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Home My WebLink AboutContracts & Agreements_44-2006_CCv0001.pdf Ford Motor Credit Company 1 American Road P.O.Box 1739 Dearborn,Michigan 48121-1739 March 1, 2006 The Honorable Jon Harrison, Mayor City of Redlands, Police Department 35 Cajon Street Redlands, CA 92373 Subject: Master Equipment Lease-Purchase Agreement- Lease No. 3967200 Dear Mayor Harrison: Enclosed are the subject documents for the Equipment being acquired from Redlands Ford. Please review the following documentation for accuracy: • Opinion of Counsel - Please have your attorney sign where indicated. • Amendment- Please sign where indicated. If not appropriate, line through the form and return unsigned. • Schedule 3967212, Page 1 - Please sign where indicated. • Delivery and Acceptance Certificate(s)- Please sign and indicate the date the Equipment was accepted by you or your authorized representative. • Temporary Insurance Form - Please complete and sign where indicated. • 8038-G - Please review and sign where indicated. On your behalf, we will forward the signed original form to the IRS. • Also, if you haven't already done so, please be sure to forward the original SIGNED AND NOTARIZED Municipal Financing Application upon execution of the documents. Also enclosed is an invoice for the first payment check payable to Ford Motor Credit Company in the amount of $113,252.59 for the first payment. Please return the check and all signed original documents by 3/14106, preferably to the express mail address below. If documents cannot be returned by this date, or if you have any questions, please call me at 1-M-241-4199, Ext. 172, and refer to Schedule 3967212. Overnight/Express Delivery U.S. Regular Mail Ford Motor Credit Company Ford Motor Credit Company Commercial Lending -MD 7500 Commercial Lending - MD 7500 1 American Road, Suite 2277 P. O. Box 1739, Suite 2277 Dearborn, MI 48126 Dearborn, Ml 48121-1739 ATTN: Carol Tom, Municipal Finance ATTN: Carol Tom, Municipal Finance After the documents are signed for Ford Motor Credit Company, a set of copies will be sent to you. Sincerely, Linda Adamus Enclosures Municipal Finance PLEASE NOTE: The interest rate may be subject to a rate increase or require a rate extension fee if the documents are not returned by 05/31/2006. OPINION OF COUNSEL With respect to that certain Master Equipment Lease-Purchase Agreement 3967200 dated 09120/1995 by and between Ford for Credit Company (Lessor) and City of Redlands (Lessee) as Supplemented by Schedule 3967212 thereto (the "Master Ag meat"), I am of the opinion that-, (1) Lessee is a political subdivision of the State, 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)police power; (2) Lessee has the requisite power and authority to purchase the Equi ret(as defined in the Master Agreement)and to execute and deliver the Master Agreement and to perform its obligations under the Master Agreement, (3) the execution,delivery and performance by Lessee of 0-m Master Agreement have been duly authorized by all necessary action an the part of Lessee, (4) the Uniform Commercial Code of the state where the Equipment is located and/or the certificate of title laws of such state Will govem trie matnoo of perfecting Lessor-s security interest in am Equipment; (5) the Master Agreement has been duly executed and delivered by Lessee and constitutes a legal, valid and binding obligation of Lessee enforceable in accordance with its terms-, (6) there are two suits,proceedings or investigations pending or,to my knowledge,threatened against or affecting