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1997-087-RES WHEREAS, CITY COUNCIL DID HERETOFORE ON THE 9TH DYA OF SEPTEMBER 1996 I. . . RESOLUTION NO. Q7-0R7 WHEREAS, the City Council of the City of Paris did heretofore, on the 9th day of September, 1996, in Ordinance No.96-047, authorize the purchase of a 1997 Wheeled Excavator for use in the Street Division of Public Works, and thereafter did advertise for bids for furnishing said equipment, which bids were received until 3:00 p.m., Tuesday, January 21, 1997; and, WHEREAS, the best bid for such equipment was made by Darr Equipment Company, Dallas, Texas, and it was awarded the bid for the same on February 10, 1997; and, WHEREAS, the form of the Equipment Note and Security Agreement with Darr Equipment Company, attached hereto as Exhibit A, for the pUTchase of a new CaterpillaT Model M318 Wheeled Excavator, should, in all things, be approved, and the City Manager of the City of Paris, Michael E. Malone, should be authorized to execute the same; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, that the form of the Equipment Note & Security Agreement with Darr Equipment Company, attached hereto as Exhibit A, be, and the same is hereby, appToved; and, BE IT FURTHER RESOLVED, that the City Manager of the City of Paris, Michael E. Malone, be, and he is hereby, authorized and directed to execute, on behalf of the City of Paris, the Equipment Note and Security Agreement with Darr Equipment Company, for the purchase of a new Caterpillar Model M318 Wheeled Excavator, under the teTms and conditions and in the form shown in Exhibit A, attached hereto. PASSED AND ADOPTED ,,", lHh <by of ~ Eric S. Cliffor , ATTEST: ~C\.\-'-.., ~~~~~~~ Mattie Cunningham, City Clerk '1<183475 BAKER 7-24-97 . . NOTE & SECURITY AGREEMENT (EQUIPMENT) City of Paris Debtor's Name Paris City Lamar County P.O. Box 9037 S (reet Address Texas 75461-9037 State Zip Code (hereinafter caned in accordance with the terms and provisions of the Uniform Commercial Code - DEBTOR), having been quoted both a lime price of $ 191 ,336 .67 and a cash price of $ 164 .950 .00 and having elected 10 purchase the equipmenl described below on a time price basis, agrees to pay DarT Equipment Co. (hereinaner called in accordance with the terms and provisions of the Uniform Commercial Code - Secured Party) whose address is Highway 183 and Loop 12. Irving, Dallas County. Texas. (Mailing address: P.O. Box 540788. Dalla,. Texas 75354-0788) the time pncc ofS------1.9l,3}6. 67 a, follows: S -0- which wa, paid with order, receipt of which i, hereby acknowledged by Secured Party. $ -0- on dclivery and the remainder (Time Balance) of S 191,336.67 in 60 consecutive installments. the fitst installment due 8-16-97 and subsequent installments due the same date monthly (monthly. unless otherwise except the final installment ,pecified) thereafter. Each installment ,hall bc in thc amount of $ 3,188.62 3,188.95 which ,hall be $ . payment' 10 be made in lawful money of the United Slate' at Secured Party's o.ffice in Dallas County, Texas. Past due installments shalt bear interest at t~e highest legal contract rate of interest permissible in the State of lexa,. EQUIPMENT: One (1) New Caterpillar Model M3l8 Wheel Excavator, SiN 8AL0094l Interest at 6.0% simple included in payments. For value received, Debtor hereby grant' to Secured Party a security intere,t in the above described equipment of Debtor (,aid equipment being hereinafter referred to as Collateral), together with all attaclunent,. acce"ories, addition, and appurtenances thereto. The ,ecurity intere,t hereby granted secures the payment of the Time Balance of $ 191,336.67 owed by Debtor to Secured Party on Ihe purcha,e price of the Collateral. DEBTOR represents and warrant, as follows: Collateral i, to be used for: 0 farming operation; orlO bu,ines, other than farming operation,. Collateral i, 0 now owned by DEBTOR or Ii{] i, being acquired by DEBTOR from SECURED PARTY or is being acquired with the proceed, of lhe advance evidenced by this agreement. DEBTOR and SECURED PARTY as u,ed in thi, Note & Security Agreement include, the heirs. executor, and administrators. successors and assigns of those parties. ! I I ,DEBTOR WARRANTS, COiNANTS AND AGREES: . I. Title.Except for the security interest hereby granted, Debtor has. or upon acquisition will have, full fee simple title to Colfateral free from any lien. security il1teresl. encumbrance, or claim. and Debtor will at Debtor's cost and expense defend any action which may arrect Secured Party's security interest in or Debtor's title to Collateral. 