Item #04 Approval of 3-Year Lease-Purchase Agreement with Suntrust Bank for (10) Police Patrol Vehicles (Replacements) Ocoee
florida
AGENDA ITEM COVER SHEET
Meeting Date: February 17, 2015
Item # L}—
Reviewed By:
Contact Name: Joyce Tolbert Department Director: � ,./►,J;�l
Contact Number: 1516 City Manager:
Subject: Approval of 3 -Year Lease - Purchase Agreement with Suntrust Ba for (10) Police
Patrol Vehicles (Replacements)
Background Summary:
The budget for Fiscal Year 14/15 includes the three (3) year lease - purchase of (10) Police Patrol Vehicles
($119,000 for payments). The Florida Sheriffs Association Contract #14 -22 -0904 provides the lowest competitively
bid pricing; (6) Dodge Chargers @ $31,095.25 /each through AutoNation, and (4) Chevrolet Tahoes @
$38,753.80/each through Alan Jay. The City of Ocoee participates each year in the FSA co -op bid, and the bid
encompasses dealerships in the Western, Northern, Central, and Southern parts of the State of Florida.
The Finance Department obtained interest rate quotes from Suntrust Bank (1.65 %) and BMO Harris Bank
(2.158 %). BB &T was unable to quote at this time. Suntrust Bank is requiring a new Master Lease Agreement (No.
09728) be executed by the City as the previous Master Lease executed in 2001 is now outdated. This is Equipment
Schedule No. 1 to the new Master Lease Agreement.
Issue:
The total cost requiring financing approval is S341,586.70 at an interest rate of 1.65% for three (3) years through
SunTrust Bank.
Recommendations
Staff recommends that the City Commission:
1)Authorize staff to piggyback the Florida Sheriff's Associations Vehicle Contract #14 -22 -0904 awarded to
AutoNation Chrysler Dodge Jeep Ram, and Alan Jay Chevrolet Buick Cadillac GMC;
2)Secure financing through SunTrust Bank, and authorize the Mayor, City Clerk, and Staff to execute the Master
Lease Agreement No. 09728 and Equipment Schedule No. 1 and related documents for the amount of $341,586.70
at an interest rate of 1.65% for three (3) years, to close on or before March 1, 2015.
Attachments:
1. Draft Suntrust Lease - Purchase Agreement (original forthcoming)
2. Quote from AutoNation
3. Quote from Alan Jay
4. FSA Bid Award #14 -22 -0904
Financial Impact:
The FY 15 budget includes $119,000 for payments for 3 -year financing of $341,586.70 through Suntrust Bank at an
interest rate of 1.65 %, which is Equipment Schedule No. 1 to the new Master -Lease Agreement No. 09728, to close
on or before March 1, 2015.
Type of Item: (please mark with an "x')
Public Hearing For Clerk's Dept Use:
Ordinance First Reading Consent Agenda
Ordinance Second Reading Public Hearing
Resolution Regular Agenda
x Commission Approval
Discussion & Direction
Original Document/Contract Attached for Execution by City Clerk
x Original Document/Contract Held by Department for Execution
Reviewed by City Attorney N/A
Reviewed by Finance Dept. t)1461— N/A
Reviewed by ( ) N/A
2
CITY OF OCOEE, FLORIDA
INDEX TO LEGAL DOCUMENTS
BANK - QUALIFIED ESCROW
Master Lease Agreement, Lease Number 09728, Dated as of March 1, 2015;
Exhibit A - Equipment Schedule No. 01;
Acceptance Certificate;
Payment Schedule;
Exhibit B - Tax Agreement and Arbitrage Certificate;
Exhibit C - Resolution of Governing Body;
Exhibit D - Incumbency Certificate;
Exhibit E - Opinion of Counsel;
Exhibit F - Escrow Agreement, with its Schedule I and Exhibit A;
Exhibit G -1 Confirmation of Outside Insurance;
Exhibit G -2 Questionnaire for Self- Insurance to Lease and Addendum;
UCC Financing Statements with attached Schedule A;
Form 8038 -G.
2/5/2015:13 Q- ESC /ST13.DOC /rev.07 /12. sti
SunTrust Equipment Finance & Leasing Corp
PO Box 79194
Baltimore, MD 21279 -0194
City of Ocoee, Florida
ATTENTION: ACCOUNTS AYABLE
150 North Lakeshore Drive
Ocoee, FL 34761
4 1 F
dl
INVOICE #
DESCRIPTION
CUSTOMER #
CONTRACT PAYMENT
INVOICE DATE
AMOUNT
DUE DATE
3/1/2015
PAST DUE
0.00
CURRENT
29,214.46
DUE
TOTAL DUE
29,214.46
CONTRACT NUMBER
DESCRIPTION
CONTRACT PAYMENT
TAX
AMOUNT
443 -40- 09728 -001
PAYMENT
29,114.46
0.00
29,114.46
Doc Fee
100.00
100.00
Thank you for doing business with SunTrust Equipment Finance & Leasing Corp.
Direct inquiries to 866- 608 -3037
PLEASE TEAR HERE AND RETURN BOTTOM PORTION WITH YOU PAYMENT. RETAIN TO PORTION FOR YOUR RECORDS
City of Ocoee, Florida
ATTENTION: ACCOUNTS AYABLE
150 North Lakeshore Drive
Ocoee, FL 34761
REMIT TO
Wire instructions:
SunTrust Equipment Finance
& Leasing Corp
ABA # 061000104
Acct # 201150263
Please include Account name
and Account Number
in wiring instructions
Make Checks Payable to SunTrust Equipment Finance & Leasing Corp
SunTrust Equipment Finance & Finance Corp
PO Box 79194
Baltimore MD 21279 -0194
INVOICE #
CUSTOMER #
TOTAL DUE
DUE DATE
0
0
29,214.46
3/1/2015
AMOUNT
REMITTED $
Refernece: Account Name and Account Number on all Checks
Page 1
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
MASTER LEASE AGREEMENT
LEASE NUMBER 09728
This MASTER LEASE AGREEMENT (the "Agreement'), dated as of March 1, 2015 is made and entered into by and between
SUNTRUST EQUIPMENT FINANCE & LEASING CORP., a Virginia corporation, as lessor ( "Lessor "), and CITY OF OCOEE,
FLORIDA, a political subdivision of the State of Florida, as lessee ( "Lessee ").
In consideration of the mutual covenants herein contained, the parties hereto agree as follows:
ARTICLE I. DEFINITIONS AND EXHIBITS
Section I.I. Definitions The following terms have the meanings specified below.
"Acceptance Certificate" means each Acceptance Certificate delivered by Lessee as part of an Equipment Schedule certifying as to the
delivery, installation and acceptance of Equipment.
"Agreement" means this Master Lease Agreement and all Equipment Schedules hereto.
"Agreement Date" means the date first written above.
"Code" means the Internal Revenue Code of 1986, as amended, together with Treasury Regulations promulgated from time to time
thereunder.
"Equipment" means all items of property described in Equipment Schedules and subject to this Agreement.
"Equipment Group" means each group of Equipment listed in a single Equipment Schedule.
"Equipment Schedule" means each sequentially numbered schedule executed by Lessor and Lessee with respect to Equipment Group.
"Escrow Account" means the equipment acquisition account established by Lessor and Lessee with Escrow Agent pursuant to the Escrow
Agreement.
'Escrow Agent' means SUNTRUST BANK, a Georgia banking corporation, and any successor escrow agent under the Escrow
Agreement.
'Escrow Agreement' means the Escrow Agreement, substantially in the form of Exhibit F hereto, to be executed by Lessor, Lessee and
Escrow Agent upon the first funding of an Equipment Schedule using the procedure described in Section 2.4.
"Events of Default" means those events described in Section 12.1.
"Fiscal Year" means each 12 -month fiscal period of Lessee.
"Funding Date" means, with respect to each Lease, the date Lessor makes payment to the Vendor(s) named in the related Equipment
Schedule or reimburses Lessee for the purchase price of the related Equipment Group or, if the procedure described in Section 2.4 is
utilized, the date Lessor deposits funds equal to such purchase price into the Escrow Account.
"Interest" means the portion of a Rental Payment designated as and comprising interest as provided in a Payment Schedule.
"Lease" means, with respect to each Equipment Group, this Agreement and the Equipment Schedule relating thereto, which together shall
constitute a separate contract between Lessor and Lessee relating to such Equipment Group.
"Lease Date" means, with respect to each Lease, the date so designated in the related Equipment Schedule.
"Lease Term" means, with respect to each Equipment Group, the period during which the related Lease is in effect as specified in Section
3.1.
"Net Proceeds" means any insurance proceeds or condemnation awards paid with respect to any Equipment remaining after payment
therefrom of all expenses incurred in the collection thereof.
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"Non- Appropriation" means the failure of Lessee, Lessee's governing body, or, if applicable, the governmental entity from which Lessee
obtains its operating and /or capital funds to appropriate money for any Fiscal Year sufficient for the continued performance by Lessee of
all of Lessee's obligations under this Agreement, as evidenced by the passage of an ordinance or resolution specifically prohibiting Lessee
from performing its obligations under this Agreement with respect to any Equipment, and from using any moneys to pay any Rental
Payments due under this Agreement for a designated Fiscal Year and all subsequent Fiscal Years.
"Payment Date" means each date upon which a Rental Payment is due and payable as provided in a Payment Schedule.
"Payment Schedule" means the schedule of Rental Payments attached to an Equipment Schedule.
"Principal" means the portion of any Rental Payment designated as and comprising principal as provided in a Payment Schedule.
"Prepayment Price" means the amount so designated and set forth opposite a Payment Date in a Payment Schedule indicating the amount
for which Lessee may purchase the related Equipment Group as of such Payment Date after making the Rental Payment due on such
Payment Date.
"Rental Payment" means each payment due from Lessee to Lessor on a Payment Date.
"Specifications" means the bid specifications and /or purchase order pursuant to which Lessee has ordered any Equipment from a Vendor.
"State" means the state or commonwealth in which Lessee is situated.
"Vendor" means each of the manufacturers or vendors from which Lessee has ordered or with which Lessee has contracted for the
manufacture, delivery and /or installation of the Equipment.
Section 1.2. Exhibits
Exhibit A : Equipment Schedule including form of Acceptance Certificate and form of Payment Schedule.
Exhibit B : Form of Tax Agreement and Arbitrage Certificate (Escrow).
Exhibit C : Form of Resolution of the Governing Body of Lessee relating to each Lease (Escrow).
Exhibit D : Form of Incumbency Certificate as to each officer or representative of Lessee executing this Agreement or any Lease.
Exhibit E : Form of Opinion of Counsel to Lessee.
Exhibit F : Form of Escrow Agreement.
Exhibit G -1 : Form of Confirmation of Outside Insurance.
Exhibit G -2 : Form of Questionnaire for Self - Insurance and Addendum to Equipment Schedule Relating to Self- Insurance.
ARTICLE II. LEASE OF EQUIPMENT
Section 2.1. Acquisition of Equipment Prior to the addition of any Equipment Group, Lessee shall provide Lessor with a description of
the equipment proposed to be subject to a Lease hereunder, including the cost and vendor of such equipment, the expected delivery date
and the desired lease terms for such equipment, and such other information as Lessor may require. If Lessor, in its sole discretion,
determines the proposed equipment may be subject to a Lease hereunder, Lessor shall furnish to Lessee a proposed Equipment Schedule
relating to the Equipment Group for execution by Lessee and then Lessor. By execution hereof, Lessor has made no commitment to lease
any equipment to Lessee. The decision whether Lessor enters into any Lease shall be solely within Lessor's discretion.
Section 2.2. Disbursement Lessor shall have no obligation to make any disbursement to a Vendor or reimburse Lessee for any payment
made to a Vendor for an Equipment Group (or, if the escrow procedure described in Section 2.4 hereof is utilized, consent to a
disbursement by Escrow Agent) until five (5) business days after Lessor has received all of the following in form and substance satisfactory
to Lessor: (a) a completed Equipment Schedule executed by Lessee; (b) a completed Acceptance Certificate in the form included with
Exhibit A hereto executed by Lessee; (c) a certified copy of a resolution or evidence of other official action taken by or on behalf of Lessee
to authorize the acquisition of the Equipment Group on the terms provided in such Equipment Schedule; (d) a Tax Agreement and
Arbitrage Certificate in the form of Exhibit B attached hereto executed by an authorized official of Lessee; (e) evidence of insurance with
respect to the Equipment Group in compliance with Article VII of this Agreement; (f) Vendor invoice(s) and /or bill(s) of sale relating to
the Equipment Group in form and substance satisfactory to Lessor, and /or if such invoices have been paid by Lessee, evidence of payment
thereof and evidence of official intent to reimburse such payment as required by the Code; (g) financing statements naming Lessee as
debtor and /or the original certificate of title or manufacturer's certificate of origin and title application, if any, for any Equipment which is
part of such Equipment Group and is subject to certificate of title laws; (h) a fully completed and executed Form 8038 -G or 8038 -GC, as
applicable; (i) an opinion of counsel to Lessee substantially in the form of Exhibit E hereto, Q) evidence of payment and performance
bonds required by the Equipment Schedule, if applicable, and (k) any other documents or items reasonably required by Lessor. In
addition, any such disbursement by Lessor shall be subject to (a) no Event of Default having occurred and (b) no material adverse change
in Lessee's business, assets, operations, financial condition or results of operations.
Section 2.3. Lease; Possession and Use Lessor hereby leases the Equipment to Lessee, and Lessee hereby leases the Equipment from
2 /5 /2015:BQ- ESC.D0C /,ev.07 /12. st1 2
Lessor, upon the terms and conditions set forth herein. Lessee shall have quiet use and enjoyment of and peaceably have and hold each
Equipment Group during the related Lease Term, except as expressly set forth in this Agreement.
Section 2.4. Escrow Procedure If Lessor and Lessee agree that the cost of an Equipment Group is to be paid from an Escrow Account:
(a) Lessor and Lessee shall execute an Escrow Agreement substantially in the form of Exhibit F; (b) Lessor and Lessee shall execute an
Equipment Schedule relating to such Equipment Group; and (c) Lessor shall deposit an amount equal to the cost of the Equipment Group
into the Escrow Account. All amounts deposited by Lessor into the Escrow Account shall constitute a loan from Lessor to Lessee which
shall be repaid by the Rental Payments due under the related Lease.
ARTICLE III. TERM
Section 3.1. Term This Agreement shall be in effect from the Agreement Date until the earliest of (a) termination under Section 3.2 or
(b) termination under Section 12.2. Each Lease with respect to an Equipment Group shall be in effect for a Lease Term commencing upon
the Lease Date and ending as provided in Section 3.5.
Section 3.2. Termination by Lessee In the sole event of Non - Appropriation, this Agreement and each Lease hereunder shall terminate,
in whole, but not in part, as to all Equipment effective upon the last day of the Fiscal Year for which funds were appropriated, in the
manner and subject to the terms specified in this Article. Lessee may effect such termination by giving Lessor a written notice of
termination and by paying to Lessor any Rental Payments and other amounts which are due and have not been paid at or before the end of
its then current Fiscal Year. Lessee shall endeavor to give notice of such termination not less than ninety (90) days prior to the end of the
Fiscal Year for which appropriations were made, and shall notify Lessor of any anticipated termination. In the event of termination of this
Agreement as provided in this Section, Lessee shall comply with the instructions received from Lessor in accordance with Section 12.3.
Section 3.3. Effect of Termination Upon termination of this Agreement as provided in Section 3.2, Lessee shall not be responsible for
the payment of any additional Rental Payments coming due in succeeding Fiscal Years, but if Lessee has not complied with the instructions
received from Lessor in accordance with Section 12.3, the termination shall nevertheless be effective, but Lessee shall be responsible for
the payment of damages in an amount equal to the amount of the Rental Payments that would thereafter have come due if this Agreement
had not been terminated and which are attributable to the number of days after which Lessee fails to comply with Lessor's instructions and
for any other loss suffered by Lessor as a result of Lessee's failure to take such actions as required.
Section 3.4. Non - substitution Omitted Intentionally.
Section 3.5. Termination of Lease Term The Lease Term with respect to any Lease will terminate upon the occurrence of the first of
the following events: (a) the termination of this Agreement by Lessee in accordance with Section 3.2; (b) the payment of the Prepayment
Price by Lessee pursuant to Article V; (c) an Event of Default by Lessee and Lessor's election to terminate such Lease pursuant to Article
XII; or (d) the payment by Lessee of all Rental Payments and all other amounts authorized or required to be paid by Lessee pursuant to
such Lease.
ARTICLE IV. RENTAL PAYMENTS
Section 4.1. Rental Pavments Lessee agrees to pay the Rental Payments due as specified in the Payment Schedule in Exhibit A. A
portion of each Rental Payment is paid as Interest as specified in the Payment Schedule of each Lease, and the first Rental Payment will
include Interest accruing from the Funding Date. Lessor is authorized to insert the due date of the first Rental Payment in the Payment
Schedule in Exhibit A. All Rental Payments shall be paid to Lessor, or to such assignee(s) Lessor has assigned as stipulated in Article XI,
at such places as Lessor or such assignee(s) may from time to time designate by written notice to Lessee. Lessee shall pay the Rental
Payments with lawful money of the United States of America from moneys legally available therefor.
Section 4.2. Current Expense The obligations of Lessee, including its obligation to pay the Rental Payments due in any Fiscal Year of a
Lease Term, shall constitute a current expense of Lessee for such Fiscal Year and shall not constitute an indebtedness of Lessee within the
meaning of the Constitution and laws of the State. Nothing herein shall constitute a pledge by Lessee of any taxes or other moneys (other
than moneys lawfully appropriated from time to time by or for the benefit of Lessee for this Agreement and the Net Proceeds of the
Equipment) to the payment of any Rental Payment or other amount coming due hereunder.
Section 4.3. Unconditional Rental Payments Lessee's obligation to make Rental Payments and any other payments hereunder shall be
absolute and unconditional. Lessee shall make these payments when due and shall not withhold any of these payments pending final
resolution of any disputes. Lessee shall not assert any right of set -off or counterclaim against its obligation to make these payments.
Lessee's obligation to make Rental Payments or other payments shall not be abated through accident, unforeseen circumstances, failure of
the Equipment to perform as desired, damage or destruction to the Equipment, loss of possession of the Equipment or obsolescence of the
Equipment. Lessee shall be obligated to continue to make payments required of it by this Agreement if title to, or temporary use of, the
Equipment or any part thereof shall be taken under exercise of the power of eminent domain.
Section 4.4. Rental Payment Adjustment If, during the Lease Term for any Lease, the federal corporate income tax rate decreases
(whether or not Lessor is actually taxed at the maximum marginal statutory rate) or the federal tax laws are changed to reduce or cap
the benefit of the tax exemption for Interest on the Lease (whether or not Lessor is actually subject to such reduction or cap), the
annual Interest rate on each Lease shall be adjusted as follows: (a) the Interest rate shall be divided by 0.65, (b) the resulting quotient
2/5/2015:B Q-E S C. DOC/rev. 07/12. st1
shall be multiplied by the difference between 1.0 and the actual new maximum federal corporate income tax rate or the effective
maximum federal corporate income tax rate after giving effect to any reduction or cap on the benefit of the tax exemption, as
applicable, and (c) the resulting amount shall be the new Interest rate for such Lease. Such increase in the Interest rate shall take effect
on the effective date of the change in federal tax laws, and shall be applicable to all Leases then in effect. For the fiscal year of Lessee
in which the effective date of the change in federal tax law falls, the increased Interest accruing shall be due and payable on the first
Rental Payment date in the fiscal year of Lessee following the fiscal year in which the effective date of the change in federal tax law
falls. Appropriation of said increased Interest shall be subject to Section 3.2 and failure to appropriate such increased Interest shall
result in a termination of the Lease under Section 3.3. Upon an increase in the Interest rate under this Section, Lessor shall provide to
Lessee a revised Payment Schedule for each Lease reflecting the increased Interest rate.
ARTICLE V. OPTION TO PREPAY
Section 5.1. Option to Prepay Lessee shall have the option to prepay its obligations under any Lease in whole but not in part on any
Payment Date for the then applicable Prepayment Price (which shall include a prepayment fee) as set forth in the related Payment
Schedule, provided there has been no Non - Appropriation or Event of Default.
Section 5.2. Exercise of Option Lessee shall give notice to Lessor of its intention to exercise its option not less than thirty (30) days
prior to the Payment Date on which the option will be exercised and shall pay to Lessor not later than such Payment Date an amount equal
to all Rental Payments and any other amounts then due or past due under the related Lease (including the Rental Payment due on the
Payment Date on which the option shall be effective and the applicable Prepayment Price set forth in the related Payment Schedule. In the
event that all such amounts are not received by Lessor on such Payment Date, such notice by Lessee of exercise of its option to prepay
shall be void and the related Lease shall continue in full force and effect.
Section 5.3. Release of Lessor's Interest Upon receipt of the Prepayment Price in good funds with respect to any Equipment Group, the
Lease with respect to such Equipment Group shall terminate and Lessee shall become entitled to such Equipment Group AS IS, WHERE
IS, WITHOUT WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS
FOR ANY PARTICULAR PURPOSE OR FITNESS FOR THE USE CONTEMPLATED BY LESSEE, except that such Equipment
Group shall not be subject to any lien or encumbrance created by or arising through Lessor.