Lessee,at law or in equity,or before or by any governmental or administrative agency or instrumentality which, if adversely determined,would have a material adverse effect on the transaction contemplated in the Master Agreement or the ability of Lessee to perform its obligations under the Master Agreement and Lessee Is not in default under any material obligation for the payment of borrowed money,for the deferred purchase price of property or for the payment of any rent under any lease agreement which either individually or in the aggregate would have the same such effect;and (7) all required public bidding procedures regarding the award of the Master Agreement and the purchase of the Equipment have been followed by Lessee and no governmental orders,permissions,consents,approvals or authorizations are required to be obtained and no registrations or de rations are requited to be filed in connection with the execution and delivery of the Master Agreement. eer fear Less Daniel J.McHugh ,%nVWVSFE SCHEDULE 3967212 - MASTER EQUIPMENT LEASE-PURCHASE AGREEMENT Lease No. 3967200 AMENDMENT That certain Master Equipment Lease-Purchase Agreement, by and between Ford Motor Credit Company ("Lessor") and City of Redlands ("Lessee"), dated as of 09/20/1995 (the "Lease") is hereby amended as follows: Lessee has not issued, and reasonably anticipates that it and its subordinate entities will not issue, tax-exempt obligations (including this Lease) in the amount of more than $10,000,000 during the current calendar year; hereby designates this Lease as a "qualified tax-exempt obligation"within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended, ("Code"); and agrees that it and its subordinate entities will not designate more than $10,000,000 of their obligations as "qualified tax-exempt obligations" during the current calendar year. Except as amended hereby, the Lease shall otherwise remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties have executed this Amendment as of the 07th day of March, 2006. LESSEE: City of Redlands LESSOR: Ford Motor Credit Company Police Department By: n Harrison By: Frank Mastrella narris4�� Title: Mayor Title: Operations Manager, Municipal ATTEST: Finance -- ,or jT" Poy_e__----yzp--- I ,T/,,,City Clerk INVOICE March 1, 2006 LESSEE: City of Redlands Police Department 35 Cajon Street Redlands, CA 92373 REMIT PAYMENT TO: FORD MOTOR CREDIT COMPANY MUNICIPAL FINANCE P. O. BOX 1739 - MD 7500 DEARBORN, MI 48121-1739 PLEASE RETURN A COPY OF THIS INVOICE WITH YOUR PAYMENT ACCOUNT FIRST DESCRIPTION PAYMENT NUMBER PAYMENT AMOUNT DUE DATE 3967212 0310712006 $113,252.59 (1) 2006 Ford Expedition, 1 FMPU15536LA61441, (2) 2006 Ford Explorer XLT, 1 FMEU63876UB04013, 1 FMEU63896UB04014, (1) 2006 Ford Explorer XLS, 6UB04015, (10) 2006 Ford Grown Victoria Police Interceptors, 2FAP71 W_6X137103, 2FA_P71 W_6X137104, 2FAP71 W_6X137105, 2FA_P71 W_6X137106, 2FA__P71 W_6X137107, 2FA_P71 W_6X137108, 2FA_P71 W_6X137109, 2FA_P71 W_6X137110, 2FA_P71 W_6X137111, 2FA_P71 W_6X137112, (ALL VEHICLES INLCUDING 7.75% STATE SALES TAX AND TIRE FEES PLEASE REMIT: $113,252.59 If you have any questions regarding this invoice, please call Linda Adamus (800- 241-4189, Ext, 173). Page 1 SCHEDULE 3967212 - MASTER EQUIPMENT LEASE-PURCHASE AGREEMENT Lease No. 3967200 This Equipment Schedule dated as of 03/0712006, is being executed by Ford Motor Credit Company ("Lessor"), and City of Redlands ("Lessee"), as a supplement to, and is hereby made a part of that certain Master Equipment Lease- Purchase Agreement dated as of 09120/1995 ("Lease"), between Lessor and