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HomeMy WebLinkAboutResolution 96-36 EXHIBIT A RESOLUTION NO. 96-36 A RESOLUTION OF THE CITY OF OCOEE, FLORIDA APPROVING AN EQUIPMENT LEASE/PURCHASE AGREEMENT WITH COMMERCIAL & MUNICIPAL CAPITAL, LLC AND DESIGNATING IT AS A QUALIFIED TAX-EXEMPT OBLIGATION RESOLVED, that this city enter into a certain Municipal Lease-Purchase Agreement with COMMERCIAL & MUNICIPAL CAPI1~AL, LLC (hereinafter called "Lessor") in substantially the form attached hereto and by this reference made a part hereof (the "Equipment Lease") and that this City lease equipment from Lessor pursuant to the terms of such Equipment Lease; and that the Mayor and t:he City Clerk of this City be and hereby are authorized and directed in the name and on behalf of this city to execute the Equipment Lease with Lessor in substantially the form presented at this meeting, with such changes therein and additions thereto as shall be approved by such officers who execute the same, and such execution shall be conclusive evidence that each such document so exeduted has been authorized and approved by this vote. FURTHER RESOLVED, that the City commission of the City of Ocoee, Florida finds that a true and very real need exists for the acquisition of the Equipment described in the Equipment LE~ase and that such acquisition is in the best interests of the City of Ocoee. FURTHER RESOLVED, that the City Commission of the City of Ocoee, Florida finds that the City of Ocoee has taken the necessary steps, including compliance with any applicable legal bidding requirements, under applicable law to arrange for the acquisition of such equipment. FURTHER RESOLVED, that the obligations of the Ci1:y under the Supplemental Amendment be hereby designated, pursuant to Section 265(b) (3) (0) of the Internal Revenue Code of 1986, as amended (hereinafter called the "Code"), as comprising a portion of the $10,000,000.00 in aggregate issues which may be designated as "Qualified Tax-Exempt Obligations" eligible for the exception to the general rule of the Code which provides for a total disallowance of a deduction for interest expense allocablE~ to the carrying of tax-exempt obligations. FURTHER RESOLVED, that the Mayor and the City Clerk of this city be and hereby are authorized to execute and deliver such other instruments and take such other actions as they shall deem necessary and desirable for the purpose of carrying out these resolutions and consummating the transactions comtemplated by the Equipment Lease. 1 FURTHER RESOLVED, that the foregoing resolutions shall remain in full force and effect until written notice of their amendment or rescission shall have been received by Lessor and that receipt of such notice shall not affect any action taken by Lessor prior thereto. FURTHER RESOLVED, that the Clerk of this City be and hereby is authorized and directed to certify to the Lessor the foregoing resolutions and that the provisions thereof are in conformity with the charter of this city. ADOPTED this (1rt day of .D~~\1996. APPROVED: CITY OF OCOEE, FLORIDA -7 /'/ IrJ ~ ~0\0~~A~ S. Scott Vandergr~f , Mayor ATTEST: (SEAL) FOR USE AND RELIANCE ONLY BY THE CITY OF OCOEE, FLORIDA. APPROVED AS TO FORM AND LEGALITY this -LL day of ~~, 1996 FOLEY & LARDNER By: i~ M. ~t As~+. City Attorney APPROVED BY THE OCOEE CITY COMMISSION AT A MEETING HELD ON THE DATE INDICATED ABOVE UNDER AGENDA ITEM NO. , I G , 2 MUNICIPAL LEASE-PURCHASE AGREEMENT LESSOR: Commercial & Municipal Capital. LLC 201 E. Kennedy Blvd.. Suite 712 Tampa, Florida 33602 LESSEE: City of Ocoee, Florida 150 N. Lakeshore Drive Ocoee. Florida 34761 This Municipal Lease-Purchase Agreement (the" Agreement") entered into between Commercial & Municipal Capital, LLC ("Lessor"), and City of Ocoee, Florida ("Lessee"), a body corporate and politic duly organized and existing under the laws of the State of Florida ("State"); WITNESSETH: WHEREAS, Lessor desires to lease the Equipment, as hereinafter defined, to Lessee, and Lessee desires to lease the Equipment from Lessor. subject to the terms and conditions of and for the purposes set forth in tltis Agreement; and WHEREAS. Lessee is authorized under the Constitution and laws of the State to enter into this Agreement for the purposes set forth herein; NOW, THEREFORE. for and in consideration of tile premises hereinafter contained, the parties hereby agree as follows: ARTICLE I COVENANTS OF LESSEE Section 1.01. Lessee represents, covenants and warrants, for the benefit of Lessor and its assignees, as follows: (a) Lessee is a public body, corporate and politic. duly organized and existing under the Constitution and laws of the State. (b) Lessee will do or ( ..'1Se to be done all things necessary to preserve and keep in full force and effect its existence as a bod:' orporate and politic. (c) Lessee is authorized under the Constitution and laws of the State to enter into this Agreement and the transaction contemplated hereby, and to perform all of its obligations hereunder. (d) Lessee has been dl:ly autllOrized to execute and deliver this Agreement under the terms and provisions of the resolution ',f its governing body, attached hereto as Exhibit A, or by otl1er appropriate official approval, and further .epresents, covenants and warrants that all requirements have been met, and procedures have occurred in order to ensure the enforceability of this Agreement, and Lessee has complied witl1 such public bidding reql'~rements as may be applicable to this Agreement and tI1e acquisition by Lessee of tI1e Equipment hereunder. Lessee shall cause to be executed an opinion of its counsel substantially in the form attached hereto as Exhibit B. (e) During tI1e term Ofll-us Agreement, the Equipment will be used by Lessee only for tI1e purpose of performing one or more esse'tt~.l.I governmental or proprietary functions of Lessee consistent with the permissible scope of Lessee's .}.tthority and will not be used in a trade or business of any person or entity other than the Lessee. (f) During the period this Agreement is in force, Lessee will annually provide Lessor with such current financial statements, budgets, proof of appropriation for ensuing fiscal year or such other financial information relating to the decision of Lessee to continue this Agreement as may be reasonably requested by Lessor or its assignee. (g) The Equipment will have a useful life in the hands of the Lessee that is substantially in excess of the Original Tenn and all Renewal Terms. (h) The Equipment is, and during the period this Agreement is in force will remain, personal property and when subjected to use by the Lessee under this Agreement, will not be or become fixtures. ARTICLE II DEFINITIONS Section 2.01. The following terms will have the meanings indicated below unless the context clearly requires otherwise: "Agreement" means this Municipal Lease-Purchase Agreement, including the Exhibits attached hereto, as the same may be supplemented or amended from time to time in accordance with the terms hereof. "Commencement Date" is the date when the term ofthis Agreement begins and Lessee's obligation to pay rent accrues. which date shall be the date on which the Lessor, having