda ST1300 PA Motorcycle JH2SC5155EK200124 20150065
6 Police DFW Honda No number $ 24,661.89 2014 Honda STI 300 PA Motorcycle JH2SC5154EK200129 20150065
7 Police DFW Honda No number $ 24,661.99 2014 Honda STI 300 PA Motorcycle JH2SC5153EK200137 20150065
8 PARD John Deere Co. (Dealer:Coural-Prater) 114125909 $ 11,321.77 2014 John Deere XUV 550 S4 Gator 1MO550FBKEM030813 20150190
9 PARD John Deere Co. (Dealer.,Coural-Prater) 114125909 $ 11,321.77 2014 John Deere XUV 550 S4 Gator IM0550FBJEM030814 20150190
10 PARD John Deere Co. (Dealer.Coural-Prater) 114125909 $ 11,321.77 2014 John Deere XUV 550 S4 Gator 1MO550FBAEM030834 20150190
11 Trans ROMCO Equipment 10769435 $ 99,315.00 Asphalt Paver Model 70006 118,084 20150154
12 PARD Professional Turf Products 3024095&96 $ 25,738.99 2014 Toro Sand Pro 5040 w/attachment 314000586/32069 20150066
13 PARD Professional Turf Products 3024099-00 $ 67,435.18 2014 Toro GM4700D(30858N) 314,000,146 20150066
14 PARD Professional Turf Products 3024098-00 $ 56,295.57 2014 Toro GM4000D(30448N) 314,000,323 20150066
15 PARD Professional Turf Products 3024097 $ 35,328.90 2014 Toro 31223N Groundmaster 360 313,000,221 20150066
16 PARD Professional Turf Products 3024097 $ 35,328.89 2014 Toro 31223N Groundmaster 360 313,000,234 20150066
17 Fire Siddons Pending $ 671,010.00 Fire Truck 4PIBAAGF7FA015644 20150170
18 1 Police ISilsbee Ford 68372F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AROFGB68373 20150185
19 Police Silsbee Ford 68373F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR2FGB68374 20150185
20 Police Silsbee Ford 68374F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR4FGB68375 20150185
21 Police Silsbee Ford 68375F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR6FGB68376 20150185
22 Police Silsbee Ford 68376F $ 26,309.35 2015 Ford Explorer AWD 1 FM5KBAR8FGB68377 20150185
23 Police Silsbee Ford 68377F $ 26,309.35 2015 Ford Explorer AWD 1FM5K8ARXFGB68378 20150185
24 Police Silsbee Ford 68378F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR1 FGB68379 20150185
25 Police Silsbee Ford 68379F $ 26,309.35 2015 Ford Explorer AWD 1FM5K8AR8FGB68380 20150185
26 Police Silsbee Ford 6838OF $ 26,309.35 2015 Ford Explorer AWD I FM5K8ARXFGB68381 20150185
27 Police Silsbee Ford 68381F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR1 FGB68382 20150185
28 Police Silsbee Ford 68382F $ 26,309.35 2015 Ford Explorer AWD 1FM5K8AR9FGB68372 20150185
29 Police Silsbee Ford 27437F $ 26,345.71 2015 Ford Explorer AWD 1FM5K8AROFGC27437 20150351
30 Planning Silsbee Ford 33123F $ 18,289.28 2015 Ford F-150 1FTMFlC88FKD31123 20150561
31 PARD Silsbee Ford Pending $ 31,045.22 2015 Ford F-250 Pending 20150561
32 PARD Silsbee Ford 57508F $ 23,373.92 2015 Ford F-250 IFT7X2A64FED57508 20150561
33 PARD Silsbee Ford 69629F $ 32,263.22 2015 Ford F-250 1 FD7W2A61 FED69629 20150561
34 Trans Silsbee Ford 22259F $ 25,094.28 2015 Ford F-150 1FTEXIEF8FKD22259 20150561
35 Trans Silsbee Ford 22258F $ 20,013.08 2015 Ford F-150 Super 1FTEX1C86FKD22258 20150561
36 Trans Silsbee Ford 22254F $ 20,013.08 2015 Ford F-150 Super IFTEXIC89FKD22254 20150561
37 Trans Silsbee Ford 22255F $ 20,013.08 2015 Ford F-150 Super 1FTEX1C80FKD22255 20150561
38 Trans Silsbee Ford 69630F $ 31,045.22 2015 Ford F-250 1 FD7X2A61 FED69630 20150561
39 Trans Silsbee Ford 22256F $ 20,013.08 2015 Ford F-150 1FTEX1C82FKD22256 20150561
40 Trans ISilsbee Ford 22260F $ 25,094.28 2015 Ford F-150 Super 1FTEX1EF4FKD22260 20150561
41 Trans I Silsbee Ford 22257F $ 20,013.08 2015 Ford F-150 I FTEX1 C84FKD22257 20150561
TOTAL: $1,935,285.51
EXHIBIT 2
Lessee's Counsel's O inion
Sheets & Crossfield, P.C.
ATTORNEYS AT LAW
309 East Main Street.Round Rock,TX 78664-5246
Phone 512-255-8877.fax 512-255-8986
Nvww.sheets-cross fie I d.coni
September 10,2015
U.S Bancorp Government Leasing and Finance,Inc.
950 17"'Street,7"Floor
Denver, CO 80202
Lessee: City of Round Rock,221 East Main Street,Round Rock,TX 78664
RE: Property Schedule No. 3 to Master Tax-Exempt Lease/Purchase Agreement between U.S.
Bancorp Government Leasing and Finance,Inc.and City of Round Rock_
Ladies and Gentlemen:
I have acted as special counsel to City of Round Rock ("Lessee'), in connection with the Master
Tax-Exempt Lease/Purchase Agreement, dated as of September 12, 2013 (the "Master Agreement"),
between the City of Round Rock, as lessee, and U.S. Bancorp Governinerit Leasing and Finance,Inc. as
lessor("Lessor"), and the execution of Property Schedule No. 3 (the"Property Schedule")pursuant to the
Master Agreement. I have examined the law and such certified proceedings and other papers as we deem
necessary to render this opinion.
All capitalized terms not otherwise defined herein sliall have the meanings provided in the Master
Agreement and Property Schedule.
As to questions of fact material to my opinion, I have relied upon the representations of the
Lessee in the Master Agreement and the Property Schedule and in the certified proceedings and other
certifications of public officials furnished to us without undertaking to verify the same by independent
investigation.
Based upon the foregoing,I am of the opinion that,under the existing law:
1. Lessee is a public body corporate and politic, duly organized and existing under the laws of the
State of Texas, and has a substantial amount of one or more of the following sovereign powers:
(a)the power to tax, (b)the power of eminent domain,and(c)the police power.
2. Lessee has all requisite power and authority to enter into the Master Agreement and Property
Schedule and to perforin its obligations thereunder.
3. The execution, delivery and performance of the Master Agreement and the Property Schedule by
Lessee has been duly authorized by all necessary action on the part of the Lessee.
4. All proceedings of the Lessee and its governing body relating to the authorization and approval of
the Master Agreement and the Property Schedule, the execution thereof and all transactions
contemplated thereby have been conducted in accordance with all applicable.open meeting laws
and all other applicable state and federal laws.
5. Lessee has acquired or has arranged for the acquisition of the Property subject to the Property
Schedule, and has enteredinto the Master Agreement and the Property Schedule, in compliance
with all applicable public bidding laws.
6. Lessee has obtained all consents and approvals of other governmental authorities or agencies
which may be required for the execution, delivery and performance by Lessee of the Master
.Agreement and the Property Schedule,in compliance with all applicable public bidding laws.
7. The Master Agreement and the Property Schedule have been duly executed and delivered by.
Lessee and constitute legal, valid and binding obligations of Lessee,enforceable against Lessee in
accordance with the terns thereof, except insofar as the enforcement thereof may be limited by
any applicable bankruptcy, insolvency, moratorium, reorganization or other laws of equitable
principles or general application, or of application to municipalities or political subdivisions such
as the Lessee, affecting remedies or creditors' rights generally, and to the exercise of judicial
discretion in appropriate cases.
8. As of the date liereof, based on such inquiry and investigation as we have deemed sufficient, no
litigation is pending, (or,to our knowledge,threatened)against Lessee in any court(a)seeding to
restrain or enjoin the delivery of the Master Agreement or the Property Schedule .or of other
agreements similar to the Master Agreement; (b) questioning authority of Lessee to execute the
Master Agreement or the Property Schedule, or the payment of principal or interest on; the
Property Schedule; (c) questioning the constitutionality of any statute, or the validity of any
proceedings, authorizing the execution of the Master Agreement and the Property Schedule; or
(d)affecting the provisions made for the payment of or security for the Master Agreement and the
Property Schedule.
This opinion may be relied upon by the Lessor, its successors.and assigns, and any other legal
counsel who provides an opinion with respect to the Property Schedule.
Sincerely,
Stephan L. Sheets
City Attorney
EXHIBIT 3
Lessee's Certificate
Re: Property Schedule No. 3 to Master Tax-Exempt Lease/Purchase Agreement between U.S. Bancorp
Government Leasing and Finance, Inc. and City of Round Rock,Texas.
The undersigned, being the duly elected, qualified and acting May of the City of Round Rock("Lessee")do hereby certify,
as of September 14,2015, as follows:
1. Lessee did, at a meeting of the governing body of the Lessee held September 11, 2015 by resolution or
ordinance duly enacted, in accordance with all requirements of law, approve and authorize the execution and delivery of
the above-referenced Property Schedule (the "Property Schedule") and the Master Tax-Exempt Lease/Purchase
Agreement (the"Master Agreement")by the following named representative of Lessee, to wit:
NAME TITLE SIGNATURE
OF EXECUTING OFFICIAL OF EXECUTING OFFICIAL OF EXECUTING OFFICIAL
Alan McGraw Mayor
And/Or
2. The above-named representative of the Lessee held at the time of such authorization and holds at the
present time the office set forth above.