Lessee. Lessor hereby leases to Lessee under and pursuant to the Lease, and Lessee hereby accepts and leases from Lessor under and pursuant to the Lease, subject to and upon the terms and conditions set forth in the Lease and upon the terms set forth below, and following items of Equipment: QUANTITY DESCRIPTION (MANUFACTURER, MODEL AND SERIAL NO.) SUPPLIER 1 2006 Ford Expedition, 1FMPU15536LA61441, Redlands Ford 2 2006 Ford Explorer XLT, 1 FMEU63876UB04013, 1 FMEU63896UB04014 1 2006 Ford Explorer XLS" 6UB04015, 10 2006 Ford Crown Victoria Police Interceptors, 21FA_P71W_6X137103, 2FA_P71W_6X137104, 2FA_P71W_6X137105, 2FA_P71 W_6137106, 2FA_P71 W_6X137107, 2FA—P71W_6X137108, 2FA_P71W_6X137109, 21FA_P71 _6X'17110, 2FA_P71 W_6X137111, 2FA_P71 W_6X137112, (ALL VEHICLES INLCUDING 7.75% STATE SALES TAX AND TIRE FEES EQUIPMENT LOCATION: City of Redlands Police Department 35 Cajon Street Redlands, CA 92373 Initial Term: 36 Months Commencement Date: 03107/2006 Periodic Rent: 2 Consecutive Annual in Advance Payments of $113,252.59 each (including interest), followed by one final payment of $113,252.50, due under this Lease. The Periodic Rent Payment also includes any applicable sales/use tax due and payable on the Lease Payment Dates, set forth in Schedule 3967212, Page 2.California Tire Fee and 7.75% State Sales Tax are due and payable at Schedule signing. EXECUTED as of the date first herein set forth.. LESSEE: City of Redlands LESSOR: Ford Motor Credit Company Police Department By: _ By: Joel larrisan Frank Mastrella Title: N yor Title: Operations Manager, Municipal Finance ATTEST: rie .., tyr, leek Schedule 3967212 Page 2 payment Schedule Lease Number: 3967200 APR: 5.35%, Lease Lease Interest Principal Concludinq payment Payment Lease 4Portion portion Payment I umber Date Payment 1 1 J7 2009 111,252.59 0.00 113,252.59 209,543.22 2 3 7 2007 113,252 .59 11,210,56 102, 042,03 107,50a.19 3 3 7 2008 113,252.50 5,751,31 10?, 501..19 1.00 TOTALS 339,757.68 16, 961.87 322, 795.81 LESSOR: FORD MOTOR CREDIT COMPANY P. O. Box 1739 Dearborn, MI 48121-1739 DELIVERY AND ACCEPTANCE CERTIFICATE The undersigned Lessee hereby acknowledges receipt of the Equipment described below ("Equipment") as fully Installed and in good working condition; and Lessee hereby accepts the Equipment after full Inspection thereof as satisfactory for all purposes of the Master Equipment Lease-Purchase Agreement ("Lease") executed by Lessee and Lessor. MASTER LEASE MASTER LEASE SCHEDULE DELIVERY PURCHASE PURCHASE DATE NUMBER 3967212 NUMBER DATE ORDER NO. DATE 09/20/1995 3967200 03/07/2006 1 EQUIPMENT INFORMATION QUANTITY DESCRIPTION {MANUFACTURER, MODEL AND SERIAL NO.) SUPPLIER 1 2006 Ford Expedition, 1 FMPU 1 5536LA61441 Redlands Ford LESSEE: City of Redlands BY: Police Department 35 Cajon Street Redlands, CA 92373 {Title) DATE ACCEPTED: This form is to be signed, dated and returned to Ford Motor Credit Company, Attn: Carol Tom, upon delivery and acceptance of the above equipment. LESSOR: FORD MOTOR CREDIT COMPANY P. O. Box 1739 Dearborn, MI 43121-1739 DELIVERY AND ACCEPTANCE CERTIFICATE The undersigned Lessee hereby acknowledges receipt of the Equipment described below ("Equipment") as fully installed and in goad working condition; and Lessee hereby accepts the Equipment after full inspection thereof as satisfactory for all purposes of the Master Equipment Lease-Purchase Agreement ("Lease") executed by Lessee and Lessor. MASTER LEASE MASTER LEASE SCHEDULE DELIVERY PURCHASE PURCHASE DATE NUMBER 3967212 NUMBER DATE ORDER NO. DATE 09/20/1995 3967200 1 03/07/2006 2 EQUIPMENT INFORMATION