HomeMy WebLinkAboutContracts & Agreements_24A-1994_CCv0001.pdf FORD MOTOR CREDIT COMPANY
EQUIPMENT LEASE-PURCHASE AGREEMENT
Lease No. 39671
Lessee: City of "
35 Cajon Stree, Suite 30 P. O. Box 1739
Redlands, CA 92373 Dearborn, MI 48121-1739
Lessor agrees to lease to Lessee and Lessee agrees to lease from 4. DISCLAIMER OF WARRANMS. Lessee acknowledges
Lessor the Equipment described In any Schedule A now or hereafter agrees Equipment Is of a size,design and capacity selected
attached hereto "Equipmentj in accordance with the following terms by Lessee,Ittat Lessor Is neither a manufacturer nor a vendor of such
and conditions of this Lease-Purchase Agreement �Laasej, equipment,that LESSOR LEASES AND LESSEE TAKES THE EQUIP-
MENT AND EACH PART THEREOF`AS4S'AND THAT LESSOR HAS
1. TERM. This Lease will become effective upon the execution NOT MADE, AND DOES NOT HEREBY MAKE, ANY REPRESENT A-
hereof by Lessor. The terra of this Lease will commence on the date TION, WARRANTY, OR COVENANT, EMPRESS OR IMPLIED, WITH
the Equipment Is accepted pursuant to Section 3 hereunder and, RESPECT TO THE MERCHANTABIUTY,CONDITION,QUALITY, DU-
unless earlier terminated as expressly provided for In this Lease,will RABILITY,DESIGN,OPERATION,FITNESS FOR USE,OR SUITABILS-
continue until the expiration date {the "Expiration Date") set forth In TY OF THE EQUIPMENT IN ANY RESPECT WHATSOEVER OR IN
Schedule A attached hereto {the Term"). CONNECTION WITH OR FOR THE PURPOSES AND USES OF LES-
SEE, OR AS TO THE ABSENCE OF LATENT OR OTHER DEFECTS,
2 RENT. Lessee agrees to pay to Lessor or its assignee the WHETHER OR NOT DISCOVERABLE,OR AS TO THE ABSENCE OF
Lease Payments, Including the Interest portion, equal to the amounts ANY INFRINGEMENT OF ANY PATENT, TRADEMARK ORCOPY-
specified in Schedule A. The Lease Payments will be payable without RIGHT, OR AS TO ANY OBLIGATION BASED ON STRICT LIABILITY
notice or demand at the office of L (or such other place as IN TORT OR ANY OTHER REPRESENTATION, WARRANTY, OR
Lessor or its assignee may from time to time designate In writing), COVENANT OF ANY KIND OR CHARACTER, EXPRESS OR IM-
and will commence on the first Lease Payment Date as set forth in PLIED, WITH RESPECT" THERETO, IT BEING AGREED THAT ALL
Schedule A and thereafter on the subsequent dates set forth in RISKS INCIDENT THERETO ARE TO BE BORNE BY LESSEE AND
Schedule A. Any payments received mer than ten(10)days from the LESSOR SHALL NOT BE OBLIGATED OR LIABLE FOR ACTUAL,
due date will bear interest at the highest lawful rate from the due date. INCIDENTAL,CONSEQUENTIAL,OR OTHER DAMAGES OF OR TO
Except as specifically provided In Section 6 hereof,the obligation of LESSEE OR ANY OTHER PERSON OR ENTITY ARISING OUT OF
Lessee to make the Lease Payments hereunder and perform all of its OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE
other obligations hereunder will be absolute and unconditional In all EQUIPMENT AND THE MAINTENANCE THEREOF. Lessor hereby
events and will not be subject to arry setoff,defense,counterclaim,or assigns to Lessee during the Lease Term, so long as no Event of
recoupment for any reason whatsoever including, without limitation, Default has occurred hereunder and is continuing, all manufacturer's
any failure of the Equipment to be delivered or installed, any defects, warranties, 9 any, expressed or Wiwi with respect to the Equip-
malfunctions, breakdowns or infirmities in the Equipment or any accl- merit,and Lessor authorizes Lessee to obtain the custanary services
dent, condemnation or unforeseen circumstances. Lessee reason- furnished In connection with such warranties at Lessee's expense.
ably believes that funds can be obtained sufficient to make all Lease Lessee's sole remedy for the breach of arry such manufacturer's
Payments during the Lease Term and hereby covenants that it will do warranty shall be against the maraufa turer of the Equipment,and not
all things lawfully within Its pager to obtain, maintain and properly against Lessor. Lessee expressly acknowledges Lessor makes,
request and pursue funds from which the Lease Payments may be and has made,no representations or wWrantles whatsoever as to the
made, Including making provisions for such payments to the extent existence or the availability of such warranties of the manufacturer of
necessary in each budget submitted for the purpose of obtaining the Equipment.