2. Financing Statement-That no Financing Statement covering Collaternl or any part thereof or any proceeds thereofis on liIe in any public office and at Secured Party's request Debtor will join in executing all necessary Financing Statements in forms satisfactory to Secured Party and will pay the cost arfiling same and will further execute all other necessary instruments deemed necessary by Secured Party nnd pay the cost of filing same. 3. Sale. lease. or disposition of Collateral-Debtor will not, without wriUen consent or Secured Party sell, contract 10 sell. lease, encumberordispose or Collateral or any interest therein until this Note & Security Agreement and all debts secured thereby have been fully satisfied. 4. Insurance-Debtor will insure at his expense the Collateral with companies acceptable to Secured Party against such casualties and in such amounts as Secured Party shall require with a standard mortgage clause in favor or Secured Party, and Secured Party is hereby authorized to collect sums which may become due under any of said policies and apply same to the obligations herehy secured. S. Protection of Collateral-Debtor will keep the Collateral in good order and repair at his expense and will not waste or destroy Collateral or any part thereof. Dehtor will not use the Collateral in violation of any statue or ordinance and Secured Party will have the right to examine and inspect Collateral at any reasonable time. 6. Taxes-Debtor will pay promptly when due all taxes and assessments upon the Collateral or for its use and operation. 7. Location and Identification-Debtor will keep the Collateral separate and identifiable and at the address shown on the front page hereof and will not remove the Collateral from said address without written notice 10 Secured Party's written consent. g. Additional Security Interest-Debtor hereby grants to Secured Party a security interest in and to all proceeds, increases, substitutions, replacements, additions, and accessions to the Collateral. This provision shall not be construed to mean that Debtor is authorized to sell, lease or dispose of Collateral without Secured Party's consent. 9. Future Indebtedness-The security interest hereby granted secures the indebtedness described on the front page hereof and all other obligations of Debtor to Secured Party, direct or indirect, absolute or contingent. due or to become due, whether existing or hereafter arising. "10. Decrease in Value of Collateral-Debtor will. if in Secured Party's judgement the Collateral has materially decreased in value or if Secured Party shall at any time deem that Secured Party is insecure. either provide enough additional Collateral to satisfy Secured Party or reduce the total indebtedness by an amount sufficient to satisfy Secured Party. 11." Reimbursement of expense-At secured Party's option. Secured Party may discharge taxes, liens, interest, or perform orcause to be perfonned for and in behalf of Debtor any actions and conditions, obligations or covenants which Debtor has failed or refused to perform and may pay for the repair, maintenance, and preservation of Collateral, and all sums so expended, including but nor limited to attorney's fees, court costs, agent's fees. orcommisions, or any other costs or expenses. shall bear interest at highest legal rate from the date of payment and shall be payable by Debtor at the offices of Secured Party in Dallas County, Texas and shall be secured by this Note & Security Agreement. " 12. Payment-Debtor will pay the Time Balance secured by the Note & Security Agreement and any renewal or extension thereof and any otherindebte"dness hereby secured in accordance with the terms and provisions thereof and will repay immediately all sums exPended by Secured Party in accordance with the tenns and provisions of !he Note & Security Agreement at the offices of Secured party in Dallas County, Texas. 13. Change of Residence or Place of Business-Debtor will promptly notify Secured Party in writing of any addition to, change in or discontinuance of the place where Collateral is to be kept, or Debtor's chief place of business or Debtor's residence. 14. Attorney-in-Fact-Debtor hereby appoints Secured Party Debtor's attorney-in-fact to do any and every act which Debtor is obligated by this Note & Security Agreement to do and to exercise all rights of Debtor in Collateral and to make collections and to execute any and all papers and instruments and to do aU other things necessary to preserve and protect Collateral and to protect Secured Party's security interest in said Collateral. 