received and approved all executed documents and exhibits, accepts, signs and dates the Municipal Lease and Option Agreement. "Equipment" means the property described in Exhibit D and which is the subject of this Agreement. "Lease Term" means the Original Term and all Renewal Terms provided for in this Agreement under Section 4.01. "Lessee" means the entity which is described in the first paragraph of this Agreement and which is leasing the Equipment from Lessor under the provisions of this Agreement. "Lessor" means (i) Commercial & Municipal Capital, LLC, acting as Lessor hereunder: (ii) any surviving resulting or transferee corporation; and (iii) except where the context requires other. lse, any assignee(s) of Lessor. "Original Term" means the period from the Commencement Date until the end of the fiscal year of Lessee in effect at the Commencement Date. "Purchase Price" means the amount indicated with respect to any date after payment of 3;~ :1ental Payments (defined below) due through such date, all as set forth in Exhibit E hereto, or Supph"'ental Exhibit E hereto, as the case may be. "Renewal Terms" means the automatic renewal terms of this Agreement as provided for i:-. Article IV of this Agreement, each having a duration of one year and a term co-extensive with the Les~"~'s fiscal year, except the last of such automatic renewal terms which shall end on the due date of the last Rental Payment set forth in Exhibit E to this Agreement 2 "Rental Payments" means the basic rental payments payable by Lessee pursuant to the provisions of this Agreement during the Lease Tenn. payable in consideration of the right of Lessee to use the Equipment during the then current portion of the Lease Tenn. Rental Payments shall be payable by Lessee to the Lessor or its assignee in the amounts and at the times during the Lease Tenn, as set fortll in Exhibit E of this Agreement. "Vendor" means the manufacturer of the Equipment as well as the agents or dealers of the manufacturer from whom Lessor purchased or is purchasing the Equipment. ARTICLE ill LEASE OF EQUIPMENT Section 3.0 I. Lessor hereby demises, leases and lets to Lessee, and Lessee rents, leases and hires from Lessor, the Equipment, in accordance with the provisions of this Agreement, to have and to hold for the Lease Term. ARTICLE IV LEASE TERM Section 4.01. Commencement of Lease Term. The Original Tenn of this Agreement shall commence on the Commencement Date as exhibited on Exhibit E of the Agreement and shall terminate on the last day of Lessee's current fiscal year. Lessee may renew this Agreement beyond the expiration of the Original Term, or beyond the ex-piration of any subsequent Renewal Term, up to the number of additional fiscal years provided in Exhibit E of this Agreement by appropriating sufficient funds to make scheduled Rental Payments for the ensuing fiscal year (each a "Renewal Term"). Terms and conditions during any Renewal Term shall be the same as the terms and conditions during the Original Term, except that the Rental Payments shall be as provided in Exhibit E of this Agreement. Section 4.02. Termination of Lease Tenn. The Lease Tenn will terminate upon the earliest of a..'y of the following events: (a) The expiration ofthe Original Tenn or any Renewal Tenn of this Agreement and the nonrenewal of this Agreement in the event of nonappropriation of funds pursuant to Section 6 07: (b) The exercise of Lessee of the option to purchase the Equipment before ex-piration of ~;'.s Agreement granted under the provisions of Articles IX or XI of this Agreement or (c) A default by Lessee and Lessor's election to terminate this Agreement under Article XIII. (d) Payment by Lessee of all Rental Payments authorized or required to be paid by Lessee !'ereunder. Section 4.03. Return of Eauioment on Termination. Upon expiration or earlier termination of ille Original Term or any Renewal Term under any provision of this Agreement at a time when Less~e does not exercise its option to purchase the Equipment granted under the provisions of Articles IX or XI of this Agreement, Lessee hereby agrees to voluntarily deliver the Equipment to Lessor packaged or oth~rwise prepared in a manner suitable for shipment by truck or rail common carrier at a location specified by Lessor. AIl ex-penses resulting from the return of Equipment on Termination will be borne by L~ssee. 3 ARTICLE V ENJOYMENT OF EQUIPMENT Section 5.0 I Lessor hereby covenants to provide Lessee during the Lease Term with quiet use and enjoyment of the Equipment, and Lessee shall during the Lease Term peaceably and quietly have and hold and enjoy the Equipment., without suit., trouble or hindrance from Lessor, except as expressly set fOrtII in tltis Agreement. Lessor shall have the right at all reasonable times during business hours to enter into and upon tlle property of Lessee for the purpose of inspecting tlle Equipment. ARTICLE VI RENTAL PAYMENTS Section 6.01. Rental Pavrnents to Constitute a Current Expense of Lessee. Lessor and Lessee understand and intend that the obligation of Lessee to pay Rental Payments hereunder shall constitute a current eXllense of Lessee out of its available non-ad valorem revenues and shall not in any way be construed to be a debt of Lessee in contravention of any applicable constitutional or statutory limitations or requirements concerning the creation of indebtedness by Lessee. Notillng contained herein shall constitute a pledge of the Lessee's general la.,< revenues, funds or monies. Section 6.02. Payment of Rental Pavrnents. During the Original Term and during each Renewal Term elected by Lessee, Lessee shall pay Rental Payments, exclusively from legally available funds. in lawful money of the United States of America to Lessor or, in the event of assignment by Lessor. to its assignee, in tlle amounts and on the dates set fOrtII in Exhibit E hereto. Rental Payments shall be in consideration for Lessee's use of the Equipment during tlle applicable year in which such payments are due. Section 6.03. Interest and Principal Components. A portion of each Lease Rental Payment is paid as, and represents payment of, interest., and the balance of each Rental Payment is paid as, and represents payment of principal. Exhibit E hereto sets forth the interest component and the principal component of each Rental Payment during the Lease Term. Section 6.04. Additional Interest in tlle Event tlle Interest is Ta.xable. Lessee acknowledges that Lessor's yield with respect to tills Agreement is dependent upon the full amount of each lease rental payment being excluded frem Lessor's income pursuant to Section 103 (a) of the United States Internal Revenue Code of 1986 as amended (the "Code"). Accordingly, if at any time. as a result of a determination that Lessee 'J?S breached a representation or covenant contained herein. or as a result of any change in the Code. any p:. v ,:lent of either the interest component or the principal component of any lease rental payment is. in the opl.'lion of counsel for the Lessor, subject to or affected by any income, preference. excess profits. minimum or other federal ta.,<, Lessee shall pay, as additional interest. an amount wltich is necessary to provide to Lessor the same net income as Lessor would have received but for such event. Lessor's calculations of such additional interest shall be binding upon Lessee in the absence of manifest error. Section 6.05. Rental r;,vrnents to be Unconditional. During the Original Term and during each Renewal Term elected by Ler.;;ee. the obligations of Lessee to make payment of the Rental Payments required under tills Article \11 and other sections hereof and to perform and observe the covenants and agreements contained herein shall be absolute and unconditional in all events, except as expressly provided under tills Agreemeat. Notwithstanding any dispute between Lessee and Lessor, any Vendor or any other person, Lessee agrees to pay all Rental Payments when due and shall not withhold any Rental Payments pending firm resolution of such dispute, nor shall Lessee assert any right of set-off or counterclaim against its obE~iJ.tion to make such payments when required under this Agreement. Lessee's obligation to make Rental P?'