funding, using its bona fide best efforts to have such portion of the
budget approved and exhausting all available administrative reviews 5. RETURN OF EQUIPMENT. Unless Lessee shall have exer-
and appeals in the event such patron of the budget is not approved. used its purchase option as provided In Section 20 hereof, upon the
it is Lessees intent to make Lease Payments for the full Lease Term expiration or earlier termination of this Lease pursuard to the terms
K funds are legally available therefor and In that regard Lessee repre- hereof,Lessee shall,at its sole expense but at Lassies
option,rum
sents that the use of the Equipment is essential to its proper, efficient the Equipment to Lessor packed for ^t in amc--dance with
and economic operation. Lessor and Lessee understand and Intend manufacturer's specifications and freight prepaid and Insured to any
that the obligation of Lessee to pay Lease Payments hereunder shall location in the continental United Sees designated by Lessor.
constitute a current expense of Lessee and shall not in any way be
construed to be a debt of Lessee In contravention of any applicable 6. NO -APPROP OF FUNDS; NON-SUBSTITLITION.
constitutional or statutory limitation or requirement concerning the Notwithstanding anything contained in this Lease to the contrary, in
creation of Indebtedness by Lessee, nor shall anything contained the event no funds or Insufficient funds are appropriated and budget-
herein constitute a pledge of the general tax revenues,funds or mon- ed or are otherwise unavailable by any means whatsoever in any
ies of Lessee, fiscal period for Lease Payments due under this Lease, Lessee will
immediately notify Lessor or its assignee In writing of suchoccur-
3. DELIVERY AND ACCEPTANCE- Lessee, or If Lessee so re- rence and this Lease shall terminate on the last day of the fiscal
quests,Lessor,will cause the Equipment to be delivered to Lessee at Period for which appropriations received or made without
the location specified in Schedule A{"Equipment Locationl. Lessee penalty or expense to Lessee, except as to l the portions of Lease
will pay all transportation and other costs, If any, incurred in ne - Payments herein agreed for which f i have been
bort with the delivery and Installation of the Equipment. Lessee will appropriated and budgeted or are otherwise available (Its
Les-
accept the Equipment as soon as it has been delivered and is opera- 's other obligations and liabilities under this Lease relating to, or
tional, Lessee will evidence its acceptance of the Equipment by exe- accruing or Wising prior to, such termination. In the event of
citing and delivering to Lessor a Delivery and Acceptance Certifi e termination,Lessee agrees to peaceably surrWider possession of the
(int the form provided by or)within three days of delivery of the Equipment to Lessor or Its assignee on the date of such termination
Equipment. in the manner set forth In Section 5 hereof and Lessor will have all
August IW3 Prevtojs aftions mWNOT be umd
legal and equitable 6" and ramed" to take possession of the Default heraundw, and as Iong as such Event of Default Is oorftnu-
Equipment. Notwithstanding tits g, Lessee agrees (Q that it Ing, or(11f) in it*event that the Wdme option has not bow eirer-
will riot cancel,this,Lease and this Lem shall not terminate under the clsed prior to the Expiration Date,title wig vast In Lessor
provisions of.the Section If any funds we appropriated to it, or by it, or its assignee without any action by Lessee and Lessee "I
for it* aoqulslkiretention or operation of the Equipment or other Immediately surrender possession of the Equipment to Lassor or Its
equipment or services performing functions sirrillar to the functions of assignee In the manner set kmth in Section 5 hereof. In order to
the Equipment for the fecal period In which such terrrdnation would secure all of Its obligations hereunder, Lessee hereby (Q grants to
have otherwise occurred or for the nod succeeding fecal period,and Lessor a first and prior security klereat In" and ail right,title and
(i)that it will riot during the Lease Term give priority In the application interest of Lessee In the Equiprnent including but not limited to
of funds to any other functionally similar equipment or to services computer Programs and computer documentation, If any, relating to
performing functions similar to the functions of the Equipment. This the Equipment and in ail additions, attachrnents, accessions, and
section wilt not be construed so as to permit Lessee to terminate this substitutions thereto, arid on any proceeds therefrom, OQ agrees that
Lease in order to purchase, lease, rent or otherwise acquire the use this Lease may be filed as a financing staten-*nt evidencing such
of any other equipment or services performing functions similar to the security Interest, and (HO agrees to execute and deliver all financing
functions of the Equipment,and, If this Lease terminates pursuant to statements, certificates of We and other Instruments In form satisfac-
this Section, Lessee agrees that during the fiscal period Immediately idly to Lessor necessary or appropriate to evidence such security
following the fiscal period in which such termination occurs it will not interest.