3. The meeting(s) of the governing body of the Lessee at which the Master Agreement and the Property
Schedule were approved and authorized to be executed was duly called, regularly convened and attended throughout by
the requisite quorum of the members thereof, and the enactment approving the Master Agreement and the Property
Schedule and authorizing the execution thereof has not been altered or rescinded. All meetings of the governing body of
Lessee relating to the authorization and delivery of Master Agreement and the Property Schedule have been: (a) held
within the geographic boundaries of the Lessee; (b) open to the public, allowing all people to attend; (c) conducted in
accordance with internal procedures of the governing body; and (d) conducted in accordance with the charter of the
Lessee, if any, and the laws of the State.
4. No event or condition that constitutes, or with the giving of notice or the lapse of time or both would
constitute, an Event of Default(as such terms are defined in the Master Agreement) exists at the date hereof with respect
to this Property Schedule or any other Property Schedules under the Master Agreement.
5. The acquisition of all of the Property under the Property Schedule has been duly authorized by the
governing body of Lessee.
6. As of the date hereof, no litigation is pending, (or, to my knowledge, threatened) against Lessee in any
court (a) seeking to restrain or enjoin the delivery of the Master Agreement or the Property Schedule or of other
agreements similar to the Master Agreement; (b) questioning the authority of Lessee to execute the Master Agreement or
the Property Schedule, or the validity of the Master Agreement or the Property Schedule, or the payment of principal of or
interest on, the Property Schedule; (c) questioning the constitutionality of any statute, or the validity of any proceedings,
authorizing the execution of the Master Agreement and the Property Schedule; or(d)affecting the provisions made for the
payment of or security for the Master Agreement and the Property Schedule.
City of Round Rock,Texas
By:
Title: City Clerk
SIGNER MUST NOT BE THE SAME AS THE EXECUTING OFFICIALS SHOWN ABOVE.
EXHIBIT 4
Pa ment of Proceeds Instructions
U.S. Bancorp Government Leasing and Finance, Inc.
13010 SW 68th Parkway, Suite 100
Portland, OR 97223
Re: Property Schedule No. 3 (the "Property Schedule") to Master Tax-Exempt Lease/Purchase Agreement
between U.S. Bancorp Government Leasing and Finance, Inc. ("Lessor") and City of Round Rock, Texas
("Lessee").
Ladies and Gentlemen:
The undersigned, an Authorized Representative of the Lessee hereby requests and authorizes Lessor to disburse the net
proceeds of the Property Schedule as follows:
Name of Payee: City of Round Rock
By check By wire transfer XXX
If by check, Payee's address:
If by wire transfer, instructions as follows:
Pay to Bank Name: JPMorgan Chase Bank
Bank Address:
221 W. Sixth Street, Floor 2 Austin, TX 78701
512-479-2720
Bank Phone#:
For Account of: City of Round Rock Operating Account
Account No.: 456891386
ABA No.: 021000021
Lessee: City of Round Rock,Texas
B :
Name: Alan McGraw
Title: Mayor
Form Int-9 Request for Taxpayer Give Form to the
(Rev.December 2014) requester.Do not
Department of the Treasury Identification Number and Certification send to the IRS.
Internal Revenue Service
1 Name(as shown on your income tax return).Name is required on this line;do not leave this line blank.
N 2 Business name/disregarded entity name,if different from above
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ca
Q. 3 Check appropriate box for federal tax classification;check only one of the following seven boxes: 4 Exemptions(codes apply only to
c
❑Individual/sole proprietor or ❑ C Cor oration certain entities,not individuals;see
m p ❑SCorporation ❑ Partnership ❑Trust estate instructions onpage 3):
ao single-member LLC Exempt payee code(f any)
.2 ❑Limited liability company.Enter the tax classification(C=C corporation,S=S corporation,P=partnership)►
o Note.For a single-member LLC that is disregarded,do not check LLC;check the appropriate box in the line above for Exemption from FATCA reporting
N the tax classification of the single-member owner. code(f any)
5
a E]Other(see instructions)► (Apples toaaovn(s ma'rri�d outvde the US.)5 Address(number,street,and apt.or suite no.) Requester's name and address(optional)
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U) 6 City,state,and ZIP code
N
7 List account numbers)here(optional)
JM Taxpayer Identification Number(TIN)
Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid Social security number
backup withholding.For individuals,this is generally your social security number(page However,fora _m _
resident alien,sole proprietor,or disregarded entity,see the Part I instructions on page 3.For other
entities,it is your employer identification number(EIN).If you do not have a number,see How to get a
TIN on page 3. or
Note.If the account is in more than one name,see the instructions for line 1 and the chart on page 4 for Employer identification number
guidelines on whose number to enter. FrIdillim .
Certification
Under penalties of perjury,I certify that:
1. The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me);and
2. 1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue
Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am
no longer subject to backup withholding;and
3. 1 am a U.S.citizen or other U.S.person(defined below);and
4.The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct.
Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding
because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage
interest paid,acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and
generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the
instructions on page 3.
Sign Signature of
Here I U.S.person► Date P-
General Instructions •Form 1098(home mortgage interest),1098-E(student loan interest),1098-T
(tuition)
Section references are to the Internal Revenue Code unless otherwise noted. •Form 1099-C(canceled debt)
Future developments.Information about developments affecting Form W-9(such •Form 1099-A(acquisition or abandonment of secured property)
as legislation enacted after we release it)is at wwwJrs.gov/Av9.
Use Form W-9 only if you are a U.S.person(including a resident alien),to
Purpose of Form provide your correct TIN.
An individual or entity(Form W-9 requester)who is required to file an Information If you do not return Form W-9 to the requester with a TIN,you might be subject
return with the IRS must obtain your correct taxpayer identification number(TIN) to backup withholding.See What is backup withholding?on page 2.
which may be your social security number(SSN),individual taxpayer identification By signing the filled-out form,you:
number(ITIN),adoption taxpayer identification number(ATIN),or employer 1.Certify that the TIN you are giving is correct(or you are waiting for a number
identification number(EIN),to report on an information return the amount paid to to be issued),
you,or other amount reportable on an information return.Examples of information
returns include,but are not limited to,the following: 2.Certify that you are not subject to backup withholding,or
•Form 1099-INT(interest earned or paid) 3.Claim exemption from backup withholding if you are a U.S.exempt payee.If
•Form 1099-DIV(dividends,including those from stocks or mutual funds) applicable,you are also certifying that as a U.S.person,your allocable share of
any partnership income from a U.S.trade or business is not subject to the
•Form 1099-MISC(various types of income,prizes,awards,or gross proceeds) withholding tax on foreign partners'share of effectively connected income,and
•Form 1099-B(stock or mutual fund sales and certain other transactions by 4.Certify that FATCA code(s)entered on this form(if any)indicating that you are
brokers) exempt from the FATCA reporting,is correct.See What is FATCA reporting?on
•Form 1099-S(proceeds from real estate transactions) page 2 for further information.
•Form 1099-K(merchant card and third parry network transactions)
Cat.No.10231X Form W-9(Rev.12-2014)
Form W-9(Rev.12-2014) Page 2
Note.If you are a U.S.person and a requester gives you a form other than Form 3.The IRS tells the requester that you furnished an incorrect TIN,
W-9 to request your TIN,you must use the requester's form if it is substantially 4.The IRS tells you that you are subject to backup withholding because you did
similar to this Form W-9. not report all your interest and dividends on your tax return(for reportable interest
Definition of a U.S.person.For federal tax purposes,you are considered a U.S. and dividends only),or
person if you are: 5.You do not certify to the requester that you are not subject to backup
•An individual who is a U.S.citizen or U.S.resident alien; withholding under 4 above(for reportable interest and dividend accounts opened
•A partnership,corporation,company,or association created or organized in the after 1983 only).
United States or under the laws of the United States; Certain payees and payments are exempt from backup withholding.See Exempt
•An estate(other than a foreign estate);or payee code on page 3 and the separate Instructions for the Requester of Form
•A domestic trust(as defined in Regulations section 301.7701-7). W-9 for more information.
Special rules for partnerships.Partnerships that conduct a trade or business in Also see Special rules for partnerships above.
the United States are generally required to pay a withholding tax under section What is FATCA reporting?
1446 on any foreign partners'share of effectively connected taxable income from
such business.Further,in certain cases where a Form W-9 has not been received, The Foreign Account Tax Compliance Act(FATCA)requires a participating foreign
the rules under section 1446 require a partnership to presume that a partner is a financial institution to report all United States account holders that are specified
foreign person,and pay the section 1446 withholding tax.Therefore,if you are a United States persons.Certain payees are exempt from FATCA reporting.See
U.S.person that is a partner in a partnership conducting a trade or business in the Exemption from FATCA reporting code on page 3 and the Instructions for the
United States,provide Form W-9 to the partnership to establish your U.S.status Requester of Form W-9 for more information.
and avoid section 1446 withholding on your share of partnership income.