ARTICLE VI. REPRESENTATIONS, WARRANTIES AND COVENANTS
Section 6.1. Representations and Warranties of Lessee Lessee represents and warrants as of the Agreement Date and as of each Lease
Date as follows:
(a) Lessee is a state or political subdivision of the State within the meaning of Section 103(c) of the Code, duly organized and
existing under the Constitution and laws of the State, and is authorized under the Constitution and laws of the State to enter into this
Agreement, each Lease and the transactions contemplated hereby and thereby, and to perform all of its obligations under this Agreement
and each Lease.
(b) The execution and delivery of this Agreement and each Lease have been duly authorized by all necessary action of Lessee's
governing body and such action is in compliance with all public bidding and other State and federal laws applicable to this Agreement,
each Lease and the acquisition and financing of the Equipment by Lessee.
(c) This Agreement and each Lease have been duly executed and delivered by and constitutes the valid and binding obligation of
Lessee, enforceable against Lessee in accordance with their respective terms.
(d) The execution, delivery and performance of this Agreement and each Lease by Lessee shall not (i) violate any State or federal law
or local law or ordinance, or any order, writ, injunction, decree, or regulation of any court or other governmental agency or body applicable
to Lessee, or (ii) conflict with or result in the breach or violation of any term or provision of, or constitute a default under, any note, bond,
mortgage, indenture, agreement, deed of trust, lease or other obligation to which Lessee is bound.
(e) There is no action, suit, proceeding, claim, inquiry or investigation, at law or in equity, before or by any court, regulatory agency,
public board or body pending or, to the best of Lessee's knowledge, threatened against or affecting Lessee, challenging Lessee's authority
to enter into this Agreement or any Lease or any other action wherein an unfavorable ruling or finding would adversely affect the
enforceability of this Agreement or any Lease.
(f) No lease, rental agreement, lease - purchase agreement, payment agreement or contract for purchase to which Lessee has been a
party at any time during the past ten (10) years has been terminated by Lessee as a result of insufficient funds being appropriated in any
Fiscal Year. No event has occurred which would constitute an event of default under any debt, revenue bond or obligation which Lessee
has issued during the past ten (10) years.
(g) Lessee or Lessee's governing body has appropriated and /or taken other lawful actions necessary to provide moneys sufficient to
pay all Rental Payments during the current Fiscal Year, and such moneys will be applied in payment of all Rental Payments due and
payable during such current Fiscal Year.
(h) Lessee has an immediate need for, and expects to make immediate use of, the Equipment, which need is not temporary or
expected to diminish during the applicable Lease Tenn. Lessee presently intends to continue each Lease hereunder for its entire Lease
Term and to pay all Rental Payments relating thereto.
2 /5 /2015:SQ- ESC.DOC /rev.07/ 12.st1
Section 6.2. Covenants of Lessee Lessee agrees that so long as any Rental Payments or other amounts due under this Agreement remain
unpaid:
(a) Lessee shall not install, use, operate or maintain the Equipment improperly, carelessly, in violation of any applicable law or
regulation or in a manner contrary to that contemplated by this Agreement. Lessee shall obtain and maintain all permits and licenses
necessary for the installation and operation of the Equipment. Lessee shall not, without the prior written consent of Lessor, affix or install
any accessory equipment or device on any of the Equipment if such addition would change or impair the originally intended functions,
value or use of such Equipment.
(b) Lessee shall provide Lessor access at all reasonable times to examine and inspect the Equipment and provide Lessor with such
access to the Equipment as may be reasonably necessary to perform maintenance on the Equipment in the event of failure by Lessee to
perform its obligations hereunder.
(c) Lessee shall not, directly or indirectly, create, incur, assume or suffer to exist any mortgage, pledge, lien, charge, encumbrance or
other claim with respect to the Equipment, other than the respective rights of Lessor and Lessee as herein provided. Lessee shall promptly,
at its own expense, take such actions as may be necessary duly to discharge or remove any such claim if the same shall arise at any time.
Lessee shall reimburse Lessor for any expense incurred by Lessor in order to discharge or remove any such claim.
(d) The person or entity in charge of preparing Lessee's budget will include in the budget request for each Fiscal Year the Rental
Payments to become due during such Fiscal Year, and will use all reasonable and lawful means available to secure the appropriation of
money for such Fiscal Year sufficient to pay all Rental Payments coming due therein. Lessor acknowledges that appropriation for Rental
Payments is a governmental function which Lessee cannot contractually commit itself in advance to perform. Lessee acknowledges that
this Agreement does not constitute such a commitment. However, Lessee reasonably believes that moneys in an amount sufficient to make
all Rental Payments can and will lawfully be appropriated and made available to permit Lessee's continued utilization of the Equipment in
the performance of its essential functions during the applicable Lease Terms.
(e) Lessee will only use the Equipment will be used by only for the purpose of performing Lessee's essential governmental
functions.
(f) Lessee shall assure that its obligation to pay Rental Payments is not directly or indirectly secured by any interest in property, other
than the Equipment, and that the Rental Payments will not be directly or indirectly secured by or derived from any payments of any type or
any fund other than Lessee's general purpose fund.
(g) Lessee shall deliver to Lessor (i) annual audited financial statements within 180 days each Fiscal Year end; (ii) its annual budget
for the succeeding Fiscal Year when approved but not later than 45 days prior to its current Fiscal Year end; and (iii) such other financial
statements and information relating to the ability of Lessee to satisfy its obligations under this Agreement and each Lease as may be
reasonably requested by Lessor from time to time.
(h) Lessee shall promptly and duly execute and deliver to Lessor such further documents, instruments and assurances and take such
further action as Lessor may from time to time reasonably request in order to carry out the intent and purpose of this Agreement and to
establish and protect the rights and remedies created or intended to be created in favor of Lessor hereunder.
Section 6.3. Tax Related Representations, Warranties and Covenants
(a) General. Lessee agrees that it will not take or fail to take any action that would cause the Interest portion of Rental Payments
under any Lease to be or to become ineligible for the exclusion from gross income of the owner or owners thereof for federal income
tax purposes.
(b) Incorporation of Tax Agreement and Arbitrage Certificate. As of each Lease Date and with respect to each Lease, Lessee makes
each of the representations, warranties and covenants contained in the Tax Agreement and Arbitrage Certificate delivered with respect
to such Lease. Each such Tax Agreement and Arbitrage Certificate is incorporated herein and made a part of this Agreement.
(c) Event of Taxability. If Lessor either (i) receives notice, in any form, from the Internal Revenue Service or (ii) reasonably
determines, based on an opinion of independent tax counsel selected by Lessor, that Lessor may not exclude any Interest paid under any
Lease from its Federal gross income (each an "Event of Taxability"), Lessee shall pay to Lessor upon demand (x) an amount which, with
respect to Rental Payments previously paid and taking into account all penalties, fines, interest and additions to tax (including all federal,
state and local taxes imposed on the Interest due through the date of such event), will restore to Lessor its after -tax yield (assuming tax at
the highest marginal tax rate and taking into account the time of receipt of Rental Payments and reinvestment at the after -tax yield rate) on
the transaction evidenced by such Lease through the date of such event and (y) as additional Rental Payments to Lessor on each succeeding
Payment Date such amount as will maintain such after -tax yield to Lessor.
ARTICLE VII. INSURANCE AND RISK OF LOSS
Section 7.1. Liability and Property Insurance. Lessee shall, at its own expense, procure and maintain continuously in effect during
each Lease Term: (a) public liability insurance for death or injuries to persons, or damage to property arising out of or in any way
connected to the Equipment sufficient to protect Lessor and its assigns from liability in all events, with a coverage of not less than
$1,000,000 per occurrence unless specified differently in the related Equipment Schedule, and (b) insurance against such hazards as Lessor
may require, including, but not limited to, all -risk casualty and property insurance, in an amount equal to the greater of the full replacement
cost of the Equipment or the applicable Prepayment Price.
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Section 7.2. Workers' Compensation Insurance If required by State law, Lessee shall carry workers' compensation insurance covering
all employees on, in, near or about the Equipment, and upon request, shall furnish to Lessor certificates evidencing such coverage
throughout the Lease Term.
Section 7.3. Insurance Requirements.
(a) Insurance Policies. All insurance policies required by this Article shall be taken out and maintained with insurance companies
acceptable to Lessor and shall contain a provision that thirty (30) days prior to any change in the coverage the insurer must provide written
notice to the insured parties. No insurance shall be subject to any co- insurance clause. Each insurance policy shall name Lessor and its
assigns as an additional insured party and loss payee regardless of any breach of warranty or other act or omission of Lessee and shall
include a lender's loss payable endorsement for the benefit of Lessor and its assigns. Prior to the delivery of Equipment, Lessee shall
deposit with Lessor evidence satisfactory to Lessor of such insurance and, prior to the expiration thereof, shall provide Lessor evidence of
all renewals or replacements thereof.
(b) Self Insurance. With Lessor's prior consent, Lessee may self - insure the Equipment by means of an adequate insurance fund set
aside and maintained for that purpose which must be fully described in a letter delivered to Lessor in form acceptable to Lessor.
(c) Evidence of Insurance. Lessee shall deliver to Lessor upon acceptance of any Equipment evidence of insurance which complies
with this Article VII with respect to such Equipment to the satisfaction of Lessor, including, without limitation, the confirmation of
insurance in the form of Exhibit G -1 attached hereto together with Certificates of Insurance, when available, or the Questionnaire for Self -
Insurance and Addendum to Equipment Schedule Relating to Self - Insurance in the form of Exhibit G -2 attached hereto, as applicable.
Section 7.4. Risk of Loss To the extent permitted by applicable laws of the State, as between Lessor and Lessee, Lessee assumes all risks
and liabilities from any cause whatsoever, whether or not covered by insurance, for loss or damage to any Equipment and for injury to or
death of any person or damage to any property. Whether or not covered by insurance, Lessee hereby assumes responsibility for and agrees
to indemnify Lessor from all liabilities, obligations, losses, damages, penalties, claims, actions, costs and expenses, including reasonable
attorneys' fees, imposed on, incurred by or asserted against Lessor that relate to or arise out of this Agreement, including but not limited to,
(a) the selection, manufacture, purchase, acceptance or rejection of Equipment or the ownership of the Equipment, (b) the delivery, lease,
possession, maintenance, use, condition, return or operation of the Equipment, (c) the condition of the Equipment sold or otherwise
disposed of after possession by Lessee, (d) the conduct of Lessee, its officers, employees and agents, (e) a breach of Lessee of any of its
covenants or obligations hereunder, (f) any claim, loss, cost or expense involving alleged damage to the environment relating to the
Equipment, including, but not limited to investigation, removal, cleanup and remedial costs, and (g) any strict liability under the laws or
judicial decisions of any state or the United States. This provision shall survive the termination of this Agreement.
Section 7.5. Destruction of Equipment Lessee shall provide a complete written report to Lessor immediately upon any loss, theft,
damage or destruction of any Equipment and of any accident involving any Equipment. Lessor may inspect the Equipment at any time and
from time to time during regular business hours. If all or any part of the Equipment is stolen, lost, destroyed or damaged beyond repair
( "Damaged Equipment "), Lessee shall within thirty (30) days after such event either: (a) replace the same at Lessee's sole expense with
equipment having substantially similar Specifications and of equal or greater value to the Damaged Equipment immediately prior to the
time of the loss occurrence, and otherwise satisfactory to Lessor, whereupon such replacement equipment shall be substituted in the
applicable Lease and the other related documents by appropriate endorsement or amendment; or (b) pay the applicable Prepayment Price
of the Damaged Equipment determined as set forth in the related Equipment Schedule. Lessee shall notify Lessor of which course of
action it will take within fifteen (15) days after the loss occurrence. If, within forty-five (45) days of the loss occurrence, (a) Lessee fails to
notify Lessor; (b) Lessee and Lessor fail to execute an amendment to the applicable Equipment Schedule to delete the Damaged
Equipment and add the replacement equipment or (c) Lessee has failed to pay the applicable Prepayment Price, then Lessor may, at its sole
discretion, declare the applicable Prepayment Price of the Damaged Equipment, to be immediately due and payable. The Net Proceeds of
insurance with respect to the Damaged Equipment shall be made available by Lessor to be applied to discharge Lessee' obligation under
this Section.
ARTICLE VIII. OTHER OBLIGATIONS OF LESSEE
Section 8.1. Maintenance of Equipment Lessee shall notify Lessor in writing prior to moving the Equipment to another address and
shall otherwise keep the Equipment at the address specified in the related Equipment Schedule. Lessee shall, at its own expense, maintain
the Equipment in proper working order and shall make all necessary repairs and replacements to keep the Equipment in such condition
including compliance with State and federal laws. Any and all replacement parts must be free of encumbrances and liens. All such
replacement parts and accessories shall be deemed to be incorporated immediately into and to constitute an integral portion of the
Equipment and as such, shall be subject to the terms of this Agreement.
Section 8.2. Taxes Lessee shall pay all taxes and other charges which are assessed or levied against the Equipment, the Rental Payments
or any part thereof, or which become due during the Lease Term, whether assessed against Lessee or Lessor, except as expressly limited by
this Section. Lessee shall pay all utilities and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the
Equipment, and all special assessments and charges lawfully made by any governmental body that may be secured by a lien on the
Equipment. Lessee shall not be required to pay any federal, state or local income, succession, transfer, franchise, profit, excess profit,
capital stock, gross receipts, corporate, or other similar tax payable by Lessor, its successors or assigns, unless such tax is made as a
2/5/2015:BQ -ESC. DOChm07/12, stl
substitute for any tax, assessment or charge which is the obligation of Lessee under this Section.
Section 8.3. Advances If Lessee shall fail to perform any of its obligations under this Article, Lessor may take such action to cure such
failure, including the advancement of money, and Lessee shall be obligated to repay all such advances on demand, with interest at the rate
of 18% per annum or the maximum rate permitted by law, whichever is less, from the date of the advance to the date of repayment.
ARTICLE IX. TITLE
Section 9.1. Title During the Lease Term, ownership and legal title of all Equipment and all replacements, substitutions, repairs and
modification shall be in Lessee and Lessee shall take all action necessary to vest such ownership and title in Lessee. Lessor does not own
the Equipment and by this Agreement and each Lease is merely financing the acquisition of such equipment for Lessee. Lessor has not
been in the chain of title of the Equipment, does not operate, control or have possession of the Equipment and has no control over the
Lessee or the Lessee's operation, use, storage or maintenance of the Equipment.
Section 9.2. Security Interest All provisions referencing Lessor having a security interest in the Equipment are hereby cancelled and
shall not have any force or effect. Lessor and Lessee agree that the Agreement does not result in the creation of any lien, charge,
security interest or other encumbrance upon the Equipment or any other asset of Lessee.
Section 9.3. Modification of Equipment Lessee will not, without the prior written consent of Lessor, affix or install any accessory
equipment or device on any of the Equipment if such addition will change or impair the originally intended value, function or use of the
Equipment.
Section 9.4. Personal Property The Equipment is and shall at all times be and remain personal property and not fixtures.
ARTICLE X. WARRANTIES
Section 10.1. Selection of Equipment Each Vendor and all of the Equipment have been selected by Lessee. Lessor shall have no
responsibility in connection with the selection of the Equipment, the ordering of the Equipment, its suitability for the use intended by
Lessee, the acceptance by any Vendor or its sales representative of any order submitted, or any delay or failure by such Vendor or its sales
representative to manufacture, deliver or install any Equipment for use by Lessee.
Section 10.2. Vendor's Warranties Lessor hereby assigns to Lessee for and during the related Lease Tenn, all of its interest, if any, in
all Vendor's warranties, guarantees and patent indemnity protection, express or implied issued on or applicable to an Equipment Group,
and Lessee may obtain the customary services famished in connection with such warranties and guarantees at Lessee's expense. Lessor
has no obligation to enforce any Vendor's warranties or obligations on behalf of itself or Lessee.
Section 10.3. Disclaimer of Warranties LESSEE ACKNOWLEDGES THAT THE EQUIPMENT IS OF A SIZE, DESIGN,
CAPACITY, AND MANUFACTURE SELECTED BY LESSEE. LESSEE ACKNOWLEDGES THAT IT SELECTED THE
EQUIPMENT WITHOUT ASSISTANCE OF LESSOR, ITS AGENTS OR EMPLOYEES. LESSOR IS NOT A MANUFACTURER
OF THE EQUIPMENT OR A DEALER IN SIMILAR EQUIPMENT, AND DOES NOT INSPECT THE EQUIPMENT BEFORE
DELIVERY TO LESSEE. LESSOR MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO
THE VALUE, DESIGN, CONDITION, QUALITY, DURABILITY, SUITABILITY, MERCHANTABILITY OR FITNESS FOR ANY
PARTICULAR PURPOSE OR FITNESS FOR THE USE CONTEMPLATED BY LESSEE OF THE EQUIPMENT, OR ANY OTHER
REPRESENTATION OR WARRANTY WITH RESPECT TO THE EQUIPMENT. IN NO EVENT SHALL LESSOR BE LIABLE
FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THIS
AGREEMENT OR THE EQUIPMENT OR LESSEE'S USE OF THE EQUIPMENT.
ARTICLE XI. ASSIGNMENT AND SUBLEASING
Section 11.1. Assignment by Lessor Lessor, without Lessee's consent, may assign and reassign all of Lessor's right, title and /or interest
in and to this Agreement or any Lease, including, but not limited to, the Rental Payments and other amounts payable by Lessee and
Lessor's interest in the Equipment, in whole or in part to one or more assignees or subassignee(s) by Lessor at any time. No such
assignment shall be effective as against Lessee unless and until written notice of the assignment is provided to Lessee. When presented
with a notice of assignment, Lessee will acknowledge in writing receipt of such notice for the benefit of Lessor and any assignee. Lessee
shall keep a complete and accurate record of all such assignments.
Section 11.2. Assignment and Subleasing by Lessee Neither this Agreement nor any Lease or any Equipment may be assigned,
subleased, sold, transferred, pledged or mortgaged by Lessee.
ARTICLE XII. EVENTS OF DEFAULT AND REMEDIES
Section 12.1. Events of Default Defined The occurrence of any of the following events shall constitute an Event of Default under this
Agreement and each Lease:
(a) Lessee's failure to pay any Rental Payment or other amount required to be paid to Lessor within ten (10) days following the due
date thereof (other than by reason of Non - Appropriation).
(b) Lessee's failure to maintain insurance as required by Article VII.
(c) With the exception of the above clauses (a) & (b), Lessee's failure to perform or abide by any condition, agreement or covenant
2 /5/2015:BQ- ESC.DOC/rev.07/ 12.st1
for a period of thirty (30) days after written notice by Lessor to Lessee specifying such failure and requesting that it be remedied, unless
Lessor shall agree in writing to an extension of time prior to its expiration.
(d) Lessor's determination that any representation, warranty or statement made by Lessee in or pursuant to this Agreement or any
Equipment Schedule was untrue in any material respect upon execution of this Agreement or any Equipment Schedule.
(e) The occurrence of an Event of Taxability.
(f) The filing of a petition in bankruptcy or receivership or similar proceeding by or against Lessee, or failure by Lessee promptly to
lift any execution, garnishment or attachment of such consequence as would impair the ability of Lessee to carry on its governmental
functions or assignment by Lessee for the benefit of creditors, or the entry by Lessee into an agreement of composition with creditors, or
the approval by a court of competent jurisdiction of any adjustment of indebtedness of Lessee, or the dissolution or liquidation of Lessee.
[(g) Lessee's failure to pay any indebtedness when due or Lessee's failure to perform any other obligation thereunder which gives
the holder of such indebtedness the right to accelerate the indebtedness, the principal amount of such indebtedness constitutes at least
10% of Lessee's aggregate current long- and short-term indebtedness.]
Section 12.2. Remedies on Default In the event of default by Lessee under the Agreement, Lessor's sole remedies shall be to sue
Lessee for compensatory damages, which Lessee agrees to pay and which are hereby agreed to be the Prepayment Price applicable to
the immediately preceding rental payment due date, as set forth on the Payment Schedule, plus any rental payments accrued and unpaid
as of the date default, provided that in the event that Lessee voluntarily returns the Equipment to Lessor to a location specified by
Lessor, at Lessee's sole risk, cost and expense and in the condition required by Section 8.1 of the Agreement, Lessor shall not have any
further remedies against Lessee. Lessor shall also have the right in the event of default to exercise any other right, remedy or privilege
which may be available to it, including without limitation proceedings by appropriate court action to require specific performances of
any provision of the Agreement other than Lessee's covenant to return possession of and title to the Equipment, which covenant shall
not be subject to enforcement by specific performance. Lessee shall remain liable for all legal fees and other costs and expenses;
including court costs, incurred by Lessor in the enforcement of its remedies under the Agreement except to the extent prohibited by the
Constitution and laws of the State of Florida.