so purchase, lease, rent or otherwise acquire the use of any such
other equipment or services. 9. LISE; REPAIRS. Lessee will use the Equipment In a careful
manner for the use contemplated by the manufacturer of the Equip-
7. REPRESENTATIONS, CDV04WM AND WARRANTIES. merit. Lessee shall comply with ail laws, ordinances, insurance
Lessee represents,covenants and warrants as of the date her and policies and regulations relating to the possession, use,operation or
at all times during the Lease Term that: ®r Lessee is a state or a fully maintenance of the Equi int Lessee,at Its expense,will keep the
constituted political subdivision thereof, or its obligations hereunder Equipment In good working order and repair and furnish all parts,
constitute obligations Issued on behalf of a state or a political subdivi- mechanisms and devices required therefor.
son thereof, such that any interest derived under this Lease will
quality for exemption from Federal income taxes under section 103 of 10. ALTERATIONS.Lessee will not make any alterations,additions
the Internal Revenue Code of 1986, as amended (the 'Code j, and or improvements to the Equipment without Lessor's prior written
that it will do or cause to be done all things necessary to preserve consent unless such alterations,additions or Improvements may be
and keep in full force and effect (a) Its existence and (b)this Lease; readily removed without damage to the Equipment.
(i) the execution, delivery and performance by the Lessee of this
Lease and all documents executed in connection herewith,including, 11. LOCATION;INSPECTK)k The Equipment will not be removed
without limitation, Schedule A hereto and the Delivery and Accep- from or,N the Equipment consists of roiling stock, its permanent base
tance Certificate referred to in Section 3 hereof (the Lease together will not be changed from the Equipment Location without Lassor's
with all such documents shall be collectively referred to herein as the prior written consent which will not be unreasonably withhold. Lessor
"Lease Documents") have been duly authorized by all necessary will be entitled to enter upon the Equoment Location or elsewhere
action on the part of the Lessee; (Ii) the Lease Documents each during reasonable business hours to Inspect the Equipment or
constitute a legal,valid and binding obligation of the Lessee enforce- observe its use and operation.
able in accordance with their respective terms; (N) no governments]
orders, permissions, consents, approvals or authorizations are 12. LIENS AND TAXES.Lessee shall keep the Equipment free and
required to be obtained and no registrations or declarations are clear of all levies, liens and encumbrances except those created
required to be filed in connection with the execution and delivery of under this Lease. Lessee shelf pay,when due,all charges and taxes
the Lease Documents; (y) Lessee has sufficient appropriations or (local, state and federa) which may now or hereafter be Imposed
other funds available to pay all Lease Payments and other amounts upon the ownership, leasing, rental, sale, purchase, possession or
due hereunder for the current fiscal period; (v)the use of the Equip- use of the Equipment, excluding however, all taxes on or measured
ment by Lessee is essential to and will be limited to the performance by Lessor's Income. If Lessee falls to pay said charges, or taxes
by Lessee of one or more governments!functions of Lessee consis- when due,Lessor may,but need not,pay said charges or taxes and,
tent with the permissible scope of Lessee's authority; (vi) no portion in such event, Lessee shall reimburse Lessor therefor on demand,
of the Equipment will be used directly or indirectly In any trade or with interest at the maximum rate permitted by law from the date of
business carried on by arry person other than Lessee; and (vii) no such payment by Lessor to the date of rairriburserrent by Lessee,
portion of the Equipment will be used by an organization described
in section 501 (c) (3) of the Code and (ix) this Lease does not 13. RISK OF LOSS; DAMAGE; Ll N. Lessee assumes
constitute an arbitrage obligation within the meaning of section 148 of all risk of loss of or damage to the Equipment from any cause
the Code and is not federally guaranteed within the meaning of whatsoever, and no such loss of or damage to the Equipment nor
section 149(b) of the Code. Lessee shall deliver to Lessor an opinion defect therein nor unfitness or obsolescence thereof shah relieve
of Lessee's counsel in form and substance as set forth in the form of Lessee of the obligation to make Lease Payments or to perform any
opinion of counsel attached hereto or otherwise acceptable to other obligation under this Lease. In the event of damage to any Item
Lessor, dated the date of acceptance of the Equipment pursuant to of Equipment, Lessee will immediately place the same in good repair
Section 3 hereof, In the event that a question arises as to Lessee's with the proceeds of any Insurance recovery applied to the cost of
qualification as a political subdivision, Lessee agrees to execute a such repair. If Lessor determines that arry ftern of Equipment is lost,
power of attorney authorizing Lessor to make application to the stolen,destroyed or damaged beyond repair,Lessee,at the option of
Internal Revenue Service for a letter ruling with respect to the Issue- Lessor, will either (a) replace the same with like equipment in good
