HomeMy WebLinkAboutPR 11716: PUMPER FIRE TRUCK Memorandum
City of Port Arthur, Texas
To:
From:
Date:
Subject:
Steve Fitzgibbons, ~~r
Rebecca Underhill, l~ce Dikl~ctor
March 26, 2002
Proposed Resolution
The City Council approved the purchase of a Fire truck for the Fire Department on January 22, 2002. The
pumper was budgeted to be purchased through a lease purchase. The Finance Department solicited quotes
from three financial institutions, and received a very favorable quote from Wells Fargo Brokerage
Services, LLC. The lease will be in the amount of $283,991, payable over 5 years, at 4.59% interest with
annual payments of $64,853.
P. R. NO. 11716
JJA: 3/26/02
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE CITY MANAGER
TO EXECUTE A LEASE PURCHASE FINANCING
AGREEMENT WITH WELLS FARGO BROKERAGE
SERVICES, LLC FOR $283,991 TO FINANCE THE
ACQUISITION OF A FIRE TRUCK FOR THE FIRE
DEPARTMENT
WHEREAS, the 2001-2002 Operating Budget for the City of Port Arthur, as adopted by Ordinance
01-29, the City Council approved the purchase of a pumper for the Fire Department; and
WHEREAS, the pumper was budgeted to be financed through a lease purchase; and
WHEREAS, the pumper was awarded to the Houston Galveston Area Council of Governments in
the amount of $283,991 on January 22, 2002; and
WHEREAS, the Finance Department solicited quotes for lease financing; and
WHEREAS, Wells Fargo Brokerage Services, LLC provided the quote that provides the best value
for the City, with an interest rate of $ 4.59 % per year over five years.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
PORT ARTHUR, TEXAS:
Section 1. The facts and opinions in the preamble are tree and correct.
Section 2. That the City Manager is authorized to execute the master agreement and supplement in
substantially the same form as attached as "Exhibit A".
Section 3. That a copy of the caption of this Resolution be spread upon the minutes of the City
Council.
READ, ADOPTED, AND APPROVED, this __ day of April, 2002, AD, at a Regular
Meeting of the City Council of the City of Port Arthur, Texas by the following vote:
AYES: Mayor:
Councilmembers:
NOES:
ATTEST:
Mayor
Jan Stroder, Acting City Secretary
APPROVED AS TO FORM:
Mark Sokolow, City Attorney
APPROVED FOR ADMINISTRATION:
Steve Fitzgibbons, City Manager
APPROVED TO AVAILABILITY OF FUNDS:
Rebecca Underhill, Finance Director
z:jennifer/office/resolutions/lease purch0se
Public Finance
Wells Fargo Brokerage Services, LLC
Don Grimes
Vice President
MAC: T5002-076
1000 Louisiana, 7t~ Floor, Wells Fargo Plaza
Houston, Texas 77002
April 2, 2002
Ms. Rebecca Underhill, Director of Finance
City of Port Arthur
P.O. Box 1089
Port Arthur, Texas 7764 l-1089
Ladies and Gentlemen:
Wells Fargo Brokerage Services, LLC, is pleased to submit the following governmental lease-purchase
for your consideration.
Lessee:
Lessor:
Equipment/Project:
Project Cost:
Anticipated Funding Date:
Lease Term:
Annual Lease Payments:
Interest Rate to Lessee:
Prepayment Option
City of Port Arthur
Wells Fargo Brokerage Services, LLC or its assignee(s)
Fire Truck (1500 GPM Pumper)
$283,991
Within 40 days
5 years
5 annual payments of $64,853.10 at the end of each year
4.59%
The lease can be prepaid in full, but not in part, on any payment date for
an amount equal to the "After Payment Termination Value" on the
attached exhibits.
We/Is Fargo Public Finance (WFPF) includes departments of We/Is Fargo Brokerage Services, LLC (member
NASD/S/PC/Chicago Stock Exchange) and Wells Fargo Bank, N.A., brokerage and bank affiliates of Wells Fargo &
Company. WFPF has entered into arrangements with its alTtliates under which WFPF may pay compensation to
them of up to 25% of its net fee for referrals and assistance in finding, soliciting, and obtaining business. Non-deposit
investment products offered by We/Is Fargo brokerage and bank aff't/iates are not FDIC insured, are subject to
investment risk, and not guaranteed by a bank un/ess otherwise specified.