.'ments during the Original Term or the then current Renewal Term elected by Lessee shall not be abated through accident or unforeseen circumstances. 4 Section 6.06. Continuation of Lease Term by Lessee. Lessee intends. subject to the provisions of Section 6.07. to continue the Lease Tenn through the Original Term and all the Rental Payments hereunder. Lessee reasonably believes that legally available funds from non-ad valorem tax sources in an amount sufficient to make all Rental Payments during the Original Term and each of the Renewal Terms can be obtained. Lessee further intends. subject to the provisions of Section 6.07, to do all things lawfully within its power to obtain and maintain funds from which the Rental Payments may be made, including making provision for such payments to the extent necessary in each biannual or annual budget submitted and adopted in accordance with applicable provisions of state law. to have such portion of the budget approved. Section 6.07. Termination by Nonappropriation. In the event Lessee does not appropriate sufficient funds for the payment of the Rental Payments scheduled to be paid in the next occurring Renewal Term then. Lessee may, notwithstanding any other provision to the contrary, tenninate this Agreement at the end of the then current Original Term or Renewal Term, and Lessee shall not be obligated to make payment of the Rental Payments provided for in this Agreement beyond the end of the then current Original or Renewal Term. Lessee agrees to deliver notice to Lessor of such tennination prior to the adoption of the renewal term's budget. Section 6.08. Late Charges. If any Rental Payment is not paid in full to Lessor within fifteen (15) days after the payment first became due and payable, Lessee shall immediately pay to Lessor an additional one time late charge equal to five (5%) percent of each such amount past due along with the Rental Payment. Partial payments by Lessee shall be applied first to repayment of interest on Lessor advances pursuant to Section 8.04 if any, then to the accrued interest component of past due Rental Payments and the balance to the remaining principal component of past due rental payments. Section 6.09. PrepaYment. Lessee shall have the right to prepay principal components of Lease Rental Payments in whole on any date set forth in Exhibit E by paying the then applicable Purchase Price set forth in Exhibit E on such date. Lessee shall have the right to prepay principal components of Lease Rental Payments in part on any date set forth in Exhibit E by giving Lessor written notice at least 30 days prior to such date and by paying a portion of the then applicable Purchase Price set forth in amount at least equal to 20% of the initial Purchase Price set forth in the Exhibit E. All prepayments in part shall be applied to reduce the Purchase Price to reflect the amount of the payment. Lessor shall then prepare a revised schedule of Rental Payments, based upon amortization of the adjusted Purchase Price over the remaining term. ARTICLE VII '.'ITLE TO EQUIPMENT Section 7.01. Title to the Equipment. During the term of this Agreement, title to the Equipment and any and all additions, repairs, replacements or modifications shall vest in Lessee. subject to the rights of Lessor under this Agreement. In the eh.nt of default as set forth in Section 13.02 or nonappropriation as set forth in Section 6.07, Lessee agree; D surrender possession of the Equipment to Lessor. Lessee and Lessor intend for federal income tax P:'.';Joses under the Internal Revenue Code of 1986, as amended, that this Agreement constitutes a financing lease or an installment sale contract rather than a true lease. Section 7.02. Notice Filing. Lessl;';t~ agrees to execute for informational purposes a notice f1ling financing statement as attached hereto. 5 ARTICLE VIII MAINTENANCE; MODIFICATION; TAXES; INSURANCE AND OTHER CHARGES Section 8.0 L Maintenance of Equipment bv Lessee. Lessee agrees that at all times during the Lease Term Lessee will, at Lessee's own cost and expense, maintain, preserve and keep the Equipment in good repair, working order and condition, and that Lessee will from time to time make or cause to be made all necessary and proper repairs, replacements and renewals. Lessor shall have no responsibility in any of these matters. or for the making of improvements or additions to the Equipment. Section 8.02. Taxes. Other Governmental Charges and Utility Charges. The parties to this Agreement contemplate that the Equipment will be used for a governmental or proprietary purposes of Lessee and, therefore, that the equipment will be exempt from all taxes presentIy assessed and levied witIl respect to personal property. In tIle event tIlat tIle use, possession or acquisition of tIle Equipment is found to be subject to taxation in any form (except for income taxes of Lessor), Lessee will pay during the Lease Term. as the same respectively come due, all taxes and governmental charges of any kind whatsoever that may at any time be lawfully assessed or levied against or with respect to tIle Equipment and any equipment or other property acquired by Lessee in substitution for. as a renewal or replacement of, or a modification, improvement or addition to the Equipment, as well as all gas, water, steam, electricity, heat, power. telephone, utility and otIler charges incurred in the operation. maintenance. use, occupancy and upkeep of tIle Equipment; provided tIlat, witIl respect to any governmental charges tImt may lawfully be paid in installments over a period of years, Lessee shall be obligated to pay only such installments as have accrued during tIle time this Agreement is in effect. Section 8.03. Provisions Regarding Insurance. At its own expense, Lessee shall cause casualty, public liability and property damage insurance to be carried and maintained. or shall demonstrate to the satisfaction of Lessor that adequate self-insurance is provided with respect to tIle Equipment. sufficient to protect tIle Full Insurable Value (as tIlat term is hereinafter defined) of tIle Equipment, and to protect Lessor from liability in all events. All insurance proceeds from