In the cases below,the following person must give Form W-9 to the partnership Updating Your Information
for purposes of establishing its U.S.status and avoiding withholding on its You must provide updated information to any person to whom you claimed to be
allocable share of net income from the partnership conducting a trade or business an exempt payee if you are no longer an exempt payee and anticipate receiving
in the United States: reportable payments in the future from this person.For example,you may need to
•In the case of a disregarded entity with a U.S.owner,the U.S.owner of the provide updated information if you are a C corporation that elects to be an S
disregarded entity and not the entity; corporation,or if you no longer are tax exempt.In addition,you must furnish a new
Form W-9 if the name or TIN changes for the account;for example,if the grantor
•In the case of a grantor trust with a U.S.grantor or other U.S.owner,generally, of a grantor trust dies.
the U.S.grantor or other U.S.owner of the grantor trust and not the trust;and
•In the case of a U.S.trust(other than a grantor trust),the U.S.trust(other than a Penalties
grantor trust)and not the beneficiaries of the trust. Failure to furnish TIN.If you fail to furnish your correct TIN to a requester,you are
Foreign person.If you are a foreign person or the U.S.branch of a foreign bank subject to a penalty of$50 for each such failure unless your failure is due to
that has elected to be treated as a U.S.person,do not use Form W-9.Instead,use reasonable cause and not to willful neglect.
the appropriate Form W-8 or Form 8233(see Publication 515,Withholding of Tax Civil penalty for false information with respect to withholding.If you make a
on Nonresident Aliens and Foreign Entities). false statement with no reasonable basis that results in no backup withholding,
Nonresident alien who becomes a resident alien.Generally,only a nonresident you are subject to a$500 penalty.
alien individual may use the terms of a tax treaty to reduce or eliminate U.S.tax on Criminal penalty for falsifying information.Willfully falsifying certifications or
certain types of income.However,most tax treaties contain a provision known as affirmations may subject you to criminal penalties including fines and/or
a"saving clause."Exceptions specified in the saving clause may permit an imprisonment.
exemption from tax to continue for certain types of income even after the payee
has otherwise become a U.S.resident alien for tax purposes. Misuse of TINs.If the requester discloses or uses TINS in violation of federal law,
If you are a U.S.resident alien who is relying on an exception contained in the the requester may be subject to civil and criminal penalties.
saving clause of a tax treaty to claim an exemption from U.S.tax on certain types
of income,you must attach a statement to Form W-9 that specifies the following Specific Instructions
five items:
1.The treaty country.Generally,this must be the same treaty under which you Line 1
claimed exemption from tax as a nonresident alien. You must enter one of the following on this line;do not leave this line blank.The
2.The treaty article addressing the income. name should match the name on your tax return.
3.The article number(or location)in the tax treaty that contains the saving If this Form W-9 is for a joint account,list first,and then circle,the name of the
clause and its exceptions. person or entity whose number you entered in Part I of Form W-9.
4.The type and amount of income that qualifies for the exemption from tax. a. Individual.Generally,enter the name shown on your tax return.If you have
changed your last name without informing the Social Security Administration(SSA)
5.Sufficient facts to justify the exemption from tax under the terms of the treaty of the name change,enter your first name,the last name as shown on your social
article. security card,and your new last name.
Example.Article 20 of the U.S.-China income tax treaty allows an exemption Note.ITIN applicant:Enter your individual name as it was entered on your Form
from tax for scholarship income received by a Chinese student temporarily present W-7 application,line la.This should also be the same as the name you entered on
in the United States.Under U.S.law,this student will become a resident alien for the Form 1040/1040A/1040EZ you filed with your application.
tax purposes if his or her stay in the United States exceeds 5 calendar years. b. Sole proprietor or single-member LLC.Enter your individual name as
However,paragraph 2 of the first Protocol to the U.S.-China treaty(dated April 30, shown on our proprietor
0r singl -me on line 1.You may enter our business,trade,
1984)allows the provisions of Article 20 to continue to apply even after the Y Y Y
Chinese student becomes a resident alien of the United States.A Chinese student or"doing business as"(DBA)name on line 2.
who qualifies for this exception(under paragraph 2 of the first protocol)and is c. Partnership,LLC that is not a single-member LLC,C Corporation,or S
relying on this exception to claim an exemption from tax on his or her scholarship Corporation.Enter the entity's name as shown on the entity's tax return on line 1
or fellowship income would attach to Form W-9 a statement that includes the and any business,trade,or DBA name on line 2.
information described above to support that exemption. d. Other entities.Enter your name as shown on required U.S.federal tax
If you are a nonresident alien or a foreign entity,give the requester the documents on line 1.This name should match the name shown on the charter or
appropriate completed Form W-8 or Form 8233. other legal document creating the entity.You may enter any business,trade,or
DBA name on line 2.
Backup Withholding e. Disregarded entity.For U.S.federal tax purposes,an entity that is
What is backup withholding?Persons making certain payments to you must disregarded as an entity separate from its owner is treated as a"disregarded
under certain conditions withhold and pay to the IRS 28%of such payments.This entity." See Regulations section 301.7701-2(c)(2)(if).Enter the owner's name on
is called"backup withholding." Payments that may be subject to backup line 1.The name of the entity entered on line 1 should never be a disregarded
withholding include interest,tax-exempt interest,dividends,broker and barter entity.The name on line 1 should be the name shown on the income tax return on
exchange transactions,rents,royalties,nonemployee pay,payments made in which the income should be reported.For example,if a foreign LLC that is treated
settlement of payment card and third party network transactions,and certain as a disregarded entity for U.S.federal tax purposes has a single owner that is a
payments from fishing boat operators.Real estate transactions are not subject to U.S.person,the U.S.owner's name is required to be provided on line 1.If the
backup withholding. direct owner of the entity is also a disregarded entity,enter the first owner that is
You will not be subject to backup withholding on payments you receive if you not disregarded for federal tax purposes.Enter the disregarded entity's name on
give the requester your correct TIN,make the proper certifications,and report all line 2,"Business name/disregarded entity name."If the owner of the disregarded
your taxable interest and dividends on your tax return. entity is a foreign person,the owner must complete an appropriate Form W-8
instead of a Form W-9. This is the case even if the foreign person has a U.S.TIN.
Payments you receive will be subject to backup withholding if:
1.You do not furnish your TIN to the requester,
2.You do not certify your TIN when required(see the Part II instructions on page
3 for details),
Form W-9(Rev.12-2014) Page 3
Line 2 2 However,the following payments made to a corporation and reportable on Form
If you have a business name,trade name,DBA name,or disregarded entity name, 1099-MISC are not exempt from backup withholding:medical and health care
you may enter it on line 2. payments,attorneys'fees,gross proceeds paid to an attorney reportable under
section 6045(0,and payments for services paid by a federal executive agency.
Line 3 Exemption from FATCA reporting code.The following codes identify payees
Check the appropriate box in line 3 for the U.S.federal tax classification of the that are exempt from reporting under FATCA.These codes apply to persons
person whose name is entered on line 1.Check only one box in line 3. submitting this form for accounts maintained outside of the United States by
Limited Liability Company(LLC).If the name on line 1 is an LLC treated as a certain foreign financial institutions.Therefore,if you are only submitting this form
for an account you hold in
partnership for U.S.federal tax purposes,check the"Limited Liability Company" the United States,you may leave this field blank.
box and enter"P"in the space provided.If the LLC has filed Form 8832 or 2553 to Consult with the person requesting this form if you are uncertain if the financial
be taxed as a corporation,check the"Limited Liability Company"box and in the institution is subject to these requirements.A requester may indicate that n code is
space provided enter"C"for C corporation or"S"for S corporation.If it is a not required ti providing you with a Form W-9 with"Not Applicable"(or any
single-member LLC that is a disregarded entity,do not check the"Limited Liability similar indication)written or printed on the line far a FATCA exemption code.
Company"box;instead check the first box in line 3"Individual/sole proprietor or A—An organization exempt from tax under section 501(a)or any individual
single-member LLC." retirement plan as defined in section 7701(a)(37)
Line 4,Exemptions B—The United States or any of its agencies or instrumentalities
If you are exempt from backup withholding and/or FATCA reporting,enter in the C—A state,the District of Columbia,a U.S.commonwealth orpossession,or
any of their political subdivisions or instrumentalities
appropriate space in line 4 any code(s)that may apply to you.
Exempt payee code. D—A corporation the stock of which is regularly traded on one or more
established securities markets,as described in Regulations section
• Generally,individuals(including sole proprietors)are not exempt from backup 1.1472-1(c)(1)(i)
withholding.
E—A corporation that is a member of the same expanded affiliated group as a
• Except as provided below,corporations are exempt from backup withholding corporation described in Regulations section 1.1472-1(c)(1)()
for certain payments,including interest and dividends. F—A dealer in securities,commodities,or derivative financial instruments
• Corporations are not exempt from backup withholding for payments made in (including notional principal contracts,futures,forwards,and options)that is
settlement of payment card or third party network transactions. registered as such under the laws of the United States or any state
• Corporations are not exempt from backup withholding with respect to attorneys' G—A real estate investment trust
fees or gross proceeds paid to attorneys,and corporations that provide medical or H—A regulated investment company as defined in section 851 or an entity
health care services are not exempt with respect to payments reportable on Form registered at all times during the tax year under the Investment Company Act of
1099-MISC. 1940
The following codes identify payees that are exempt from backup withholding. I—A common trust fund as defined in section 584(a)
Enter the appropriate code in the space in line 4.
1—An organization exempt from tax under section 501(a),any IRA,or a J—A bank as defined in section 581
custodial account under section 403(b)(7)if the account satisfies the requirements K—A broker
of section 401(f)(2) L—A trust exempt from tax under section 664 or described in section 4947(a)(1)
2—The United States or any of its agencies or instrumentalities M—A tax exempt trust under a section 403(b)plan or section 457(g)plan
3—A state,the District of Columbia;a U.S.commonwealth or possession,or Note.You may wish to consult with the financial institution requesting this form to
any of their political subdivisions or instrumentalities determine whether the FATCA code and/or exempt payee code should be
4—A foreign government or any of its political subdivisions,agencies,or completed.
instrumentalities
Line 5
5—A corporation
6—A dealer in securities or commodities required to register in the United Enter your address(number,street,and apartment or suite number).This is where
States,the District of Columbia,or a U.S,commonwealth or possession the requester of this Form W-9 will mail your information returns.
7—A futures commission merchant registered with the Commodity Futures Line 6
Trading Commission Enteryour city,state,and ZIP code.
8—A real estate investment trust
9—An entity registered at all times during the tax year under the Investment Part I.Taxpayer Identification Number(TIN)
Company Act of 1940 Enter your TIN in the appropriate box.If you are a resident alien and you do not
10—A common trust fund operated by a bank under section 584(a) have and are not eligible to get an SSN,your TIN is your IRS individual taxpayer
11—A financial institution have
number([TIN).Enter it in the social security number box.If you do not
have an ITIN,see How to get a TIN below.
12—A middleman known in the investment community as a nominee or If you are a sole proprietor and you have an EIN,you may enter either your SSN
custodian or EIN.However,the IRS prefers that you use your SSN.