Public Finance, Page 2
Escrow Funding Option:
Other fees, closing costs:
Trustee:
Net Lease:
Non-Appropriations Lease:
Purchase Option:
Tax Status:
Lease Rate:
Credit Information:
Proposal Only:
At closing, lease proceeds could be deposited into an escrow account
from which payments could be disbursed as required. The balance in the
escrow account, beginning at closing, would earn interest at a
governmental money market rate and said interest would be paid (or
compounded) to the Lessee. If the "draw schedule" on the escrow fund
made it feasible, longer term, fixed rate investments could be made with
all or part of the escrow fund.
-0-
Not Required
This is a net lease transaction whereby insurance, maintenance, and any
applicable taxes are the responsibility of the Lessee. All manufacturer's
guarantees and warranties will be passed on to the Lessee.
Lessor requires personal property damage insurance equal to the cost of
the equipment and also minimum liability insurance of a combined single
limit of $500,000. Lessor must be named additional insured.
The lease payments are subject to annual appropriation of funds by
Lessee.
$1.00 at end of lease term
This lease is subject to the Lessee being qualified as a governmental
entity or "political subdivision" within the meaning' of Section 103(a) of
the Internal Revenue Code of 1986 as amended. Lessee agrees to
cooperate with Lessor in providing evidence as deemed necessary or
desirable by Lessor to substantiate Lessee's and this transaction's tax-
exempt status, including Lessee's providing an attorney's opinion on
these matters as well as the validity and enforceability of the lease in
accordance with its terms. It is assumed that the transaction will not be
"bank-qualified" under the $10 million small issuer cap imposed by the
Tax Reform Act of 1986.
The interest rate quoted is effective for 7 days from this date. Thereafter
it is subject to adjustment (unless accepted within such 7-day period)
according to the tax-exempt money market conditions. Upon credit
approval, the applicable rate will be valid for approximately 30 days.
Lessor's credit committee requires financial statements for the past two
fiscal years and the current year's operating budget.
This is a proposal only and does not represent a commitment to lease. It
is subject to approval by Lessor's credit committee.
Pub~lc Finance, Page 3
Thank you for your interest in Wells Fargo's tax-exempt lease-purchase program. Please do not hesitate
to contact me at (713) 319-1800 with any questions or concerns regarding this proposal. If you would
like us to proceed with our formal approval and documentation, please indicate by signing the signature
page of this proposal and returning it to my attention.
Sincerely,
Wells Fargo Brokerage Services, LLC
By: Don W. Grimes, V'ice President
ACCEPTANCE AND SIGNATURE PAGE
Accepted and Agreed to
Lessee: City of Port Arthur, Texas
., 2002
Accepted by:
Name:
Title:
(Authorized Signature)
City of Pod Arthur TX
Issuer City of Port Arthur TX
Equipment Fire Truck (1500 GPM Pumper)
Funded $283,991.00
Number of Payments 5
Payments Per Year 1
Interest Rate 4.590%
Commencement 4/25/2002
Closing Date 4/25/2002
Average Life 3.09 years
Fire Truck (1500 GPM Pumper)
Exhibit A
Pmt Total Interest Principal After Payment After Payment Payment Due Annual
Principal Termination Interest
Payment Due Payment Due Payment Due Balance Value Date Amounts
$0.00 $283,991.00 Apr 25, 2002 $0.00
1 $64,853.10 $13,035.19 $51,817.92 $232,173.08 $235,409.97 Apr 25, 2003 $13,035.19
2 $64,853.10 $10,656.'~4 $54,196.36 $177,976.72 $179,973.27 Apr 25, 2004 $10,~56.74
3 $64,853.10 $8,169.13 S56,683.97 $121,292.75 $122,319.09 Apr 25, 2005 $8,169.13
4 $64,853.10 $5,567.34 S59,285.77 $62,006.98 $62,358.75 Apr 25, 2006 $5,567.34
5 $64,853.10 $2,846.12 $62,006.98 $0.00 $1.00 Apr 25, 2007 $2,846.12
4/2/2002 4:25:32 PM
EXHIBIT "A"
GOVERNMENTAL LEASE - PURCHASE
MASTER AGREEMENT
Name and Address of Lessee:
City of Port Arthur
PO Box 1089
Port Arthur, Texas ']7641-1089
Lessor:
Wells Fargo Investment Services, LLC
1740 Broadway, MAC C7300-011 _
Denver, Colorado 80274
1. LEASE. Lessor hereby agrees to lease to Lessee, and Lessee hereby agrees to lease from Lessor, the personal
property described in a Supplement or Supplements to this Master Lease from time to time signed by Lessor and
Lessee upon the terms and conditions set forth in the related Supplement (such property together with all
replacements, repairs and additions incorporated therein or affixed thereto being referred to herein as "Equipment" ).
The lease of the items described in a paCdcular Supplement shall be considered a separate lease pursuant to the terms
of the Master Lease and the Supplement the same as if a single lease agreement containing such terms had been
executed covering such items. The execution by Lessee of each Supplement shall evidence a determination by the
Lessee that the Equipment covered thereby is essential to its proper, efficient and economic operation and desires to
enter into that Supplement for the acquisition of that Equipment under the terms hereof, that the Equipment is
necessary for the governmental functions of Lessee, and that Lessor is neither the manufacturer nor a dealer or
merchant of said Equipment, but has agreed to provide the funding for and on behalf of Lessee for the acquisition of
said Equipment under the terms hereof at the specific request of Lessee.
2. DELIVERY AND ACCEPTANCE. Lessee will evidence its acceptance of the Equipment by executing and
delivering to Lessor a Delivery and Acceptance Certificate (herein so called) in the form to be provided by Lessor.
3. TERM. The term of this Lease with respect to each item of Equipment shall begin on the date it is accepted by
Lessee and shall continue from the rent commencement date shown in the related Supplement unless earlier
terminated as provided herein. The rent commencement date is the Acceptance Date as recorded on the Acceptance
Certificate.
4. RENT. Lessee shall pay as basic rent for the full term of this Lease the amount shown in the related Supplement as
Total Rent, and a portion of each rent payment is paid as, and represents the payment of interest, and Exhibit "A"
attached to the related Supplement sets forth the interest component of each rent payment during the tenn. The Total
Rent shall be payable in installments each in the amount of the basic rental payment set forth in the related
Supplement plus any applicable sales and use tax thereon. Lessee shall pay rent in installments as showa in the
Related Supplement. Except as specifically provided in Section 5 hereof, the rental payments will be absolute and
uncunditionai in ail events and will not be subject to any set-off, defense, counter claim or recoupment for any reason
whatsoever.
lessee reasonably believes that funds can be obtained sufficient to make ail rent payments during the term of the Lease
and hereby covenants that it will do all things lawfully within its power to obtain, maintain and properly request and
pursue funds from which the rent payments ntay be made. The chief executive officer of the unit shall request the
required appropriation from the governing board and exhaust ail available administrative reviews and appeals in the
event such portion of the budget is not approved.
5. NONAPPROPRIATION OF FUNDS. If Lessee periodically requests from its legislative b~y or funding authority
funds to be paid to Lesser under tiffs Lease and, notwithstanding the making in good faith of such request in
accordance with appropriate procedures and with the exercise of reasonable care and diligence, such legislative body
or funding authority does not approve funds to be paid to Lessor for the Equipment, Lessee may, upon prior written
notice to Lessor effective 60 days after the giving of such notice or upon the exhaastion of the funding authorized for
the then current appropriation period, whichever is later, return the Equipment to Lesser at Lessee's expense and
thereupon be released of its obligation to make all rental payments to Lessor due thereafter, provided: (i) the
Equipment is returned to Lesser freight prepaid and insured to uny location in the continental United States designated
by Lesser in the same condition as when first delivered to Lessee, reasonable wear and tear resulting selaly from
authorized use thereof excepted, (ii) the foregoing notice states the failure of the legislative body or funding authority
to appropriate the necassary funds as reason for cancellation, and (iii) the notice is accompanied by payment of all
amounts then due to Lessor under this Lease. In the event Lessee returns the Equipment pursuant to the terms of this
Section 5, Lessor shall retain all sums paid hereunder by Lessee, including uny security deposit paid hereunder. To
the extent permitted by lag,, if the provisions of this Section 5 are utilized by Lessee, Lessee agrees not.to purchase,
lease or rent equipment performing functions similar to those performed through thc use of the Equipment, or to
obtain from any seurce the services or information which the Equipment was to perform or proxdde, for the balance of
the appropriation period following Lessee's exercise of its termination right hereunder. This Section. 5 will not be
construed so as to permit Lessee to terminate this Lease in order to acquire uny other equipment or to allocate funds
directly or indirectly to perform essentially the same applicati6n for which the equipment is intended.
6. REPRESENTATIONS AND WARRANTIES OF LESSEE. Lessee re'presents and warrants and, so long as this
Lease is in effect or any part of Lessec's obligations to Lessor remaiq unfulfilled, shall continue to warrant at all times,
that:
(a) Lessee is a State, a Territory or a possession of the United States, the District of Columbia, or a political
subdivision of any of the foregoing within the meaning of Section 103(a) of the Internal Revenue Cede of 1986, as
amended, and Treasury Regulations and Rulings related thereto. If Lessee is incorporated, it is duly organi?ed and
existing under the Constitution and laws of its jurisdiction of incorporafiun and will do or cause to be done all things
necessary to preserve and keep such organization and existence in full force and effect.
(b) Lessee has been duly authorized by the Constitution and laws of the applicable jurisdiction and by a
resolution of its governing body (which reselution, ff requested by Lesser, is attached hereto) to execute and deliver
this Lease and each Supplement and to car~ out its obligations hereunder.
(c) All requirements have been met, and procedures have occurred in order to insure the enforceability of this
Lease, and Lessee has complied with such public bidding requirements, if any, as may be applicable to the transactions
contemplated by this Lease.
(d) The Equipment will be used by Lessee only for the purpose of performing one or more governmental or
proprietarg functions of Lessee consistent with the permissible scope of Lessee's authority and will not be used in a
trade or business of any person or entity other than Lessee.
(e) Lessee has funds available to pay rent until the end of its current appropriation period, and it will request
funds to make payments in each appropriation period, from now until the end of the term of this Lease.
(O This Lease constitutes a valid, legal and binding obligation of Lessee enforceable against Lessee in
accordance with the respective terms hereof.
(g) This Lease is not an arbitrage bond for purposes of Section 148 of the Interoal Revenue Code of 1986, as
amended, and Lesser and its assigns are entitled to treat the interest portion of the payments to be made hereunder as
exempt from federal income taxes under Section 103 (a) of the Internal Revenue Code of 1986, as amended.
(h) Lessee shall maintain records relating to the Lessor and its assigns sufficient to comply with the
registration requirements of Section 149(a) of the internal Revenue Code of 1986, as amended.
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(i) Lessee reasonably anticipates that it will issue mx exempt obligations (not including "private activity
bonds" as defined in Section 141 of the Internal Revenue Code of 1986, as amended) in an aggregate mount in excess
of $10 million during the calendar year in which this Lease term commences, and this Lease is not designated as a
qualified tax exempt obligation for purposes of Section 265 Co) (3) of the Internal Revenue Code of 1986 relating to
deductibility of interest by financial institutions.
0) This Lease is not and shall not become a "private activity bond" within the meaning of Section 141 of the
Internal Revenue Code of 1986, as amended.
(k) Lessee shall comply with all provisions of the Internal Revenue Code of 1986 which are necessary to
preserve the tax exempt status of the interest component of the payments made and to be made under lhis Lease,
including, without limitation, the investment and rebate provisions of Section 148, the prohibition against federal
guaranties under Section 149 Co) and the information reporting requirements of Section 149 (e).
7. WARRANTIES. Lessee agrees that it has selected each item of Equipment based upon its own judgment and
disclaims any reliance upon any statements or representations made by Lessor. LESSOR MAKES NO WARRANTY
WITH RESPECT TO THE EQUIPMENT, EXPRESSED OR IMPLIED, AND LESSOR SPECIFICALLY
DISCLAIMS ANY WARRANTY OF MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR PURPOSE
AND ANY LIABILITY FOR CONSEQUENTIAL DAMAGES ARIS1NG OUT OF THE USE OF OR THE
INABILITY TO USE THE EQUIPMENT. Lessee agrees to make rental and other payments required hereunder
without regard to the condition of the Equipment and to look only to persons other than Lessor such as the
manufacturer, vendor or carrier thereof shonld any item of Eqnlpment for any reason be defective. So long as no Event
of Defanlt has oecuned and is continuing, Lessor agrees, to the extent they am assignable, to assign to Lessee, without
any recourse to Lessor, any warranty received by Lessor.
8. TITLE. Upon acceptance of the Equipment by Lessee hereunder, title to the Equipment will vest in the Lessor;,
provided, however, that upon payment by the Lessee of the Total Rent shown on any Supplement or the exercise by
Lessee of its prepayment option with respect to the Equipment shown on any Supplement and the fulfillment by ~
of all of its other obligations hereunder with respect to such Equipment, title shall immediately vest in Lessee. Lessee
at its expense shall protect and defend the title and keep the Equipment free of all claims and liens other than the
fights of Lessee and Lessor hereunder. Upon acceptance of the Equipment by Lessee hereunder, title to the Equipment
will vest in the Lessee; provided, however, that (i) upon the occurrence of an Event of Default, as that term is defined
in Section 20 hereof, or (ii) in the event that the purchase option, if uny, has not been exemised prior to the expiration
date thereof, title will immediately vest in Lessor or its assignee. For as long as title to the Equipment vests in Lessee,
Lessee at its expense shall protect and defend the tire and keep it free of all claims and liens other than the rights of
Lessee hereunder and claims and liens created by or arising through Lessor. The Equipment shall remain personal
property regardless of its attachment to realty, and Lessee agxecs to take such action at its expense as may be necassmy
to prevent any third party from acquiring any interest in the Equipment as a result of its attachment to realty.
9. SECURITY AGREEMENT; FURTHER ASSURANCES. To secure the performance of all Lessee's obligations
hereunder, Lessee hereby grants to Lessor a security interest constituting a first lien on the Equipment and on all
additions, attachments, repaim, replacements and modifications thereto or therefor, including all after-aequired
Equipment of Lessee, and on any proceeds therefrom. Lessee agrees to execute or deliver such additional documents,
including, without limitation, financing statements, opiuioas of counsel, notices and similar instmmeuts, in form
satisfactory to Lessor, which Lessor deems necessary or appropriate to establish and maintain its security interest in
the Equipment or for the confirmation or perfection of this Lease and Lessor's rights hereunder. Lessor is hereby
authorized to file financing statements signed only by Lessor in accordance with the Uniform Commemial Code or
signed by Lessor as Lessce's attorney in fact.
10. LAWS AND TAXES. Lessee shall comply with all laws and regulations relating to the Equipment and its use and
shall promptly pay when due all sales, use, property, excise and other taxes and all license and registration fees now or
hereafter imposed by any governmental body or agency upon the Equipment or its use or the rentals hereunder
excluding, however, any taxes on or measured by Lessor's net income. Upon request by Lessor, Lessee shall prepare
3
and file all tax returns relating to taxes for which Lessee is responsible hereunder which Lessee is pennitted to file
under the laws of the applicable taxing jurisdictiun.
11. INDEMNITY. Lessee hereby indemnifies and agrees to save Lessor harmless from any and all liability and
expense arising out of the ordering, ownership, use, condition or operation of each item of Equipment during the term
of this Lease, including liability for death or injury to persons, damage to property, strict liability under the laws or
judiciai decisions of any state or the United States, and legal expenses in defending any claim brought to enforce any
such liability or expense, but excluding any liability for which Lessee is not responsible under Section 10.
12. ASSIGNMENT. Without Lessor's prior written consent, Lessee will not sell, assign, sublet, pledge, or otherwise
encumber or permit a lien arising through Lessee to exist on or against any interest in this Lease or the Equipment or
remove the Equipment from its location refened to above. Lessor may assign its interest in this Lease and sell or grant
a security interest in all or any part of the equipment without Lessee's consent. Lessee agrees not to assert agalnnt any
assignee of Lessor any claitn or defense Lessee may have against Lessor.
13. INSPECTION. Lessor may inspect the Equipment at any time and from time to time during regular business
hours.
14. REPAIRS. Lessee will use the Equipment with due care and for the purpose for which it is intended. Lessee will
maintain the Equipment in good repair, condition and working order and will furnish all parts and services requffed
therefore, all at its expense. All such parts when furnished shall immediately become the property of Lessor and part of
the Equipment for ail purposes hereof.
15. LOSS OR DAMAGE. In the event any item of Equipment shall become lost, stolen, destroyed, damaged beyond
repair or rendered permanently unfit for use for any reason, or in the event of condemnation or seizure of any item of
Equipment, Lessee shall promptly pay Lessor (a) the amount of aH rent and other amounts payable by Lessee
hereunder with respect to such item due but unpaid at the date of such payment plus Co) the amount stated in the
Supplement or an exhibit thereto as the Termination Baiance included in Exhibit "A", plus (c) an amount equal to the
applicable finai purchase option price set forth in the Supplement or any exhibit thereto. Upon payment of such
amount to Lessor, such item shall become the property of Lessee, Lessor will transfer to Lessee, without recourse or
warranty, ail of Lessor's right, title and interest therein, the rent with respect to such item shall terminate, and the
basic rentai payments on the remaining items shall be ~duead accordingly. Lessee shall pay any sales and use taxes
due on such transfer. Any insurance or condemnation proceeds received shall be credited to Lessee's obligation under
this paragraph and Lessee shall be entitled to any surplus.
16. INSURANCE. Lessee shall obtain and maintain on or with respect to the Equipment at its own expense (a)
liability insurance against liability for bodily injury and properly damage with a minimum limit of $500,000 combined
single limit and Co) physical damage insurance insuring against loss or damage to the Equipment in an amount not
less than the full replacement vaiue of the Equipment or the amount stated in the Supplement or un exhibit thereto as
the Termination Balance. Lessee shall furnish Lessor with certificate of insuranee evidencing the issuance ora policy
or policies to Lessee in at least the minimum mounts required herein, naming Lessor as un additional insured
thereunder for the liability coverage and as loss payee for the property damage coverage. Each such policy shall be in
such form and with such insurers as may be satisfactory to Lessor, and shall contain a clause requiring the insurer to
give to Lessor at least 10 days prior written notice of any aiteratiun in the terms of such policy or the cancellation
thereof, and a clause specifying that no action or misrepresentation by Lessee shall invalidate such policy. Lessor shall
be under no duty to ascertain the existence of or to examine any such policy or to advise Lessee in the event any such
policy shall not comply with the requirement thereof. In the event that Lessee has been permitted to serf-insure, Lessee
will furnish Lessor with a letter or certificate to such effect.
17. RETURN OF THE EQUIPMENT. Upon the expiration or earlier termination of tiffs Lease, unless all payments are
made as described in the Supplement, the .Lessee will immediately deliver the Equipment to Lessor in the same
condition as when delivered to Lessee, ordinmy wear and tear excepted, at such location within the continental United
States as Lessor shall designate. Lessee shall pay all transportation and other expenses relating to such delivery.
4
18. ADDITIONAL ACTION. Lessee will promptly execute and deliver to Lessor such further documents and take
such further action as Lessor may request in order to moro effectively carry out the intent and purpose of this Lease,
including the execution and delive~ of appropriate financing statements to fully protect Lessor's interest harounder in
accordance with the Uniform Commercial Code or other applicable law. Lessee will furnish, from time to time on
request, a copy of Lessee's latest annual balance sheet and income statement.
19. LATE CHARGES. If any installment of basic rent is not paid when due or within 5 days thereafter, Lessor may
impose a late charge of up to 5% of the amount of the installment but in any event not more than permitted by
applicable law. Payments thereafter roceived shall be applied first to delinquent installments and then to cun'ent
installments.
20. DEFAULT. Each of the following events shall constitute an "Event of Defaultn hereunder: (a) Lessee shall fail to
pay when due any installment on basic ront; (b) Lessee shall fail to observe or perform any other agreement to be
observed or performed by Lessee hereunder and the continuance thereof for 10 calendar days following written notice
thereof by Lessor to Lessee; (c) any warranty, representation or statement made or furnished to Lessor by or on behalf
of Lessee proves to have been false or misleading in any material respect; or (d) Lessee shall voluntarily file, or have
filed against it involuntarily, a petition for liquidation, reorganization, adjustment of debt, or similar relief under the
federal or state Bankniptcy Cede or any other present or future federal or state bankruptcy or insolvency law, or a
trustee, receiver, or liquidator shall be appointed nfit or all of a substantial part of its assets.
21. REMEDIES. Lessor and Lessee agree that Lessor's damages suffered by reason of an Event of Default are
uncertain and not capable of exact measurement at the time this Lease is executed because the value of the Equipment
at the expiration of this Lease is uncertain, and thereforo they agree that for p~ of this Section 21 "Lessors Loss"
as of any date shall be the sum of the following: (1) the amount of all rent and other amounts payable by Lessee
hereunder due but unpaid as of such date, plus (2) the amount stated in the Supplement or an exhibit theroto as the
Termination Balance, plus (3) an amount equal to the applicable purchase price set forth in the Supplement.
Upon the occurrence of an Event of Default and at any time thereafter, Lessor may exercise any one or moro of the
remedies listed below as Lessor in its sole discrotion may lawfully elect; provided, however, that upon the occurrence
of an Event of Default spec/fled in Section 20 (d), an amount equal to Lessor's Loss as of the date of such occurrence
shall automatically be and become immediately due and payable without notice or demand of any kind.
A. Lessor may, by written notice to Lessee, terminate this Lease and declare an amount equal to Lessor's Loss as of the
date of such notice to be immediately due and payable, and the same shall theroupon be and become immediately due
and payable without further notice or demand, and all rights of Lessee to use the Equipment shall terminate but Lessee
shall be and remain liable as provided in this Section 21. Lessee shall at its expense promptly deliver the Equipment to
Lessor at a location or locations within the continental United States designated by Lesser. Lessor may also enter upon
the premises where the Equipment is located and take immediate possession of and romove the same with or without
instituting legal proceedings.
B. Lessor may proceed by appropriate court action to enforce performance by Lessee of the applicable covenants of this
Lease or to recover, for breach of this Lease, Lessor's Loss as of the date Lessor's Loss is declared due and payable
herounder; provided, however, that upon recovery of Lessor's Loss from Lessee in any such action without having to
repossess and dispose of the Equipment, Lessor shall transfer the Equipment to Lessee at its then location upon
payment of any additional amount due under clause (C, D, E) below.
C. In the event Lessor repossesses the Equipment, Lessor shall either rotaln the Equipment in full satisfaction of
Lessec's obligation herounder or sell or lease each item of Equipment in such a manner and upon such terms as Lessor
may in its sole discretion determine. The proceeds of such sale or lease shall be applied to reimburse Lessor for
Lessor's Loss and any additional amount due under clause (D, E) below. Lessee shall be emifled to any surplus and
Lessee shall romain liable for any deficiency. For purposes of this subparagraph, thc proceeds of any lease of all or any
part of the Equipment by Lessor shall be the amount reasonably assigned by Lessor as the cost of such Equipment in
determining the ront under such Lease.
D. Lessor may recover interest on the unpaid balance of Lessor's Loss from date it becomes payable until fully paid at a
rate of 8% per annum.
E. Lessor may exercise any other fight or remedy available to it by law or by ag~ement, and may in any event recover
legal fees and other expenses incurred by reason of an Event of Default or to the exercise of any remedy hereunder,
including expenses of repossession, repair, storage, transportation, and disposition of the Equipment.
No remedy given in this section is intended to be exclusive, and each shall be cumulative but only to the extent
necossmy to permit Lessor to recover amounts for which Lessee is liable hereunder. No express or implied waiver by
Lessor of any Event of Default shall constitute a waiver of any other Event of Default.
22. NOTICES. Any written notice hereunder to Lessee shall be deemed to have been given when delivered personally
or deposited in the United States mails, postage prepaid, addressed to Lessee at its address set forth above or at such
other address as may be last known to Lessor.
23. NET LEASE AND UNCONDITIONAL OBLIGATION. This Lease is a completely net lease and Lessee's
obligation to pay the rent and amounts payable by Lessee under Sections 15 and 21 is unconditional and not subject to
any abatement, reduction, setoff or defense of any kind except as expressly provided herein.
24. PREPAYMENT. This lease and any related Supplement may be prepaid in whole, but not in part, and on any
regular payment date for an amount equal to the After Termination Value on the Exhibit A attached to said
Supplement.
25. NON-CANCELLABLE LEASE. This Lease cannot be canceled or terminated except as expressly provided herein.
26. SURVIVAL OF INDEMNITIES. Leasee's obligations under Sections 10 and 11 shall survive termination of this
27. M~SCELLANEOUS. Any provision of this Lease which is unerfforceable in any jurisdiction shall, as to
jurisdiction, be ineffective to the extent of such unenforeeability without invalidating the remaining provisions of this
lease, and any such unenforceability in any jurisdiction shall not render unenforceable such provision in any other
jurisdiction. This Lease shall in all respects be governed by, and construed in accordance with, the substantive laws of
the state in which the Lessee is located.
Dated: April 25, 2002
Lessee: City of Port Arthur, Texas
By:
Its:
Lessor: Wells Fargo Brokerage Services, LLC
By:
Its: Senior Vice President
Wells Fargo Brokerage Services, LLC
1740 Broadway, MAC C7300-011
Denver, Colorado 80274
Name and address of Lessee:
City of Port Arthur
PO Box 1089
Port Arthur, Texas 77641-1089
SUPPLEMENT TO MASTER LEASE
Supplement # 1461-001
This is a Supplement dated April 25, 2002 to the Governmental Lease-Purchase Master Agreement dated April 25,
2002 between Lessor and Lessee (the "Master Lease"). Upon the execution and delivery by Lessor and Lessee of this
Supplement, Lessor hereby agrees to lease to Lessee, and Lessee hereby agrees to lease from Lessor, the Property
described below upon the terms and conditions of this Supplemem and the Master Lease.
PROPERTY DESCRIPTION
Quantity Serial Number
1 Fire Truck - 2002 Pierce 1500 GPM Pumper
Location of Property if different from Lessee's address) SCHEDULE OF RENT PAYMENTS
Rent commencement date: April 25, 2002
Term in months from rent commencement
60
[] Monthly
[] Quarterly
[] Semi-annually
Rental payment period (check one)
[] nnn~ly
[] Other - see additional provisions
Basic Rental
Payments
$64,853.10
Interest Rate
Number Of Advance
Payments Payments
5 4)-
First Payment Final Purchase
Due Option Price
4.59% April 25, 2003 $1.00
FINANCE AMOUNT: $283,991.00
TOTAL RENT: $324,265.50
Additional Provisions:
LESSOR: Wells Fargo Brokerage Services, LLC
Its Senior Vice President
Date April 25, 2002
LESSEE: City of Port Arthur, Texas
Its
Date April 25, 2002
7
Fire Truck 1500 GPM Pumper) City of Port Arthur TX Exhibit A
Costs Funded Payment Rate 5 Payments Level Payment Closing Fees Average Life
$283,991.00 4.590% 1 per year $64,853.10 IS0.00] 3.09 years
4.590% Rate Fctr=.228363 37.1 months
Commencement: Apr 25, 2002
Closing Date: Apr 25, 2002
Total Payment Interest Principal After Payment After Payment
Pmt Due Payment Due Payment Due Principal Termination PaymentDate Due
Balance Value
$0.00 $283,991.00 Apr 25, 2002
1 $64,853.10 $13,035.19 $51,817.92 $232,173.08 $235,409.97 Apr 25, 2003
2 $64,853.10 $10,656.74 $54,196.36 $177,976.72 $179,973.27 Apr 25, 2004
3 $64,853.10 $8,169.13 $56,683.97 $121,292.75 $122,319.09 Apr 25, 2005
4 $64,853.10 $5,567.34 $59,285.77 $62,006.98 $62,358.75 Apr 25, 2006
5 $64,853.10 $2,846.12 $62,006.98 $0.00 $1.00 Apr 25, 2007
FINAL PURCHASE OPTION PRICE: $1.00
By:
Its:
Dated as of
H:~anmo schedules~t. Arthur firetrk S year. xls 4/5/2002 2:19 PM
INCUMBENCY CERTIFICATE
I, , do hereby certify that I am the duly elected or
appointed and acting Secretary/Clerk of City of Port Arthur, a political subdivision or agency duly
organized and existing under the laws of the State of Texas 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 signatures set opposite their respective names and titles are their true
and authentic signatures and (H) such officers have the authority on behalf of such entity to enter
into that certain Governmental Lease-Purchase Master Agreement dated April 25, 2002 and
Supplement dated April 25, 2002 between such entity and Wells Fargo Brokerage Services, LLC
(Lessor).
NAME TITLE SIGNATURE
IN WITNESS WHEREOF, I have duly executed this certificate and affixed the seal of
such entity hereto this day of ~ 2002.
SECRETARY/CLERK