casualty losses shall be payable as hereinafter provided in tIllS Agreement. Lessee shall furnish to Lessor certificates evidencing such coverage tl1roughout tIle Lease Term. Alternatively, Lessee may insure tIle Equipment under a blanket insurance policy or policies which cover not only tIle Equipment but other propenies. If Lessee insures similar properties by self-insurance. Lessee \\ill insure the Equipment by means of an adequate insurance fund. The "Full Insurable Value" as used herein shall mean the full replacement value of the Equipment. Any insurance policy pursuant to this Section 8.03 shall be so written or endorsed as to make loss:::. if any, payable to Lessee and Lessor as their respective interests may appear. The Net Proceeds (as defined in Section 9.01) of the insurance required in this Section 8.03 shall be applied as provided in Article IX hereof Each insurance policy provided for in tIlis Section 8.03 shall contain a provision to the effect that the insurance company shall not cancel the policy or moduy it materially and adversely to the interest of Lessor witIlout first giving written notice thereof to Lessor at least 30 days in advance of such cancellation. Section 8.04. Advances. In the event Lessee shall fail to maintain the full insurance coverage required by this Agreement or shall fail to keep tIle Equipment in good repair and operating condition, Lessor may (but shall be under no obligation to) purchase the required policies of insurance and pay tIle premiums necessary and provide for payment thereof: and all amounts so advanced therefore by Lessor shall become additional rent for the then current Original Term or Renewal Term. which amounts, togetIler ,vith interest thereon at the rate of 12% per annum, Lessee agrees to pay. 6 ARTICLE IX DAMAGE, DESTRUCTION AND CONDEMNATION: USE OF NET PROCEEDS Section 9.0 l. Damage. Destruction and Condemnation. Unless Lessee shall have exercised its option to purchase the Equipment by making payment of the Purchase Price as provided herein, if prior to the termination of the Lease Term (a) the Equipment or any portion thereof is destroyed (in whole or in part) or is damaged by fire or other casualty or (b) title to, or tlle temporary use of the Equipment or any part thereof or tlle estate of Lessee or Lessor in the Equipment or any part thereof shall be taken under the exercise of the power eminent domain by any governmental body or by any person, firm or corporation acting under governmental authority, Lessee and Lessor will cause tlle Net Proceeds of any insurance claim or condemnation award to be applied to tlle prompt repair, restoration, modification or improvement of tlle Equipment Any balance of the Net Proceeds remaining after such work has been completed shall be paid to Lessee. For purposes of Section 8.03 and tltis Article IX, tlle term "Net Proceeds" shall mean tlle amount remaining from tlle gross proceeds of any insurance claim or condemnation award after deducting all e:.:penses (including attorney's fees) incurred in tlle collection of such claims or award. Section 9.02. Insufficiencv of Net Proceeds. Iftlle Net Proceeds are insufficient to pay in full the cost of any repair, restoration, modification or improvement referred to in Section 9.01 hereof, Lessee shall either (a) complete the work and pay any cost in excess of the amount of Net Proceeds, and Lessee agrees that if by reason of any such insufficiency of the Net Proceeds, Lessee shall make any payments pursuant to the provisions oftltis Section 9.02. Lessee shall not be entitled to any reimbursement therefore from Lessor nor shall Lessee be entitled to any diminution of the amounts payable under Article VI hereof or (b) if Lessee is not in default hereunder, Lessee shall pay to Lessor the amount of the then applicable Purchase Price. and, upon such payment, the Lease Term shall terminate and Lessor's interest in tlle Equipment shall terminate as provided in Article XI of tltis Agreement The amount of the Net Proceeds in excess of the then applicable Purchase Price. if any, may be retained by Lessee. ARTICLE X DISCLAIMER OF WARRANTIES; VENDOR'S WARRANTIES; USE OF EQUIPMENT Section 10.01. Disclaimer of Warranties. LESSOR MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED. AS TO THE VALUE, DESIGN, CONDmON, MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE OR FITNESS FOR USE OF THE EQUIPMENT. OR WARRANTY WITH RESPECT THERETO. In no event shall Lessor be liable for any incidental, indirect. special or consequential damage in connection with or arising out of this Agreement or the existence, furnislting, functioning or Lessee's use of any item or products or services provided for in tltis Agreement Section 10.02. Vendor's Warranties. Lessor hereby irrevocably appoints Lessee its agent and attorney-in-fact during the Lease Term, so long as Lessee shall not be in default hereunder, to assert from time to time whatever claims and rights. including warranties of the Equipment, which Lessor may have against the Vendor of the Equipment. Lessee's sole remedy for the breach of such warranty, indemnification or representation shall be against the Vendor of tIle Equipment, and not against tIle Lessor, nor shall such matter have any effect whatsoever on tIle rights and obligations of Lessor with respect to this Agreement, including the right to receive full and timely payments hereunder. Lessee expressly acknowledges that Lessor makes, and has made, no representation or warranties whatsoever as to tIle existence or availability of such warranties of the Vendor of the Equipment Section 10.03. Use of the Equipment. Lessee will not install, use, operate or maintain the Equipment improperly, carelessly, in violation of any applicable law or in a manner contrary to that contemplated by this Agreement Lessee shall provide all permits and licenses, if any, necessary for tIle 7 installation and operation of the Equipment. In addition. Lessee agrees to comply in all respects (including. without limitation. with respect to the use. maintenance and operation of each item of the Equipment) with all laws of the jurisdictions in which its operations involving any item of Equipment may extend and any legislative, executive. administrative or judicial body exercising any power or jurisdiction over the items of tlIe Equipment: provided. however. that Lessee may contest in good faitll tlle validity or application of any such law or rule in any reasonable manner which does not. in the opinion oftlle Lessor, adversely affect tlle estate of Lessor in and to any of the items oftlle Equipment or its interest or rights under tllis Agreement. ARTICLE XI OPTION TO PURCHASE Section 11.01. At tlle request of Lessee, Lessor's interest in the Equipment and additional Rental Payments will be terminated and this Agreement shall terminate: (a) At the end of the final Renewal Term. upon payment by Lessee of all Rental Payments scheduled as set forth in Exhibit E to this Agreement; or (b) if tlle Lease Term is terminated pursuant to Article IX of tllis Agreement, in tlle event of total damage, destruction or condemnation of the Equipment; or (c) any time when Lessee is not on such date in default