repair, or (b) on the next Lease Payment Date, pay Lessor. () all
8. TITLE TO EOUIPMENT;SECURITY INTERESL Upon accep- amounts then owed by Lessee to Lessor under this Lease, Including
tance of the Equipment by Lessee hereunder,title to the Equipment the Lease Payment due on such date,and(h)an amount equal to the
will vest in Lessee subject to Lessor's rights under this Lease-, applicable Concluding Payment set forth In Schedule A site
provided, however, that () in the event of termination of this Lease such Lease Payment Date- In the event that Lessee is obligated to
pursuant to Section 6 hereof, (i)upon the occurrence of an Event of make such payment pursuant to subparagraph (b) above with
",M 19931 PrevicKm edibom may NOT tw u"d
respect to less than all of the Equiprnenit. will provide Lessee
Lessor
with the pro rate amour#Of the Lease payment and the Concluding such assignments in wrOV 9 torequested. Lessee shelf retain a,
Paymc4it to be made by Lessee with respect to the Equipment which 00tices of assitirwrient and mwrtaln a book*w*y word(as r*ww
to In Section 21) which idertras egich owner of Lassoes thierest it
has suffered,the event of loss the Lease. Upon LOSSm's MCOV of written notice of Lessoes
assignment of all or any part of ks Interest In the Lease, Lessee
14. PE NAL PPA)PERTY. The Equipment is and will remain agrees to attorn to and recognLm"such assignee as the owner of
personal property and will not be deerried to be affixed or attached to LOsSO"S interest in this Lease,acid Lessee Shall thereafter make such
real estate or any building therem It requested by Lessor, Lessee Payments, Including without WrdtatIon such I""paymar", as are
will, at Lessee's expense, fury a waiver of any Interest in the Indicated In the notice of assigraTom to such assignee.
Equipment from any Party haft an Interest in any such real estate
or building. 18- EVENT OF DEFAULT. The term -Event of Defauk' as used
herein, means the occurrence of&M Ong or more of the fcilowkig
15- INSURANCE.Lessee,will, at its expense, maintain at all times events: ot Lessee falls to Make any Lease Payrrient (or any other
during the Lease Term, fire and extended coverage, public liability Payment) as it becomes due in accordance with the terms Of this
and Property damage Insurance with respect to the Equipment in Lease, and any such failure Continues for ton(10) days after the due
such amounts, covering Such risks, and with such Insurer's as shall date thereof; (iQ Lessee falls to perform or observe any other cove-
be satisfactory to or,or,with Lesaors prior written consent,may hant. condition, or agree rimt to be performed or observed by it
self-insure against any or all such risks. In no event will the insur-
hereunder and such failure Is not cured within twenty (2o) days after
ante limits be less than the amount of the then applicable Conclud- written notice thereof by Lessor-, (HQ the discovery by Lessor that any
in g Payment with respect to such Equipment Each insurance policy statement, representation,or warranty made by Lessee in this Lease
will name Lessee as an insured and Lessor or its assigns as an or in any writing ever delivered by Lessee pursuant hereto Or in
additional insured, and will contain a clause requiring the insurer to Connection herewith was false, Misteading, or erroneous in any
give Lessor or its assigns at Wast thirty (30) days prior written notice material respect; (Iv} Lessee becomes Wisolvght, or is uhabia to pay
of any alteration In the terms of such Policy Or the cancellation 'is debts as they b00OMs due, Of makes an assignment for the
thereof. The proceeds of any such policies will be payable to Lessee beneft Of Creditors, applies or consents to the appointment of a
receiver,
and Lessor Or its assigns as their Interests may appear. Upon ritment
trustee, conservator of liquidator of Lessee or of any of its
acceptance of the Equipment and upon each Insurance renewal date, assets,or a petition for relief is fled by Lessee under any bankruptcy,
Lessee will deliver to Lessor a certificate evidencing such insurance. insolvency,
In the event that Lessee has been permitted to self-insure, Lessee will reorganization Or similar laws, Or a Petition in, or a
furnish Lessor with a letter Or Certificate to such effect. In the event proceeding under, any bankruptcy, kvkWgncy, reorganization or
Similar laws is filed Or instituted against Lessee and is not dismissed
Of any loss, damage, injury or accident involving the Equipment, or fully stayed within twenty (20) days after the filing or Wisfiftition
Lessee will promptly Provide Lessor with written notice thereof and thereof; (v) Lessee falls to Make any Payment when due or fags to
make available to Lessor all information and documentation relating Perform or observe any covenant, condition, or agree to be
thereto and shall permit Lessor to participate and ment
Cooperate with Performed by it under any other agreement or obligation with Lessor
Lessee in making any Claim for Insurance in respect thereof. Or an affiliate of Lessor and any applicable grace period or notice
with respect thereto shall have elapsed or been given; or (vii an
16- INDEMNIFICATIOK Lessee shall indemnify Lessor against, attachment, levy or execution is threatened orlevied upon or nst
and hold Lessor harmless from,any and all claims, actions, Proceed- the Equipment.