13—A trust exempt from tax under section 664 or described in section 4947 If you are a single-member LLC that is disregarded as an entity separate from its
The following chart shows types of payments that may be exempt from backup owner(see Limited Liability Company(LLC)on this page),enter the owner's SSN
withholding.The chart applies to the exempt payees listed above,1 through 13. (or EIN,if the owner has one).Do not enter the disregarded entity's EIN.If the LLC
is classified as a corporation or partnership,enter the entity's EIN.
IF the payment is for... THEN the payment is exempt for... Note.See the chart on page 4 for further clarification of name and TIN
combinations.
Interest and dividend payments All exempt payees except How to get a TIN.If you do not have a TIN,apply for one immediately.To apply
for 7 for an SSN,get Form SS-5,Application for a Social Security Card,from your local
SSA office or get this form online at www.ssa.gov.You may also get this form by
Broker transactions Exempt payees 1 through 4 and 6 calling 1-800-772-1213.Use Form W-7,Application for IRS Individual Taxpayer
through 11 and all C corporations.S Identification Number,to apply for an ITIN,or Form SS-4,Application for Employer
corporations must not enter an exempt Identification Number,to apply for an EIN.You can apply for an EIN online by
payee code because they are exempt accessing the IRS website at www.irs.gov/businesses and clicking on Employer
only for sales of noncovered securities Identification Number(EIN)under Starting a Business.You can get Forms W-7 and
acquired prior to 2012. SS-4 from the IRS by visiting IRS.gov or by calling 1-800-TAX-FORM
(1-800-829-3676).
Barter exchange transactions and Exempt payees 1 through 4 If you are asked to complete Form W-9 but do not have a TIN,apply for a TIN
patronage dividends and write"Applied For"in the space for the TIN,sign and date the form,and give it
Payments over$600 required to be Generally,exempt payees to the requester.For interest and dividend payments,and certain payments made
2 with respect to readily tradable instruments,generally you will have 60 days to get
reported and direct sales over$5,000 1 through 5 a TIN and give it to the requester before you are subject to backup withholding on
payments.The 60-day rule does not apply to other types of payments.You will be
Payments made in settlement of Exempt payees 1 through 4 subject to backup withholding on all such payments until you provide your TIN to
payment card or third party network the requester.
transactions Note.Entering"Applied For"means that you have already applied for a TIN or that
1 See Form 1099-MISC,Miscellaneous Income,and its instructions. you intend to apply for one soon.
Caution:A disregarded U.S.entity that has a foreign owner must use the
appropriate Form W-8.
Form W-9(Rev.12-2014) Page 4
Part 11.Certification 3You must show your individual name and you may also enter your business or DBA name on
the"Business name/disregarded entity"name line.You may use either yourSSN or EIN(if you
To establish to the withholding agent that you are a U.S.person,or resident alien, have one),but the IRS encourages you to use your SSN.
sign Form W-9.You may be requested to sign by the withholding agent even if List first and circle the name of the trust,estate,or pension trust.(Do not furnish the TIN of the
items 1,4,or 5 below indicate otherwise. personal representative or trustee unless the legal entity itself Is not designated in the account
For a joint account,only the person whose TIN is shown in Part I should sign title.)Also see Special rules for partnerships on page 2.
(when required).In the case of a disregarded entity,the person identified on line 1 'Note.Grantor also must provide a Form W-9 to trustee of trust.
must sign.Exempt payees,see Exempt payee code earlier. Note.If no name is circled when more than one name is listed,the number will be
Signature requirements.Complete the certification as indicated in items 1 considered to be that of the first name fisted.
through 5 below.
Secure Your Tax Records from Identity Theft
1.Interest,dividend,and barter exchange accounts opened before 1984
and broker accounts considered active during 1983.You must give your Identity theft occurs when someone uses your personal information such as your
correct TIN,but you do not have to sign the certification. name,SSN,or other identifying information,without your permission,to commit
2.Interest,dividend,broker,and barter exchange accounts opened after fraud or other crimes.An identity thief may use your SSN to get ajob or may file a
1983 and broker accounts considered inactive during 1983.You must sign the tax return using your SSN to receive a refund.
certification or backup withholding will apply.If you are subject to backup To reduce your risk:
withholding and you are merely providing your correct TIN to the requester,you •Protect your SSN,
must cross out item 2 in the certification before signing the form.
•Ensure your employer is protecting your SSN,and
3.Real estate transactions.You must sign the certification.You may cross out
item 2 of the certification. •Be careful when choosing a tax preparer.
4.Other payments.You must give your correct TIN,but you do not have to sign If your tax records are affected by identity theft and you receive a notice from
the certification unless you have been notified that you have previously given an the IRS,respond right away to the name and phone number printed on the IRS
incorrect TIN."Other payments"include payments made in the course of the notice or letter.
requester's trade or business for rents,royalties,goods(other than bills for If your tax records are not currently affected by identity theft but you think you
merchandise),medical and health care services(including payments to are at risk due to a lost or stolen purse or wallet,questionable credit card activity
corporations),payments to a nonemployee for services,payments made in or credit report,contact the IRS Identity Theft Hotline at 1-800-908-4490 or submit
settlement of payment card and third party network transactions,payments to Form 14039.
certain fishing boat crew members and fishermen,and gross proceeds paid to For more information,see Publication 4535,Identity Theft Prevention and Victim
attorneys(including payments to corporations). Assistance.
5.Mortgage interest paid by you,acquisition or abandonment of secured Victims of identity theft who are experiencing economic harm ora system
property,cancellation of debt,qualified tuition program payments(under problem,or are seeking help in resolving tax problems that have not been resolved
section 529),IRA,Coverdell ESA,Archer MSA or HSA contributions or through normal channels,may be eligible for Taxpayer Advocate Service(TAS)
distributions,and pension distributions.You must give your correct TIN,but you assistance.You can reach TAS by calling the TAS toll-free case intake line at
do not have to sign the certification. 1-877-777-4778 orTTY/rDD 1-800-829-4059.
What Name and Number To Give the Requester Protect yourself from suspicious emails or phishing schemes.Phishing is the
creation and use of email and websites designed to mimic legitimate business
For this type of account: Give name and SSN of: emails and websites.The most common act is sending an email to a user falsely
claiming to be an established legitimate enterprise in an attempt to scam the user
1.Individual The individual into surrendering private information that will be used for identity theft.
2.Two or more individuals Qoint The actual owner of the account or, The IRS does not initiate contacts with taxpayers via emails.Also,the IRS does
account) if combined funds,the first not request personal detailed information through email or ask taxpayers for the
individual on the account' PIN numbers,passwords,or similar secret access information for their credit card,
3.Custodian account of a minor The minor' bank,or other financial accounts.
(Uniform Gift to Minors Act) If you receive an unsolicited email claiming to be from the IRS,forward this
4.a.The usual revocable savings The grantor-trustee' message to phishing®irs.gov.You may also report misuse of the IRS name,logo,
trust(grantor is also trustee) or other IRS property to the Treasury Inspector General for Tax Administration
b.So-called trust account that isThe actual owner (fIGTA)at 1-800-366-4484.You can forward suspicious emails to the Federal
not a legal or valid trust under Trade Commission at:spam@uce.gov or contact them at www.ftc.gov/idtheft or
state law 1-877-IDTHEFT(1-877-438-4338).
5.Sole proprietorship or disregarded The owner' Visit IRS.gov to learn more about identity theft and how to reduce your risk.
entity owned by an individual
6.Grantor trust filing under Optional The grantor' Privacy Act Notice
Form 1099 Filing Method 1(see
Regulations section 1.671-4(b)(2)() Section 6109 of the Internal Revenue Code requires you to provide your correct
(A)) TIN to persons(including federal agencies)who are required to file information
returns with the IRS to report interest,dividends,or certain other income paid to
For this type of account: Give name and EIN of: you;mortgage interest you paid;the acquisition or abandonment of secured
7.Disregarded entity not owned by an The owner property;the cancellation of debt;or contributions you made to an IRA,Archer
individual MSA,or HSA.The person collecting this form uses the information on the forth to
S.A valid trust,estate,or pension trust Legal entity' file information returns with the IRS,reporting the above information.Routine uses
of this information include giving it to the Department of Justice for civil and
9.Corporation or LLC electing The corporation criminal litigation and to cities,states,the District of Columbia,and U.S.
corporate status on Form 8832 or commonwealths and possessions for use in administering their laws.The
Form 2553 information also may be disclosed to other countries under a treaty,to federal and
10.Association,club,religious, The organization state agencies to enforce civil and criminal laws,or to federal law enforcement and
charitable,educational,or other tax- intelligence agencies to combat terrorism.You must provide your TIN whether or
exempt organization not you are required to file a tax return.Under section 3406,payers must generally
11.Partnership or multi-member LLC The partnership withhold a percentage of taxable interest,dividend,and certain other payments to
a payee who does not give a TIN to the payer.Certain penalties may also apply for
12.A broker or registered nominee The broker or nominee providing false or fraudulent information.
13.Account with the Department of The public entity
Agriculture in the name of a public
entity(such as a state or local
government,school district,or
prison)that receives agricultural
program payments
14.Grantor trust filing under the Form The trust
1041 Filing Method or the Optional
Form 1099 Filing Method 2(see
Regulations section 1.671-4(b)(2)()
(B))
'List first and circle the name of the person whose number you furnish.If only one person on a
joint account has an SSN,that person's number must be furnished.
2 Circle the minor's name and furnish the minor's SSN.
EXHIBIT 5
[Acceptance Certificate
U.S. Bancorp Government Leasing and Finance, Inc.
13010 SW 68th Parkway, Suite 100
Portland, OR 97223
Re: Property Schedule No. 3 to Master Tax-Exempt Lease/Purchase Agreement between U.S. Bancorp
Government Leasing and Finance, Inc. and City of Round Rock,Texas
Ladies and Gentlemen:
In accordance with the above-referenced Master Tax-Exempt Lease/Purchase Agreement (the "Master Agreement'), the
undersigned ("Lessee") hereby certifies and represents to, and agrees with, U.S. Bancorp Government Leasing and
Finance, Inc. ("Lessor"), as follows:
(1) The Property, as such terms are defined in the above-referenced Property Schedule, has been acquired,
made, delivered, installed and accepted on the date indicated below.