15. Time-Waiver-Debtor agrees that in performing any act under this Note & Security Agreement time shall be ohhe essence and that Secured Party's acceptance of partial or delinquent payments, or failure of Secured Party to exercise any right or remedy, shall not be a waiverofany obligation of Debtor or right of Secured Party or constitute a waiver of any other similar default subsequently occurring. 16. Default-Debtor shall be in default under this Note & Security Agreement upon the happening of any of the following events or conditions: 1. Default in the payment or performance of any obligation, covenant or liability contained or referred to herein; 2. Any warranty. representation or statement made or furnished to Secured Party by, or on behalf of Debtor , proves to have been false in any material respect when made or furnished; 3. Any event which results in the acceleration of the maturity of the indebledness of Debtor to others under any indenture, agreement or undertaking; 4. Loss. theft. substantial damage, destruction, snle orencumberance toorofany of the Collateral or the making of levy, seizure or attachment thereofortheron; S. Any time the Secured Party believes that the prospect of payment of any indebtedness secured hereby or the performance oflhis Note & Security Agreement is impaired; 6. Death, dissolution, termination of existence, insolvency, business failure, appointment ofa receiver for any part of this Collateral, assignment for the benefit of creditors or the commencement of any proceeding under any bankruptcy or insolvency law by or against Debtor or any guarantor or surety for Debtor. 17. Attorney's Fees: If this Note & Security Agreement is placed in the hands of an attorney for collection, or is collected through Probate or Bankruptcy Court, or through other legal proceedings, the Debtor promises to pay to Secured Party, or its assignee. reasonable attorney's fees. 18. Remedies- Upon the occurrence of any such event of default, and at any time thereafter, Secured Party may declare all obligations secured hereby immediately due and payable and may proceed to enforce payment of the same and exercise any and all of the rights and remedies provided by the Uniform Commercial Code ~ ... .. ----~!-'...!_- THIS SPACE FOR USE OF FiliNG OFFICER . FINANCING STATEMENT - FOllOW INSTRUCTIONS CAREFUllY Thill Financing Statement I. p'..anted for filing pu",ulllnt to the Uniform Commercial Code and will remain effective with cartain IIIxceDtioM for 5 Villari from date of filin.... A. NAME & TEl. , OF CONTACT AT FILER (optional) I B. FILING OFFICE ACel. , C. RETURN COPY TO: (Name and Mailing Addrll66) (optional) I Darr Equipment Co. P.O. Box 540788 Dallas, TX 75354-0788 "I L ~ D.OPTIONAlDfSIGNATION IIf .plle.bral: I ILESSORllESSEE I ICONSIGNORICONSIGNEE I I NON-uce FlUNG 1. DEBTOR'S EXACT FULL LEGAL NAME. insert only one debtor name (18 or lb) 1., ENTITY'S NAME Cit of Paris OR 1 b. INDIVIDUAL'S LAST NAME fIRST NAME MIDDLE NAME 1 c. MAIUNG ADDRESS CITY STATE P.o. ld. S.S. OR TAX 1.0.' Paris If. ENTITY'S STATE OR COUNTRY OF TX 75461-9037 10. ENTITY'S ORGANIZATIONAL 1.0.', II any NONE 2 2_, ENTITY'S NAME on 2b. INDIVIDUAL'S LAST NAME fiRST NAME MIDDLE NAME I SUffiX 2c. MAILING ADDRESS CITY STATE ICOUNTRY r'OSTALCODE 2d. 5.5. OR TAX 1.0.1 t OPTIONAL .) 2e. TYrE Of ENTITY 21,ENTITY'S STATE 20. ENTITY'S ORGANIZATIONAL 1.0.'. If eny AOO'NL INfO R~ I OR COUNTRY OF I nNONE ENTITY DEBTOR rORGANIZATION 3 SECURED PARTY'S (ORIGINAL SIP or ITS TOTAL ASSIGNEE) EXACT FULL LEGAL NAME. insert only one secured pllrty nllme 1311 or 3bl 31, ENTITY'S NAME Darr Equipment Operating Co.., L.P. DBA Darr Equipment Co. OR 3b.INDIVIDUAL'S LAST NAME flAST NAME MIDDLE NAME I SUffiX 3c, MAIUNG ADDflESS CITY STATE rOUNTRY rOSTALCODE P.O. Box 540788 Dallas TX USA 75354-0788 4, Till, FINANCING STATEMENT COV.11he lollowlng typ.. or 110m. 01 propllf1y: One (1) New Caterpillar Model M318 Wheel Excavator, SIN 8AL00941 6. CHECK ThI, FINANCING STATEMENT I. .loned by the Secured Perty In.tead 01 the Deblor to perfec1e eecurity Intel..t 7, If filed In Florlde{check onel BOX lelln coUet..." otready ,ubjecllo 0 .ecurlty Inter.lln enother Jurl.dlctlon when II w.. brouohllnto thl, 'tIle, I>>" when 1he D Documentery D Documentery ,temp lit oppllceblel deblor', loeetlon w.. changed 10 thl, ,tote, or (bltn occordonce with other 'tetutory provl,lon, lilIddltlonol dala mey be requlredl ltemp IfIX peld 'fIX not eppl1coble 6, REOUIRED SIGNATUREISI Thi, FINANCING STATEMENT I. to be flied If or recordJ [or recordedlln the REAL ESTATE RECORDS Allach Addendum IIf appllClblel 9, Check 10 REQUEST SEARCH CERTIFICATEISI on Deblorl'l [ADDITIONAL FEEl loptlonal! City of Paris Deblor2 THE ODEE COMPANY, P.O. SOX 550488, DALlAS, TEXAS 75355.214-340-0415.800-486-6333 (1) FILING OFFICER COPY - NATIONAL FINANCING STATEMENT (FORM UCC1) (TRANS) (REV 12118195)