ings, expenses, damages or liabilities, including attorney's fees and
court costs, arising in connection with the Equipment, including, but 19- REMEDIES. Upon the Occurrence of an Event of Default,and
not limited to, its selection, purchase, delivery, installation, posses- as long as such Event of Default is continuing, Lessor may, at its
sion, use, operation, rejection, or return and the recovery of claims option, exercise any ona, or rriora of the following remedies: (1) by
under insurance policies thereon. The Indemnification provided written notice to Lessee,declare an amount equal to all amounts than
under this Section shall continue In full force and effect notwfthstand- due under the Lease, and all remaining Lease Payments due during
ing the full Payment of all obligations under this Lease or the termina- the fiscal year of Lessee in which the default occurs to be immgcUWG_
tion of the Lease Term for any reason. ly due and payable,whereupon the Same shall become immediately
due and payable; @ by written notice to Lessee, request Lessee to
17- ASSIGNMENT.Without LOsaot,a prior written consent,Lessee (and Lessee agrees that it will},at Lessee's expense, Promptly return
will not either (Q assign, transfer, pledge, hypothecate, grant any the Equipment to Lessor In the Manner set forth in Section 5 hared,
security interest in Or Otherwise dispose of this Lease or the Equip- Or Lessor, at its option, may enter upon the prem*es where the
merit or any Interest in this Lease or the Equipment or (it) sublet or Equipment is located and take knmediate possession of and remove
tend the Equipment or permit it to be used by anyone other than the same; (00 sell of lease the Equipment or sublease it for the
Lessee of Lessee's employees. Lessor may assign its rights, title account of Lessee, holding Lessee liable
and interest in and to this Lease,the Equipment and any documents for all L ease pay mwft and
Other payments due to the effective date of such "ling, leasing or
executed with respect to this Lease and/or grant or assign a security subleasing and for the difference between the purchase Mice, rental
interest in this Lease and the Equipment, in whole or in part, and and other amounts paid by the purchaser, Wssee or sublessee
Lessee's rights will be subordinated thereto. Any such assignees Pursuant to such sale, leass or sublease and the amounts&jwwise
shall have all Of the rights of Lessor under this Lease, Subject,to the Payable by Lessee hereunder; mid Crv) exercise any
PO other right
foregoing,this Lease inures to the beriefitt of and is binding upon the remedy or privilege which mpy be available to it under applicable
successors and assigns Of the Parties hereto. Lessee covenants and laws of the Vale where the Equipment is then located or any other
agrees not to assert against the assignee any claims or defenses by applicable law or proceed by appropriate Court action to enforce the
way of abatement,setoff,counterclaim,recoupment or the like which terms of this Lease or to recover damages for the breach of this
Lessee may have against Lessor. Upon assignment of Lessors Lease Or to rescind this Lease as to arry Or all of the Equipment In
interests herein, Lessor will cause written notice of such assignment addition, Lessee will remain liable for all covenants and in reit`
to be sent to Lessee which will be sufficient if it discloses the name under this Lease and for all legal fees and other
of the assignee and address to which further payments hereunder including court costs, incurred by Lessor with , costs and expenses,
should be made. No further action will be required by Lessor or by , respect to the er#orce_
merit of any of the remedies listed above or any other rarriqdy
Lessee to evidence the assignment, but Lessee will acknowledge available to Lessor.
A4U-14
1993 PwAous edftm ftW hKYT be UWd
Office of the
City Attorney
City of Redlands _
Daniel J.McHugh,Esq.