under this Agreement, upon payment by Lessee of tlle then applicable Purchase Price to Lessor. Upon tlle occurrence of any of such events. Lessor shall deliver a Bill of Sale of its remaining interest in tile Equipment to Lessee "AS IS - WHERE IS" without additional cost or payment by Lessee. ARTICLE XII ASSIGNMENT, SUBLEASING, INDEMNIFICATION, MORTGAGING AND SELLING Section 12.01. Assignment bv Lessor. TIus Agreement, and tlle obligations of Lessee to make payments hereunder. may be assigned and reassigiled in whole or in part to one or more assignees and subassignees by Lessor at any time subsequent to its execution. without the necessity of obtaining the consent of Lessee: provided. however, that no such assignment or reassignment shall be effective unless and until (i) Lessee shall have received notice of the assignment or reassignment disclosing the name and address of the assignee or subassignee. and (ii) . ! the event that such assignment is made to a bank or trust company as trustee for holders of certifical\ . representing interest in this Agreement. such bank or trust company agrees to maintain. or cause to be maintained. a book-entry system by which a record of names and addresses of such holders as of any particular time is kept and agrees. upon request of the Lessee. to furnish such information to Lessee. Upon receipt of notice of assignment. Lessee agrees to reflect in a book entry assignee designation in such notice of assignment, and to make all payments to the assignee designated in tlle notice of assignment ;'1 Jtwithstanding any claim, defense. setoff or counterclaim whatsoever (whether arising from.'\ 0reach of this Agreement or otherwise) tllat Lessee may from time to time have against Lessor. or the assignee. Lessee agrees to execute all documents which may be reasonably requested by Lessor or its assignee to protect their interests in this Agreement. Section 12.02. No Sale. Assignment or Subleasing bv Lessee. This Agreement and the interest of Lessee in the Equipment may not be sold. assigned or encumbered by Lessee without the prior written consent of Lessor or assignee. 8 Section 12.03. Rele:'lSe and Indemnification Covenants. To the extent permitted by the laws and Constitution of the State, Lessee shall protect. hold harmless and indemnity Lessor from and against any and all liability, obligations, losses, claims and damages whatsoever, regardless of cause thereof, and expenses in connection therewith, including, without limitation, counsel fees and expenses, penalties and interest arising out of or as the result of the entering into this Agreement, the ownership of any item of the Equipment, the ordering, acquisition, use, operation, condition, purchase, delivery, rejection, storage or return of any item of the Equipment or any accident in connection with the operation, use, condition, possession. storage or return of any item of the equipment resulting in damage to property or injury to or death of any person. The indemnification arising under this paragraph shall continue in full force and effect notwithstanding the full payment of all obligations under this Agreement or the termination of the lease term for any reason. Lessee agrees not to withhold or abate any portion of the payments required pursuant to this Agreement by reason of any defects, malfunctions, breakdowns or infirmities of the Equipment. ARTICLE xm EVENTS OF DEFAULT AND REMEDIES Section 13.01. Events of Default Defined. The following shall be "events of default" under this Agreement and the terms "event of default" and "default" shall mean, whenever they are used in tllis Agreement, anyone or more of the following events: (a) Failure by Lessee to pay any Rental Payment or other payment required to be paid hereunder at the time specified herein: and (b) Failure by Lessee to observe and perform any covenant, condition or agreement on its part to be observed or performed. other than as referred to in Section 13.01 (a), for a period of 30 days after written notice, specifying such failure and requesting that it be remedied as given to Lessee by Lessor, unless Lessor shall agree in writing to an extension of such time prior to the expiration, provided. however, if the failure stated in the notice cannot be corrected within the applicable period, Lessor will not unreasonably withhold its consent to an eX1ension of such time if corrective action is instituted by Lessee witllin the applicable period and diligently pursued until the default is corrected. The foregoing provisions oftllis Section 13.01 are subject to (i) the provisions of Section 6.07 hereof witll respect to nonappropriation; and (ii) ifby reason of force maieure Lessee is unable in whole or in part to carry out its agreement on its part herein contained. other than the obligations on the part of Lessee contained in Article VI hereof. Lessee shall not be deemed in default during the continuance of such inability. The term "force majeure" as used herein shall m'.TJ.. without limitation. the following: acts of God: strikes. lockouts or other employee relations disturbab: ~s; acts of public enemies: orders or restraints of any kind of the government of the United States of Amerir;a or the state wherein Lessee is located or any of their departments, agencies or officials. or any civil or military authority, insurrections: riots: landslides; earthquakes: fires: storms; droughts: floods: or explosions. Section 13.02. Remedies on Default. Whenever any ~ '\~nt of default referred to in Section 13.0 I hereof shall have happened and be continuing, Lessee agre\':.. ~o return the equipment to Lessor and Lessor shall have the right at its sole option without any furtller demand or notice, to take either one or both of the following remedial steps: (a) Accept surrender from Lessee of the equipment for :;ale or release by Lessor in a commercially reasonable manner. All proceeds of such sale or re-letting shall inure to Lessor, provided, however, if such proceeds after deduction of Lessor's reasonable costs and expenses, including attorneys' fees, incurred to recover possession, restore or clean-up and sell or release the equipment, exceed an amount equal to the sum of the past due but unpaid Rental Payments and an amV!llit equal to the then applicable purchase price. Lessor shall remit the amount of such excess to Lesse....: or 9 (b) Institute an action in a court of competent jurisdiction to recover Lessor's compensatory damages resulting from Lessee's default. Lessor agrees that it shall not have a right to seek any remedy of specific performance nor shall Lessor have any "self-help" right to take possession of the equipment absent Lessee's voluntary surrender thereof. Section 13.03. Waiver. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver hereof, but any such right and power may be exercised from time to time and as often as may be deemed ex-pedient. ARTICLE XIV MISCELLANEOUS Section 14.01. Notices. All notices, certificates or other communications hereunder shall be sufficiently given and shall be deemed given when delivered or mailed by registered mail, postage prepaid, to tlle parties at tlleir respective places of business. Section 14.02. Binding Effect. This Agreement shall inure to the benefit of and shall be binding upon Lessor and Lessee and their respective successors and assigns. Section 14.03. Severability. In tlle event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction. such holding shall not invalidate or render unenforceable any otller provision hereof. Section 14.04. Amendments. The terms of the Agreement shall not be waived. altered, modified, supplemented or amended in any manner whatsoever except by written instrument signed by the Lessor and the Lessee: nor shall any such amendment that affects the rights of Lessor's assignee be effective without such assignee's consent. Section 14.05. Execution in Counterparts. This Agreement may be executed in several counterparts. each ofwluch shall be an original and all of which shall constitute but one and the same instrument. Section 14.06. Applicable Law. This Agreement shall be governed by and construed in accordance \\-ith the laws of the State of Florida. Section 14.07. Captions. The captions or headings in tltis Agreement are for convenience only and do not define. lintit or describe the scope or intent of any provisions of sections of this Agreement. Section 14.08. Entire Agreement. This Agreement and tlle executed Exhibits attached hereto constitute tlle entire agreement between Lessor and Lessee. No waiver. consent, modification or change of terms of tltis Agreement shall bind either party unless in writing signed by both parties, and then such waiver. consent modification or change shall be effective only in tlle specific instance and for the specific purpose given. There are no understandings, agreements. representations or warranties, express or implied.. not specified herein, regarding tltis Agreement or the equipment leased hereunder. Any terms and conditions of any purchase order or other document (with the exception of Supplements) subntitted by Lessee in connection with tltis Agreement which are in addition to or inconsistent with the terms and conditions of tltis Agreement wiII not be binding on Lessor and will not apply to tltis Agreement Lessee by the signature below of its authorized representative acknowledges that it has read tltis Agreement understands it. and agrees to be bound by its terms and conditions. 10 IN WITNESS WHEREOF, Lessor has executed this Agreement in its corporate name with its corporate seal hereunto affixed and attested by its duly authorized officers, and Lessee has caused this Agreement to be executed in its corporate name with its corporate seal hereunto affixed and attested by its duly authorized officers. All of the above occurred as of the date first written below; this Agreement shall be binding on Lessee beginning on the date it is accepted and executed by Lessor. LESSOR: Execute: Commercial & Municipal Capital. LLC By: Title: Agreement Number: Date: (Commencement Date) LESSEE: City of Ocoee. Florida Attest: Approved: Ci~O;;U::t S. Scott Vandergrift, Mayor Date: ~ Co <:'6-"'- ~ K I) J ~ 'ill. / FOR USE AND RELIENCE ONLY BY THE CITY OF OCOEE, FLORIDA. FLORIDA. APPROVED AS TO FORM AND LEGALITY THIS ~ DAY OF DQ. ~~~ . 1996 FOLEY & LARDNER. By: fc4t1. ~i; ~+. City Attorney APPROVED BY THE OCOEE CITY COMMISSION AT MEETING HELD ON Q.u.. I -, , 1996 UNDER AN AGENDA ITEM NO. V I G I 11 EXHIBIT C CERTlFICA TE AS TO ARBITRAGE I. the undersigned officer of the City of Ocoee, Florida (the "Lessee"), being the person duly charged, with others, with responsibility for issuing tlle Lessee's obligations in the form of that certain agreement entitled "Municipal Lease-Purchase Agreement" witll referenced Exhibits attached tllereto (tlle "Agreement") dated December 17tll, 1996, and issued said date, HEREBY CERTIFY tllat: 1. The Agreement was issued by tlle Lessee under and pursuant to law to finance tlte acquisition of tlle certain Equipment described tllerein. 2. Pursuant to the Agreement, tlle Lessee is entitled to receive said Equipment in consideration for tlle obligation of tlte Lessee under tlle Agreement. Said Equipment will be used in furtherance of tlte public purposes of tlte Lessee. The Lessee does not intend to sell said Equipment or said Agreement or to otlterwise dispose of said Equipment during tlte term of tlle Agreement. The Lessee will not receive any monies, funds, or other "proceeds" as a result of tlle Agreement. 3. The Lessee eX1>ects to make payments under tlte Agreement from its general funds on tlte basis of annual appropriations in tlle amounts equal to tlte required payments under tlte Agreement. The remaining general funds of tlte Lessee are not reasonably expected to be used to make such payments and no otlter monies are pledged to tlle Agreement or reasonably eX1>ected to be used to pay principal and interest on tlle Agreement. 4. The Lessee has not received notice that its Certificate may not be relied upon with respect to its own issues nor has it been advised tllat any adverse action by tlle Commissioner of Internal Revenue is contemplated. To tlte best of my knowledge, information and belief tlte eX1>ectations herein eX1>ressed are reasonable ,lid there are no facts, estimates or circumstances otlter than tltose expressed herein tltat would materially affect tlle expectations herein expressed. IN WITNESS WHEREOF, I have hereunto set my hand tltis 17~y of ~<'6Jtt~ 1996. LESSEE: City of Ocoee. Florida BYS fr.:z;t- ~(O 1 A s. Scott Vandergrift. Mayor ~ FOR USE AND RELIENCE ONLY BY THE CITY OF OCOEE, EORIDA. APPROVED AS TO FORM AND LEGALITY THIS ~ DAY OF "Dsz..~ ~....:: _, 1996 By: Ad;hit. ~ A-sst-. City Attorney EXHIBIT D DESCRIPTION OF EQUIPMENT The Equipment which is the subject of the attached Municipal Lease-Purchase Agreement is as follows: (1) 1997 Lodal EVO-Mag-20 Sideloader with standard and optional equipment as referenced in the Price Quotation dated November 5, 1996 as attached. together with all additions, accessions and replacements thereto. Lessee hereby certifies that the description of the personal property set forth above and referenced in the attachment constitutes an accurate description of the "Equipment", as defined in the attached Municipal Lease-Purchase Agreement. LESSEE: City of Ocoee, Florida By ~tt~~~~ Date: ~e61t. /71 (q, ~ G:, LOCATION OF THE EQUIPMENT: FOR USE AND RELIENCE ONLY BY THE CITY OF OCOEE. FLORIDA. APPROVED AS TO FORM AND LEGALITY THIS --.CL DA Y OF ~~. 