(2) Lessee has conducted such inspection and/or testing of the Property as it deems necessary and
appropriate and hereby acknowledges that it accepts the Property for all purposes.
(3) No event or condition that constitutes, or with notice or lapse of time, or both,would constitute,an Event of
Default(as such terms are defined in the Master Agreement)exists at the date hereof.
Acceptance Date:
Lessee: City of Round Rock,Texas
B :
Name: Alan McGraw
Title: Mayor
EXHIBIT 6
Bank Qualification And Arbitrage Rebate
U.S. Bancorp Government Leasing and Finance, Inc.
13010 SW 68th Parkway, Suite 100
Portland, OR 97223
Re: Property Schedule No.3 to Master Tax-Exempt Lease/Purchase Agreement between U.S. Bancorp
Government Leasing and Finance, Inc. and City of Round Rock, Texas
PLEASE CHECK EITHER:
Bank Qualified Tax-Exempt Obligation under Section 265
X Lessee hereby designates this Property Schedule as a"qualified tax-exempt obligation"as defined in Section
265(b)(3)(B) of the Code. Lessee reasonably anticipates issuing tax-exempt obligations (excluding private activity bonds
other than qualified 501(c)(3) bonds and including all tax-exempt obligations of subordinate entities of the Lessee) during the
calendar year in which the Commencement Date of this Property Schedule falls, in an amount not exceeding$10,000,000.
or
Not applicable.
Arbitrage Rebate
Eighteen Month Exception:
Pursuant to Treasury Regulations Section 1.148-7(d),the gross proceeds of this Property Schedule will be expended
for the governmental purposes for which this Property Schedule was entered into, as follows: at least 15%within six months
after the Commencement Date, at least 60%within 12 months after the Commencement Date, and 100%within 18 months
after the Commencement Date. If Lessee is unable to comply with Section 1.148-7(d) of the Treasury Regulations, Lessee
shall compute rebatable arbitrage on this Agreement and pay rebatable arbitrage to the United States at least once every five
years,and within 60 days after payment of the final Lease Payment due under this Agreement.
Consult tax counsel if there is any chance that the Eighteen Month Exception will not be
met.
Lessee: City of Round Rock,Texas
B :
Name: Alan McGraw
Title: Mayor
L
Certificate of Coverage
LNUERGOVERNAIL•NTAL IUSKK POOL
TMLIRPTMLIRP Contract Number: 3127
Member: Company Affording Coverage:
Round Rock Texas Municipal League Intergovernmental Risk Pool(TMLIRP)
Mr.Michael Bennett PO Box 149194
Risk Manager Austin,TX 78714-9194
221 E Main Ave Ste 100 (512)491-2300 or(800)537-6655
Round Rock,Texas 78664 Fax:(512)491-2404
Certificate Holder:
U.S. Bancorp Government Leasing and Finance. Inc.
1310 Madrid St x#101
Marshall, MN 56258
Attn: Insurance Department
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 this certificate may be issued or may pertain,the coverage afforded by
TMLIRP described herein is subject only to the terms,exclusions and additions of TMLIRP's coverage contracts between TMLIRP and its member(s).
Coverage is continuous until canceled.
General Liability Effective Date: 10/1/2014 Real&Personal Property Effective Date: 10/1/2014
Anniversary Date: 10/1/2015 Anniversary Date: 1011/2015
Limits of Liability(Each Occurrence): $1,000,000 Limits of Coverage:
Sudden Events Involving Pollution
(Each Occurrence): $1,000,000 Deductible per Occurrence:
Annual Aggregate: $2,000,000 Mobile Equipment Effective Date: 10/1/2014
Deductible per Occurrence: $2,500 Anniversary Date: 10/1/2015
Law Enforcement Liability Effective Date: Limits of Coverage: $5,864,131
Anniversary Date: Deductible per Occurrence: $2,500
Limits of Liability(Each Occurrence): Boiler&Machinery-Broad Form Effective Date: 10/1/2014
Annual Aggregate: Anniversary Date: 10/1/2015
Deductible per Occurrence: Per Accident Limit:
Errors and Omissions Liability Effective Date: Deductible per Occurrence:
Anniversary Date: Yes No
Limits of Liability(Each Wrongful Act): Mortgagee
Annual Aggregate: Loss Payee X
Deductible per Occurrence: Loan Number:
Auto Liability Effective Date: 10/1/2014 Year/Make/Model VIN Value
Anniversary Date: 10/1/2015
Limits of Liability(Each Occurrence): $1,000,000
Deductible per Occurrence: $2,500
Auto Physical Damage Effective Date: 10/1/2014
Anniversary Date: 10/1/2015
Limits of Liability: ACV or Agreed Value as scheduled
Collision Deductible: $2,500
Comprehensive Deductible: S2,500
Yes No
Loss Payee: X Loan Number:
DESCRIPTION:
Evidence of Coverage
Cancellation: Should any of the above described coverages be canceled before the anniversary date 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:Kris Reim Date Issued:
3/23/2015
X102
2/10/2015
Notification of Tax Treatment to Tax-Exempt Lease/Purchase Agreement
This Notification of Tax Treatment is pursuant to Property Schedule No. 3 to the Master Tax-Exempt Lease/Purchase Agreement
dated as of September 24,2013 and the related Property Schedule,between Lessor and Lessee(the"Agreement').
Lessee agrees that this Property Schedule SHOULD be subject to sales/use taxes
X Lessee agrees that this Property Schedule should NOT be subject to sales/use taxes and Lessee has previously
provided our tax-exemption certificate to Lessor
Lessee agrees that this Property Schedule should NOT be subject to sales/use taxes and no tax-exemption certificate is
issued to us by the State
Lessee agrees that this Property Schedule is a taxable transaction and subject to any/all taxes
Lessee agrees that this Property Schedule is subject to sales/use taxes and will pay those taxes directly to the State or
Vendor
IN WITNESS WHEREOF,Lessee has caused this Notification of Tax Treatment to be executed by their duly authorized representative.
Lessee:City of Round Rock,Texas
B :
Name: Alan McGraw
Title: Mayor
Form 8038-G Information Return for Tax-Exempt Governmental Obligations
(Rev.September 2011) ►Under Internal Revenue Code section 149(e) OMB No.1545-0720
►See separate instructions.
Department of the Treasury
Internal Revenue Service Caution:If the issue price is under$100,000,use Form 8038-GC.
Reporting Authority If Amended Return,check here ► ❑
1 Issuer's name 2 Issuer's employer identification number(EIN)
7yor7� S
3a Name of person(other than issuer)with whom the IRS may communicate about this return(see instructions) 3b Telephone number of other person shown on 3a
�s rr� G/,L-l.o U„r-\ X 'n z- Z I cl�- S-y 3 L_
4 Number and street(or P.O.box if mail is not delivered to street address) Room/suite 5 Report number(For IRS Use Only)
2-2-I LPI—Si /V\A11,-�, STf-e- . Y- 131
6 City,town,or post office,slate,and ZIP code 7 Date of issue
-rX M64
8 Name of issue 9 CUSIP number
Mas-��r L6ps� /kG,%�M�r�?
10a Name and title of officer or other employee of the issuer whom the IRS may call for more information(see 10b Telephone number of officeror other
instructions) employee shown on 10a
SCS4A,z) L. (N�lt 4>vt GPA CFC) I
Type of Issue (enter the issue price).See the instructions and attach schedule.
11 Education . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
12 Health and hospital . . . . . . . . . . . . . . . . . . . . . . . . . . 12
13 Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
14 Public safety . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 y2 ion
15 Environment(including sewage bonds) . . . . . . . . . . . . . . . . . . . . 15
16 Housing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
17 Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
18 Other.Describe ► 18
19 If obligations are TANS or RANs,check only box 19a . . . . . . . . . . . . . ► ❑
If obligations are BANS,check only box 19b . . . . . . . . . . . . . . . . ► ❑
20 If obligations are in the form of a lease or installment sale,check box . . . . . . . . ► ❑
Description of Obligations. Complete for the entire issue for which this form is being filed.
(c)Stated redemption (d)Weighted
(a)Final maturity date (b)Issue price price at maturity average maturity (e)Yield
21 9-17-1-oZZ0 $ 1_,Ccic-) coo $ 1D. 9,0 Fl V,5 :) ears I .L1`7 %
10711 aUses of Proceeds of Bond Issue (including underwriters'discount)
22 Proceeds used for accrued interest . . . . . . . . . . . . . . . . . . . . . 22
23 Issue price of entire issue(enter amount from line 21,column(b)) . . . . . 23
24 Proceeds used for bond issuance costs(including underwriters'discount). . 24
25 Proceeds used for credit enhancement . . . . . . . . . . . . 25
26 Proceeds allocated to reasonably required reserve or replacement fund . 26
27 Proceeds used to currently refund prior issues . . . . . . . . . 27
28 Proceeds used to advance refund prior issues . . . . . . . . . 28
29 Total(add lines 24 through 28) . . . . . . . . . . . . . . . . . . . . . . . 29
30 Nonrefunding proceeds of the issue(subtract line 29 from line 23 and enter amount here) 30
Description of Refunded Bonds. Complete this part only for refunding bonds.
31 Enter the remaining weighted average maturity of the bonds to be currently refunded . . . . ► /A years
32 Enter the remaining weighted average maturity of the bonds to be advance refunded . . . . 0- M/N years
33 Enter the last date on which the refunded bonds will be called(MM/DDNYYY) . . . . . . 0-
34 Enter the date(s)the refunded bonds were issued►(MM/DD/YYYY)
For Paperwork Reduction Act Notice,see separate instructions. Cat.No.637735 Form 8038-G(Rev.9-2011)
Form 8038-G(Rev.9-2011) Page 2
Miscellaneous
35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) . . . . 35
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract
(GIC)(see instructions) . . . . . . . . . . . . . . . . . . . . . . . . . 36a
b Enter the final maturity date of the GIC I>-
0
c Enter the name of the GIC provider►
37 Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans
to other governmental units . . . . . . . . . . . . . . . . . . . . . . 37
38a If this issue is a loan made from the proceeds of another tax-exempt issue,check box® Eland enter the following information:
b Enter the date of the master pool obligation
c Enter the EIN of the issuer of the master pool obligation
d Enter the name of the issuer of the master pool obligation Ili-
39 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III)(small issuer exception),check box ❑
40 If the issuer has elected to pay a penalty in lieu of arbitrage rebate,check box . . . . . . . . . . . . . ® ❑
41a If the issuer has identified a hedge,check here�> ❑ and enter the following information:
b Name of hedge provider Ili-
c Type of hedge d
d Term of hedge 0,-
42
42 If the issuer has superintegrated the hedge,check box . . . . . . . . . . . . . . . . . . . . . D ❑
43 If the issuer has established written procedures to ensure that all nonqualified bonds of this issue are remediated
according to the requirements under the Code and Regulations(see instructions),check box . . . . . . . . ® ❑
44 If the issuer has established written procedures to monitor the requirements of section 148,check box . P ❑
45a If some portion of the proceeds was used to reimburse expenditures,check here p ❑ and enter the amount
of reimbursement . . . . . . . . . D
b Enter the date the official intent was adopted 11>-
Under
Under penalties of perjury,I declare that 1 have examined this return and accompanying schedules and statements,and to the best of my knowledge
Signature and belief,they are true,correct,and complete.I further declare that I consent to the IRS's disclosure of the issuer's return information,as necessary to
and process this return,to the person that I have authorized above.
Consent JvSf�c, L. NV&bWj1 C19A, CPC)
Signature of issuer's authorized representative Date Type or print name and title
Paid Print/Type preparer's name Preparer's signature Date Check ❑ if PTIN
Preparer self-employed
Use Only I Firm's name ► I Firm's EIN
Firm's address ► Phone no.
Form 8038-G(Rev.9-2011)
Instructions for Form C Department the Treasury
Internal Revenue Service
8038-G
(Rev. September 2011 )
Information Return for Tax-Exempt Governmental Obligations
Section references are to the Internal indenture or other bond documents.See Rounding to Whole Dollars
Revenue Code unless otherwise noted. Where To File next. You may show amounts on this return as
General Instructions Where To File whole dollars.To do drop amounts
less than 50 cents andd increase amounts
Purpose of Form File Form 8038-G,and any attachments, from 50 cents through 99 cents to the
Form 8038-G is used b of with the Department of the Treasury, next higher dollar.
Y issuers Internal Revenue Service Center,Ogden,
tax-exempt governmental obligations to UT 84201. Questions On Filing Form
provide the IRS with the information 8038-G
required by section 149(e)and to monitor Private delivery services. You can use For specific questions on how to file Form
the requirements of sections 141 through certain private delivery services 8038-G send an email to the IRS at
150. designated by the IRS to meet the"timely TaxExemptBondQuestionsCirs.gov
Who Must File mailing as timely filing/paying"rule for tax and put"Form 8038-G Question"in the
returns and payments.These private subject line. In the email include a
delivery services include only the description of your question,a return
IF the issue price THEN,for tax-exempt following: email address,the name of a contact
(line 21,column(b)) governmental • DHL D
DHL S
DHL Express : Same a
(DHL): Y person,and a telephone number.
is... obligations issued p
Service.
after December 31, . Federal Express(FedEx):FedEx Definitions
1986,issuers must PriorityOvernight, FedEx Standard
file... Tax-exempt obligation. This is any
Overnight, FedEx 2Day, FedEx obligation,including a bond,installment
$100,000 or more A separate Form International Priority,and FedEx purchase agreement,or financial lease,
8038-G for each issue International First. on which the interest is excluded from
• United Parcel Service(UPS):UPS Next income under section 103.
Less than$100,000 Form 8038-GC, Day Air,UPS Next Day Air Saver,UPS
Information Return for 2nd Day Air,UPS 2nd Day Air A.M.,UPS Tax-exempt governmental obligation.
Small Tax-Exempt A tax-exempt obligation that is not a
Governmental Bond Worldwide Express Plus,and UPS private activity bond(see below)is a
Issues,Leases,and Worldwide Express. tax-exempt governmental obligation.This
Installment Sales The private delivery service can tell includes a bond issued by a qualified
you how to get written proof of the mailing volunteer fire department under section
date. 150(e).
For all build America bonds and Private activity bond. This includes an
recovery zone economic Other Forms That May Be obligation a issued o art h an issue s
development bonds use Form g p
in
8038-B, Information Return for Build Required which:
America Bonds and Recovery Zone For rebating arbitrage(or paying a • More than 10%of the proceeds are to
Economic Development Bonds.For tax penalty in lieu of arbitrage rebate)to the be used for any private activity business
credit bonds and specified tax credit Federal government,use Form 8038-T, use,and a
bonds use Form 8038-TC, Information Arbitrage Rebate,Yield Reduction and • More than 10%of the payment of
Return for Tax Credit Bonds and Penalty in Lieu of Arbitrage Rebate. principal or interest of the issue is either
Specified Tax Credit Bonds. (a)secured by an interest in property to
For private activity bonds,use Form be used for a private business use(or
When To File 8038,Information Return for Tax-Exempt payments for such property)or(b)to be
File Form 8038-G on or before the 15th Private Activity Bond Issues. derived from payments for property(or
day of the 2nd calendar month after the For build America bonds(Direct Pay) borrowed money)used for a private
,
close of the calendar quarter in which the business use.
bond is issued. Form 8038-G may not be build America bonds(Tax Credit),and It also includes a bond,the proceeds
filed before the issue date and must be recovery zone economic development of which(a)are to be used directly or
completed based on the facts as of the bonds,complete Form 8038-B,Information Return for Build America indirectly to make or finance loans(other
issue date. Bonds and Recovery Zone Economic than loans described in section
Late filing. An issuer maybe granted an Development Bonds. to persons other than governmenntaltal 141 units
uts
extension of time to file Form 8038-G and(b)exceeds the lesser of 5%of the
under Section 3 of Rev.Proc.2002-48, For qualified forestry conservation proceeds or$5 million.
2002-37 I.R.B.531,if it is determined that bonds, new clean renewable energy Issue price. The issue price of
the failure to file timely is not due to willful bonds,qualified energy conservation obligations is generally determined under
neglect.Type or print at the top of the bonds,qualified zone academy bonds, Regulations section 1.148-1(b).Thus,
form"Request for Relief under section 3 qualified school construction bonds,clean when issued for cash,the issue price is
of Rev.Proc.2002-48"and attach a letter renewable energy bonds, Midwestern tax the first price at which a substantial
explaining why Form 8038-G was not credit bonds,and all other qualified tax amount of the obligations are sold to the
submitted to the IRS on time.Also credit bonds(except build America public.To determine the issue price of an
indicate whether the bond issue in bonds),file Form 8038-TC, Information obligation issued for property,see
question is under examination by the IRS. Return for Tax Credit Bonds and sections 1273 and 1274 and the related
Do not submit copies of the trust Specified Tax Credit Bonds. regulations.
Sep 20,2011 Cat.No.63774D
Issue. Generally,obligations are treated return for the same date of issue. If you exchanges the bonds that are part of the
as part of the same issue if they are are filing to correct errors or change a issue for the underwriter's(or other
issued by the same issuer,on the same previously filed return,check the purchaser's)funds.For a lease or
date,and in a single transaction,or a Amended Return box in the heading of installment sale,enter the date interest
series of related transactions.However, the form. starts to accrue in a MM/DD/YYYY
obligations issued during the same The amended return must provide all format.
calendar year(a)under a loan agreement the information reported on the original Line 8. If there is no name of the issue,
under which amounts are to be advanced return,in addition to the new or corrected
periodically a"draw-down loan" or please provide other identification of the
P Y( ) ( ) information.Attach an explanation of the issue.
with a term not exceeding 270 days,may reason for the amended return and write
be treated as part of the same issue if the across the top,"Amended Return Line 9. Enter the CUSIP(Committee on
obligations are equally and ratably Explanation."Failure to attach an Uniform Securities Identification
secured under a single indenture or loan explanation may result in a delay in Procedures)number of the bond with the
agreement and are issued under a processing the form. latest maturity.If the issue does not have
common financing arrangement(for "
Line 1. The issuer's name is the name of a CUSIP number,write"None
example,under the same official
statement periodically updated to reflect the entity issuing the obligations,not the Line 10a. Enter the name and title of the
changing factual circumstances).Also,for name of the entity receiving the benefit of officer or other employee of the issuer
obligations issued under a draw-down the financing. For a lease or installment whom the IRS may call for more
loan that meet the requirements of the sale,the issuer is the lessee or the information. If the issuer wishes to
preceding sentence,obligations issued purchaser. designate a person other than an officer
during different calendar years may be Line 2. An issuer that does not have an or other employee of the issuer(including
treated as part of the same issue if all of employer identification number(EIN) a legal representative or paid preparer)
the amounts to be advanced under the should apply for one on Form SS-4, whom the IRS may call for more
draw-down loan are reasonably expected Application for Employer Identification information about the return,enter the
to be advanced within 3 years of the date Number.You can get this form on the IRS name,title,and telephone number of
of issue of the first obligation.Likewise, website at IRS.gov or by calling such person on lines 3a and 3b.
obligations(other than private activity 1-800-TAX-FORM(1-800-829-3676).You Complete lines 10a and yob even
bonds)issued under a single agreement may receive an EIN by telephone by _ if you complete lines 3a and 3b.
that is in the form of a lease or installment following the instructions for Form SS4.
sale may be treated as part of the same Line 3a. If the issuer wishes to authorize
issue if all of the property covered by that a person other than an officer or other part II—Type of Issue
agreement is reasonably expected to be employee of the issuer(including a legal
delivered within 3 years of the date of representative or paid preparer)to Elections referred to in Part II are
issue of the first obligation. communicate with the IRS and whom the1® made on the original bond
Arbitrage rebate. Generally,interest on IRS may contact about this return documents,not on this form.
a state or local bond is not tax-exempt (including in writing or by telephone),
unless the issuer of the bond rebates to enter the name of such person here.The Identify the type of obligations issued
the United States arbitrage profits earned person listed in line 3a must be an by entering the corresponding issue price
from investing proceeds of the bond in individual.Do not enter the name and title (see Issue price under Definitions earlier).
higher yielding nonpurpose investments. of an officer or other employee of the Attach a schedule listing names and EINs
See section 148(f). issuer here(use line 10a for that of organizations that are to use proceeds
Construction issue. This is an issue of purpose). of these obligations,if different from those
tax-exempt bonds that meets both of the Note. By authorizing a person other than of the issuer,include a brief summary of
following conditions: an authorized officer or other employee of the use and indicate whether or not such
1. At least 75%of the available the issuer to communicate with the IRS user is a governmental or
construction proceeds are to be used for and whom the IRS may contact about this nongovernmental entity.
construction expenditures with respect to return,the issuer authorizes the IRS to Line 18. Enter a description of the issue
property to be owned by a governmental communicate directly with the individual in the space provided.
unit or a section 501(c)(3)organization, entered on line 3a and consents to
and disclose the issuer's return information to Line 19. If the obligations are short-term
2. All the bonds that are part of the that individual,as necessary,to process tax anticipation notes or warrants(TANs)
issue are qualified 501(c)(3)bonds, this return. or short-term revenue anticipation notes
bonds that are not private activity bonds, Lines 4 and 6. If you listed an individual or warrants(RANs),check box 19a.If the
or private activity bonds issued to finance on line 3a to communicate with the IRS obligations are short-term bond
property to be owned by a governmental and whom the IRS may contact about this anticipation notes(BANs),issued with the
unit or a section 501(c)(3)organization. return,enter the number and street(or expectation that they will be refunded with
P.O.box if mail is not delivered to street the proceeds of long-term bonds at some
In lieu of rebating any arbitrage that address),city,town,or post office,state, future date,check box 19b.Do not check
may be owed to the United States,the and ZIP code of that person.Otherwise, both boxes.
issuer of a construction issue may make enter the issuer's number and street(or Line 20. Check this box if property other
an irrevocable election to pay a penalty. P.O.box if mail is not delivered to street than cash is exchanged for the obligation,
The penalty is equal to 11h%of the address),city,town,or post office,state, for example,acquiring a police car,a fire
amount of construction proceeds that do and ZIP code. truck,or telephone equipment through a
not meet certain spending requirements. series of month) a type of
See section 148(f)(4)(C)and the Note. The address entered on lines 4 y payments.ments.(This yp
Instructions for Form 8038-T. and 6 is the address the IRS will use for obligation is sometimes referred to as a
all written communications regarding the "municipal lease.")Also check this box if
$ ecific Instructions processing of this return,including any real property is directly acquired in
Specific notices. exchange for an obligation to make
Orth Authority periodic payments of interest and
Part I—Re
p g y Line 5. This line is for IRS use only. Do principal.Do not check this box if the
Amended return. An issuer may file an not make any entries in this box. proceeds of the obligation are received in
amended return to change or add to the Line 7. The date of issue is generally the the form of cash,even if the term"lease"
information reported on a previously filed date on which the issuer physically is used in the title of the issue.
-2-
Part III—Description of principal,interest,or call premium on any the conditions of the private business
Obligations other issue of bonds after 90 days of the tests or the private loan financing test to
date of issue,including proceeds that will be met,then such issue is also an issue
Line 21. For column(a),the final be used to fund an escrow account for of private activity bonds.Regulations
maturity date is the last date the issuer this purpose. section 1.141-2(d)(3)defines a deliberate
must redeem the entire issue. Part V—Description of action as any action taken by the issuer
For column(b),see Issue price under that is within its control regardless of
Definitions earlier. Refunded Bonds whether there is intent to violate such
For column(c),the stated redemption Complete this part only if the bonds are to tests.Regulations section 1.141-12
price at maturity of the entire issue is the be used to refund a prior issue of explains the conditions to taking remedial
sum of the stated redemption prices at tax-exempt bonds. For a lease or action that prevent an action that causes
maturity of each bond issued as part of installment sale,write"N/A"in the space an issue to meet the private business
the issue.For a lease or installment sale, to the right of the title for Part V. tests or private loan financing test from
write"N/A"in column(c). Lines 31 and 32. The remaining being treated as a deliberate action.
For columnavera a weighted d ,the weighted average maturity is determined Check the box if the issuer has
( ) g without regard to the refunding.The established written procedures to ensure
maturity is the sum of the products of the weighted average maturity is determined timely remedial action for all nonqualffied
issue price of each maturity and the in the same manner as on line 21,column bonds according to Regulations section
number of years to maturity(determined (d) 1.141-12 or other remedial actions
separately for each maturity and by taking authorized by the Commissioner under
into account mandatory redemptions), Line 34. If more than a single issue of Regulations section 1.141-12(h).
divided by the issue price of the entire bonds will be refunded,enter the date of
issue(from line 21,column(b)).For a issue of each issue.Enter the date in an Line 44. Check the box if the issuer has
lease or installment sale,enter instead MM/DD/YYYY format. established written procedures to monitor
the total number of years the lease orpart VI—Miscellaneous compliance with the arbitrage,yield
installment sale will be outstanding. restriction,and rebate requirements of
For column(e),the yield,as defined in Line 35. An allocation of volume cap is section 148.
section 148(h),is the discount rate that, required if the nonqualified amount for the Line 45a. Check the box if some part of
when used to compute the present value issue is more than$15 million but is not the proceeds was used to reimburse
of all payments of principal and interest to more than the amount that would cause expenditures.Figure and then enter the
be paid on the obligation,produces an the issue to be private activity bonds. amount of proceeds that are used to
amount equal to the purchase price, Line 36. If any portion of the gross reimburse the issuer for amounts paid for
including accrued interest.See proceeds of the issue is or will be a qualified purpose prior to the issuance
Regulations section 1.148-4 for specific invested in a guaranteed investment of the bonds.See Regulations section
rules to compute the yield on an issue.If contract(GIC),as defined in Regulations 1.150-2.
the issue is a variable rate issue,write section 1.148-1(b),enter the amount of Line 45b. An issuer must adopt an
"VR"as the yield of the issue. For other the gross proceeds so invested,as well official intent to reimburse itself for
than variable rate issues,carry the yield as the final maturity date of the GIC and preissuance expenditures within 60 days
out to four decimal places(for example, the name of the provider of such contract. after payment of the original expenditure
5.3125%).If the issue is a lease or Line 37. Enter the amount of the unless excepted by Regulations section
installment sale,enter the effective rate of proceeds of this issue used to make a 1.150-2(f).Enter the date the official
interest being paid. loan to another governmental unit,the intent was adopted.See Regulations
Part IV—Uses of Proceeds of interest of which is tax-exempt. section 1.150-2(e)for more information
Bond Issue Line 38. If the issue is a loan of about official intent.
For a lease or installment sale,write"N/A" Proceeds from another tax-exempt issue, Signature and Consent
in the space to the right of the title for Part check the box and enter the date of issue, An authorized representative of the issuer
pool
obligation,and name of issuer of the master
IV. pmust sign Form 8038-G and any
pool applicable certification.Also print the
Line 22. Enter the amount of proceeds Line 40. Check this box if the issue is a PP p
that will be used to pay interest from the construction issue and an irrevocable name and title of the person signing Form
date the bonds are dated to the date of election to a a penalty m lieu of 8038-G.The authorized representative of
issue. pay p y the issuer signing this form must have the
arbitrage rebate has been made on or authority to consent to the disclosure of
Line 24. Enter the amount of the before the date the bonds were issued.
as
proceeds that will be used to pay bond The penalty is payable with a Form the issuer's return information,n,
issuance costs,includingfees for trustees P y p y necessary to process this return,to the
8038-T for each 6-month period after the person(s)that have been designated in
and bond counsel. If no bond proceeds date the bonds are issued. Do not make Form 8038-G.
will be used to pay bond issuance costs, any payment of penalty in lieu of arbitrage
enter zero.Do not leave this line blank. rebate with this form.See Rev. Proc. Note. If the issuer in Part 1,lines 3a and
Line 25. Enter the amount of the 92-22,1992-1 C.B.736 for rules 3b authorizes the IRS to communicate
proceeds that will be used to pay fees for regarding the"election document." (including in writing and by telephone)
or
credit enhancement that are taken into Line 41 a. Check this box if the issuer of h a person other than officer
account in determining the yield on the has identified a hedge on its books and other employee u the issuer,a signing
issue for purposes of section 148(h) (for records according to Regulations sections this form,the issuer's authorized
example,bond insurance premiums and 1.148-4(h)(2)(viii)and 1.148-4(h)(5)that representative consents the disclosure
certain fees for letters of credit). permit an issuer of tax-exempt bonds to of the issuer's return information, as
Line 26. Enter the amount of proceeds identify a hedge for it to be included in necessary to process this return,to such
that will be allocated to such a fund. yield calculations for computing arbitrage. Person.
Line 27. Enter the amount of the Line 42. In determining if the issuer has Paid Preparer
proceeds that will be used to pay super-integrated a hedge,apply the rules If an authorized officer of the issuer filled
principal,interest,or call premium on any of Regulations section 1.148-4(h)(4).If in this return,the paid preparers space
other issue of bonds within 90 days of the the hedge is super-integrated,check the should remain blank.Anyone who
date of issue. box. prepares the return but does not charge
Line 28. Enter the amount of the Line 43. If the issuer takes a"deliberate the organization should not sign the
proceeds that will be used to pay action"after the issue date that causes return.Certain others who prepare the
-3-
return should not sign.For example,a the information.We need it to ensure that Learning about the law or 2 hr.,41 min.
regular,full-time employee of the issuer, you are complying with these laws. the form . . . . . . . . . . . ..
such as a clerk,secretary,etc.,should You are not required to provide the Preparing,copying, 3 hr.,3 min.
not sign, information requested on a form that is assembling,and sending
Generally,anyone who is paid to subject to the Paperwork Reduction Act the form to the IRS. . .. ..
prepare a return must sign it and fill in the unless the form displays a valid OMB If you have comments concerning the
other blanks in the Paid Preparer Use control number.Books or records relating accuracy of these time estimates or
Onlyarea of the return. to a form or its instructions must be suggestions for making this form simpler,
The paid preparer must: retained as long as their contents may we would be happy to hear from you.You
• Sign the return in the space provided become material in the administration of can write to the Internal Revenue Service,
for the preparer's signature(a facsimile any Internal Revenue law.Generally,tax Tax Products Coordinating Committee,
signature is acceptable), returns and return information are SE:W:CAR:MP:T:M:S, 1111 Constitution
• Enter the preparer information,and confidential,as required by section 6103. Ave.NW, IR-6526,Washington,DC
• Give a copy of the return to the issuer. The time needed to complete and file 20224. Do not send the form to this
this form varies depending on individual office. Instead,see Where To File.
Paperwork Reduction Act Notice. We circumstances.The estimated average
ask for the information on this form to time is:
carry out the Internal Revenue laws of the
United States.You are required to give us
-4-
AFFIDAVIT
STATE OF TEXAS §
§ KNOW ALL MEN BY THESE PRESENTS:
COUNTIES OF WILLIAMSON §
& TRAVIS §
BEFORE ME, the undersigned authority; on this day personally appeared Alan McGraw,
known to me to be the person whose name is subscribed to the following instrument, and who,
being duly sworn upon his oath, deposed and stated as follows:
1. "My name is Alan McGraw. I am the duly elected, qualified, and acting Mayor of the
City of Round Rock, Texas ("City"). I ani over eighteen years of age, of sound mind, and
capable of making this affidavit. I have personal knowledge of the facts recited herein, and
competent to testify to all facts recited herein, and all such facts are true and correct."
2. "The City .is the sole owner of the Property identified in Property Schedule No. 3
("Property") of the Master Tax-Exempt Lease/Purchase Agreement between U.S. Bancorp
Govermnent Leasing and Finance, Inc. and the City of Round Rock and attached hereto as
Attachment A."
3. "Copies of the original titles in possession of the City have been attached hereto as
Attachtnent B."
4. "The City is in sole possession of the Property and has hill rights and power to enter into
a Master.Tax-Exempt Lease/Purchase Agreement for said Property."
S: "The Property has all been acquired and is located in Round Rock, Texas."
6. "There are no pending suits or judgments, executions, attachments in any court other
forum with regard to the Property of any other legal obligations which may be enforced against
00341207/ss2
the Property."
7. "The City has created a special Interest and Sinking Fund (the "Interest and Sinking
Fund.") solely for the benefit of the Master Tax-Exempt Lease/Purchase Agreement for said
Property. . 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 interest and principal in accordance
with .Exhibit 1, Property Description and Payment Schedule, of the Master Tax-Exempt
Lease/Purchase Agreement. All ad valorem taxes levied and collected for and on account of the
Master Tax-Exempt Lease/Purchase Agreement shall be deposited, as collected, to the credit of
the Interest and Sinking Fund. During each year while the principal and 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 .money required to pay the interest pursuant to Exhibit 1, Property
Descriplion and Paj iinent Schedule, of the Master Tax-Exempt Lease/Purchase Agreement as
such interest comes due, and to provide and maintain an Interest and Sinking Fund adequate to
pay the principal pursuant to Exhibit 1, Property Description and Payment Schedule, of the
Master Tax-Exempt Lease/Purchase Agreement as such principal becomes due (but never less
than 2% each year), and said tax shall be based on the last approved tax rolls of the City, with
full allowance made for tax delinquencies and the cost of tax collection.
7. "The City designates Property Schedule No. 3 as "qualified tax-exempt obligation" as
defined in Section 265(b)(3)(13) of the Code. The City does not reasonably anticipate issuing
tax-exempt obligations in calendar year 2015 in an amount exceeding$10,000,000.00.
Affiant
2
STATE OF TEXAS §
COUNTIES OF WILLIAMSON AND §
TRAVIS §
SUBSCRIBED AND SWORN TO ME BEFORE, on this the day of September
2015, by Alan McGraw,to certify which witness my hand and seal of office.
NOTARY PUBLIC, STATE OF TEXAS
PRINTED NAME OF NOTARY
MY COMMISSION EXPIRES:
ATTACHMENT "A"
PROPERTY SCHEDULE NO. 2
(Equipment is listed on the following page.)
4
2015 Lease/Purchase Equipment List
# DEPT. VENDOR INV.# INV.AMNT DESCRIPTION VIN OR S/N PO#
1 Police I Caldwell Automotive FR603022 $ 28,778.0 12015 Chevy Tahoe 1GNLC2EC1FR603022 20150340
2 Trans Chastangs Bayou City Ford 28131 $ 91,632.00 2015 Ford F-750 (Water Truck) 3FRXF7FEXFV643676 20150155
3 Trans CRAFCO Texas Inc 0032915-IN $ 26,862.30 Crafco Super Shot 60 Asphalt Distributer 1C9SU0818E1418473 20150125
4 PARD Creative Bus Sales 1514648 $ 87,590.22 2015 Econo Van 1FDGF5GYXFEC18816 20150043
5 Police DFW Honda No number $ 24,661.89 2014 Honda ST1300 PA Motorcycle JH2SC5155EK200124 20150065
6 Police DFW Honda No number $ 24,661.89 2014 Honda ST1300 PA Motorcycle JH2SC5154EK200129 20150065
7 1 Police IDFWHonda No number $ 24,661.99 2014 Honda ST1300 PA Motorcycle JH2SC5153EK200137 20150065
8 PARD John Deere Co. (Dealer:Coufal-Prater) 114125909 $ 11,321.77 2014 John Deere XUV 550 S4 Gator 1M0550FBKEM030813 20150190
9 PARD John Deere Co. (Dealer.Coufal-Prater) 114125909 $ 11,321.77 2014 John Deere XUV 550 S4 Gator 1M0550FBJEM030814 20150190
10 PARD John Deere Co. (Dealer:Coufal-Prater) 114125909 $ 11,321.77 2014 John Deere XUV 550 S4 Gator 1M0550FBAEM030834 20150190
11 Trans ROMCO Equipment 10769435 $ 99,315.00 Asphalt Paver Model 70006 118,084 20150154
12 PARD Professional Turf Products 3024095&96 $ 25,738.99 2014 Toro Sand Pro 5040 w/attachment 314000586/32069 20150066
13 PARD Professional Turf Products 3024099-00 $ 67,435.18 2014 Toro GM4700D(30858N) 314,000,146 20150066
14 1 PARD Professional Turf Products 3024098-00 $ 56,295.57 2014 Toro GM4000D(30448N) 314,000,323 20150066
15 PARD Professional Turf Products 3024097 $ 35,328.90 2014 Toro 31223N Groundmaster 360 313,000,221 20150066
16 PARD Professional Turf Products 3024097 $ 35,328.89 2014 Toro 31223N Groundmaster 360 313,000,234 20150066
17 Fire Siddons Pending $ 671,010.00 Fire Truck 4P1BAAGF7FA015644 20150170
18 Police Silsbee Ford 68372F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AROFGB68373 20150185
19 Police Silsbee Ford 68373F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR2FGB68374 20150185
20 Police Silsbee Ford 68374F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR4FGB68375 20150185
21 Police Silsbee Ford 68375F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR6FGB68376 20150185
22 Police Silsbee Ford 68376F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR8FGB68377 20150185
23 Police Silsbee Ford 68377F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8ARXFGB68378 20150185
24 Police Silsbee Ford 68378F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR1 FGB68379 20150185
25 Police Silsbee Ford 68379F $ 26,309.35 2015 Ford Explorer AWD 1FM5K8AR8FGB68380 20150185
26 Police Silsbee Ford 6838OF $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8ARXFGB68381 20150185
27 Police Silsbee Ford 68381F $ 26,309.35 2015 Ford Explorer AWD 1FM5K8AR1FGB68382 20150185
28 Police Silsbee Ford 68382F $ 26,309.35 2015 Ford Explorer AWD 1 FM5K8AR9FGB68372 20150185
29 Police Silsbee Ford 27437F $ 26,345.71 2015 Ford Explorer AWD 1 FM5K8AROFGC27437 20150351
30 Planning Silsbee Ford 33123F $ 18,289.28 2015 Ford F-150 1FTMF1C88FKD31123 20150561
31 PARD Silsbee Ford Pending $ 31,045.22 2015 Ford F-250 Pending 20150561
32 PARD Silsbee Ford 57508F $ 23,373.92 2015 Ford F-250 1 FT7X2A64FED57508 20150561
33 PARD Silsbee Ford 69629F $ 32,263.22 2015 Ford F-250 1FD7W2A61FED69629 20150561
34 Trans Silsbee Ford 22259F $ 25,094.28 2015 Ford F-150 1FTEX1EF8FKD22259 20150561
35 Trans Silsbee Ford 22258F $ 20,013.08 2015 Ford F-150 Super 1FTEX1C86FKD22258 20150561
36 Trans Silsbee Ford 22254F $ 20,013.08 2015 Ford F-150 Super 1FTEX1C89FKD22254 20150561
37 Trans Silsbee Ford 22255F $ 20,013.08 2015 Ford F-150 Super 1FTEX1C80FKD22255 20150561
38 Trans Silsbee Ford 6963OF $ 31,045.22 2015 Ford F-250 1FD7X2A61FED69630 20150561
39 Trans Silsbee Ford 22256F $ 20,013.08 2015 Ford F-150 1FTEX1C82FKD22256 20150551
40 Trans Silsbee Ford 22260F $ 25,094.28 2015 Ford F-150 Super 1FTEX1EF4FKD22260 20150561
41 Trans Silsbee Ford 22257F $ 20,013.08 12015 Ford F-150 1FTEX1C84FKD22257 20150561
TOTAL: $1,935,285.51