August 29, 1994
Ford Motor Company
PQ Box 1739
Dearborn, MI 48126-1739
Re: Ford Motor Credit Company Equipment Lease -Purchase Agreement
Number 39671
Ladies and Gentlemen:
As City Attorney for the City of Redlands (the "City"), I have reviewed the
captioned lease (the 'Lease") dated August 3, 1994 by and between the City and Ford Motor
Credit Company (the "Company") relating to the lease of three 1994 Ford Crown Victoria Police
Sedans as described in Schedule "A" attached to the Lease (the "Equipment"). I have also
reviewed the proceedings taken by the City Council of the City on June 7, 1994 with respect to
the authorization, execution and delivery of the Lease and authorizing the Mayor of the City to
execute the Lease in behalf of the City.
I have examined the Lease and have also examined the law and such certified
proceedings and other papers as I have deemed necessary to render this opinion. As to questions
of fact that are material 'to my opinion, I have relied upon representations of the City, the
certified proceedings and other certifications of officers of the City furnished to me without
undertaking to determine the accuracy, completeness or fairness thereof.
Based upon my examination, I am of the opinion, as of the date hereof, that:
(i) The City is a municipal corporation duly organized and validly existing under the
Constitution and laws of the State of California and as such is a political
subdivision of the State of California with police powers, and the power to tax
and the authority to enter into and perform all of its obligations under the Lease.
(ii) The execution, delivery and performance of the Lease was duly authorized by all
necessary actions of the City.
DIM 189PW
P.O. Box 3005, Redlands, CA 92373-2505 0 (909) 798-7595 FAX (909) 798-7503
Ford Motor Company
August 16, 1994
Page Two
(iii) The City has duly authorized,executed and delivered the Lease and,assuming due
authorization, execution and delivery thereof by the Company, the Lease
constitutes a legal,* valid and binding agreement of the City enforceable in
accordance with its terms, except as such enforceability may be limited by
bankruptcy, insolvency, reorganization, moratorium and other laws affecting the
enforcement of creditors' rights in general and except as such enforceability may
be limited by the application of equitable principles if equitable remedies are
sought.
(iv) To the best of my knowledge there is no litigation pending or threatened against
the City contesting the validity of the Lease or which challenges the validity of
action taken by the City in connection with Lease or contesting the authorization,
execution and delivery of the Lease.
(v) The City is a political subdivision within the meaning of Section 103 of the
Internal Revenue Code of 1986, as amended.
I express no opinion as to the tax exempt status for federal or State of California
income tax purposes of the interest component of rental payments payable by the City under the
Lease. Further, I have not been engaged, nor have I undertaken to advise, any party or to opine
as to any matters not specifically covered herein, including, but not limited to, matters relating
to compliance with any securities law.
This opinion is solely for your benefit and may not be circulated, quoted from or
relied upon by any other party without my prior written consent.
Sincerely,
Daniel J. McHugh
City Attorney
cc: Gary Luebbers, City Manager
DIM 189PW
PURCHASE OPTION.Upon Vft(3D)days prior written notice 22. NOTICES"S. AN notices to be &en a be
from Lessee to Lessor, is no Event of Default, made in writing and malted by certified me#, return M000 requested,
or an eyer t which with notice or of tima,or both,could become to the other party at its address GO forth herein or at such address as
an Event ofDefault, ft, Lessee will have the right to the party may provide In wTiWV kxrt ItIrne to tirrie.
purchase Equiprnent on any Lease Payment data set forth in I be deetned to have been received five days subsequent to
Schedule A hereto by paying to Lessor, on such date, the Lease mailing,
Payment then due together with the Concluding Payment arnount set
forth in Schedule A opposite such date. Upon satisfactionby se 23 SECTION HEAD04M AN section headingscontained herein
of such purchase conditions, will transfer arry and all of Its are for the convenience of reference only and are rxt intended to
right, title and Interest In the EqWpment to Lessee as is, without define or limit the scope of any provision of this Lease.
warranty, express or Implied, except Lessor will Warrant that the
Equipment is tree of any hens created by Lessor. 24. GOVERNING LAW This Lem shall be construed in
accor-
dance with,and governed by,the laws of the state o(the Equipment
21. TAX ASSUMPTION, COVENANTS. The partles assumeLocation.
Lessor can exclude from Federal gross Income the interest portion of
each Lease Payment set forth In Schedule A under the column 25. DELIVERY OF RELATED DOCUMENTS..L will execute or
captioned "Interest Portion.' provide,as requested by Lessor,such oftw documents and lnforma-
Lessee covenants that it will M register this Lease and transfers tion as are reasonably necessary with respect to the transaction
thereof In accordance with section 149(x) of the Code and the contemplated by this Lease.