Section 12.3. Return of Equipment: Release of Lessee's Interest With respect to any provision of the Agreement requiring Lessee
to return all or any portion of the Equipment to Lessor or to transfer title to all or any portion of the equipment to Lessor, Lessee agrees
to voluntarily do so. In the event that Lessee fails for refuses to return or transfer the Equipment or title thereto voluntarily as set forth
above, Lessor acknowledges that the Agreement does not and shall not create a right in Lessor to involuntarily dispossess Lessee of
title to or possession of all or any item of the Equipment. In lieu of such right Lessor shall be entitled to and Lessee agrees to pay to
Lessor immediately, but only from Lessee's legally available and appropriated revenues from sources other than ad valorem or other
taxes, the Prepayment Price applicable to the immediately preceding rental payment due date, as set forth on the Payment Schedule,
plus any rental payments accrued and unpaid as of the date of such payment.
Section 12.4 Late Charge Lessor shall have the right to require late payment charge for each Rental or any other amount due hereunder
which is not paid within 10 days of the date when due equal to the lesser of 5% of each late payment or the legal maximum. This Section is
only applicable to the extent it does not affect the validity of this Agreement.
Section 12.5 No Remedy Exclusive. Each of the rights and remedies under this Agreement and each Lease is cumulative and may be
enforced separately or concurrently. No course of dealing or conduct between Lessor and Lessee shall be effective to amend, modify or
change any provisions of this Agreement or any Lease. No failure or delay by Lessor to insist upon the strict performance of any term,
covenant or agreement of the Agreement or any Lease, or to exercise any right, power or remedy consequent upon a breach thereof, shall
constitute a waiver of any such term, covenant or agreement or of any such breach, or preclude Lessor from exercising any such right,
power or remedy at any later time or times.
ARTICLE XIII. MISCELLANEOUS PROVISIONS
Section 13.1. Notices All written notices to be given under this Agreement shall be given by mail to the party entitled thereto at its
address specified beneath each party's signature, or at such address as the party may provide to the other parties hereto in writing from time
to time. Any such notice shall be deemed to have been received 72 hours after deposit in the United States mail in registered or certified
form, with postage fully prepaid, or, if given by other means, when delivered at the address specified in this Section 13.1.
Section 13.2. Binding Effect This Agreement and each Lease hereunder shall be binding upon and shall inure to the benefit of Lessor
and Lessee and their respective successors and assigns. Specifically, as used herein the term "Lessor" means any person or entity to whom
Lessor has assigned its right to receive Rental Payments under any Lease.
Section 13.3. Severability In the event any provision of this Agreement or any Lease shall be held invalid or unenforceable by any court
of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof.
Section 13.4. Entire Agreement; Amendments This Agreement constitutes the entire agreement of the parties with respect to the
subject matter hereof and supersedes all prior and contemporaneous writings, understandings, agreements, solicitation documents and
representations, express or implied. This Agreement may be amended or modified only by written documents duly authorized, executed
and delivered by Lessor and Lessee.
2 /5 /2015:BQ- ESC.DOC /rev, 07/12. stl
Section 13.5. Captions The captions or headings in this Agreement are for convenience only and in no way define, limit or describe the
scope or intent of any provisions, Articles, Sections or Clauses hereof.
Section 13.6. Further Assurances and Corrective Instruments Lessor and Lessee agree that they will, from time to time, execute,
acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as
may reasonably be required for correcting any inadequate or incorrect description of the Equipment hereby leased or intended so to be, or
for otherwise carrying out the expressed intention of this Agreement. Lessee hereby authorizes Lessor to file any financing statement or
supplements thereto as may be reasonably required for correcting any inadequate description of the Equipment hereby leased or intended
so to be, or for otherwise carrying out the expressed intention of this Agreement
Section 13.7. Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State.
Section 13.8. Usury It is the intention of the parties hereto to comply with any applicable usury laws; accordingly, it is agreed that,
notwithstanding any provisions to the contrary herein or in any Equipment Schedule, in no event shall this Agreement or any Lease
hereunder require the payment or permit the collection of interest or any amount in the nature of interest or fees in excess of the maximum
amount permitted by applicable law. Any such excess interest or fees shall first be applied to reduce Principal, and when no Principal
remains, refunded to Lessee. In determining whether the interest paid or payable exceeds the highest lawful rate, the total amount of
interest shall be spread through the applicable Lease Term so that the interest is uniform through such term.
Section 13.9. Lessee's Performance A failure or delay of Lessor to enforce any of the provisions of this Agreement or any Lease shall in
no way be construed to be a waiver of such provision.
Section 13.10. Waiver of Jury Trial Lessor and Lessee hereby waive any right to trial by jury in any action or proceeding with respect
to, in connection with or arising out of this Agreement.
Section 13.11. USA Patriot Act Compliance Notification. Lessor hereby notifies Lessee that pursuant to the requirements of the
USA PATRIOT Act (the "Act "), it is required to obtain, verify and record information that identifies Lessee, which information
includes the name and address of Lessee and other information that will allow Lessor to identify Lessor in accordance with the Act.
Lessee shall, promptly upon Lessor's request, provide all documentation and other information that Lessor requests in order to comply
with its ongoing obligations under applicable "know your customer" and anti -money laundering rules and regulations, including the
Act.
[SIGNATURE PAGES FOLLOW]
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]
2/5/2015 BQ- ESC.DOC /rev.07 /12.st1
N,
EXECUTION PAGE OF MASTER LEASE AGREEMENT
LEASE NUMBER 09728
IN WITNESS WHEREOF, Lessor has caused this Agreement to be executed in its corporate name by its duly authorized officer, and
Lessee has caused this Agreement to be executed in its name by its duly authorized officer.
SUNTRUST EQUIPMENT FINANCE
& LEASING CORP.,
Lessor
By:_
Name
Title:
Address: 120 East Baltimore St. 23` Floor
Baltimore, NvID 21202
Telephone:
Facsimile:
ATTEST:
Beth Eikenberry, City Clerk
(SEAL)
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA
APPROVED AS TO FORM AND LEGALITY
this day of , 20_.
SHUFFIELD, LOWMAN & WILSON, P.A.
APPROVED:
CITY OF OCOEE, FLORIDA
S. Scott Vandergrift, Mayor
DATE:
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON 2015
UNDER AGENDA ITEM NO.
2/5/2015.13 Q -ESC. DOC /rev.07 /12.st1 10
EXHIBIT A
EQUIPMENT SCHEDULE NO. 01
TO LEASE NO. 09728
The following Equipment comprises an Equipment Group which is the subject of the Master Lease Agreement dated as March 1,
2015 (the "Agreement ") between the undersigned Lessor and Lessee. The Agreement is incorporated herein in its entirety, and Lessee
hereby reaffirms as of the Lease Date (as defined below) each of its representations, warranties and covenants contained in the Agreement.
The Lease Date for this Equipment Schedule is (the "Lease Date "). Lessee warrants that no Non - Appropriation
and no Event of Default, or event which, with the passage of time or the giving of notice or both, would constitute an Event of Default, has
occurred under the Agreement as of the Lease Date. An Acceptance Certificate and Payment Schedule are attached to this Equipment
Schedule and by reference are made a part hereof. The terms capitalized in this Equipment Schedule but not defined herein shall have the
meanings assigned to them in the Agreement.
EQUIPMENT GROUP
The cost of the Equipment Group to be funded by Lessee under this Lease is $341,586.70 (the "Acquisition Cost "). The
Equipment Group consists of the following Equipment which has been or shall be purchased from the Vendor(s) named below for the
Equipment set forth below:
VENDORS: AutoNation
Alan Jay
EQUIPMENT: VARIOUS POLICE VEHICLES AND ACCESSORIES ATTACHED, HERETO;
The Equipment Group is essential to the governmental functions of Lessee. The Equipment Group is or will be located at the
following address(es). Prior to relocation of the Equipment Group or any portion thereof during the Lease Term, Lessee will provide
written notice to Lessor:
150 North Lakeshore Drive
Ocoee, Florida 34761 (Orange county)
[Signatures appear on the following page.]
2/5/2015 BQ- ESC /STB. DOC /rm 07/ 12, st I
IN WITNESS WHEREOF, Lessor has caused this Equipment Schedule No. 01 to Lease No. 09728 to be executed in its
corporate name by its duly authorized officer, and Lessee has caused this Equipment Schedule to be executed in its name by its duly
authorized officer.
SUNTRUST EQUIPMENT FINANCE
& LEASING CORP.,
Lessor
By:_
Name
Title:
Address: 120 East Baltimore St. 23` Floor
Baltimore, MD 21202
Telephone:
Facsimile:
ATTEST:
Beth Eikenberry, City Clerk
(SEAL)
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA
APPROVED AS TO FORM AND LEGALITY
this day of 20_.
SI UFFIELD, LOWMAN & WILSON, P.A.
By:
Scott A. Cookson, City Attorney
APPROVED:
CITY OF OCOEE, FLORIDA
S. Scott Vandergrift, Mayor
DATE:
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON 2015
UNDER AGENDA ITEM NO.
2/5/2015 :BQ -ESC. DDC /r- 07 /12.stl
Lease No.: 09728
+ Equipment Schedule: 01
ACCEPTANCE CERTIFICATE
I, the undersigned, hereby certify that I am the duly qualified and acting officer of Lessee identified below and, with respect to the
above referenced Equipment Schedule and Lease, that:
1. The Equipment described below has been delivered and installed in accordance with Lessee's specifications, is in good
working order and is fully operational and has been fully accepted by Lessee on or before the date indicated below:
2. Attached are (a) evidence of insurance with respect to the Equipment in compliance with Article VII of the Agreement; (b)
Vendor invoice(s) and /or bill(s) of sale relating to the Equipment, and if such invoices have been paid by Lessee, evidence of payment
thereof (evidence of official intent to reimburse such payment as required by the Code having been delivered separately by Lessee); and (c)
financing statements executed by Lessee as debtor and /or the original certificate of title or manufacturer's certificate of origin and title
application, if any, for any Equipment which is subject to certificate of title laws.
I Rental Payments shall be due and payable by Lessee on the dates and in the amounts indicated on the Payment Schedule
attached to the Equipment Schedule. Lessee has appropriated and /or taken other lawful actions necessary to provide moneys sufficient to
pay all Rental Payments required to be paid under the Lease during the current Fiscal Year of Lessee. Such moneys will be applied in
payment of all such Rental Payments due and payable during such current Fiscal Year. Lessee anticipates that sufficient funds shall be
available to make all Rental Payments due in subsequent Fiscal Years.
4. Lessee hereby authorizes and directs Lessor to fund the Acquisition Cost of the Equipment by paying, or directing the payment
by Escrow Agent (if applicable) of, the invoice prices to the Vendor(s), in each case as set forth above, or by reimbursing Lessee in the
event such invoice prices have been previously paid by Lessee.
5. No event or condition that constitutes, or with notice or lapse of time, or both, would constitute, an Event of Default (as
defined in the Lease) exists at the date hereof
6. Final Acceptance Certificate. This Acceptance Certificate constitutes final acceptance of all of the Equipment identified in
the Equipment Schedule described above. Lessee certifies that upon payment in accordance with paragraph 4 above, or direction to
Escrow Agent (if applicable) to make payment, Lessor shall have fully and satisfactorily performed all of its covenants and obligations
under the Lease. [CHECK BOX IF APPLICABLE.]
CITY OF OCOEE, FLORIDA,
Lessee
By:
Name: S. Scott Vandergrift
Title: Mayor
Date:
2 /5 /2015:BQ- ESC.DOC /rev.07/ 12.st1
Lease Number: 09728
Equipment Schedule: 01
PAYMENT SCHEDULE
The Funding Date with respect to the above referenced Equipment Group shall be March 1, 2015. The annual Interest rate
applicable to the Equipment Group shall be
1.65°/x The amounts of the interest component of Rental
Payments payable under this
Equipment Schedule have been calculated based
on the assumption that the proceeds of this Equipment
Schedule were disbursed on
the Funding Date and such payments of interest component will be
payable as set forth in this Payment Schedule regardless of when
the proceeds of this Equipment Schedule were actually disbursed.
The first Rental Payment
is due on March 1, 2015 and subsequent
payments are due quarterly as set forth below.
Payment Payment
Total
Principal
Interest
Prepayment
Number Date
Payment
Component
Component
Price
1 3/1/2015
29,114.46
29,114.46
-
NA
2 6/1/2015
29,114.46
27,825.50
1,288.95
284,646.74
3 9/1/2015
29,114.46
27,940.28
1,174.17
256,706.46
4 12/1/2015
29,114.46
28,055.54
1,058.92
228,650.92
5 3/1/2016
29,114.46
28,171.27
943.19
200,479.65
6 6/1/2016
29,114.46
28,287.47
826.98
172,192.18
7 9/1/2016
29,114.46
28,404.16
710.30
143,788.02
8 12/1/2016
29,114.46
28,521.33
593.13
115,266.69
9 3/1/2017
29,114.46
28,638.98
475.48
86,627.71
10 6/1/2017
29,114.46
28,757.12
357.34
57,870.59
11 9/1/2017
29,114.46
28,875.74
238.72
28,994.85
12 12/1/2017
29,114.46
28,994.85
119.60
(0.00)
Total
349,373.48
341,586.70
7,786.78
PAYMENT SCHEDULE SIGNATURE PAGE
2/5/2015:BQ- ESC /STB. DOC/rev.07 /12st1
ATTEST:
Beth Eikenberry, City Clerk
(SEAL)
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA
APPROVED AS TO FORM AND LEGALITY
this day of , 20_.
SHUFFIELD, LOWMAN & WILSON, P.A.
0
Scott A. Cookson, City Attorney
* After payment of Rental Payment due on such date.
APPROVED: 40
CITY OF OCOEE, FLORIDA
S. Scott Vandergrift, Mayor
DATE:
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON , 2015
UNDER AGENDA ITEM NO.
2 /5 /2015:BQ- ESC.DOC /rev.07 /12, stl
EXHIBIT B
[Escrow] V-'.4 Lease Number: 09728
r Equipment Schedule: 01
TAX AGREEMENT AND ARBITRAGE CERTIFICATE
This TAX AGREEMENT AND ARBITRAGE CERTIFICATE (this "Certificate ") is executed and delivered as of the Lease Date (the
"Lease Date ") specified in the Equipment Schedule referenced above (the "Equipment Schedule ") by CITY OF OCOEE, FLORIDA
( "Lessee ") in favor of SUNTRUST EQUIPMENT FINANCE & LEASING CORP. and its successors and assigns ( "Lessor ") in
connection with that certain Master Lease Agreement dated as of Florida (the "Agreement ") and the Equipment Schedule, each by and
between Lessor and Lessee. The terms capitalized herein but not defined herein shall have the meanings assigned to them in the
Agreement.
Section 1. In General
1.1. This Certificate is executed for the purpose of establishing the reasonable expectations of Lessee as to future events regarding the
financing of certain equipment (the "Equipment ") to be acquired by Lessor and leased to Lessee pursuant to and in accordance with the
Agreement and the Equipment Schedule (together with all related documents executed pursuant thereto and contemporaneously herewith,
the "Financing Documents "). As described in the Financing Documents, Lessor shall apply $341,586.70 (the "Principal Amount ") toward
the acquisition of the Equipment and Lessee shall make Rental Payments under the terms and conditions as set forth in the Financing
Documents.
1.2. The individual executing this Certificate on behalf of Lessee is an officer of Lessee delegated with the responsibility of reviewing and
executing the Financing Documents, pursuant to the resolution or other official action of Lessee adopted with respect to the Financing
Documents, a copy of which has been delivered to Lessor.
1.3. The Financing Documents are being entered into for the purpose of providing funds for financing the cost of acquiring, equipping and
installing the Equipment which is essential to the governmental functions of Lessee, which Equipment is described in the Equipment
Schedule. The Principal Amount will be deposited in escrow by Lessor on the Lease Date and held by SUNTRUST BANK, as escrow
agent ( "Escrow Agent ") pending acquisition of the Equipment under the terms of that certain Escrow Agreement dated as of the Lease Date
(the "Escrow Agreement "), by and between Lessor, Lessee and Escrow Agent.
1.4. Lessee will complete and timely file for each payment schedule issued under the Lease a Form 8038 -G (or, if the invoice price of the
Equipment under such schedule is less than $100,000, a Form 8038 -GC) relating to such Lease with the Internal Revenue Service in
accordance with Section 149(e) of the Internal Revenue Code of 1986, as amended (the "Code ").
1.5. Lessee has not issued, and reasonably anticipates that it and its subordinate entities, if any, will not issue, tax - exempt obligations
(including the Lease) in the amount of more than $10,000,000 during the current calendar year. Lessee hereby designates the Lease as a
"qualified tax- exempt obligation" within the meaning of Section 265(b)(3) of the Code and agrees that it and its subordinate entities, if any,
will not designate more than $10,000,000 of their obligations as "qualified tax- exempt obligations" during the current calendar year.
Section 2. Non- Arbitralle Certifications
2.1. The Rental Payments due under the Financing Documents will be made with monies retained in Lessee's general operating fund (or an
account or subaccount therein). No sinking, debt service, reserve or similar fund or account will be created or maintained for the payment
of the Rental Payments due under the Financing Documents or pledged as security therefor.
2.2. There have been and will be issued no obligations by or on behalf of Lessee that would be deemed to be (i) issued or sold within
fifteen (15) days before or after the Lease Date, (ii) issued or sold pursuant to a common plan of financing with the Financing Documents
and (iii) paid out of substantially the same source of funds as, or deemed to have substantially the same claim to be paid out of substantially
the same source of funds as, the Financing Documents.
2.3. Other than the Principal Amount held under the Escrow Agreement, Lessee does not and will not have on hand any funds that are or
will be restricted, segregated, legally required or otherwise intended to be used, directly or indirectly, as a substitute, replacement or
separate source of financing for the Equipment.
2.4. No portion of the Principal Amount is being used by Lessee to acquire investments which produce a yield materially higher than the
yield realized by Lessor from Rental Payments received under the Financing Documents. As used in this certificate, the term "yield"
means yield computed by the actuarial method using a 360 -day year and semi - annual compounding, resulting in a discount rate which,
when used in computing the present worth of all payments of principal and interest to be paid on an obligation, produces an amount
equal to the issue price, fair market value, present value or purchase price thereof, as applicable, and is determined in all respects in
accordance with Section 148 of the Code.
2.5. The Principal Amount does not exceed the amount necessary for the governmental purpose for which the Financing Documents were
entered into. Such funds are expected to be needed and fully expended for payment of the costs of acquiring, equipping and installing the
Equipment.
2.6. Lessee does not expect to convey, sublease or otherwise dispose of the Equipment, in whole or in part, at a date which is earlier than
2/512015: B Q -E S C/S TB. DO C /rev. 07/12. st I
the final Payment Date under the Financing Documents
Section 3. Disbursement of Funds; Reimbursement to Lessee
3.1. It is contemplated that the entire Principal Amount deposited in escrow will be used to pay the acquisition cost of Equipment to the
vendors or manufacturers thereof, provided that, if applicable, a portion of the principal amount may be paid to Lessee as reimbursement
for acquisition cost payments already made by it so long as the conditions set forth in Section 3.2 below are satisfied.
3.2. Lessee shall not request that it be reimbursed for Equipment acquisition cost payments already made by it unless each of the following
conditions have been satisfied:
(a) Lessee adopted a resolution or otherwise declared its official intent in accordance with Treasury Regulation § 1.150 -2 (the
"Declaration of Official Intent "), wherein Lessee expressed its intent to be reimbursed from the proceeds of a borrowing for all or a portion
of the cost of the Equipment, which expenditure was paid to the Vendor not earlier than sixty (60) days before Lessee adopted the
Declaration of Official Intent;
(b) The reimbursement being requested will be made by a written allocation before the later of eighteen (18) months after the
expenditure was paid or eighteen (18) months after the items of Equipment to which such payment relates were placed in service;
(c) The entire payment with respect to which reimbursement is being sought is a capital expenditure, being a cost of a type properly
chargeable to a capital account under general federal income tax principles; and
(d) Lessee will use any reimbursement payment for general operating expenses and not in a manner which could be construed as an
artifice or device under Treasury Regulation § 1.148 -10 to avoid, in whole or in part, arbitrage yield restrictions or arbitrage rebate
requirements.
Section 4. Use and Investment of Funds; Temporary Period
4.1. Lessee has incurred or will incur, within six (6) months from the Lease Date, binding obligations to pay an amount equal to at least
five percent (5 %) of the Principal Amount toward the costs of the Equipment. An obligation is not binding if it is subject to contingencies
within Lessee's control. The ordering and acceptance of the items of Equipment will proceed with due diligence to the date of final
acceptance of the Equipment.
4.2. An amount equal to at least eighty-five percent (85 %) of the Principal Amount will be expended to pay the cost of the Equipment by
the end of the three -year period commencing on the Lease Date. No portion of the Principal Amount will be used to acquire investments
that do not carry out the governmental purpose of the Financing Documents and that have a substantially guaranteed yield in excess of the
yield on the Lease.
4.3. (a) Lessee covenants and agrees that it will rebate an amount equal to excess earnings on the Principal Amount deposited under the
Escrow Agreement to the Internal Revenue Service if required by, and in accordance with, Section 148(f) of the Code, and make the
annual determinations and maintain the records required by and otherwise comply with the regulations applicable thereto. Lessee
reasonably expects to cause the Equipment to be acquired by no later than 18 months from the actual Lease date.
(b) Lessee will provide evidence to Lessor that the rebate amount has been calculated and paid to the Internal Revenue Service in
accordance with Section 148(f) of the Code unless (i) the entire Principal Amount is expended on the Equipment by the date that is the
six -month anniversary of the Lease Date or (ii) the Principal Amount is expended on the Equipment in accordance with the following
schedule: At least fifteen percent (15 %) of the Principal Amount and interest earnings thereon will be applied to the cost of the Equipment
within six months from the Lease Date; at least sixty percent (60 %) of the Principal Amount and interest earnings thereon will be applied to
the cost of the Equipment within 12 months from the Lease Date; and one hundred percent (100 %) of the Principal Amount and interest
earnings thereon will be applied to the cost of the Equipment by no later than 18 months from the actual Lease Date.
[(c) Lessee hereby covenants that (i) Lessee is a governmental unit with general tax powers; (ii) the Lease is not a "private activity bond"
under Section 141 of the Code; (iii) at least ninety-five percent (95 %) of the Principal Amount is used for the governmental activities of
Lessee; and (iv) the aggregate principal amount of all tax - exempt obligations (including the Lease) issued by Lessee and its subordinate
entities, if any, during the current calendar year is not reasonably expected to exceed $5,000,000. Accordingly, the rebate requirements of
Section 148(f) of the Code are treated as being met, in lieu of the spending exceptions set forth in paragraph (b) above.]'
Section 5. Escrow Account
The Financing Documents provide that the monies deposited in escrow shall be invested until payments to the vendor(s) or manufacturer(s)
of the Equipment are due. Lessee will ensure that such investment will not result in Lessee's obligations under the Financing Documents
being treated as an "arbitrage bond" within the meaning of Section 148(a) of the Internal Revenue Code of 1986, as amended (the "Code "),
respectively. Any monies which are earned from the investment of these funds shall be labeled as interest earned. All such monies will be
disbursed on or promptly after the date that Lessee accepts the Equipment.
Section 6. No Private Use; No Consumer Loan
6.1. Lessee will not exceed the private use restrictions set forth in Section 141 of the Code. Specifically, Lessee will not permit more than
' Not applicable to all transactions; see amount limitation.
2/5/2 015: B Q -ES C. DO Ch— 07/12 . s t 1
10% of the Principal Amount to be used for a Private Business Use (as defined herein) if, in addition, the payment of more than ten percent
(10 %) of the Principal Amount plus interest earned thereon is, directly or indirectly, secured by (i) any interest in property used or to be
used for a Private Business Use or (ii) any interest in payments in respect of such property or derived from any payment in respect of
property or borrowed money used or to be used for a Private Business Use.
In addition, if both (A) more than five percent (5 %) of the Principal Amount is used as described above with respect to Private
Business Use and (B) more than five percent (5 %) of the Principal Amount plus interest earned thereon is secured by Private Business Use
property or payments as described above, then the excess over such five percent (5 %) (the "Excess Private Use Portion ") will be used for a
Private Business Use related to the governmental use of the Equipment. Any such Excess Private Use Portion of the Principal Amount will
not exceed the portion of the Principal Amount used for the governmental use of the particular project to which such Excess Private Use
Portion is related. For purposes of this paragraph 6.1, "Private Business Use" means use of bond proceeds or bond financed- property
directly or indirectly in a trade or business carried on by a natural person or in any activity carried on by a person other than a natural
person, excluding, however, use by a state or local governmental unit and excluding use as a member of the general public.
6.2. No part of the Principal Amount or interest earned thereon will be used, directly or indirectly, to make or finance any loans to non-
governmental entities or to any governmental agencies other than Lessee.
Section 7. No Federal Guarantee
7.1. Payment of the principal or interest due under the Financing Documents is not directly or indirectly guaranteed, in whole or in part, by
the United States or an agency or instrumentality thereof.
7.2. No portion of the Principal Amount or interest earned thereon shall be (i) used in making loans the payment of principal or interest of
which are to be guaranteed, in whole or in part, by the United States or any agency or instrumentality thereof, or (ii) invested, directly or
indirectly, in federally insured deposits or accounts if such investment would cause the financing under the Financing Documents to be
"federally guaranteed" within the meaning of Section 149(b) of the Code.
Section 8. Post - Issuance Compliance.
8.1 In the event an action takes place (or is anticipated to take place) that will cause the Equipment not to be used for qualified uses
under Section 141 of the Code, Lessee will consult with bond counsel as soon as practicable about taking remedial action as described in
Treasury Regulation Section 1.141 -12. Lessee will take all actions necessary to ensure that the "nonqualified bonds" (as defined in
Treasury Regulation Section 1.141 -12) are properly remediated in accordance with the requirements of the Treasury Regulations. Lessee
is familiar with the Internal Revenue Service's Voluntary Compliance Agreement Program pursuant to which issuers of tax- exempt debt
may voluntarily resolve violations of the Code and applicable Treasury Regulations on behalf of the holders of such debt or themselves
through closing agreements with the Internal Revenue Service.
8.2. Lessee will actively monitor the requirements of the Code and the Treasury Regulations (a) set forth in this certificate and confirm that
such requirements are met no less than once per year; (b) related to the allocation and accounting of proceeds to capital projects and will
maintain a list that specifies the allocation of proceeds of the Lease to the costs of the Equipment; (b) related to arbitrage limitations,
including yield restriction, rebate requirements and the investment of gross proceeds of the Lease. The offices within Lessee that are
currently responsible for such monitoring are the administration and accounting departments.
Section 9. Miscellaneous
9.1. Lessee shall keep a complete and accurate record of all owners or assignees of the Financing Documents in form and substance
satisfactory to comply with the registration requirements of Section 149(a) of the Code unless Lessor or its assignee agrees to act as
Lessee's agent for such purpose.
9.2. Lessee shall maintain complete and accurate records establishing the expenditure of the Principal Amount and interest earnings
thereon for a period of five (5) years after payment in full under the Financing Documents.
9.3. To the best of the undersigned's knowledge, information and belief, the above expectations are reasonable and there are no other
facts, estimates or circumstances that would materially change the expectations expressed herein.
2 /5 /2015:BQ- ESC.DOC /rev.07/ 12st1
Date.
IN WITNESS WHEREOF, this Tax Agreement and Arbitrage Certificate has been executed on behalf of Lessee as of the Lease
s
APPROVED:
ATTEST: CITY OF OCOEE, FLORIDA
Beth Eikenberry, City Clerk S. Scott Vandergrift, Mayor
DATE:
(SEAL)
FOR USE AND RELIANCE ONLY BY
TI-IE CITY OF OCOEE, FLORIDA
APPROVED AS TO FORM AND LEGALITY
this day of 20.
SHUFFIELD, LOWMAN & WILSON, P.A.
By:
Scott A. Cookson, City Attorney
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON 2015
UNDER AGENDA ITEM NO.
215/2015:BQ -ESC. DO C/rev. 07/12. stl
EXHIBIT C
[Escrow] Lease Number: 09728
11 ea Equipment Schedule: 01
At a duly called meeting of the governing body of Lessee held in accordance with all applicable legal requirements, inclu ' g open
meeting laws, on the day of the following resolution was introduced and adopted:
RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF A MASTER LEASE AGREEMEN , EQUIPMENT
SCHEDULE NO. 01, AN ESCROW AGREEMENT, AND RELATED INSTRUMENTS, AND DETE INING OTHER
MATTERS IN CONNECTION THEREWITH.
WHEREAS, the governing body of CITY OF OCOEE, FLORIDA ( "Lessee ") desires to obtain certain quipment (the "Equipment')
described in Equipment Schedule No. 01 to the Master Lease Agreement (collectively, the " ease "), between SUNTRUST
EQUIPMENT FINANCE & LEASING CORP. ( "Lessor ") and Lessee, the form of which has een available for review by the
governing body of Lessee prior to this meeting; and
WHEREAS, the Equipment is essential for Lessee to perform its governmental functions; and
WHEREAS, the funds made available under the Lease will be deposited with SUNT��R ST BANK ( "Escrow Agent') pursuant to an
Escrow Agreement between Lessor, Lessee and Escrow Agent (the "Escrow Agree ent') and will be applied to the acquisition of the
Equipment in accordance with said Escrow Agreement; and /
WHEREAS, Lessee has satisfied the legal requirements, including those relati -rfg to any applicable public bidding requirements, to arrange
for the acquisition of the Equipment and the execution and delivery of thee'ase and the Escrow Agreement; and
WHEREAS, Lessee proposes to enter into the Lease with SUNTRUS EQUIPMENT FINANCE & LEASING CORP. and the Escrow
Agreement with Lessor and Escrow Agent substantially in the form, presented to this meeting.
NOW, THEREFORE, BE IT RESOLVED BY THE G7�,
RING BODY OF LESSEE AS FOLLOWS:
Section 1 . It is hereby found and determined that the s o f the Lease and the Escrow Agreement (collectively, the "Financing
Documents ") in substantially the forms presented to tl�•is meeting and incorporated in this resolution are in the best interests of Lessee for
the acquisition of the Equipment.
Section 2 . The Financing Documents and the acquisition and financing of the Equipment under the terms and conditions as described in
the Financing Documents are hereby approv d. The Mayor of Lessee and any other officer of Lessee who shall have power to execute
contracts on behalf of Lessee be, and each of them hereby is, authorized to execute, acknowledge and deliver the Financing Documents
with any changes, insertions and omissions therein as may be approved by the officers who execute the Financing Documents, such
approval to be conclusively evidence by such execution and delivery of the Financing Documents. The City Clerk of Lessee and any
other officer of Lessee who shall Vve power to do so be, and each of them hereby is, authorized to affix the official seal of Lessee to the
Financing Documents and attest the same.
Section 3 . The proper officers of Lessee be, and each of them hereby is, authorized and directed to execute and deliver any and all papers,
instruments, opinionss c certificates, affidavits and other documents and to do or cause to be done any and all other acts and things necessary
or proper for carryifig out this resolution and the Financing Documents.
Section 4 . Pursuant to Section 265(b) of the Internal Revenue Code of 1986, as amended (the "Code "), Lessee hereby specifically
designates the Lease as a "qualified tax - exempt obligation" for purposes of Section 265(b)(3) of the Code.
Section 5 . This resolution shall take effect immediately.
2 /5 /2015: B Q- ESC /S TB. DO C/r ev.07/ 12. s t I
The undersigned further certifies that as of the Lease Date specified in the Equipment Schedule the above resolution has not been
repealed or amended and remains in full force and effect and further certifies that the Lease and Escrow Agreement executed on behalf of
Lessee are the same as presented at such meeting of the governing body of Lessee, excepting only such changes, insertions and omissions
as shall have been approved by the officers who executed the same.
A
APPROVED:
ATTEST: CITY OF OCOEE, FLORIDA;
Beth Eikenberry, City Clerk S. Scott Vandergrift, Mayor
(SEAL)
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA
APPROVED AS TO FORM AND LEGALITY
this day of 1 20.
SHUFFIELD, LOWMAN & WILSON, P.A.
By:
Scott A. Cookson, City Attorney
DATE:
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON 2015
UNDER AGENDA ITEM NO.
2/5/2015:BQ -ESC. DOC /rev.07 /12st1
EXHIBIT D
f °
INCUMBENCY CERTIFICATE
Lease No.: 09728
Equipment Schedule: 01
I do hereby certify that as of the Lease Date specified in the Equipment Schedule above (the "Lease Date ") that I am the duly
elected or appointed and acting City Clerk of CITY OF OCOEE, FLORIDA, a political subdivision duly organized and existing under
the laws of the State of Florida ( "Lessee "), that I have custody of the records of such entity, and that, as of the date hereof, the individuals
named below are the duly elected or appointed officers of such entity holding the offices set forth opposite their respective names.
I further certify that (i) the officers of Lessee listed below have the authority on behalf of Lessee to execute and deliver the Master
Lease Agreement dated as of March 1, 2015 between SUNTRUST EQUIPMENT FINANCE & LEASING CORP. and Lessee, all
Equipment Schedules thereunder and all other documents, agreements and certificates contemplated by the foregoing; and (ii) the
signatures set opposite the respective names and titles of such officers are their true and authentic signature.
NAME TITLE
S. Scott Vandergrift Mayor
SIGNATURE
IN WITNESS WHEREOF, I have duly executed this certificate as of the Lease Date.
By:
Name: Beth Eikenberry
Title: City Clerk
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA
APPROVED AS TO FORM AND LEGALITY
this day of , 20.
SHUFFIELD, LOWMAN & WILSON, P.A.
M
Scott A. Cookson, City Attorney
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON 2015
UNDER AGENDA ITEM NO.
PHONE NUMBER
2/5/2015:BQ- ESC /S TB. DOC/rev.07 /12. stl
r
EXHIBIT E
[LETTERHEAD OF LESSEE'S COUNSEL]
[DATE OF LEASE]
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
120 East Baltimore St. 23 Floor
Baltimore, Maryland 21202
Re: Master Lease Agreement dated as of March 1, 2015 (the "Agreement") by and between SUNTRUST EQUIPMENT
FINANCE & LEASING CORP. ( "Lessor ") and CITY OF OCOEE, FLORIDA ( "Lessee ")
Ladies and Gentlemen:
We have acted as counsel to Lessee with respect to the above - referenced Agreement and related matters, and in this capacity have
reviewed a duplicate original or certified copy of the Agreement and Equipment Schedule No. 01 executed pursuant thereto (the
"Equipment Schedule," together with the Agreement, the "Lease ") [and the Escrow Agreement dated as of the Lease Date specified in the
Equipment Schedule between Lessor, Lessee and SunTrust Bank, as escrow Agent (the "Escrow Agreement," and together with the Lease,
the "Financing Documents "). The terms capitalized in this opinion but not defined herein shall have the meanings assigned to them in the
Lease. Based upon the examination of these and such other documents as we have deemed relevant, it is our opinion that as of the Lease
Date specified in the Equipment Schedule:
1. Lessee is a political subdivision of the State of Florida (the "State ") within the meaning of Section 103(c) of the Internal
Revenue Code of 1986, as amended, and is duly organized, existing and operating under the Constitution and laws of the State.
2. Lessee is authorized and has the power under applicable law to enter into the Financing Documents, and to carry out its
obligations thereunder and the transactions contemplated thereby.
3. The Financing Documents have been duly authorized, executed and delivered by and on behalf of Lessee, and are legal,
valid and binding obligations of Lessee enforceable in accordance with their terms, except as enforcement thereof may be limited by
bankruptcy, insolvency and other similar laws affecting the enforcement of creditors' rights generally and by general equitable principles.
4. The authorization and execution of the Financing Documents and all other proceedings of Lessee relating to the
transactions contemplated thereby have been performed in accordance with all applicable open meeting, public records, public bidding and
all other laws, rules and regulations of the State.
5. The execution of the Lease and the obligation to pay the Rental Payments coming due thereunder do not and will not
result in the violation of any constitutional, statutory or other limitation relating to the manner, form or amount of indebtedness which may
be incurred by Lessee.
6. There is no litigation, action, suit or proceeding pending or before any court, administrative agency, arbitrator or
governmental body that challenges the organization or existence of Lessee, the authority of Lessee or its officers or its employees to enter
into the Financing Documents, the proper authorization and/or execution of the Financing Documents or the documents contemplated
thereby, the obligation of Lessee to make Rental Payments under the Lease, or the ability of Lessee otherwise to perform its obligations
under the Financing Documents and the transactions contemplated thereby. To the best of our knowledge, no such litigation, action, suit or
proceeding is threatened.
7. The Equipment is personal property, and when used by Lessee will not be or become fixtures under the laws of the State.
8. Resolution No. of the governing body of Lessee was duly and validly adopted by such governing body on
and such resolution has not been amended, modified, supplemented or repealed and remains in full force and
effect.
This opinion may be relied upon by the addressee hereof and its successors and assignees of interests in the Lease, but only with
regard to matters specifically set forth herein.
Very truly yours,
(type name and title under signature)
2/5 /2 0l 5: B Q -E S C/S TB. D O C /re v.07/ 12. st I
® EXHIBIT F
Lease No.: Shown on Schedule I
Equipment Schedule: Shown on Schedule I
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
ESCROW AGREEMENT
This ESCROW AGREEMENT, made and entered into as of the Date shown on Schedule I, by and among SUNTRUST EQUIPMENT
FINANCE & LEASING CORP., a Virginia corporation ( "Lessor "), the lessee named on Schedule I, which is a political subdivision or
public body politic and corporate of the State or Commonwealth shown on Schedule I ( "Lessee "), and SUNTRUST BANK, a Georgia
banking corporation, as Escrow Agent ( "Escrow Agent ").
In consideration of the mutual covenants herein contained, the parties hereto agree as follows:
ARTICLE L DEFINITIONS AND RECITALS
Section I.I. Definitions. The terms defined in this Section 1.1 shall, for all purposes of this Escrow Agreement, have the meanings
specified below or on Schedule I.
"Acquisition Costs" means, with respect to the Equipment, the contract price paid or to be paid to the person entitled to such payment
upon acquisition or delivery of any portion of the Equipment in accordance with the purchase order or contract herefore. Acquisition Costs
may include the administrative, engineering, legal, financial and other costs incurred by Lessee in connection with the acquisition, delivery
and financing of the Equipment, if approved by Lessor.
"Equipment" means the personal property described in the Acceptance Certificate executed pursuant to the Lease, together with any and
all modifications, additions and alterations thereto, to be acquired from the moneys held in the Equipment Acquisition Fund.
"Equipment Acquisition Fund" means the account by that name established and held by Escrow Agent pursuant to Article H of this
Escrow Agreement.
"Escrow Agent Fee" has the meaning set forth in Section 6.1 and the amount of such Escrow Agent Fee is shown on Schedule I.
"Escrow Agreement" means this Escrow Agreement and any duly authorized and executed amendment or supplement hereto.
"Initial Deposit Amount" means the amount shown as the Initial Deposit Amount on Schedule I.
"Lease" means the Master Lease, together with the Equipment Schedule identified on Schedule I, by and between Lessee and Lessor, and
any duly authorized and executed amendment or supplement thereto.
"Master Lease" means the Master Lease Agreement, dated as of the date shown on Schedule I, by and between Lessee and Lessor,
including any Equipment Schedules entered into thereunder and any duly authorized and executed amendment or supplement thereto.
"Payment Request Form" means the document substantially in the form attached hereto as Exhibit A to be executed by Lessee and
Lessor and submitted to Escrow Agent to authorize payment of Acquisition Costs.
"Qualified Investments" means the ST Leasing — Corp Agency NOW Account, a SunTrust Deposit Account for Escrow customers of
SUNTRUST EQUIPMENT FINANCE & LEASING CORP. and SunTrust Bank. By signing this Escrow Agreement, Lessee
acknowledges that such Qualified Investment is a permitted investment under any state, county or municipal law applicable to the
investment of Lessee's funds.
ARTICLE IL APPOINTMENT OF ESCROW AGENT; AUTHORITY
Section 2.1. Appointment of Escrow Agent Lessor and Lessee hereby appoint and employ Escrow Agent to receive, hold, invest and
disburse the moneys to be paid to Escrow Agent pursuant to this Escrow Agreement and to perform certain other functions, all as
hereinafter provided. By executing and delivering this Escrow Agreement, Escrow Agent accepts the duties and obligations of Escrow
Agent hereunder.
2/5/2015:13 Q- ESC /STB. DOC /rev.07 /12.st1
Escrow Agent undertakes to perform only such duties as are expressly set forth herein, and no additional duties or obligations shall be
implied hereunder. In performing its duties under this Escrow Agreement, or upon the claimed failure to perform any of its duties
hereunder, Escrow Agent shall not be liable to anyone for any damages, losses or expenses which may be incurred as a result of
Escrow Agent so acting or failing to so act; provided, however, Escrow Agent shall not be relieved from liability for damages arising
out of its proven gross negligence or willful misconduct under this Escrow Agreement. Escrow Agent shall in no event incur any
liability with respect to (i) any action taken or omitted to be taken in good faith upon advice of legal counsel, which may be counsel to
any party hereto, given with respect to any question relating to the duties and responsibilities of Escrow Agent hereunder or (ii) any
action taken or omitted to be taken in reliance upon any instrument delivered to Escrow Agent and believed by it to be genuine and to
have been signed or presented by the proper party or parties. Escrow Agent shall not be bound in any way by any agreement or
contract between Lessor and Lessee, including the Master Lease, whether or not Escrow Agent has knowledge of any such agreement
or contract.
Section 2.2. Authority Each of the parties has authority to enter into this Escrow Agreement, and has taken all actions necessary to
authorize the execution of this Escrow Agreement by the representatives whose signatures are affixed hereto.
ARTICLE III. EQUIPMENT ACQUISITION FUND
Section 3.1. Equipment Acquisition Fund Escrow Agent shall establish a special escrow account designated as the "Equipment
Acquisition Fund" (the "Equipment Acquisition Fund "), shall keep such Equipment Acquisition Fund separate and apart from all other
funds and moneys held by it and shall administer such Equipment Acquisition Fund as provided in this Escrow Agreement.
Section 3.2. Deposit Upon execution of the Lease and delivery to Lessor by Lessee of all documents required to be delivered thereunder,
Lessor shall deposit or cause to be deposited with Escrow Agent an amount equal to the Initial Deposit Amount. Escrow Agent shall credit
such amount to the Equipment Acquisition Fund. The Initial Deposit Amount is to be sent by Lessor to Escrow Agent by wire transfer to:
SunTrust Bank, ABA# 061000104, Account# 9443001321, Account Name: Escrow Services Richmond, Beneficiary as shown on
Schedule I, Attention: Matthew Ward.
Section 3.3. Disbursements Escrow Agent shall use the moneys in the Equipment Acquisition Fund from time to time to pay the
Acquisition Cost of each item of Equipment, within a reasonable time of receipt with respect thereto of a Payment Request Form executed
by Lessor and Lessee. Upon receipt of a Payment Request Form executed by Lessor and Lessee, an amount equal to the Acquisition Cost
as shown therein shall be paid directly by Escrow Agent to the person or entity entitled to payment as specified therein. Although the
Payment Request Form may have schedules, invoices and other supporting document attached to it, Lessor will send to Escrow Agent only
the page or pages showing the signatures of Lessor and Lessee, the Acquisition Cost and related payment information, without such
schedules, invoices or other supporting documentation. Escrow Agent may act and rely upon the signed Payment Request Form without
the need to review or verify any such schedules, invoices or other supporting documentation.
Section 3.4. Transfers Upon Completion Unless all of the funds deposited by Lessor in the Equipment Acquisition Fund have been
previously disbursed pursuant to Section 3.3 or paid to Lessor pursuant to Section 3.5, on the Ending Date shown on Schedule 1, Escrow
Agent shall pay upon written direction all remaining moneys in the Equipment Acquisition Fund to Lessor or its assignee for application as
a prepayment of the unpaid Principal under the related Lease. Any amounts paid pursuant to this Section 3.4 shall be subject to a
prepayment fee equal to two percent (2 %) of such amount. Lessor shall apply amounts received under this Section 3.4 first to unpaid fees,
late charges and collection costs, if any, which have accrued or been incurred under the Master Lease, then to overdue Principal and
Interest on the Lease and then, in the sole discretion of Lessor, either (i) to Principal payments thereafter due under the Lease in the inverse
order of their maturities or (ii) proportionately to each Principal payment thereafter due under the Lease. In the event that Lessor elects to
apply any such amounts in accordance with clause (i) of the preceding sentence, Lessee shall continue to make Rental Payments as
scheduled in the applicable Payment Schedule. In the event that Lessor elects to apply such amounts in accordance with clause (ii) of this
Section 3.4, Lessor shall provide Lessee with a revised Payment Schedule which shall reflect the revised Principal balance and reduced
Rental Payments due under the Lease. Capitalized terms used in this Section 3.4, but not defined herein, shall have the meanings given to
such terms in the Lease. Escrow Agent shall have no responsibility to see to the appropriate application of any moneys returned under this
Section 3.4.
Section 3.5. Liquidation Upon receipt of written notice from Lessor or Lessee that the Lease has been terminated pursuant to Sections
3.2 or 12.2 thereof, Escrow Agent shall liquidate all investments held in the Equipment Acquisition Fund and transfer the proceeds thereof
and all other moneys held in the Equipment Acquisition Fund to Lessor.
Section 3.6. Responsible Party. Lessee shall be responsible for the initiation of the disbursement process pursuant to Section 3.3 hereof.
Neither Escrow Agent nor Lessor shall be responsible for any additional monies assessed to Lessee resulting from disbursements made
from the Equipment Acquisition Fund.
2/5/2015:DQ -ESC. DOC/rev. 07/12. stl 2
ARTICLE IV. TRUST; INVESTMENT
Section 4.1. Irrevocable Trust The moneys and investments held by Escrow Agent under this Escrow Agreement are irrevocably held
in trust for the benefit of Lessor and Lessee, and such moneys, together with any income or interest earned, shall be expended only as
provided in this Escrow Agreement, and shall not be subject to levy or attachment or lien by or for the benefit of any creditor of either
Lessor or Lessee (other than Lessor's security interest granted hereunder).
Escrow Agent shall have no responsibility at any time to ascertain whether or not any security interest exists in the Equipment
Acquisition Fund or any part of the Equipment Acquisition Fund or to file any financing statement under the Uniform Commercial
Code of any jurisdiction with respect to the Equipment Acquisition Fund or any part thereof.
Section 4.2. Investment Moneys held by Escrow Agent hereunder shall be invested and reinvested by Escrow Agent only in Qualified
Investments. Such investments shall be registered in the name of Escrow Agent and held by Escrow Agent for the benefit of Lessor and
Lessee. Escrow Agent may purchase or sell to itself or any affiliate, as principal or agent, investments authorized by this Article IV. Such
investments and re- investments shall be made giving full consideration for the time at which funds are required to be available. Any
income received on such investments shall be credited to the Equipment Acquisition Fund and any loss on such investments shall be
charged to the Equipment Acquisition Fund. Escrow Agent shall not be responsible or liable for any loss suffered in connection with any
investment of moneys made by it in accordance with this Article IV.
Section 4.3. Disposition of Investments Escrow Agent shall, without further direction from Lessor or Lessee, sell such investments as
and when required to make any payment from the Equipment Acquisition Fund.
Section 4.4. Accounting Escrow Agent shall keep complete and accurate records of all moneys received and disbursed under this
Escrow Agreement which shall be available for inspection by Lessor or Lessee, or the agent of either of them, at any time during regular
business hours upon prior written request. Escrow Agent shall furnish to Lessor and Lessee no less than quarterly an accounting of all
investments and interest and income therefrom.
Section 4.5. Termination This Escrow Agreement shall terminate upon disbursement by Escrow Agent of all moneys held by it
hereunder. Notwithstanding the foregoing, this Escrow Agreement shall not be considered to be terminated until all fees, costs and
expenses of Escrow Agent have been paid in full. Upon termination, Escrow Agent shall be discharged from all duties and responsibilities
under this Escrow Agreement.
ARTICLE V. ESCROW AGENT'S AUTHORITY; INDEMNIFICATION
Section 5.1. Validity Escrow Agent may act upon any writing or instrument or signature which it believes to be genuine, may assume the
validity and accuracy of any statement or assertion contained in such a writing or instrument, and may assume that any person purporting to
give any writing, notice, advice or instructions in connection with the provisions hereof has been duly authorized to do so, and Escrow
Agent shall be under no duty to make any investigation or inquiry as to any of the foregoing. Escrow Agent shall not be liable in any
manner for the sufficiency or correctness as to form, manner and execution, or validity of any instrument deposited with it, nor as to the
identity, authority or right of any person executing the same.
Escrow Agent shall be entitled to rely upon any statement, certificate, document or instrument presented to it by or on behalf of Lessee
by any of Lessee's Authorized Representatives shown on Schedule I and shall be entitled to rely upon any such statement, certificate,
document or instrument presented to it by any other person who identifies himself or herself as an authorized representative of Lessee.
Section 5.2. Use of Counsel and Agents Escrow Agent may execute any of the trusts or powers hereof and perform the duties required
of it hereunder by or through attorneys, agents, or receivers. Escrow Agent shall be entitled to advice of counsel concerning all matters of
trust and its duties hereunder and shall be paid or reimbursed the reasonable fees and expenses of such counsel, as provided in Section 6.1.
Escrow Agent shall not be answerable for the default or misconduct of any such attorney, agent, or receiver selected by it with reasonable
care.
Section 5.3. Interpretation As an additional consideration for and as an inducement for Escrow Agent to act hereunder, it is
understood and agreed that, in the event of any disagreement between the parties to this Escrow Agreement or among them or any
other persons resulting in adverse claims and demands being made in connection with or for any money or other property involved in
or affected by this Escrow Agreement, Escrow Agent shall be entitled, at the option of Escrow Agent, to refuse to comply with the
demands of such parties, or any of such parties, so long as such disagreement shall continue. In such event, Escrow Agent shall make
no delivery or other disposition of the Equipment Acquisition Fund or any part of the Equipment Acquisition Fund. Anything herein to
the contrary notwithstanding, Escrow Agent shall not be or become liable to such parties or any of them for the failure of Escrow
Agent to comply with the conflicting or adverse demands of such parties or any of such parties.
Escrow Agent shall be entitled to continue to refrain and refuse to deliver or otherwise dispose of the Equipment Acquisition Fund or
2 /5 /2015:BQ -ES C. DOChev. 07/12.A 3
any part thereof or to otherwise act hereunder, as stated above, unless and until
1. the rights of such parties have been finally settled by binding arbitration or duly adjudicated in a court having
jurisdiction of the parties and the Equipment Acquisition Fund; or
2. the parties have reached an agreement resolving their differences and have notified Escrow Agent in writing of such
agreement and have provided Escrow Agent with indemnity satisfactory to Escrow Agent against any liability, claims or damages
resulting from compliance by Escrow Agent with such agreement.
In the event of a disagreement between such parties as described above, Escrow Agent shall have the right, in addition to the rights
described above and at the option of Escrow Agent, to tender into the registry or custody of any court having jurisdiction, all money
and property comprising the Equipment Acquisition Fund and may take such other legal action as may be appropriate or necessary, in
the opinion of Escrow Agent. Upon such tender, the parties hereto agree that Escrow Agent shall be discharged from all further duties
and responsibilities under this Escrow Agreement; provided, however, that the filing of any such legal proceedings shall not deprive
Escrow Agent of its compensation hereunder earned prior to such filing and discharge of Escrow Agent of its duties and
responsibilities hereunder.
The parties hereto jointly and severally agree that, whether under this Section 5.3 or any other provisions of this Escrow Agreement, in
the event any controversy arises under or in connection with this Escrow Agreement or the Equipment Acquisition Fund or in the event
that Escrow Agent is made a party to or intervenes in any litigation pertaining to this Escrow Agreement or the Equipment Acquisition
Fund, to pay to Escrow Agent reasonable additional compensation for its extraordinary services and to reimburse Escrow Agent for all
costs and expenses associated with such controversy or litigation, including reasonable attorney's fees.
Section 5.4. Limited Liability of Escrow Agent. Escrow Agent shall not be liable in connection with the performance or observation of
its duties or obligations hereunder except for in the case of its proven gross negligence or willful misconduct. Escrow Agent shall have no
obligation or liability to any of the other parties under this Escrow Agreement for the failure or refusal of any other party to perform any
covenant or agreement made by such party hereunder or under the Master Lease, but shall be responsible solely for the performance of the
duties and obligations expressly imposed upon it as Escrow Agent hereunder.
Section 5.5. Indemnification Escrow Agent shall have no obligation to take any legal action in connection with this Escrow
Agreement or towards its enforcement, or to appear in, prosecute or defend any action or legal proceeding which would or might
involve it in any cost, expense, loss or liability unless security and indemnity, as provided in this Section 5.5, shall be furnished.
To the extent permitted by applicable law, Lessee agrees to indemnify Escrow Agent and it officers, directors, employees and agents and
save Escrow Agent and its officers, directors, employees and agents harmless from and against any and all Claims (as hereinafter
defined) and Losses (as hereinafter defined) which may be incurred by Escrow Agent or any of such officers, directors, employees or
agents as a result of Claims asserted against Escrow Agent or any of such officers, directors, employees or agents as a result of or in
connection with Escrow Agent's capacity as such under this Escrow Agreement by any person or entity. For the purposes hereof, the
term "Claims" shall mean all claims, lawsuits, causes of action or other legal actions and proceedings of whatever nature brought
against (whether by way of direct action, counterclaim, cross action or impleader) Escrow Agent or any such officer, director,
employee or agent, even if groundless, false or fraudulent, so long as the claim, lawsuit, cause of action or other legal action or
proceeding is alleged or determined, directly or indirectly, to arise out of, result from, relate to or be based upon, in whole or in part:
(a) the acts or omissions of Lessor or Lessee, (b) the appointment of Escrow Agent as escrow agent under this Escrow Agreement, or
(c) the performance by Escrow Agent of its powers and duties under this Escrow Agreement; and the term "Losses" shall mean losses,
costs, damages, expenses, judgments and liabilities of whatever nature (including but not limited to attorneys', accountants' and other
professionals' fees, litigation and court costs and expenses and amounts paid in settlement), directly or indirectly resulting from,
arising out of or relating to one or more Claims. Upon the written request of Escrow Agent or any such officer, director, employee or
agent (each referred to hereinafter as an "Indemnified Party "), and to the extent permitted by law, Lessee agrees to assume the
investigation and defense of any Claim, including the employment of counsel acceptable to the applicable Indemnified Party and the
payment of all expenses related thereto and, notwithstanding any such assumption, the Indemnified Party shall have the right, and
Lessee agrees to pay the cost and expense thereof, to employ separate counsel with respect to any such Claim and participate in the
investigation and defense thereof in the event that such Indemnified Party shall have been advised by counsel that there may be one or
more legal defenses available to such Indemnified Party which are different from or additional to those available to either Lessor or
Lessee. Lessee hereby agrees that the indemnifications and protections afforded Escrow Agent in this Section 5.5 shall survive the
termination of this Escrow Agreement.
ARTICLE VI. COMPENSATION
Section 6.1. Escrow Agent Fee Escrow Agent and /or Lessor shall be paid by Lessee the Escrow Agent Fee shown on Schedule I for the
2/ 5 /2015:BQ- ESC.DOC /rev.07 /12.st1 4
ordinary services to be rendered hereunder (the "Escrow Agency Fees ") from interest earnings from a deduction taken by Lessor and
expressly authorized by Lessee at the time the Escrow Account is closed, and will be paid and /or reimbursed by Lessee upon request for all
costs, expenses, disbursements and advances, such as reasonable attorney's fees and court costs, incurred or made by Escrow Agent in
connection with carrying out its duties hereunder, including the costs, expenses, disbursements and advances described in Sections 5.2, 5.3
and 6.2. The Escrow Agent Fee and such other costs, expenses, disbursements and advances shall be payable solely from the interest
earnings from the Equipment Acquisition Fund. In the event a shortfall occurs, said shortfall shall be the responsibility of Lessee and not
the responsibility of Escrow Agent, Lessor, or their agents or assigns. Such shortfall shall be paid by Lessee to Escrow Agent within 30
days following receipt by Lessee of a written statement setting forth such shortfall.
Section 6.2. Investment Fees Escrow Agent shall be entitled to charge reasonable fees and commissions in connection with the
investment by it of amounts held in the Equipment Acquisition Fund (the "Investment Fees "). Investment Fees are more fully delineated
and defined in any prospectus referenced in or attached to the attached Schedule I. Other Investment Fees may apply for self - directed
investment choices or for extraordinary investments outside the Qualified Investment defined herein. Lessor and Lessee hereby authorize
Escrow Agent to periodically deduct the Investment Fees from investment earnings on the Equipment Acquisition Fund.
Section 6.3. Security for Fees and Expenses As security for all fees and expenses of Escrow Agent hereunder and any and all losses,
claims, damages, liabilities and expenses incurred by Escrow Agent in connection with its acceptance of appointment hereunder or
with the performance of its obligations under this Escrow Agreement and to secure the obligation of Lessee to indemnify Escrow
Agent as set forth in Section 5.5, Escrow Agent is hereby granted a security interest in and a lien upon the Equipment Acquisition
Fund, which security interest and lien shall be prior to all other security interests, liens or claims against the Equipment Acquisition
Fund or any part thereof.
ARTICLE VII. CHANGE OF ESCROW AGENT
Section 7.1. Removal of Escrow Agent Lessor and Lessee, by written agreement, may by written request, at any time and for any
reason, remove Escrow Agent and any successor thereto, and shall thereupon appoint a successor or successors thereto, but any such
successor shall have capital (exclusive of borrowed capital) and surplus of at least Fifty Million Dollars ($50,000,000), and be subject to
supervision or examination by federal or state authority. If such bank or trust company publishes a report of condition at least annually,
pursuant to statute or the requirements of any federal or state supervising or examining authority, then for the purposes of this Section 7.1,
the combined capital and surplus of such bank or trust company may be conclusively established in its most recent report of condition so
published.
Section 7.2. Resignation of Escrow Agent Escrow Agent may resign at any time from it obligations under this Escrow Agreement by
providing written notice to the parties hereto. Such resignation shall be effective on the date set forth in such written notice which shall
be no earlier than 30 days after such written notice has been given, unless an earlier resignation date and the appointment of a successor
Escrow Agent shall have been approved by Lessor and Lessee. In the event no successor escrow agent has been appointed on or prior to
the date such resignation is to become effective, Escrow Agent shall be entitled to tender into the custody of a court of competent
jurisdiction all assets then held by it hereunder and shall thereupon be relieved of all further duties and obligations under this Escrow
Agreement. Escrow Agent shall have no responsibility for the appointment of a successor escrow agent hereunder.
Section 7.3. Mercer or Consolidation Any entity into which Escrow Agent may be merged or converted, or with which it may be
consolidated, or any entity resulting from any merger, conversion or consolidation to which it shall be a party, or any company to which
Escrow Agent may sell or transfer all or substantially all of its corporate trust business (provided that such company shall be eligible under
Section 7.1) shall be the successor to Escrow Agent without any execution or filing or further act.
ARTICLE VIII. ADMINISTRATIVE PROVISIONS.
Section 8.1. Notice All written notices to be given under this Escrow Agreement shall be given by mail, by facsimile or by overnight
courier to the party entitled thereto at its contact information specified on Schedule I, or at such contact information as the party may
provide to the other parties hereto in writing from time to time. Any such notice shall be deemed to have been received 72 hours after
deposit in the United States mail in registered or certified form, with postage fully prepaid, or if given by other means, when delivered at
the address or facsimile number specified in Schedule I. Any notice given by any party shall be given to both other parties.
Section 8.2. Assignment. Except as expressly herein provided to the contrary, the rights and duties of each of the parties under this
Escrow Agreement shall not be assignable to any person or entity without the written consent of all of the other parties. Notwithstanding
the above, Lessor may freely assign all or any part of its interest in this Escrow Agreement and the Equipment Acquisition Fund in
connection with an assignment by Lessor of its rights under the Lease.
Section 8.3. Binding Effect This Escrow Agreement shall be binding upon and inure to the benefit of the parties and their respective
2/5/2015: BQ -E S C. DOCI—. 0 7/12. stl
successors and assigns.
Section 8.4. Severability In the event any provision of this Escrow Agreement shall be held invalid or unenforceable by any court of
competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof.
Section 8.5. Entire Agreement; Amendments This Escrow Agreement constitutes the entire agreement of the parties with respect to the
subject matter hereof and supersedes all prior and contemporaneous writings, understandings, agreements, solicitation documents and
representations, express or implied. By execution of this Escrow Agreement, Escrow Agent shall not be deemed or considered to be a
party to any other document, including the Master Lease.
This Escrow Agreement may be amended, supplemented or modified only by written documents duly authorized, executed and delivered
by each of the parties hereto.
Section 8.6. Captions The captions or headings in this Escrow Agreement are for convenience only and in no way define, limit or
describe the scope or intent of any provisions, Articles, Sections or clauses hereof.
Section 8.7. Further Assurances and Corrective Instruments Lessor and Lessee agree that they will, from time to time, execute,
acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as
may be necessary or proper to carry out the intention or to facilitate the performance of the parties under this Escrow Agreement, and for
better assuring and confirming the rights and benefits provided herein.
Section 8.8. Governing Law This Escrow Agreement shall be construed and governed in accordance with the laws of the
Commonwealth of Virginia.
Section 8.9. Execution in Counterparts This Escrow Agreement may be simultaneously executed in several counterparts, each of
which shall be an original and all of which shall constitute but one and the same Escrow Agreement.
Section 8.10. Waiver of Jury Trial Lessor, Lessee and Escrow Agent hereby waive any right to trial by jury in any action or proceeding
with respect to, in connection with or arising out of this Escrow Agreement.
Section 8.11. No Tax Reporting Escrow Agent will not be responsible for tax reporting of any income on the Equipment Acquisition
Fund.
[SIGNATURE PAGES FOLLOW]
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]
2/5/2015: BQ -ESC. DOC /rev.07 /12.st1
}
EXECUTION PAGE OF ESCROW AGREEMENT
SUNTRUST BANK,
Escrow Agent
By: _
Name:
Title:
ATTEST:
Beth Eikenberry, City Clerk
(SEAL)
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA
APPROVED AS TO FORM AND LEGALITY
this day of , 20_.
SHUFFIELD, LOWMAN & WILSON, P.A.
By:
Scott A. Cookson, City Attorney
Schedule I Information to Complete Escrow Agreement
Exhibit A Payment Request Form
SUNTRUST EQUIPMENT FINANCE &
LEASING CORP.,
Lessor
By:
Name:
Title:
APPROVED:
CITY OF OCOEE, FLORIDA
S. Scott Vandergrift, Mayor
DATE:
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON 2015
UNDER AGENDA ITEM NO.
2/5/2015:BQ -ESC. DOC /rev.07 /12stl 7
SCHEDULE I
Lease Number:
Equipment Schedule:
Date of Escrow Agreement:
Name of Lessee:
Lessee's State / Commonwealth:
Fees
Initial Deposit Amount:
Date of Master Lease Agreement:
Beneficiary Name for Fund:
Ending Date:
Lessee's Address:
INFORMATION TO COMPLETE ESCROW AGREEMENT
09728
001
CITY OF OCOEE, FLORIDA
Florida
d
$250.00 (Escrow Agent)
Investment Fees, if any, are more fully defined on the attached prospectus, if any
Extension and other fees may be applicable if not disbursed by the Ending Date.
$341,586.70
March 1, 2015
CITY OF OCOEE, FLORIDA
150 North Lakeshore Drive
Ocoee, FL 34761
Attention: S. Scott VanderQrift
Lessee's Telephone: 407/905 -3100 ext. 1516
Lessee's Facsimile: 407/905 -3194
Lessee's Taxpayer Identification Number: 59- 6019764
Lessee's Authorized Representatives S. Scott Vandergrift/ Mayor [name /title]
[name /title]
Escrow Agent's Address:
SunTrust Bank
919 East Main Street, 7` Floor
Richmond, VA 23219
Attention: Matt Ward
Escrow Agent's Telephone:
(804) 782 -7182
Escrow Agent's Facsimile:
(804) 782 -7855
Lessor's Address:
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
120 East Baltimore St, 23rd Floor
Baltimore, Maryland 21202
Attention: Escrow Disbursement Coordinator
Lessor's Telephone:
Lessor's Facsimile:
Lessor's Taxpayer Identification Number:
26- 1256148
[signature]
[signature]
2/5 /2015'.B Q- ESC /STB. DOC /rev.07/ 12. stl
Lease Number: 09728
Equipment Schedule: 001
EXHIBIT A
PAYMENT REQUEST FORM NO.
SUNTRUST BANK, as Escrow Agent under an Escrow Agreement dated as of (the
"Escrow Agreement ") by and among Escrow Agent, SUNTRUST EQUIPMENT FINANCE & LEASING CORP., as Lessor, and
CITY OF OCOEE, FLORIDA as Lessee, is hereby requested to pay, from the Equipment Acquisition Fund, to the person or entity
designated below as payee, that amount set forth opposite each such name, in payment of the Acquisition Costs of the Equipment
designated opposite such payee's name and described on the attached page(s). The terms capitalized in this Payment Request Form but not
defined herein shall have the meanings assigned to them in the Escrow Agreement.
Payee/Payee Instructions
Lessee hereby certifies that:
Amount
Equipment
1. Attached hereto is a duplicate original or certified copy of the following documents relating to the order, delivery and
acceptance of the Equipment described in this Payment Request Form: (a) a manufacturer's or dealer's invoice; and (b) unless this
Payment Request Form relates to partial payment of a Vendor, as defined in the Lease, in connection with a purchase order approved by
Lessor, Lessee's Acceptance Certificate relating to the Equipment.
The representations and warranties contained in the Lease are true and correct as of the date hereof.
3. No Non - Appropriation or Event of Default, as each such term is defined in the Lease, or event which with the giving of
notice or passage of time or both would constitute an Event of Default, has occurred.
Dated: , 20_.
CITY OF OCOEE, FLORIDA,
Lessee
By:
Name:
Title:
Date:
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
Lessor
By: _
Name:
Title:
Date:
2/5/2015:DQ- ESC /STD. DOC /rm 07 /12.W
EXHIBIT G -1
Lease No.: 09728
w Equipment Schedule: 01
TO: Newman Crane & Associates Insurance, Inc.
P.O. Box 568946, Orlando, Fl 32856
Phone: 407/859 -3691, Fax 407/857 -0409
Gentlemen:
CITY OF OCOEE, FLORIDA has entered into a Master Lease Agreement dated as of March 1, 2015 with
SUNTRUST EQUIPMENT FINANCE & LEASING CORP. In accordance with the Agreement, Lessee certifies that it has
instructed the insurance agent named above 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 SUNTRUST EQUIPMENT FINANCE & LEASING CORP. and/or its assigns as Loss Payee.
The Coverage Required is $341,586.70.
b. Public Liability Insurance evidenced by a Certificate of Insurance naming SUNTRUST EQUIPMENT FINANCE &
LEASING CORP. and/or its assigns as Additional Insured.
The following minimum coverage is required:
Liability: $ 500,000.00 per person
Liability - Bodily Injury: $1,000,000.00 aggregate
Liability - Property Damage: $1,000,000.00 property damage liability
PROPERTY: VARIOUS POLICE VEHICLES AND ACCESSORIES ATTACHED, HERETO
LOCATION: 150 North Lakeshore Drive Ocoee, FL 34761
Upon issuance of the coverage outlined above, please mail a certificate of insurance to SUNTRUST EQUIPMENT
FINANCE & LEASING CORP., 211 Perimeter Center Parkway, Suite 50,0 Atlanta GA 30326
Your courtesy in issuing and forwarding the requested certificate at your earliest convenience will be appreciated.
Very truly yours,
ATTEST:
Beth Eikenberry, City Clerk
(SEAL)
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA
APPROVED AS TO FORM AND LEGALITY
this day of 20_.
SHUFFIELD, LOWMAN & WILSON, P.A.
By:
Scott A. Cookson, City Attorney
APPROVED:
CITY OF OCOEE, FLORIDA
S. Scott Vandergrift, Mayor
DATE:
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON 1 2015
UNDER AGENDA ITEM NO.
2/ 5 /2015:BQ- ESC.DOC /rev.07 /12.st1 2
w EXHIBIT G -2
Lease Number: 09728
Equipment Schedule: 01
QUESTIONNAIRE FOR SELF - INSURANCE TO
MASTER LEASE AGREEMENT
In connection with the Master Lease Agreement (the "Agreement "), dated as of March 1, 2015, made and entered into by and between
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.., as Lessor ( "Lessor "), and the lessee identified below, as Lessee
( "Lessee "), Lessee warrants and represents to Lessor the following information as of the Lease Date specified in the Equipment Schedule
referenced above (the "Lease Date ") . The terms capitalized herein but not defined herein shall have the meanings assigned to them in the
Agreement.
1. Property Insurance.
a. Lessee is self - insured for damage or destruction to the Equipment.
YES f NO (circle one)
If yes, the dollar amount limit for propertNamdge to the Equipment under Lessee's self - insurance program is $
b. Lessee maintains an umbrella insurance policy for claims in excess of Lessee's self - insurance limits for property damage
to the Equipment as indicated above.
YES NO (circle one)
If yes, the umbrella policy provides coverage for all risk property damage.
YES NO (circle one)
If yes, the dollar limit for property damage to the Equipment under such umbrella policy is $
2. Liability Insurance
a. Lessee is self - insured for liability for injury or death of any person or damage or loss of property arising out of or relating to
the condition or operation of the Equipment.
YES NO (circle one)
If yes, the dollar limit for such liability claims under Lessee's self - insurance program is $
b. Lessee maintains an umbrella insurance policy for claims in excess of Lessee's self - insurance limits for liability
including injury or death of persons or damage to property as indicated above.
YES NO (circle one)
If yes, the umbrella policy provides coverage for liabilities for injury and death to persons as well as damage or loss of
property arising out of or relating to the condition or operation of the Equipment.
YES NO (circle one)
If yes, the dollar amount of the umbrella policy's limits for such liability coverage is $
3A. Selflnsurance Fund
a. Lessee maintains a self - insurance fund.
YES NO (circle one)
If yes, please complete the following:
Monies in the self - insurance fund are subject to annual appropriation.
YES NO (circle one)
The total amount maintained in the self - insurance fund to cover Lessee's self - insurance liabilities is $
b. Amounts paid from Lessee's self - insurance fund are subject to limitations for each claim.
YES NO (circle one)
If yes, the dollar amount of limit per claim is $
2/5/2015:DQ- ESC /STB. DOC /rev.07 /12.stl
313. No SelfInsurance Fund
a. If Lessee does not maintain a self - insurance fund, please complete the following:
Lessee obtains funds to pay claims for which it has self - insured from the following sources:
b. The limitations on the amounts payable for claims from the above sources are as follows:
4. Authority
a. The following entity or officer has authority to authorize payment for claim:
b. In the event the entity or officer named in the prior response denies payment of a claim, does the claimant have recourse to
another administrative officer, agency or the courts?
YES NO (circle one)
If yes, to whom does the claimant have recourse?
5. Certificates oflnsurance
Attached hereto are copies of certificates of insurance with respect to policies maintained by Lessee.
IN WITNESS WHEREOF, Lessee has caused this Questionnaire to be executed as a supplement to the representations of Lessee in the
Agreement by its duly authorized officer as of the Lease Date.
APPROVED:
ATTEST:
Beth Eikenberry, City Clerk
(SEAL)
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA
APPROVED AS TO FORM AND LEGALITY
this _ day of 20_.
SHUFFIELD, LOWMAN & WILSON, P.A.
By:
Scott A. Cookson, City Attorney
Attachment
CITY OF OCOEE, FLORIDA
S. Scott Vandergrift, Mayor
DATE:
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON 1 2015
UNDER AGENDA ITEM NO.
2 /5 /2015.BQ- ESC.D0C /rev.07/ 12stl
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
ADDENDUM TO EQUIPMENT SCHEDULE NO. 01
TO MASTER LEASE AGREEMENT (LEASE NO. 09728)
RELATING TO SELF - INSURANCE
THIS ADDENDUM is made as of the Lease Date specified in the Equipment Schedule referenced `above (the "Lease Date "), between
SUNTRUST EQUIPMENT FINANCE & LEASING CORP. ( "Lessor ") and CITY OF OCO.EE, FLORIDA ( "Lessee ").
X
Recitals
A. Lessor and Lessee have entered into a Master Lease Agreement dated as of March,l, 2015 (the "Agreement ").
/ I
B. Lessee desires to lease equipment described in Equipment Schedule NO.,O'1 to the Agreement (the "Equipment ") and Lessee has
requested that Lessor lease such Equipment to Lessee.
;j
r '
C. With respect to Equipment Schedule No. 01, Lessee has requested thdi Lessor permit it to provide self - insurance for liability claims and
property damage. '
D. Lessor is willing to grant Lessee's request subject to the following terms and conditions.
i
NOW, THEREFORE, in consideration of the premises anA mutual covenants and agreements contained herein and in the Agreement, it is
hereby agreed as follows:
1. The terms capitalized in this Addendum'but not defined herein shall have the meanings assigned to them in the Agreement.
2. Lessee hereby represents and warrants that all representations and warranties contained in the Agreement are true and correct
as of the Lease Date and that neither a Non - appropriation nor any Event of Default or event which, with the passage of time or giving of
notice or both, would constitute an Event oftefault has occurred under the Agreement.
3. All other terms and conditidns of the Agreement not specifically amended by this Addendum shall remain in full force and
affect and are hereby ratified and confirmed by Lessee.
4. Lessee represents and,,marrants that all representations and warranties contained in the Questionnaire for Self- Insurance to
Master Lease Agreement (the " Questionnaire") are true and correct as of the Lease Date.
5. Lessor acknowledges receipt of the Questionnaire and, in reliance upon the information provided therein, agrees that Lessee
may satisfy the requirements of Sections 7.1 through 7.3 of the Agreement with respect to Equipment Schedule No. 01 through self -
insurance.
6. By written' otice to Lessee, Lessor may revoke its agreement relative to Equipment Schedule No. 01 to accept self - insurance
in lieu of the insurance required by Section 7.1 through 7.3 of the Agreement at any time during the related Lease Term when Lessor
deems itself insec�ire with respect to such self - insurance. Within thirty (30) days of receipt of notice from Lessor, Lessee agrees to obtain
insurance in compliance with Section 7.1, 7.2 and 7.3 of the Agreement and provide evidence thereof to Lessor.
IN WITNESS WHEREOF, the parties by their duly authorized officers have executed this Addendum as of the Lease Date.
2 /5 /2015:BQ- ESC.DOC /rev.07/ 12st1
EXECUTION PAGE TO THE
ADDENDUM TO EQUIPMENT SCHEDULE NO. 1
TO MASTER LEASE AGREEMENT (LEASE NO. 09728)
RELATING TO SELF - INSURANCE
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.,
Lessor
By:_
Name
Title:
Date:
i
ATTEST:
Beth Eikenberry, City Clerk
(SEAL)
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA `
APPROVED AS TO FORM AND LEGALITY
this day of 1 20 .
OCOEE, FLORIDA
S. Scott Vandergrift, Mayor
DATE:
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON , 2015
UNDER AGENDA ITEM NO.
SHUFFIELD, LOWMAN & WILSON, P.A
By:
Scott A. Cookso> City Attorney
2 /5 /2015:BQ- ESC.DOChev.07 /12.st1 4
Call lls rsl, for rdl ojpour• Fieef Automotive, & Light Truck needs.
CELL PHONE 954 383 -1009
OFFICE (954) 441 -2034 FAX (954) 441 -2004 EMAIL SCHENRYI(cil
- d' r �1vd P. eft ro
QUICK QUOTE SHEET
FOR VECIICLES SOLD UNDER THL FLORIDA SHERIFF'S ASSOCIATION CONTRACT
PAGE 1 of 1
REQUESTING AGENCY: City of Ocoee
ORIGINAL QUOTE DATE: 101612014 REVISED QUOTE DATE:
CONTACT PERSON: Bill Simmons
PHONE NUMBER: 407 -905 -3170 CELL PHONE: 407 - 427 -8127
FAX NUMBER: e-mail:
MODEL: 2015 dodge Charger PPV (LDDE48) SPECIFICATION fi: 3
PAGE: fl:
FSA BID NUMBER'S 114.12 -0904 rs 14- 22-0904 BASE DISTRICT PRICE: $21,975.00
OPTION CODE tl
CWG
1TP
AMV
NST
...................... ...............................
TTG
.......... I...........
LDT
RTSBGG000
PGP2G00
WF'LB
DBW
http://www.flslierlffs.org
DESCRIPTION
EXTERIOR COLOR 6LACKW/ DARKEST INTEF210f2 POSSIBLE UNLESS ..
BOTHER WISE NOTED ON PURCHASE ORDER � ' ' `'
oors and Handles loperahle,
Rear, U .............. ............................... ............................ .............- ..............
...
Two tone paint
Pro
OPTION COST
............... .............................
Premium Light Uar
DEALER OPTION LIST
.................................................. ...............................
..... .....
SAC ............................ ......
Commonts
AUTO NATION CRYSLER DODGE JEEP RADA
VEHICLE QUOTFD BY: Steve Henry, Fleet Manager sc e o�cgca .net
"7 Want to be You Fleet Provider"
I appreciate the opportunity to submit this quotation. Please review it carefully. IF there are any errors or changes, please feel tree to contact me at any
time. l am always happy to be of assistance
G3mUei. ................ ................. .,.............................
console packago /inclu e ,console dual cup holders, arm rest „ „.,. „.$686.00 f
Sw10 with computer cradle and screen suppp t for laptop„ $465 00 '
FSAQuote shoo t2015rev4- OcoeoLODE48- 10 -OG -14
gym.
FLORIDA
"SOCINFION 01'
COUNTIES
Alt About r - I.Ado
FLORIDA SHERIFFS ASSOCIATION
& FLORIDA ASSOCIATION OF COUNTIES
DODGE CHARGER FULL SIZE POLICE RATED SEDAN - RWD
SPECIFICATION #3
2015 Dodge Charger (LDDE48)
The Dodge Charger (LDDE48) purchased through this contract comes with all the standard equipment as specified by the
manufacturer for this model and FSA's base vehicle specifications) requirements which are included and made a part of this
contract's vehicle base price as awarded by specification by zone.
ZONE: * Western *Northern * Central * Southern
BASE PRICE: $21,975.00 $21,975.00 $21,975.00 $21,975.00
While the Florida Sheriffs Association and Florida Association of Counties have attempted to identify and include those equipment
items most often requested by participating agencies for full size vehicles, we realize equipment needs and preferences are going to
vary from agency to agency. In an effort to incorporate flexibility into our program, we have created specific add /delete options which
allow the purchaser to tailor the vehicle to their particular wants or needs.
The following equipment delete and add options and their related cost are provided here to assist you in approximating the total cost
of the type vehicle(s) you wish to order through this program. Simply deduct the cost of any of the following equipment items you
wish deleted from the base unit cost and/or add the cost of any equipment items you wish added to the base unit cost to determine the
approximate cost of the type vehicle(s) you wish to order.
NOTE: An official listing of all add/delete options and their prices should be obtained from the appropriate dealer in your zone when
preparing your order. Additional add/delete options other than those listed here may be available through the dealers, however, those
listed here must be honored by the dealers in your zone at the stated prices.
ILI
S.
Bid Award Announcement (14 -22 -0904) 75
VEHICLE:
Charger (LDDE48)
All Zones
C8X9 1
Cloth rear seat in lieu of vinyl
DEALER:
AutoNation Chrysler,
AutoNadon Chrysler,
AutoNation Chrysler,
AutoNatiar Chrysler,
5" round dome lamp
Dodge, Jeep, Ram
Dodge, Jeep, Ram
Dodge, Jeep, Ram
Dodge, Jeep, Ram
Pembroke Pines
Pembroke Pines
Pembroke Pines
Pembroke Pines
ZONE:
*Western
*Northern
*Central
* Southern
BASE PRICE:
$21,975.00
$21,975.00
$21,975.00
$21,975.00
Order Code
Delete Options
All Zones
C8X9 1
Cloth rear seat in lieu of vinyl
$25.00
Front door body side molding
NA
5" round dome lamp
Std
LNF 1
Driver's Side (Left Hand) Spotlight
$65.001
Front License Bracket
NA
Order Code Add Options All Zones
Please refer to the Emergency Vehicle Lighting Specifications for
lightbar descriptions and the awarded dealer pricing.
29A 1 V8 engine
15- 7 V4 Henri 1
PS 1 Priority start/battery saver
LNX 1 1 Right -hand pillar mounted 6" spotlight with clear halogen bulb, factory installed
Add $199.00jar LED 1
TRM 1 Tremco anti -theft - foot activated, dealer installed
s
RML 1 Rechargeable mag light
Roof wiring with hole
Roof wiring without hole
Accessory feed wires for police equipment
RBP 1 Ready Buckle Prisoner Restraint Seat Belt System
Ignition powered trunk button, factory installed
AEB 1 Street appearance group
Street Appearance Package. Includes Full Wheel Covers,Fog Lamps and F'ron Cup Holders. I lirr[ have carpet or rvifl get a
lnini _callsole. 1
W8A 1 Full wheel covers
Nitrogen filled tires including spare tire
Daytime running lights
CW6 Rear door locks & handles inoperative
CWD 1 Rear door locks & handles inoperative, dealer modification
Rear windows inoperative
Included with option CWi6 1
Courtesy light disabled
Side air protection (may affect cage availability)
LOT Legal deep tinted film, lifetime warranty, dealer installed
Optional equipment - specify
Bid Award Announcement (14 -22 -0904)
$2,225.00
$289.00
$199.00
$235.00
$165.00
NA
NA
NA
$295.00
Std
$374.00
$29.00
NA'
NA'
$24.00
$145.00
NA
Std
Std 1!
$285.00'
NA
76
VEHICLE:
DEALER:
ZONE:
BASE PRICE:
3KY'
GXF '
RS SO '
RSFS'
DBW'
T TP
UT101 '
BUC'
I
RLT'
HTT'
I
*
I
PB I OOA 12 '
PB 100A 16 '
SBP300' I
GR50' j
RTS3P'
RTSBG6000'�
PGP26001
SET8 S '
SETT OS '
UT7'
Charger (LDDE48)
AutoNation Chrysler,
AutoNation Chrysler,
AutoNation Chrysler,
Dodge, Jeep, Ram
Dodge, Jeep, Ram
Dodge, Jeep, Ram
Pembroke Pines
Pembroke Pines
Pembroke Pines
* Westent
*Northern
* Central
521,975.00
$21,975.00
$21,975.00
Additional Key(s) or Key Fob(s) when applicable.
4 Keys and Key Fobs are slardard Mis charge is for the 5th key. 1
Keyed alike
Factory remote keyless entry with 2 fobs included.
Remote keyless entry and 4 fobs are stanch d 1
AutoNation Chrysler,
Dodge, Jeep, Ram
Pembroke Pines
* Southern
$21,975.00
$255.00'
$139.00'
Std'
i
$145.00'
$165.00'
$565.00
Vent visors - stick -on style
Rainshields - flange style
Door blank & rear window barriers with manual lock override (Setina, Pro -Gard, Cruisers or
approved equivalent)
Two -tone paint
Optional equipment - specify
Havis lap top motou with base, tilt and swivel lap top mount 1
Optional equipment - specify
Back Up Canera I
Optional equipment - specify
Relocate spare fire dealer installed t
Optional equipment - specify
Havis sliding b7mk tray. Mnat add option RLT
Optional equipment - specify
Havis 24" console with arm rest and 2 cup holders t
Setina PB I66Al2 — 12" Aluminum Push Bumper
PB100.412 t
$1,490.00'
$695.00'
$650.00'
$249.00'
$565.00'
Setina PB 10OA 16 —16" Aluminum Push Bumper
Setina PB300 Push Bumper
Go Rhino 5000 Series Push Bumpers
Rear Transport Seat— Laguna System 3P
Rear Transport Seat — Pro Gard 6000 Series
Rear Transport Seat— Cruiser PCMO12
Rear Transport Seat with extended seat belt— Patriot PSCV I
Pro -Gard P2600 Series Polycarbonate (Lexan) Cage with sliding window, full width lower extension
panel, dealer installed
Setina 8S Lexan cage with 1/2 lexan and 1/2 expanded metal with full lower extension panel, dealer
installed
Setina 410 Series Lexan Cage with sliding window, full width lower extension panel, dealer installed
Optional Equipment - please specify
Optional Equipment - please specify
Cruisers Cage with slide and lock window, lower extension panels, dealer installed
Cruisers Cage with 1/2 Lexan and 112 mesh, lower extension panels, dealer installed
'Rear ground studs
$565.00'
$585.00'
$595.00'
$595.00'
$895.00'
$795.00'
NA
NA
$895.00'
$925.00'
$925.00'
NA
NA
NA
NA
NA'
Sid Award Announcement (14 -22 -0904) 77
VEWCLE:
Charger (LDDE48)
DEALER:
AutoNation Chrysler, AutoNation Chrysler, AutoNation Chrysler, AutoNation Chrysler,
Dodge, Jeep, Ram Dodge, Jeep, Ram Dodge, Jeep, Ram Dodge, Jeep, Ram
Pembroke Pines Pembroke Pines Pembroke Pines Pembroke Pines
GONE:
*Western *Northern *Central *Southern
BASE PRICE:
$21,975.00 $21,975.00 $21,975.00 $21,975.00
K9C'
i K - Container. All aluminum In- Vehicle (rear seat area) K -9 Container to protect the public, officer,
1$2,490.00
i K -9, and vehicle. Please specify vehicle year, make and model. Cali for installation, shipping, and/or
delivery prices.
ERD 1
i
Electronic Remote Rear Door Opening system to be used with the K - 9 Container. Allows the officer
$875.00
to release the K -9 from the vehicle from a remote position.
Add $23S.00 for liner and inaler dish. 1
HAS
Heat Alarm System to be used in a K -9 vehicle. Warns officer when dangerously high temperatures
$845.00
are inside the vehicle.
Add $335.00 jor pager option 1
LRH'
• Labor rate per hour
$90.00
TTG t
I Temporary tag
$25.00 t
Transfer existing registration (must provide tag number)
1
NST
New state tag (specify state, county, city, sheriff, etc.)
$18
Maintenance Plan - specify
NA
Maintenance Plan - specify
NA
Maintenance Plan - specify
NA
MPXW375 1
Watranty - specify
$3,120.00'
Maxiinwn Cm - 0 - Deductible 3 yews 75, 000 Mlles j
MPXW575 '
Warranty - specify
$3,245.00
Mmimtmr Care -D- Deductible S Years 75, 000 Miles 1
MPXW5100PN'
WaiTanty - specify
$3,790.00
Muin urn Care -0- Deductible S Years 100, 0001files h
I�
Did Award Announcement (14-22 -0904) 78
AutoNa #ion Chrysler Dodge Jeep Ram Pembroke Pines
Pricing Sheet for Emergency V ehi c! e L i ghti ng
Bid 14-22 -0904
(Ail items iisted are dealer installed)
_.:.= Order_(;ode _.....
C3PLSPLEDTfER3 °` "'
Coded Model DF47A2
C3PLBP- -LED TIER2
Coded Model DF47A2MC)
FPLB - LED
Federal Signal Model LGD45
FPLB LED
Federal Signal Model INTG44
RPLB — LED
Roman Signals M axium-Extrerne Off Axis& 46' M i Foot
SPLB — LED
Signal Model 7460LEDP -FSA
SOPLB —LED DUAL COLOR
SoundOff Signal Model ENFLB- SILVER
$ 2,095.00
7.5
SOPLB— LED -TRI COLOR
SoundOff Signal (M odd EN FLB -GOLD
$ 2,745.00
7.5
WPLB— LED2T[ER
Whelan Model F8FSA1
$ -`:2;760;00'
=s
WPLB —LED 1 TIER
Whelen Model S8FSA1
I 2.175.00
7.5
-
FM LB — LED
Federal Si_ nal Model LPX45Z
RM LB —LED
Rontai Wingl_ux Extrerie Off Axis- W.E.T.® 47" M IgFoot
SMLB —LED
Signal Model 2476 -FS4
SDMLB —LED
SoundOff S naI ModelENFLB- Bronze
$ 1,825.00
7.5
WMLB —LED
Ec _ -
onoinEc- '= htbar_"Racka e. - ., -- _ - -�
C3ELBP- -LED
Whelan ModdJ8FSA1
_ - r
_---�__ <..__.._ -.._-
Coded Model 21TR47A4
$ 1,760.00
-. - . . - ._.,_
7.5
.___.•:
FELB —LED
Federal Signal Model LPX46D
RELB —LED
RontanLCLMaximum45'Mi Foot
SELB — LED
Si M ode( 2461 LEDP-FSA
SOELB —LED
SoundOffU ModelEMG2000
$ 1590.00
7.5
WELB —LED
f'F eNW7 -- nmarked Aaclia
C3PUMP- LED
Whalen Model F914G4
Code3; Deluxe Unmarked Patrol Package
$ 1,635.00
7.5
—
FPUMP —LED
Federal Signal: Deluxe Unmarked Patrol Pack
RPUMP —LED
Rontan Premium Unmarked Patrol Package
SPUMP —LED
Signal; Deluxe Unmarked Patrol Pack
SOPUM P— LED
SoundOff Signal: Deluxe Unmarked Patrol PWka9a
$ 2
9.5
WPUMP —LED
Whelan: Dd uxe Unmarked Patrol Pack e
$ 2,190 -00
9.5
EepnomT ..Unmar.6d i4trol1?actie
C3EUM P- LED
Code3: Bad Urvnarked Patrol Pads age
FEUMP —LED
Federal Sig Basic LED Unmarked Patrol Package
REUMP —LED
RontanEeonorric Unmarked Patrol Package
SEUMP —LED
Si : Basic LED Unmarked Patrol Package
SOEUMP —LED
SwndOff Si : Basic LED Unmarked Patrol Package
$ 1,390.00
9.5
WEUMP —LED
Whelan: BasCAll LED Unmarked Patrol Package
$ 1,460.00
9.5
AdmiRrstitleVehtclePacka
C3AVP
Code3: Admin Vehicle Park age
FAVP
Federal Signal: AdministrativeVehide e
RAVP
RontEnAdministr veVehidelookage
SAVP
Signal: Administrall VehidePack e
SOAVP
Souri"f Signal: AdmiddrativeVehidePmk e
$ 1305.00
9.0
WAVP
- V
Whden:AdministrativeVetddePackage
�'�"".
$ 1,355.00
9.0
WSC
WhelenCeneom- upgrade. deluxe dren,microprocessor
centrdled
$ 315.00
WPLD
Whel en - upgrade WPLB 1 tier Premium Lightbar with DUO
Color TrafticAdvisor
$ 410.00
WPLDD
Whelan - upgrade WPLB 1 tier Premium Lightbar with Full
DUO Color lightheads
$ 715.00
WPLDT
Whelen - upgrade WPLB 1 tier Premium Lightbar with Full Trio
Colorli theads
$ 1,565.00
Bid Award Announcement (14 -22 -0904) 37
DODGE United States REISSUED: 1013012014 PAGE: 3
FIRM ISSUED: 09129/2014 2015 CHARGER POLICE
CHARGER POLICE RWD
STEP #3 SELECT .$ OPTIONS (IF DESIRED)
DESCRIPTION I SFWP SMSRP 2_A
Q- iArucci rrnvaDc I I en I WAe
245155R18 BSW PERFORMANCE TIRES
N1C
180
TYL
BLACK LEFT• SPOT LAMP
210
LNF
ENGINE BLOCK HEATER
Included with Alaska;
NIA WIGXA; NIA W /GXE; NIA WIGXF; NIA I
95
NHK
EQUIPMENT MOUNTING BRACKET
M/H CUM; NIA WICUG; W1AEB M1H CM8
IWO
XFX
FLOOR CARPET
WA W /CK9
Included with AEB
N2E
125
CKD
FRONT READINGIMAP LAMPS
INCLUDED WIAEB WIAE3
BLACK VINYL FLOOR COVERING
75
LBG
CONVENIENCE GROUP 1
(wc
LBG
LED SPOT LAMPS
M/H LNF LY/LNA
75
150
LNX
300
LNX
MANUF STATEMENT OF ORIGIN
N/C
YEP
MATCHING RIGHT SPOT LAMP
MIN LNF
210
LNA
STREET APPEARANCE GROUP
M/H PAU OR PBX OR PRY OR PSC OR PWD OR PW7 OR PXT OR PX8; WA
W/P52 OR P85 OR P79 OR PB8 OR P76 OR PWL; WDCFX MIN CMS
375
AEB
FLEET ONLY
3.07 REAR AXLE RATIO
N1C
DMM
MtH 27A; NA W1 29A
ADDITIONAL NON KEY ALIKE FOBS
100
GXQ
NIA WIGXA; NIA W /GXE; NIA WIGXF; NIA I
WIGXG
BASE ENGINE CONTROLLER
N/C
N2E
(Limits MAX speed to 130 MPM
BLACK VINYL FLOOR COVERING
N/C I
CKJ
CONVENIENCE GROUP 1
480
AHM
DEACTIVATE REAR DOORSiWINDOWS
75
CW6
DELETE CARPET
WC
CK9
M(HAE8; MIH CKJ I
DELETE SPARE TIRE
(100)
TBF
(includes Tire ServlGe Kill
DRIVE SIDE BALLISTIC DOOR PANEL
2,350
XDV
ENTIRE FLEET ALIKE KEY (FREQ 1)
140
GXF
NIA WIGXA; NIA WIGXE; NIA WIGXG
ENTIRE FLEET ALIKE KEY (FREQ 2)
140
GXA
NIA W /GXE; NIA WIGXF; WA W /GXG
ENTIRE FLEET ALIKE KEY (FREQ 3)
140
GXE
NIA WIGXA; NIA WIGXF; NIA WIGXG
ENTIRE FLEET ALIKE KEY (FREQ 4)
140
GXG
NIA WIGXA; WA W1GXE; NIA WIGXF,.
FLEET PARK ASSIST GROUP _
AMV
FLEX FUEL VEHICLE WIERB
XKN
MIH ERB; NIA W129A
r145
FULL SPARE TIRE RELOCATION
TBH
BRACKET
MiHTBW; WAWITEW
HD CLOTH BUCKET SEATS WNINYL
120
'X5
REAR
MAX FLOW PACKAGE
154
AYJ
PASSENGER SIDE BALLISTIC DOOR
2,350
XDG
PANEL
PATROL PACKAGE BASE PREP
2,000
AYE
AYE Must Have One of TBF orTBH
PACKAGE WIRING PREP
1,150
AYW
1 PATROL
PACKAGE
E - EXTRA COST WC - NO CHARGE NIA - NOT AVAILABLE
I •d P-8iV :90 V 1, 6 V AON
DODGE United States REISSUED: 10/30/2014
FIRM ISSUED: 09/29/2014
PAGE_ 11
2015 CHARGER POLICE
STANDARD EQUIPMENT (UNLESS REPLACED BY OPTIONAL
L
L
EQUIPAAENTj
b
p
D
E
E
E
SPOT LAMP PREP. (LNQ)
S
X
g
X
ST EERING WHEEL MOUNTED AUDIO CTRLS (RDZ)
X
_
X
'SUN VISORS WflLLUM VANFTY MIRRORS (GNC)
X
X
SUPP_ SIDE CURTAIN FRT /RR AIR SAGS (CJ2)
X
X
SUPPLEMENTAL FRT SEAT SIDE AIR BAGS (CJ1)
X
X
TILT /LIMITED TELESCOPE STEERING COL (SUE)
X
X
TIP START (XBN)
X
X
TIRE PRESSURE MONITORING DISPLAY (XGM)
X
X
TRANSMISSION 5-SPEED AUTO W5A5"0 TRANSMISSION {DC7J)
X
X
T 5 FM/BT {RA2)
;;;C
X
X
X
X
OD LAMP (LDA)
X
X
VAR INTERMITTENT WINDSHIELD WIPI =RS (JHA)
X
X
VINYLTRUNK LINER & COVER (CKL)
X
X
E - EXTRA COST NIC - NO CHARGE N1A - NOT AVAILABLE
z'd 132 : got, I, I- bAON
S / Z qF
- - - - � _.
Cfill Us rr.sl. for all of Four Flee! Autauotive. & Livhf 7ruck needs
Quote
PHONE (800) ALAN. /AY (252 - 6529)
DIRECT 863 - 402 - 4292
WWW.ALANJAY.COM 1880 - 4
Corporate
'Office
2003 U.S. 27 South
Sebring, rL 33870
MOBILE 863 - 991.4693
Mailing
Address
I P.O. BOX 9200
Sebring, FL 33871 -9200
FAX 863- 402 -4221
QUICK QUOTE SHEET
PAGE 1 of 1
REQUESTING AGENCY: OCOEE, CITY OF
ORIGINAL QUOTE DATE: 115/2015 REVISED QUOTE DATE: 117/2015
CONTACT PERSON: BILL SIhIMONS QUOTED BY Scott Wilson
PHONE NUMBER: 407 - 427 -8127
FAX NUMBER: EMAIL BSIPAh40 ?JS� ^a ^aC4.00OEE FL US
FLORIDA SHERIFF'S ASSOCIATION BID #'S 14 -22 -0904 & 14 -12 -0904 www.fisheriffs.or
MODEL: CC15706 9C1
2015 CHEVY TAHOE POLICE 2WD
SPECIFICATION #: 8
PAGE M 118
BASE DISTRICT PRICE: $28,383.00
BED LENGTH SUV
"All vehicles will be ordered white w/ darkest interior unless Cleadystated othenvise on purchase order.
FACTORY OPTIONS DESCRIPTION
GBA HOU EXTERIOR COLOR BLACK WITH JET BLACK CLOTH INTERIOR
........_........_ ....._........__._............_ _..._._...._...__ .................._.........._....._..._..._.........._......................................._........... _............ ...................._............................. ... ......._... .......... . .............._.. ... _.................. ......
.......... ........._......... ........................._.....
AMF {6) ADDITIONAL REMOTES
....._.-._..._ ....._....._.....__..._.._..... _..._..............._...- -'-'.........._ ............... ........_........, _........................... �.......... ..............._..
GNS _. ...._........__........_....... REAR WINDOWS IN -OP
.... _ _ .........................................._......_._......_ .................... _ ... _ ............ ..._...._..... .... ..... ............... ._............................... ... ...... ,.._._............ ................... .... ... ._......................... .... _
6N6 REAR DOOR LOCKS AND HANDLES IN -OP
...._....._$ ... _ . _. .. .........
......._._ .............. $ .............
....
$58
NON - IDENTIFIED CONTRACT OPTIONS TOTAL $0.00
TOTAL COST $38,753.80
TRADE IN
YES: WE TAKE. TRADE INS? -- :ASK ABOUT MUNICIPAL FINANCING ' ^ -- SO.
TOTAL COST LESS TRADE IN(S): QTY 1 $38,753.80
Comments:
VEHICLE QUOTED BY: Scott Wilson FLEET SALES MANAGER Scott yJIIS011,CLa1an OV.com
"I Want to be Your Fleet Provider”
I appreciate the opportunity to submit this quotation. Please mviewif carefully. If there are any errors of changes, please reel free to contact meat any 6me. I am always happy to be of
assistance.
FSA- OCOEE, CITY OF- CC15706 9C1 1880- 4.xlsm
FACTORY OPTIONS
$188.00
CONTRACT OPTIONS
DESCRIPTION
TEMP
$25.00
............. .._.........._.......__
1A9 ............ ... .............._........_..
- TEMPORARY_TAG_ ... _ ..... .. ....
- YELLOW
$175.70
PG2600
Pro -Gard P2600 Series Polycarbonate {Lexan) Cage, with sliding - window,, full width lower, extension panel
$935.00
DEALER TWO TONE PAINT. VEHICLE ORDERED BLACK WITH DOORS AND ROOF TO BE PAINTED
2 TP........
WHITE:_..._......... .. .........
$1.597,00
_ ... _ ............... ... ..........
_ ........ _ ........ _.......... _...I._ .............
Whelen Premium All LED Dual Lighlbar, (Model F8FSA1) Fully loaded, 100% Solid State Electronics,
Manufactured in America, Includes a Two Wire Controlled Traffic Advisor, (2) LED Flashingrrakedown
Lights, (2) LED Flashing /Alley Lights, Mounting Kit, 295SLSA6 Combination Llght/Siren Controller, SA315P
WPLB,LED.2,RB
Siren Speakerand Bracket. ....__...._.._....._.....--............_._.._ .......... ...............................
S? 726.10
LABOR
_
7.5 HOURS x_$105! HOUR INCLUDING SHOP SUPPLIES, CONNECTORS,_LOOM, & I US[S .. ... .. .. . ..
_ ........ _ _
..
CLNCOM
UPGRADE TO CENCOM SAPHIRE CONTROLLER
$329 00
LABOR
HOUR a,.y,105 /,HOUR . .... _ ...... -_ _... ._.............................
$105.00
.........................._
W- VERTEX
,1
WHELEN VERTEX 4 CORNER LED KIT ....._.........._....._........
$267.00
.._..._.........._..... _...._...... ...
............._..._.... ._.............................
..................... _..........._.........._......_ ......_..................................,.._............_...._...._..._..........................._..._..........................................._..........
HOP SUPPLIES, CONNECTORS, LOOM &FUSES
DIIXG 2 ................................__.........._ ........._.. ..............._._........... ................_........_.....
... .................
$ ?83.50
......._.........._........ ..__.._....__..._..._....._....
,LABOR .. ....................
.... ._........._................... . _.....
r
Hav s -T rack Mount Console with 18 U Cup holders, (3) 12v Outlets, (1) Armrest, (i) Side Mount
HCC
Compu does no( include laptop cradle .,.,_ ....... ..............._...............
,..........._........ $97II:00 .______..._..._-
D2R8
„ler_Stand,Brackel
WHELEN DOMINATOR 2 LED S MOUN I LD IN REAR QUARTER GLASS RED /CLEAR
_.....
LS3P
LAGUNA REAR TRANSPORT SEAT.
_ ,. $1 ,395.00 _ _
... .._ .............. _._............_..
....._....................... _....._..... .... ...... .............. ......... .... ... ... ........... ....... _....... ,............ ................... ..... ....._.. ......... .. ...... .................................... _ ....................... ,._._............
EXTENDED WARRANTY DECLINED
..... .._..,.......__.....__....._.. _.,...........__...._.. _..
$0.00
CONTRACT OPTIONS TOTAL
$10
NON - IDENTIFIED CONTRACT OPTIONS DESCRIPTION
NON - IDENTIFIED CONTRACT OPTIONS TOTAL $0.00
TOTAL COST $38,753.80
TRADE IN
YES: WE TAKE. TRADE INS? -- :ASK ABOUT MUNICIPAL FINANCING ' ^ -- SO.
TOTAL COST LESS TRADE IN(S): QTY 1 $38,753.80
Comments:
VEHICLE QUOTED BY: Scott Wilson FLEET SALES MANAGER Scott yJIIS011,CLa1an OV.com
"I Want to be Your Fleet Provider”
I appreciate the opportunity to submit this quotation. Please mviewif carefully. If there are any errors of changes, please reel free to contact meat any 6me. I am always happy to be of
assistance.
FSA- OCOEE, CITY OF- CC15706 9C1 1880- 4.xlsm
FAQ
FLORIDA
COUNTIES
s �--
A!I About Florida
FLORIDA SHERIFFS ASSOCIATION
& FLORIDA ASSOCIATION OF COUNTIES
CHEVROLET TAHOE 1500 FULL SIZE POLICE RATED UTILITY - RWD
SPECIFICATION #8
2015 Chevrolet Tahoe 1500 (CC15706/9C1)
The Chevrolet Tahoe 1500 (CC 15706/9C1) purchased through this contract comes with all the standard equipment as specified by the
manufacturer for this model and FSA's base vehicle specification(s) requirements which are included and made a part of this
contract's vehicle base price as awarded by specification by zone.
ZONE: *Western *Northern *Central * Southern
BASE PRICE: $28,433.00 $28,463.00 $28,383.00 $28,483.00
While the Florida Sheriffs Association and Florida Association of Counties have attempted to identify and include those equipment
items most often requested by participating agencies for full size vehicles, we realize equipment needs and preferences are going to
vary from agency to agency. In an effort to incorporate flexibility into our program, we have created specific add/delete options which
allow the purchaser to tailor the vehicle to their particular wants or needs.
The following equipment delete and add options and their related cost are provided here to assist you in approximating the total cost
of the type vehicle(s) you wish to order through this program. Simply deduct the cost of any of the following equipment items you
wish deleted from the base unit cost and/or add the cost of any equipment items you wish added to the base unit cost to determine the
approximate cost of the type vehicle(s) you wish to order.
NOTE: An official listing of all add/delete options and their prices should be obtained from the appropriate dealer in your zone when
preparing your order. Additional add/delete options other than those listed here may be available through the dealers, however, those
listed here must be honored by the dealers in your zone at the stated prices.
Bid Award Announcement (14 -22 -0904) 118
VEHICLE:
Tahoe 1500 (CC15706 /9C1)
$74.00
7X7 1
Right -hand pillar mounted 6" spotlight with clear halogen bulb, factory installed
DEALER:
Alan Jay Chevrolet, Buick,
Alan Jay Chevrolet, Buick,
Alan Jay Chewolet, Buick,
Alan Jay Chevrolet, Buick,
spot lamps)
GMC, Cadillac
GMC, Cadillac
GMC, Cadillac
GMC, Cadillac
ZONE:
*Western
*Northern
* Central
* Southern
BASE PRICE:
$28,433.00
$28,463.00
$28,383.00
$28,483.00
Order Code
Delete Options
(6) Factory Provided Additional Keys only not programmed - -- (Add $125ea for Single Key from Dealer $179 each for Dealer
1
All Zones
AKP 1
Non deep tinted glass
6E2 1
$50.00
D 7X6 1
Driver's Side (Left Hand) Spotlight
Fleet key, keyed alike
$24.00
$100.00
6 additional remotes (fleet keyless entry)
Front License Bracket
(6) Factory Ordered Additional Remotes 1
NC
UEO 1
Onstar
$189.00
$25.001
Also delete's blue tooth for phone 1
Floor mats colored keyed to carpet
NA
9G8 1
Daytime running lights disabled
6N6 1
Rear door locks and handles inoperative
$9.00
Order Code Add Options
All Zones
Please refer to the Emergency Vehicle Lighting Specifications for
lighthar descriptions and the awarded dealer pricing.
K05 1
Engine block heater
$74.00
7X7 1
Right -hand pillar mounted 6" spotlight with clear halogen bulb, factory installed
$329.00
Adds Right Hand Spot Lamp to match Left Hand Lamp included in base bid (4DD S587 for upgrade to LED bulbs in factory
1
spot lamps)
LED -L -SPOT 1
LED Left spot light
$309.00
LED Left spot lamp
LED -R -SPOT 1
LED Right spot light
$589.00
LED Left and Right spot light 1
5HP 1
Additional Key(s) or Key Fob(s) when applicable.
$39.00
(6) Factory Provided Additional Keys only not programmed - -- (Add $125ea for Single Key from Dealer $179 each for Dealer
1
Provided Additional Remote includes programming
6E2 1
Fleet key, keyed alike
$24.00
6E8 1
Fleet key, keyed alike
$24.00
AMF 1
6 additional remotes (fleet keyless entry)
$74.00
(6) Factory Ordered Additional Remotes 1
B30 1
Carpeted floor covering
$189.00
Includes Carpet Floor ALlats 1
B58 1
Floor mats colored keyed to carpet
NA
INCLUDED AND ONLY AVAILABLE WITHB30 1
6N6 1
Rear door locks and handles inoperative
$58.00
6N5 1
Rear window switches inoperative
$56.00
-or- (DDD - Dealer Disable Door Handles, Locks and Windows Controls =ip tied inside door trim panel for re- installation at
nme of re -sale $179) 1
VRS 1
Cargo shade
$194.001
TREM 1
Tremco anti -theft - foot activated, dealer installed
$189.00
SAFE 1
SafeStop vehicle anti -theft - key activated or emergency lights activated, plug -& -play for most Ford
$289.00
and Chevy fleet vehicles, dealer installed in 20 minutes or less
Bid Award Announcement (14 -22 -0904) 119
VEHICLE:
Tahoe 1500 (CC 15706/9C 1)
DEALER:
Alan Jay Chevrolet, Buick, Alan Jay Chevrolet, Buick, Alan Jay Chevrolet, Buick, Alan Jay Chevrolet, Buick,
GMC, Cadillac GMC, Cadillac GMC, Cadillac GMC, Cadillac
ZONE:
* Western *Northern It Central *Southern
BASE PRICE:
$28,433.00 $28,463.00 $28,383.00 $28,483.00
N2 t
Nitrogen filled tires including spare tire
$89.00
Provision for roof mounted lamp
NA
RWK
` Body side moldings
$274.00
LPO Painted Body Side Moldings, Factory Ordered Dealer Installed, N/A With GAN Silver Ice ,Metallic and GAG Tungsten
Metallic. 1
Back -up sensors, factory installed
Std
Back -up sensors, dealer installed
NA
UT7 1
Rear ground studs
$87
HCC t
Optional equipment - specify
$978.00
Havis Track Mount Console with 18" Box, (2) Cup holders, (3) 12v Outlets, (1) Armrest, (1) Side Mount Computer Stand
Bracket does not include laptop cradle t
D2 ** t
Optional equipment - specify
$579.00
Dominator (2) LED Light Head installed in Rear Quarter Glass *sped 2 colors* 1
BGP 1
Optional equipment - specify
$589.00
Base Graphics Package, fits most agency requirements t
2TP 1
Optional equipment - specify
$1,597.00
Two Tone Paint (Dealer Paint (4) Doors & Roof (1) Color) 1
SUVAULT 1
Optional equipment - specify
$822.00
American Ahnninum SUV Vault Mounted In Rear Cargo Area (odd $99 for Powder Coated Black, .Add $109 for top mounted
basket) 1
PB 12 1
Setina PB 100A] 2 — 12" Aluminum Push Bumper
$497.00
PB 16 1
Setina PB 10OA 16 — 16" Aluminum Push Bumper
$497.00
PB300 1
Setina PB300 Push Bumper
$597.00
GR5000 1
Go Rhino 5000 Series Push Bumpers
$497.00
LS3P 1
Rear Transport Seat — Laguna System 3P
$1,395.00
Rear Transport Seat — Pro Gard 6000 Series
NA
Rear Transport Seat with extended seat belt — Patriot PSCV 1
NA
PG2600 1
Pro -Gard P2600 Series Polycarbonate (Lexan) Cage with sliding window, full width lower extension
$935.00
panel, dealer installed
8S 1
Setina 8S Lexan cage with 1/2 lexan and 1/2 expanded metal with full lower extension panel, dealer
$922.00
installed
lOS 1
Setina 410 Series Lexan Cage with sliding window, full width lower extension panel, dealer installed
$922.00
12VS 1
Setina #12 Series Lexan Cage, partition installed behind 2nd row seat
$679.00
Specify (Expanded Metal or Lexan) when ordering Rear Cargo Partition 1
HAS 1
Heat Alarm System to be used in a K -9 vehicle. Warns officer when dangerously high temperatures
$1.090.00
are inside the vehicle.
.Add $379.00 for window fan, and $245 for Pager system. 1
RDO 1
Electronic Remote Rear Door Opening system to be used with the K -9 Container. Allows the officer to
$1,090.00
release the K -9 from the vehicle from a remote position.
Bid Award Announcement (14 -22 -0904) 120
ALAN JAY AUTOMOTIVE NETWORK
Alan Jay Chevrolet Buick GMC Cadillac
Alan Jay Ford Lincoln Mercury, Inc.
Alan Jay Chrysler Jeep Dodge of Wauchula
Alan Jay Toyota
Alan Jay Nissan, Inc.
ra cing ' bheet for Emergency Vehi Lighting
Bid 14-22-0904
(All items listed are dealer installed)
k.-3rLt5r-LtZLJ I Ittfl
Code3 Mod DF47A2)
C3PLBP-LED TIER2
Code3 (Model D F47A 2M C)
FPLB - LED
Federal Sgnal (Model LGD45)
$ 1,609.00
7.5
FPLB LED
Federal Sgnal (Model INTG44)
$ 2,573.00
7.5
RPLB — LED
Rontan Sgnals Maxium-Extreme Off Axis& 45" MigFoot
SPLB — LED
Sgnal (Model 7460 LEDP-FSA)
SOPLB — LED DUAL COLOR _Sound0ffSqna1(ModdENFLB-SlLVER)
$ 2,386.00
7.5
SOPLB—LED-TRI COLOR _SoundOff&qnal
(Model ENFLB-GOLD)
$ 2,684-00
7.5
WPLB—LED2TIER
Wheien (Model F8FSA1 )
$ 2,726.10
7.5
WPLB —LED 1 TIER
Whel en (Model SBFSA 1
$ 2,042.82
7.5
FIVILB—LED
Federal Sgnal (Model LPX45Z)
$ 1,257.00
7.5
RMLB— LED
RortanWngLux Extreme Off Axis - W-E.T.0 47' M igFoot
SIVILB —LED
Signal (Model 2476-FSA)
SOMILB—LED
SoundOff Sgnal (Model ENFLB- Bmnze)
$ 1,661.00
7.5
WIVILB—LED
Mai; 11 i 1111
C3ELBP-LED
Whei en M odel J8FSA I $ 1,661.00
Code3 (Model 21 TR47A4) ---
7.5
FELB — LED
Federal Signal (Model LPX45D)
$ 1,205.00
7.5
RELB — LED
Rontan L CIL M axi mum 45" M i gFoat
SELB — LED
Sgnal (Model 2461 LEDP-FSA)
SDELB — LED
SounclOff Sqnal (Model EMG2000)
$ 1,338.00
7.5
WELB—LED
Whelen Model 1`914(34
$ 1,363.00
7.5
G3PUMP- LED
Code3: Deluxe U nnwked I"Ard Package
FPUMP—LED
Federal Sgnai: Deluxe Unmarked Patrol Package
$ 2,135.00
10.5
RPUMP— LED
Rontan Premium Unmarked Patrol Package
SPUM P— LED
Sqnai: Deluxe Unmarked P atrol Padsage
SOPUMP—LED
SoundOff Sgnal: Deluxe Unmarked Patrol Package
$ 2,055.00
10.5
WPUMP—LED
Whel en: Deluxe U nmarked Palrol Package
$ 2,211.00
10.5
C3EUM P - LED
Code3: Basic U nmarked Patrol Pack��e
FEUMP—LED
Federal Sgnal: Basic LED Unmarked Patrol Package
$ 1,082.00
8.5
REUMP—LED
Rontan Eaxmi c U nmarked Patrol Package
SEUMP—LED
SgnaL Ba§c LED Unmarked Patrol Padsage
SDEUIVIP—LED
SounclOff SgnaL Basic LED Unmarked Patrol Package
$ 1,353.00
8.5
WEUMP—LED
Vvbelen: BasicAll LED Unmarked Patrol Package
$ 1,363.00
8.5
C3AVP
Code3: Admin Vehicle Pads
FAVP
Federal S gnai: Admi ni strati ve Vehi d e Package
$ 909.00
7.5
RAVP
Rontan Admi ni straili ve Vehi d e Padsage
FAVP
Si qnai: Admi ni strad ve V eh i d e Package
SDAVP
SoundOff S gnal: Admi ni strati ve V ehi d e Package
$ 1,171.00
7.5
WAVP
Whel en: Admi ni strati ve Vehi d e Package
1,310.00
7.5
Bid Award Announcement (1 4-22-0904) 29
CENCOM
Whel- Cencom - upgrade, del uxe siren, microprocessor
controlled $ 329.00 1.0
Whel an - upgrade WPLB 1 tier Premium Lightbar with DUO
Color Traffic Advi _or
FULL DUO Whelan - upgrade WPLB 1 tier Premium Lightbar with Full
DUO Color li htheads $ 778.00
Whelan - upgrade WPLB 1 tier Premium Lightbarwith Full Trio
Color Ii htheads
Whel an - upgrade WMLB Medium Lightbar with DUO Color
Traffl c Advisor
Whel an - upgrade WELB Economy Lightbarwith DUO Color
TrafficAdvisor
Whee n - upgrade any Wean Lightbar to fully adjustable
mounti f
W -RDL
n cot
Rear deck LED, GEN 3 minimum, warning lights- LED lights
be blue, red, amber or any combination- sDecify color
$ 234.00
1.5
L - SPOT
Left -hand pillar mounted 6" n ht with dear halogen ogen bulb
$ 325.00
1.5
LR - SPOT
Left & right -hand pillar mounted 6" spotlight with dear halogen
bulb
$ 585.00
3.0
W -GL
LED, GEN 3 minimum, grille lightS 2 minimum - LED lights
may be bl ue, red, amber or any combi nati on - specfy color
$ 175.00
1.5
(Whelan, Federal, SounclOff Signal or approved equivalent)
W-RML
LED, GEN 3 minimum, rear view mirror flashing lights- LED
lights may be blue, red, amber or any combination - specify color
(Whalen, Federal, SoundOff Signal, Rontan or approved
$ 234.00
1.5
equivalent)
W -RBS
Roof -mount amber strobe beacon (Whelan, Federal, SoundOff
Signal, Rontan or approved equivalent)
$ 75.00
1.5
W -RBL
Roof -Mount Amber LED strobe beacon (Whalen, D &R
E]ecfronicsor approved equi val ent
$ 135.00
1.5
W -TLL
LED, GEN 3 minimum, trunk lights, 2 minimum- LED lights
may be blue, red, amber or any combination - specfy color
( Whele, Federal, SounclOff Signal, Rontan or approved
$ 175.00
1.5
equivalent)
INCLUDED WITH WHELEN LIGHT
LED, GEN 3 minimum, integral directional arrow activated in
BARS
lightbar (with controller if required) - LED lightsmay beblue,
red, amber or any combination - specify color. Requires purchase
of lightbar.
TRAFFICADVISOR
Traffic directional LED, GEN 3 minimum, arrow with 6 modules
with controller if r uired .
$ 398.00
3.0
100 -Watt, Compact Cast Siren Speaker with U- Bracket
Federal Signal Smart Si ren - upgrade, del uxe si re n,
microprocessor control led; w /RMK (ext. cable) and M NCT -SB
(microphone) included
ETSA481 CSP
SoundOff Si gnai ETSA481 CSP - deluxe siren
ETSA482R!5
SounclOff Signal ETSA482RSP- upgrade, 200 watt dual tone
remote siren with lighting and arrow controls
W -UGCC
Whel an Cencom - upgrade, del uxe si ran, microprocessor
controlled
$ 304.00
1.0
FLHP -XXX
Federal S nal - Headlight flashers, solid elate
$ 68.00
1.0
SoundCff "Signal - Headlight flashers, solid state
W- UHF2150
Whelan - Headlight flashers, slid state
$ 55.00
1.0
SounclOff Signal - Ta I I i ht flashers
ENT263x
Soundoff Si qnal - Intersector LED undermirror Li ght
$ 129.00
1.5
SoundOff Signal - EPL8000 Full Featured Interior Lightbar
Eight 6-LED modules with optional Two 6 -LED Flashing Take -
EPL8000
Downs Meets SAE specifications. Easy Installation to Visor
$ 655.00
1.5
Anchor Points Without Drilling Holes, Vehicle Specific. Please
du
Upgrade basic (6) snitch controller and siren to combination
li
htcontroller/si ran
Bid Award Announcement (14 -22 -0904) 30
Bid Award Announcement (14 -22 -0904) 31
-
For LEGEND - LGD45
Federal Signal - Patented All LED lighted Hotfoot available on
$ 280.00
0.5
Vision SLR Valor LeQend and LPX Li htbars
HOWLER
Whelen Low Frequency Supplemental Siren, with Vehicle
Mounting Bracket, availablefor: Ford Sedan and SUV
Interceptor, Expedition, F250/F350, E- Series Van, Taurusand
$ 462.00
2.0
Explorer, Chevy Impala Caprice, Tahoe, Suburban, Express,
&Iverado, Dodge Charger, and 4500
5gnal D-44 Cycl one 100 Watt Speaker - Patent Pendi ng
Cyclonic Expansion chambers, rugged glassfilled nylon housing
RUMBLER
Federal Signal- Rumbler Supplemental Siren /intersection
Pat #RB -XXXXX
Clearing System. Containsall necessary mounting hardware,
$ 395 -00
2.0
system ampl i fi er, and one pai r of speakers.
DTX 1/2
Federal Signal DTX Digital In Car Video System. Front and rear
(2) camera system including solid state DVR with built in GPS
and Wi -R, wireless microphone, and DTX COMMAND
softwarefor video management. System isavailable asMDT
$ 4,767.00
7.0
client version or stand along 4.5' monitor. 3rd and 4th cameras
optional. Wireless download software optional per each 10
vehicles.
Signal 9016 LED SeriesStarBeam M -Team LED Mini -Bar 20
flash and mounting kit. Please specify color(s).
Interior Mount LED Light 12 LED Array, Gen 3 LED, Cig Plug
w/ lighted on/off switch, flash pattern select button, 30 flash
patterns, and mounting kit (Signal Vehicle ProductsDL15 -12 or
equivalent). Please specifycolor(s).
Combination 200 Watt Siren and 8 function light control panel
inducting traffi c di rector, dual color lighted keypad, 4 posi tion
progressiveslideswitch, LED speaker diagnostics, PA with noise
c woeli ng microphone (Signal Vehi de Products LCS 800 or
equivalent).
Law Profile SpiIt Interior Front Mount LED Lightbar, 1" High
Profile, No Drill Mounting with V ehi de Specific Mounting Kits
( induded), 35 flash patterns with pattern select button, Cig Plug
w/ lighted on/off switch (Signal Vehicle Products "Split
Phantom" ULB24 or equivalent) Please spedfy celor(s).
Low Profile Interior Front Mount LED Lightbar, 1" High Profile,
No Drill Mounting with Vehicle Specific Mounting Kits
(included), 35 flash patternswith pattern select button, Red Map
Light, Cig Plug w/ lighted on/off switch (Signal Vehicle Products
"Phantom" ULB44 or equivalent). Please spedfy color(s).
Whelen Full Featured Interior Lightbar Eight 3 -LED Lamps,
Upper Front Unit Mounted in a Rugged Housi ng That Fits
Snugly Against the Front Window of theVehide TwoRece
Individual Driver and Passenger Side Units, with Two LED
Flashi ng/Take -Dawns (one in each housing) Meets SAE and
CalifomiaTitleXlll specifications Easy Installation to Visor
Anchor PointslNthout Drilling Holes, Vehidespecific. Please
i ndi cate vehi d e make and model .
U pgrade Whelen Interior Li ghtbar to Ei ght 6 -LED Lam
FederalSi gnal - Part#MPSWP -X
M icroPul se Wide Angle Light. Product utilizes 9 LEDs
providing 180 degreelight source. Availablein red, blue, white,
$ 157.00
1.0
and amber.
Federal Signal - Pat # IPX620 -XX
LED warning light, dual color, with 12 LEDs per light head.
$ 88.00
1.0
Amber, blue, red, white, and green LEDsavaiIable
Federal Signal - Part # SILSS-XXXXXX
Spectral- ux I L S. Front split headliner. Ideal fcr slick -top
$ 798
2.5
--_
applications. Red and bl ue wi th whi te fl ood feat ure.
_
0
Code3
JHB 6PAK Flushmount LED
Code3
I HB 4PAK Flushmount LED
Code3
ITRX6 LED light Head
Bid Award Announcement (14 -22 -0904) 31
Bid Award Announcement (14 -22 -0904) 32
Code3
MR6 LED Light Head
Code3
HB915 HideA Blast LED
Code3
Banshee Si ren
Code3
C31000 Speaker
416400 -quantity 4
Comer LED I n -I i ne sui tabl a for internal and edemal mounting.
Six LED per Iighthead, 30 flash patterns - Federal Signal, 4-head
system, heads and cables induded. Expandable to 6-heads LED
$ 312.00
2.7
heads aver table in red, blue, amber, and/or dear.
Federal Signal- quantity 2
Comer lnline LED lighting systemFederalSlgnal- Avai [able in
Part # 416200-XX
pai rs on] y. R ease speci fy red, blue, amber, or dear.
$ 145.00
1.4
L ati tude Seri es warni ng light with Sol ais4,6, and 8 head model s
3 LEDs per portion, 10 flash pattern$ 5 year warranty
M PS600 +M PSM6 -CAPSM
M icroPulse6 and si de maker mount for Chevy Caprice
Quasar Strobe LED Extreme Generation 5- loaded with 6 revel
LED's in each Iighthead sol d in pars Colors blue, red, white
and amber
Comer LED Kit— Two Head Signal LED Kit (LDHF311
I nd udes 2 Spherical heads i n 10' or 30' lengths with i nl i ne
flasher; Nickel plated aluminum housi ng with advanced thermal
heat management. Colors amber, blue, green, red, or white
Comer LED Kit — Four Head Signal LED Kit (LDHF311.
Indudes4 spherical heads in 10' or 30' lenghtswith inline
flasher, nickel plated aluminum housing with advanced thermal
heat management. Colors amber, blue, green, red, or white
Comer Strobe Kits — Signal Vehicle Products Kit With 4 dear
Comer Strobe Kits — Signal Vehicle Products Kit with 4 dear
SoundOff Compass Fender Light
Side Fender Lights for Ford PI sedan or Chevy Caprice, housi ng
fitsoen openening on si de fender lights, can be purchased with
GHOST or INTERSECTOR Iighthead.
ELUC2S010x (ea) kit price to indude4
Comer LED Kits — Soundoff Universal undercover LED kit,
lights
consi stsof 4 corner LEDs, choice of col ors, red, white, blue
$ 256.00
2.7
amber or any split color combination. Please spedfy col ors
Included with i nl i ne flasher, 10' of cable
Comer Strobe Kits — Whelen Kit with 4 dear tubes, 6 outlet CSP
Comer Strobe Kits— Whelen Kit with 4 dear tubes, 6 outlet CSP
W- VERTEX Comer LED Kits— (4) Whelen Vertex Series Hemispheri $ 26 7.00 2.7
PRICES BASED ON SINGLE UNIT ORDERS. ADDITIONAL DISCOUNTS MAY BE AVAILABLE
WHEN ORDERING ON A VOLUME BASIS.
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