1996 By: EXHmIT F ACCEPTANCE CERTIFICATE The undersigned, as Lessee under the Municipal Lease and Option Agreement (the "Agreement") dated December 17th, 1996, with Commercial & Municipal Capital, LLC ("Lessor"), hereby acknowledges (check one): 1. _ receipt in good condition of all of the Equipment described in the Agreement and in Exhibit D thereto ~s _ day of , 1996 , 2. L that the Equipment described in the Agreement and in Exhibit D thereto, has not been delivered, but is scheduled to be delivered on/or before f)~ 4c14 3i I tj tJ }- . Upon receipt of the ) Equipment, or completion of Vendor's responsibility for delivery, whichever is later, Lessee shall inspect it and, unless Lessee sends written notice to Lessor to the contrary within five (5) business days, Lessee shall be deemed to have accepted the Equipment for all purposes of the Agreement. Upon request from Lessor, Lessee shall provide Lessor with all applicable serial and identification numbers for the Equipment. Lessee certifies that Lessor has fully and satisfactorily performed all of its covenants and obligations required under the Agreement, and confirms that the lease will commence as defined by "Commecnement Date" in the attached Agreement, and it will commence payments in accordance with Article VI of the Agreement. The undersigned officer of the Lessee hereby reaffirms on behalf of the Lessee in all respects the covenants of the Lessee set forth in Article I of the Agreement and the representations in the certificate as to Arbitrage attached as Exhibit C to the Agreement, and represents that, to the best of his or her knowledge, information and belief, the expectations therein expressed were reasonable as of the Commencement Date, and that there were, and are as of the date on which they were made, and are reasonable as of the Commencement Date, no facts, estimates or circumstances other than those expressed therein that would materially affect the expectations expressed therein. LESSEE: By: Date: 12. - I '1 - q ltz FOR USE AND RELIENCE ONLY BY THE CITY OF OCOEE, FLORIDA. APPROVED AS TO ::RMl~7;;;JiJfl=DAYOF DmM.'~ ,19% City Attorney EXHIBIT G ESSENTIAL USE/SOURCE OF FUNDS LETTER TO: Commercial & Municipal Capital, LLC RE: Municipal Lease-Purchase Agreement No. 96029 Gentlemen: Reference is made to certain Municipal Lease-Purchase Agreement Number 96029 , dated December 17tll, 1996, between Commercial & Municipal Capital, LLC. and City of Ocoee, Florida, leasing the personal property described in Exhibit D to such Lease. Tlus confirms and affirms that such equipment is essential to the functions oftlle undersigned or to tlle service we provide to our citizens. Further, we have an immediate need for, and expect to make immediate use of, substantially all the Equipment which need is not temporary or expected to diminish in the foreseeable future. The Equipment will be used by us only for the purpose of performing one or more of our governmental or proprietary functions consistent witll tlle permissible scope of our authority. Specificallv, the Equipment was selected bv us to be used as follows: RESIDENTIAL SOLID WASTE PICK UPS Sincerely, S Signature b 6-C~ra~ J), 119(" Date FOR USE ANi.) RELIENCE ONLY BY THE CITY OF OCOEE. FLORIDA. .APPROVED AS TO FORM AND LEGALITY THIS ---.:!...:I DAY OF ~c..o-~, 1996 By:k~ )V(. ~ A-ss.f. . City Attorney EXHIBIT H AMENDMENT AGREEMENT NUMBER ONE In consideration of the mutual covenants of tlle Lessor and Lessee pursuant to the Municipal Lease- Purchase Agreement No. 96029, dated December 17tll, 1996 (the "Lease") between Commercial & Municipal Capital, LLC ("Lessor") and City of Ocoee, Florida ("Lessee"), such Agreement is modified as follows: Lessee certifies tl1at it reasonably anticipates that it and a1l of its subordinate entities will not issue more tllan $10,000,000 of "qualified tax-exempt obligations" (as that term is defined in Section 265(b)(3)(B) oftlle Internal Revenue Code of 1986 ("the Code")) during the calendar year 1996 (the year in which tlle Lease is executed). Further, lessee hereby designates its obligations under the Lease as a "qualified tax-exempt obligation" in accordance witll Section 265 (b )(3 )(B) of the Code so tllat it is eligible for the exception contained in Section 265 (b)(3) of tlle Code and further certifies for the purpose of the overa1l limitation of Section 265 (b)(3)(D) of the Code tllat it and its subordinate entities have not as of tllis calendar year issued more than $10.000.000 of obligations which it has designated for these purposes. Ail terms contained herein not otherwise defined shall have the same meaning as such terms are used and defined in the Lease. Attached hereto is a completed Internal Revenue Service Form 8038-G. Information Return for Tax- Exempt Governmental Bond Issues. completed on behalf of tlle Lessee. IN WITNESS WHEREOF, tlle Lessee has caused this Agreement to be executed by its duly autllorizcd officer on this tlle ~day of .b ~<: 60M ~t-4.. ,1996. LESSEE: City of Ocoee, Florida By: Printed Name: ~ (SEAL) ATTEST: n, City Clerk FOR USE AND RELlENCE ONLY BY TIlE CITY OF OCOEE, FLORIDA. APPROVED AS TO FORM AND LEGALITY TIllS ----1.1.- DAY OF ~, 1996 By: J~rI( ~ kss4-. City Attorney INSURANCE COVERAGE REQUIREMENT TO: Commercial & Municipal Capital. LLC 201 E. Kennedy Blvd.. Suite 712 Tampa, Florida 33602 FROM: City of Ocoee, Florida 150 N. Lakeshore Drive Ocoee, Florida 34761 RE: INSURANCE COVERAGE REQUIREMENTS (Check one) 1. In accordance with Section 8.03 of the Agreement, we have instructed the insurance agent named below (please fill in name. address and telephone number) NAME: ADDRESS: TELEPHONE: to issue: a. All Risk Physical Damage Insurance on the leased equipment evidenced by a Certificate of Insurance and Long Form Loss Payable Clause naming "Commercial & Municipal Capital. LLC " as Loss Payee. Coverage Required: Full Replacement Value b. Public Liability Insurance evidenced by a Certificate of Insurance naming <<LESSOR>> " as an Additional Insured. Minimum Coverage Required: $500,000.00 per person $500,000.00 aggregate bodily injury liability $100.000.00 property damage liability 2. Pursuant to Section 8.03 of the Agreement we are self-insured for all risk. physical damage. and public liability and will provide proof of such self-insurance in letter form together with a copy of the statute authorizing this form of insurance. .i- 3. Proof of insurance coverage will be provided to Commercial & Munic.,:'u Capital. LLC prior to the time that the equipment is delivered to us. B,$' $.3i Li~cott Vand,,~ MaY"' Date: 1J ~13~ 17, I ~2b I FOR USE AND RELIENCE ONLY BY THE CITY OF OCOEE, FLORIDA. AP?ROVED AS TO FORM AND LEGALITY THIS -1l DAY OF ~~, 1996 By: jdfi.l(. ~ .4sst'-. City Attorney Form 8038-G Information Return for Tax-Exempt Governmental Obligations ~ Under Internal Revenue Code section 149(e) OMS No. 1545-0720 ~ See separate Instructions. (Note: Use Fonn 8038-GC if the issue price is under $100,000.) (Rev. May 1995) Department of the Treasury Internal Rewnue SeMC8 Reporting Authority Issuer s name If Amended Return, check here ~ 0 2 Issuer s employer identification number Citv of Ocoee Florida 3 Number and street (or P.O. box if mail is not delivered to street address) 150 N. Lakeshore Drive City, town, or post office, state, and ZIP code Ocoee, Florida 34761 Room/suite 4 Report number G19 6 Date of issue 7 Name of issue 8 CUSIP number Lease Purchase m:e~tt.JJ::ff Type of Issue (check applicable box(es) and enter the issue price) 9 0 Education (attach schedule-see instructions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 $ 10 0 Health and hospital (attach schedule-see instructions) .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 11 0 Transportation..................................................................... 11 12 0 Public safety ...................................................................... 12 13 0 Environment (including sewage bonds) ................................................ 13 14 0 Housing .......................................................................... 14 15 0 Utilities ........................................................................... 15 16 0 Other. Describe (see instructions) ~ 16 17 If obligations are tax or other revenue anticipation bonds, check box ~ 0 18 If obligations are in the form of a lease or installment sale, check box ~ X {e~rtJHff Description of Obligations (a) (b) Ie) Maturity date Interest rate Issue price Please Sign Here 19 Final maturity .. NA NA % NA 20 Entire issue ... 119 299 NA P~t:tJMm: Uses of Proceeds of Bond Issue (including underwriters discount) 21 Proceeds used for accrued interest. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 Issue price of entire issue (enter amount from line 20, column (c)) ............................. 23 Proceeds used for bond issuance costs (including underwriters discount). 23 24 Proceeds used for credit enhancement . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 24 25 Proceeds allocated to reasonably required reserve or replacement fund 25 26 Proceeds used to currently refund prior issues ....................... 26 27 Proceeds used to advance refund prior issues . . . . . . . . . . . . . . . . . . . . . . .. 27 28 Total (add lines 23 through 27) .......................................................... 29 Nonrefunding proceeds of the issue (subtract line 28 from line 22 and enter amount here) ......... ::ei:lrt.::M::: Description of Refunded Bonds (Complete this part only for refunding bonds.) 30 Enter the remaining weighted average maturity of the bonds to be currently refunded ...........~ 31 Enter the remaining weighted average maturity of the bonds to be advance refunded' . . . . . . . . . . .~ 32 Enter the last date on which the refunded bonds will be called ..............................~ 33 Enter the date(s) the refunded bonds were issued ~ ::e~rt.::sq:{ Miscellaneous 34 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) . . . . . . . . . .. 34 1- 35 Enter the amount of the bonds designated by the issuer under section 265(b)(3)(B)(i)(lIl) (small issuer exception) . . . .. 35 I 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (see instructions) .. 36a' b Enter the final maturity date of the guaranteed investment contract .. ~ -"? Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units .. . . .. 37a o If this issue is a loan made from the proceeds of another tax-exempt issue, check box ... ~ 0 and enter the name of the issuer ~ and the date of the issue . . ~ 38 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . . . . . ~ 0 39 If the issuer has identified a hedge, check box . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ~ Under penalties of perjury, I declare that I haw examined this retum and accompanying schedules and statements. and to the bot of my knowledge and :'.., .",~ "". ~ '"":: /) ~ ~ ~ ~, ~ S. Scott Vanderqrift, Mayor Type or print name and title Fonn 8038-G (Rev. 5-95) years years For Paperwork Reduction Act Notice, see page 1 of the Instructions. ISA S"TF FED6403F c- INCTRUCnONS; ," PlEASE TYPE ALL INFO"lMATlON. and sign with Dall pOint pen. Signature must De legible on Filing Olticer Copies. 2. Contact Filing Officer tor tee SChedule or additional Informatoon. REOAD!:R "ROM aegS.tre, Ino. 514 PiERCE ST. P.O. BOX 211 ANOKA" MNo. '5303 (&12) .aal"'l71.~-:""'~'~. ",,'... ...:-. ';.;.~, -.;..;.., STATE OF FLORIDA~"~:",,,~,'~frl.t~; N .T.>,," UNIFORM COMMERCIAL CODE - FINANCING STATEMENT - FORM"UCC:1rREV~1981 " THIS FINANCING STATEMENT is presented to a filing officer for filing pursuant to the Uniform Commercial Code: DEBTOR (Last Name First il a Person) NAME . C~ty of Ocoee 1A THIS SPACE FOR USE OF FILING OFFICER Date. Time. Number & Filing Office MAILING ADDRESS 150 N~ Lakeshore Drive CITY Ocoee a MULTIPLE DEBTOR CD a: NAME w l1. w 18 ::e <( MAILING ADDRESS z w Z 0 >- CITY ."j z 0 MULTIPlE DEBTOR NAME 1C MAILING ADDRESS . CITY STATE FL 34761 (IF ANY) (Last Name First If a Person) STATE (IF ANY) (Last Name First it a Person) STATE * SECURED PARTY (Last Name First if a Person) NAME Commercial & Municipal 2A MAILING ADDRESS 201 E. Kennedy Capital, LLC Blvd, 712 CITY Tampa MULTIPLE SECURED PARTY NAME STATE (IFANYI FL 33602 (Last Name First If a Person) 28 MAILING ADDRESS AUDIT UPDATE CITY ASSIGNEE OF SECURED PARTY NAME STATE (IF ANY) (Last Name First" a Person) VALIDATION INFORMATION 3 MAILING ADDRESS CITY STATE 4. This FINANCING STATEMENT covers the tollowingtypes or Items of propeny (inClude descflp/lon 01 real property on whIch located and owner of record when required). If more space ;s required. attach additional sheets 8W' . "'" (1) 1997 Loda1 EVO-Mag-20 Side10ader SN: 7. No. 01 additional Sheets presented; a: w a: <( l1. W a: l1. Ii. o <J) <J) w a: o o <( o z <( w ::e <( z * . This is.for.informat~ona1 purP9ses only a secur1t 1nterest 1n the e U1 mente 5. Proceeds of collateral are covered as provided in Sections 679.203 and 679.306. F$" 6. 8. and does not create Filed with; (Check D) 0 All documentlllY stamp taxes due and payable or to become due and payable pursuant to Section 201"22. F.S.. have been paid. o Florida DocumentlllY Stamp Tax is not required. 9. This stalement is filed without the debtor's signature 10 parlect a security interest in collateral (Check 0 if SO) o already subject to a security interest in another jurisdiction when it was brought into this stale or debtor's 0 Debtor is a transmitting utility location changed to this stale. 0 Products of collateral are covered 10. (Check 0 if so) o which is proceeds of the original collateral described above in which a security interest was perfected. o as to which the filing has lapsed. o aCQulled after a change of name. Identity. or corporate structure of the o debtor or 0 secured party. 11. :G-;;~vY1 S. Scott Vandergrift, Mayor 12. SIGNATURE(SI OF SECURED PARTY(lESl OR ASSIGNEE 13. Return copy to; INAME ADDRESS S[illScommercia/ & Municipal Capital. LLC. TAMPA · CINCINNATI . LOUISVILLE December 16, 1996 201 E. KENNEDY BLVD. SUITE 712 TAMPA. FL 33602 PHONE: (813) 222-8760 TOLL FREE: (800) 287-5155 FAX: (813) 222-8751 http://www.lionet.com/cmc Mr. Mark Brace City of Ocoee, Florida 150 N. Lakeshore Drive Ocoee, Florida 34761 Re: Municipal Lease Purchase Agreement dated December 17, 1996. Please be advised that Commercial & Municipal Capital, LLC has assigned all its right, title and interest in, to and under the above referenced agreement, the equipment purchased thereunder, and the right to receive payments to Citizens Bank: of Kentucky ("Assignee"). All payments due under the Agreement should be made to the Assignee at the following address: Citizens Bank: of Kentucky 4040 Dixie Highway Louisville, KY 40216 Please acknowledge the Assignment and your agreement to make payments due under the Agreement to the Assignee by having the Mayor sign at the space provided on the counterpart of the letter and return the original signature copy to us Tampa. Sincerely, ~~~ Corr-ji,ercial & Municipal Capital, LLC ("Assignor") ACK1'iOWLEDGED AND ACCEPTED Lessee,: City of Ocoee, Florida By: ~.. Title: Mayor FOR USE AND RELIENCE ONLY BY THE CITY OF OCOEE, FLORIDA. APPROVED AS TOFO LEG S.-..fLDAYOF ~1996. By: -_n. .City Attorney