regulations thereunder, 00 tire*file a statement with respect to this
Lease in the required form in accordance with section 149(e) of the 26. ENTIRE AGREEMENT; WAIVER The Lease Documents
Code, (ii) not permit the property financed by this Lease to be constitute the entire agreement between the parties with rasped to
directly or indirectly used for a private business use within the n- the lease of the EquipmeM and this l not be
ing of section 141 of the Code, (Iv)not take arty action which results, amended, altered, or changed except with the written consent of
directly or indirectly, In the merest portion of arty Lease Payment not Lessee and Lessor. Any provision of this Lease found to be prohibit-
being excludable from Federal gross Income pursuant to section 103 ed by taw shall be ineffective to the extent of such prohibition without
of the Code and will take any reasonable action necessary to prevent invalidating the remainder of this Lease. The waiver by Lessor of any
such result, and (v) not take any action which results in this Lease breach by Lessee of arty term,covenant or condition item shall not
becoming, and will take any reasonable action to prevent this Lease operate as a waiver of any subsequent breach thereof.
from becoming (a) an arbitrage obligation within the meaning of
section 148 of the Code or(b)federally guaranteed within the mean-
ing Of section 149 of the Code. Notwithstanding the earlier termina-
tion or expiration of this Lease, the obligations provided for in this
Section 21 shall survive such earlier termination or expiration.
IN WITNESS WHEREOF,the parties have executed this Agreement as of the 3rd day of August, 1994
Lessee: City of Redlands Lessor: Ford Motor Cnxlt Company
By:
Soren Lar )n T. S. EShephaid
"Title: Mayor � � Title: Supervisor MwkVd Fiswnck g
Attest: t r
Deputy City Clerk
AMENDMENT
The certain Equipment Lease-Purchase Agreement by and between Ford Motor Credit
Company {"Lessor"} and City of Redlands CLessee*), dated as of August 3, 1994 (the *Leasej
is hereby amended as follows:
A. Lessee has not issued, and reasonably anticipates that It and Its
subordinate entities will not issue, tax-exempt obligations (including this
Agreement) in the amount of more than $10,000,000 during the current
calendar year; hereby designates this Agreement as a "quaffed 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.
B. The parties assume and intend that this Agreement will qualify as a"qualified
tax-exempt obligation" within the meaning of Section 265(b)(3)(B) of the Code.
In the event that Lessor, its assignees or sub-assignees either (i) receive notice
from the Internal Revenue Service; or (ii) reasonably determines, based on an
opinion of independent tax counsel selected by Lessor and approved by
Lessee, which approval Lessee shall not unreasonably withhold; that the
otherwise applicable exception set forth in Section 265(b)(3) of the Code Is not
available, then Lessee shall pay Lessor, its assignees or sub-assignees, as the
case may be, within thirty (30) days after receiving notice from Lessor of such
determination, the amount which, with respect to rental payments previously
paid, will restore the after-tax yield on the transaction evidenced by this
Agreement to that which would have been had such exception been available,
and pay as additional rent on succeeding rent payment due dates such
amount as will maintain such after-tax yield.
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 3rd day of
August, 1994
LESSEE: City of Redlands LESSOR: Ford Motor Credit Company
By:
Swen Larson T. S. Shepherd
Title: Mayor Title: Supervisor, Municipal Financing
,<7
Attest:
Deputy City ier�
r ct6c x
SCHEDULE A - EQUIPMENT LEASE-PURCHASE AGREEMENT
Luse No. 39671
This Equipment Schedule dated as of 08103194, is being executed by Ford Motor
Credit Company ("Lessor"), and City of Redlands ("Lessee"), as a supplement to, and is
hereby attached to and made a part of that certain Equipment Lease-Purchase Agreement
elated as of 08103194 ("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, the
following items of Equipment:
II DESCRIPTION (MANUFACTURER, MODEL ALLY SERIAL NO. ) � SUPPLIER
QUANTITY I
I I
I 3 ( 1994 Ford Crown Victoria Police Sedans I Downey Auto Center
I with Ford ESP (3 Years1100,000 Miles) I
I I includes state sales tax at 7.75% I
I I Serial No. : 2FALP71W8RX154920 2FALP7lW1RX154922 I I
I 2FALP71 X154921
I I I j
[EQUIPMENT LOCATION: City of Redlands I
I Police Department
I 35 Cajon Street, Suite 30
I Redlands, CA 92373 I
I I
Initial Term: 36 Months Commencement Date: 08/03194
Periodic Rent: 35 Consecutive Monthly Payments of $1,914.69 each (including
interest), followed by one final payment of $1,915.30 plus any and all
other payments due under this Lease-Purchase Agreement. The Periodic
Rent Payments also include any applicable sales/use tax due and payable
on the Lease Payment Dates, set forth in Schedule A, Page 2.