QUANTITY DESCRIPTION (MANUFACTURER, MODEL AND SERIAL NO,) SUPPLIER 2 2006 Ford Explorer XLT, 1 FMEU63876UB04013, Redlands Ford 1 FMEU63896UB04014 LESSEE: City of Redlands BY: Police Department 35 Cajon Street (Title) Redlands, CA 92373 DATE ACCEPTED: This form is to be Signed, dated and returned to Ford Motor Credit Company, Attn: Carol Tom, upon delivery and acceptance of the above equipment. LESSOR: FORD MOTOR CREDIT COMPANY P. O. Box 1739 Dearborn, Ml 48121-1739 DELIVERY AND ACCEPTANCE CERTIFICATE The undersigned Lessee hereby acknowledges receipt of the Equipment described below ("Equipment") as fully installed and in good working condition; and Lessee hereby accepts the Equipment after full inspection thereof as satisfactory for all purposes of the Master Equipment Lease-Purchase Agreement ("Lease") executed by Lessee and Lessor. MASTER LEASE MASTER LEASE SCHEDULE DELIVERY PURCHASE PURCHASE DATE NUMBER 3967212 NUMBER DATE ORDER NO. DATE 09/20/1995 1 3967200 1 03/07/2006 1 3 EQUIPMENT INFORMATION QUANTITY DESCRIPTION (MANUFACTURER, MODEL AND SERIAL NO.) SUPPLIER �J 1 Redlands Ford 2006 Ford Explorer XLS, 6UB04015, LESSEE: City of Redlands BY: Police Department 35 Cajon Street (Title) Redlands, CA 92373 DATE ACCEPTED: This form is to be signed, dated and returned to Ford Motor Credit Company, Attn: Carol Tom, upon delivery and acceptance Of the above equipment. LESSOR: FORD MOTOR CREDIT COMPANY P. O. Box 1739 Dearborn, MI 48121-1739 DELIVERY AND ACCEPTANCE CERTIFICATE The undersigned Lessee hereby acknowledges receipt of the Equipment described below ("Equipment") as fully installed and in good working condition; and Lessee hereby accepts the Equipment after full inspection thereof as satisfactory for all purposes of the Master Equipment Lease-Purchase Agreement ("Lease") executed by Lessee and Lessor. MASTER LEASE MASTER LEASE SCHEDULE DELIVERY PURCHASE PURCHASE DATE NUMBER 3967212 NUMBER DATE ORDER NO. DATE 09/20/1995 3967200 03/07/2006 4 EQUIPMENT INFORMATION SUPPLIER o7) =su QUANTITY r DESCRIPTION (MANUFACTURER, MODEL AND SERIAL NO.) SUPPLIER .2006 Ford Crown Victoria Police Interceptors, 2FA P71W 6X137103, Redlands Ford 2FA—p71W-6X137104, 2FA—p71W-6XI37105, 2FA_P71W-6XI37106, 2FA—P71W-6XI37107, 2FA—p71W-6X137108, 2FA—P71W-6X137109, 2FA—p71W-6X137110, 2FA—p71W-6XI371 11, .75% STATE 2FA—P71 W_6X1 37112, (ALL VEHICLES INILCUDING 7 L10 I SALES TAX AND TIRE FEES) LESSEE: City of Redlands BY: Police Department 35 Cajon Street (Title) Redlands, CA 92373 DATE ACCEPTED: This form is to be signed, dated and returned to Ford Motor Credit Company, Attn: Carol Tom, upon delivery and acceptance of the above equipment. i Ford Motor Credit Company Municipal Finance Application-Schedule No,: 3967212 Legal Name of Municipality("Lessee") City of Redlands Department Using Equipment("Vehicle/Equipment")Police F 4 Federal 1D Number 95-6(}01}766 County San Bernardino Street Address 35 Cajon City,State and Zip Redlands,CA 92373 Billing Address(if different from above)P.O.Boz 3005 City,State and Zip Redlands,CA 92373 Accounts Payable Contact Person:Julie Gilbert Accounts Payable Phone Number(909)798-7530 How will VehicletEquipment be used?Police Operations Does this equipment replace previous equipment? X Yes;replaces equipment purchased in prior year(s) How many units currently perform this fimetion?116 -No;explain If more space is needed continue on additional street. I General Liability Insurance coverage limits in the amount of$I million is required-or the State maximum(if lower): Self Insured: DNo X Yes Name of Insurance Provider: Davis&Graeber General Liability Coverage Limits: $10,000,000 � Telephone No. (9009)379-1347 Source of funds for proposed Fund Balance: Date of most recent Audited Financial Statement: Fiscal Year-End: I payments: June 30,2005 June 30 S 7.3 million available X General Fund Fund Funds have been appropriated for the current year: X Yes ONo j � As of June 30,2UQ5I r CERTIFICATION I,the undersigned,certify that: 1. Lessee has followed all required purchasing procedures regarding the award of the proposed contract. 2. Lessee has the requisite authority to execute,deliver and perform its obligations under the proposed contract. 3. The execution,delivery and performance by Lessee of the proposed contract have been duly authorized by all necessary actions on I I behalf of the Lessee. ' THE SIGNATURE LINE BELOW IS TO BE SIGNED BY A PERSON AUTHORIZED BY THE GOVERNING BODY TO EXECUTE THE PROPOSED CONTRACT ON BEHALF OF THE LESSEE. j Print Name AND Title of Authorized Official to sign Contract: � 5i of Autho ' fBcial to sign Contract: March 7, 20Q6 Jon Harrison,Mayor E Date t -41 An executed Opinion of Counsel may be required. ar- Print Name of Attorney for Lessee: I`Attorney's Telephone N Daniel J.McHugh (909)798-7595 Revised December 2005 PLE,4 SE NOTE: Please fax an advance copy to (313) 390-3783: and mail original to: Ford Motor Credit Co., PO Box 1739-AID 75011, Dearborn, M1 48121-1739;AMM '. Municipal Finance. INSURANCE FACT SHEET We require a Certificate of Insurance or Declaration Page shown in the name of the Municipality listed below. If more than one insurance company is used, indicate each and for what type coverage. Per the Master Equipment Lease- Purchase Agreement, Lease No. 3967200, we require Liability and Physical Damage on all vehicles, Liability and Property Damage on all other Equipment and FORD MOTOR CREDIT COMPANY named as Loss Payee and Additional Insured. RETURN TO: Ford Motor Credit Company, Municipal Finance, PO Box 1739 - MD 7500, Dearborn, M11 48121-1739. SCHEDULE NO: 3967212 PLEASE NOTE: FORD MOTOR CREDIT COMPANY REQUIRES A MINIMUM OF$1,000,000 PUBLIC LIABILITY COVERAGE; OR THE STATE MAXIMUM (IF LOWER) IS REQUIRED MUNI: City of Redlands ADDRESS: Police Department 35 Cajon Street CITY: Redlands, CA 92373 CONTACT: Julie Gilbert, 798-7530, Accts. Payable PHONE: (909) 798-7525 EQUIP DESC: (1)2006 Ford Expedition, 1FMPU15536LA61441, (2)2006 Ford Explorer XLT, I FMEU63876UB04013, I FMEU63896UB04014, (1)2006 Ford Explorer XLS, 6UB04015, (10)2006 Ford Crown Victoria Police Interceptors, 2FA-P71 W-6XI 37103, 2FA P71W 6X137104, 2FA-P71W-6X137105, 2FA-p71W-6X137106, 2FA-p71W-6XI37107, 2FA�-P7lW-6Xl37108, 2FA-P7lW-6Xl37109, 2FA-P71W-6X137110, 2FAP71W6X137111, 2FA:-P7lW-6Xl 37112, (ALL VEHICLES INLCUDING 7.75% STATE SALES TAX AND TIRE FEES) INSURANCE COMPANY: Genesis Insurance Co ADDRESS: c/o Davis & Graeber Insurance Services , P.O. Box 40 CITY: Redlands STATE: CA ZIP: 92373 PHONE: ( 909 ) 793-2373 CONTACT PERSON: Roberta Reeves POLICY NO: YXB300948B EXPIRATION DATE: - LIABILITY AMT: $5 , 0 0 0 , 0 0 0 PROPERTY DAMAGE AMT: PHYSICAL DAMAGE AMT: COMPREHENSIVE DEDUCTIBLE: COLLISION DEDUCTIBLE: INSURANCE COMPANY: Arch Specialty Insurance Co ADDRESS: c/o Davis & Graeber Insurance Services, P.O. Box 40 CITY* Redlands STATE: CA ZIP: 92373 PHONE: ( 909 ) 7 9 3-2 3 7 dONTACT PERSON: Roberta Reeves POLICY NO: UXP000782200 EXPIRATION DATE: 07/01/06 LIABILITY AMT: $5 , 000 , 000 X $5 , 000 , 000 PROPERTY DAMAGE AMT: PHYSICAL DAMAGE AMT: COMPREHENSIVE DEDUCTIBLE: COLLISION DEDUCTIBLE: THIS SECTION ONLY TO BE COMPLETE IF SELF-INSURED: IF YOU ARE SELF-INSURED FOR ANY COVERAGE, PLEASE PROVIDE THE NAME OF YOUR INSURANCE POOLIFUND. NAME OF INSURANCE POOUFUND: Self-Insured Forl LIABILITY: $ 5 0 0 , 0 0 0 PROPERTY: $ PHYSICAL: $ CONTINUOUS COVERAGE: FROM: TO: N" PLEASE -S-TG'N: Attest L On Harrison, e, V Mayor Lor/r/ ie Poy City Clerl J r >r t Governmental Ob�i9ations OW No.154507� et�m for Tax-Exemp Own 11 Form 8038-G Information R section 149(el p. Under Internal Revenue Com ► See separate Instructions ❑ v e rice rs under 3100,000. (Rev. November ) Caution:Cfse Form 8038-GC it the issu P If Amended Return,check here �,�„e„t of the TreasurY 2 Issuer's employer Identification t Ta Z Autho 95-6000766 Re ortin 1 Issuer's name4 Report number , city of Redlands Room�suite G2006-�7212 P_p.box if mail is not delivered to Street address} and�� g Date of Issue 3 Number int, 35 Cal street n07i2006 police De artm s GP number 5 City,town,or post affics,state,and ZIP code NONE Redlands, CA 92373 7 Name of issue r Ye whom the IRS may call for more information �7510 schedule —9—Name tits of officer a legal representati Daniel J. McHugh 11 icable box es and enter the issue rice See in and attach ii of Issue check a l 12 11 [] Education 13 12 ❑ Health and hospital 14 S209,543.22 13 ❑ Transportation 15 14 ® public safety 16 15 ❑ Environment 17 16 [] Housing 18 17 ❑ Utilities 18 ❑ Other. Describe ❑ If obligations are BANS, check box 1g If oin the form of t' . Com bligations are TANS or RANs, check box . onstete for the ent (d) Weighted issue for which this form Is bele flied (e► r�e{d 2p If obligations are ase or installment sale, check box nted Desert tion of Obli a Ks (c)Stated redemPtiOn average maturity 5.3b% date (b)Issue 0- price at maturity 3 years (a)Final maturity $ NIA $ 209,543.22 underwriters' discount) 21 3a=08 including 22 Uses of Proceeds of Bonds Issue ( 23 22 d foNIA r accrued interest column(b}}. . 23 Issue Price e entire issue(Enter amount from line 21, proceeds usescount) 24 - underwriters'di . 24 Proceeds used for bond issuance costs(including 25 25 proceeds used for credit enhancement replacement fund . - 26 d to reasonably 26 proceeds allocaterequire reserve or rep 27 27 Proceeds used to currently refund prior issues 28 28 proceeds used to advance refund prior issues 29 29 Total(add lines 23 through 30 art only for refunding bonds.} 3p Nonrefu ndin roceeds of the issue subtract lines from this p and enter amount here'l, peyears scription of Refunded Bonds(c y NtA of the bonds to be currently refunded ► 31 Enter the remaining weighted average maturity 32 Enter the remaining weighted average maturity of the bonds to be advanced refunded . 33 Enter the last date on which the refunded bonds allcalled es(s) refunded bo r . 35 34 Enter the dat s 36a Miscellaneous allocated to the issue under section 1't�t�(se instruction ) Enter the amount of the state volume cap ed in a guaranteed investment proceeds invested or to be invest 37a ti Enter the amount of gross pr to make loans to other g avemmentai units uaranteed investment can ra Winter the final maturity date 5 of this issue that are to be used t issue, check box p ❑ and enter the name of the oled financings: a Proceed proceeds of another tax-exemp issue is a loan made from the p anti the rtatP of the icci ids r ► MMMMM'01 11 cheGK UUx. - and to the um-�,.— n schedules and statements, p �f the issuer hes identified a hedge, this return and acwmPanyi g 1 declare that i have examined Under Penalties of Perjurco,ect,and comPiete. And Wiet,they are true. please Harrison,Mayor sign Fyfe or Print name and title Date Here Issue autrodzed Twee �c