EXECUTED as of the date first herein set forth.
LESSEE: CI OF REPLANDS LESSOR: FORD MOTOR CREDIT COMPANY
BY: � �
JJ I
Swen L�frson T. S. 1 Shepherd
Mayer Supervisor, Municipal Financing
Attu-lt.`3 ._
r
Deputy C`Lty Clerk
Schedule A rage 4
Payment Schedule Lease Number 39671
Lease Lease Lease Interest Principal Concluding
Payment Payment
Number Date Payment Portion Portion Payment
1 8 f 3 11994 1,914.69 0.00 1,914.69 60,632.31
2 9 f 3 1 1994 1,914.69 343.56 1,571.11 59,061.20
3 10 3 11994 1,914.69 334.68 1,580.01 57,481.19
4 11 3 1994 1,914.69 325.73 1,588,96 55r892-23
5 12 I 3 1994 1,914.69 316.72 1,597.97 54,294-26
6 1 3 11995 1,914.69 30-7.67 11607.02 52,687.24
7 2 I 3 1995 !,914.69 298-56 1,616.13 51,071-11
8 3 f 3 11995 1,914.69 289.40 1,625.29 49,445.82
9 4 3 1995 1,914.69 260.19 1,634.50 47,811-32
10 5 f 3 1995 1,914.69 270.93 1,643.76 46,167.56
11 6 3 11995 1,914.69 -961.62 1,653.07 44,514.49
12 7 3 / 1995 1,9114.69 252.25 1,662.44 42,852.05
13 0 / 3 / 1995 1,914.69 242.83 1,671.66 41,180-19
14 9 / 3 / 1995 1,914.69 233.35 1,681.34 39,498-85
15 10 / 3 / 1995 1,914.69 223-83 lr690.86 37,007.99
16 11 3 11995 1,914.69 214.25 1,700.44 36,107.55
17 12 f 3 11995 1,914.69 204.61 1,710.06 34,397.47
le 1 3 1 1996 1,914.69 194.92 1,719.77 32,677.70
19 2 I 11996 1,914.69 185.17 1,729.52 30,948.18
20 3 3 1996 1,914.69 175.37 1,739.32 29,208.86
21 4 f 3 / 1996 1,914.69 165.52 1,749.17 27,459.69
22 5 / 3 / 1996 1,914.69 155.60 1,759.09 25,700.60
23 6 / 3 / 1996 1,914.69 145.64 1,769.05 23,931.55
24
7 / 3 / 1996 1,914.69 135.61 1,779.08 22,152.47
8 3 1996 1,914.69 125.53 1,789.16 20,363-3-1
25
26 9 I 3 1996 1,914.69 1-15.39 1,799.30 18,564.01
27 10 I 3 11996 1,914.69 105.20 1,809.49 16,754.52
11 3 1996 1,914.69 94.94 1,819.75 14,934-77
28 12 3 1996 1,914.69 84.63 1,630.06 13,104.71
29 1 I 3 11997 1,914.69 74.26 1,840.43 11,264-28
30
31 2 I 3 f 1997 1,914.69 63.83 1,850.86 9,413.42
32 3 I 3 11997 1,914.69 53.34 1,861.35 7,552.07
33 4 I 3 / 1997 1,914.69 42.80 1,871.89 5,680.18
34 5 / 3 / 1997 1,914.69 32-19 1,882.50 3,797.68
35 6 / 3 11997 11,914.69 211.52 1,893.17 1,904.51
36 7 / 3 / 1997 1,915.30 14.-19 1,904.51 1.00
TOTAL 68,929.45 6,382.45 62,547-00
LESSOR: FORD MOTOR CREDIT COMPANY
P. O. Box 1739
Dearborn, MI 48121
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 Equipment Lease-Purchase Agreement ("Lease") executed by Lessee and Lessor.
LEASE I LEASE SCHEDULE A DELIVERY j PURCHASE PURCHASE
DATE NUMBER DATE NUMBER DATE ORDER NO.
08/03/94 39671 E 08/03/94 1
EQUIPMENT INFORMATION
QUANTITY DESCRIPTION (MANUFACTURER, MODEL AND SERIAL NO. ) SUPPLIER
3 1994 Ford Crown Victoria Police Sedans Downey Auto Center
with Ford ESP (3 Years/100,000 Miles)
includes state sales tax at 7.751
Serial No. : 2FALP71W8RX154920 2FALP71W1RX154922
2FALP71WXRX154921
LESSEE: City of Redlands
35 Cajon Street, Suite 30
Redlands, CA 92373
Mayor
(TITLE)
DATE ACCEPTED: