1998-115-RES WHEREAS, CITY COUNCIL HAS BEEN A MEMBER OF COOPERATIVE PURCHASING
RESOLUTION NO. 98-115
WHEREAS, the City Council has been a member of the Cooperative Purchasing
Program through the Houston-Galveston Area Council of Governments since October 1, 1990;
and,
WHEREAS, it is deemed appropriate for the City of Paris to purchase one (1) 1998
TYMCO 600 BAH Regenerative Air Sweeper and one (1) 1998 GMC TF7B042 Cab and Chassis
for the Street Department, through said Houston-Galveston Area Council of Governments; and,
WHEREAS, it is further deemed appropriate that Michael E. Malone, City Manager
of the City of Paris, be authorized to execute a Lease Purchase Agreement in the form of Exhibit
A, attached hereto, for said equipment for a total purchase price of $103,310.30, through TYMCO
Equipment Leasing Company; NOW, THEREFORE,
BE IT RESOLVED BY THE CITY COUNCIL O~' THE CITY OF PARIS, that the
form of the Equipment Lease Purchase Agreement with TYMCO Equipment Leasing Company,
attached hereto as Exhibit A, be, and the same is hereby approved; 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 Lease Purchase Agreement, upon the terms and conditions and in the form shown in Exhibit
A, attached hereto, with TYMCO Equipment Leasing Company, financing the purchase of one
(1) 1998 TYMCO 600 BAH Regenerative Air Sweeper and one (1) 1998 GMC TF7B042 Cab and
Chassis for the Street Department, through the Houston-Galveston Area Council of Governments.
PASSED AND ADOPTED this 10th day of August, 1998.
ATTEST:
Mattie Cunningham, City Clef
APPROVED AS TO FORM:
cott Foster, City Attorney
...
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Customer No. 962000
Agreement No. 980729
Dealer No. 590001
Lessee P.O.#1348
LEASE/PURCHASE AGREEMENT
TYMCO EQUIPMENT LEASING COMPANY
TAX-EXEMPT FINANCE DIVISION
LESSEE
LESSOR
City of Paris
50 W. Hickory
P.O. 1037
Paris, TX 75460
903-785- 7511
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TYMCO, Inc,
225 E. Industrial mvd.
P. O. I30x 2368
Waco, TX 76703-2368
254- 799-5546
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DESCRIPTION OF EQUIPMENT
Quantity (Type, Model and Serial Number)
Unit Price
Amount
TYMCO Model 600I3AH Regenerative Air Street Sweeper
Sweeper Serial No. 9807SNM67144I3AH
Tmck Serial No. IGDM7ClJ6WJ504184
Finance Amount
$ 103,310.30
ill
$ 103,310.30
Type of Entity (County, City, School District, etc.): City
Full
Lease Term
5 Years
after
commencement
date.
Rent Payable
X Advance
Arrears
X Monthly
o Quarterly
o Semi-Annually
o Annually
Monthly Rental
Payment Amount
Rental
Payment $
Rental Tax $0 @ $ = $
Total
Payment $
Rental
Payment Schedule
Advance Payments Remaining Payments
1 59
@ $1,971.23 @ $1,971.23
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EQUIPMENT LEASE/I)URCIIASE AGREEMENT
In consideration of the mutual covenants hereinafter contained, the parties agree that Lessee shall lease from the Lessor the property
described above (the "Equipment"), subject to the terms and conditions set forth herein. The agreement is made upon the following
terms and conditions:
1. RENTAL. Lessor and Lessee understand and intend that the obligation of Lessee to pay rent hereunder shall
constitute a current expense of Lessee and shall not in any way be construed to be a debt of Lessee in contravention of
any applicable constitutional or statutory limitations or requirements concerning the creation of indebtedness by Lessee,
nor shall anything contained herein constitute a pledge of the general tax revenues, funds or monies of Lessee. Lessee
shall pay rent exclusively from legally available funds, in the amounts set forth both above and on the rent due dates set
forth in the Schedule of Payments (Exhibit C) attached to the Certificate of Acceptance (Exhibit D), executed by Lessee,
by mailing the same to Lessor at the address specified in Section 14(a). For purposes of making computations under
applicable regulations and rulings under federal income tax law, and as set forth in the Schedule of Payments, a portion of
each rent payment is paid as, and represents payment of, interest, and the balance of each rent payment is paid as, and
represents payment of, prineipal. Each year's rental payment is for the consideration actually furnished that year and each
rental payment is supported by the use of the equipment in each year. The obligation of Lessee to make payment of rent,
and to perform and observe the agreements contained in the Agreement, shall be absolute and unconditional in all events,
except as expressly provided herein. Notwithstanding any dispute bctwecn Lessee, Lessor, and any other person, Lessee
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EXHIBIT A
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shall make all rent payments when due and shall not withhold any rent payments pending final resolution of such dispute,
nor shall Lessee assert any right of set off or counterclaim against its obligation to make such payments required under
this Agreement, Lessee's obligation to pay rent shall not be abated through accident or unforeseen circumstances.
2. LEASE TERM. (a) Commencement of Lease Term. The lease terms shall commence on the date on which the
Equipment is accepted by Lessee as indicated on the Certificate of Acceptance (the Commencement Date), and shall
terminate on the last business day of Lessee's then current fiscal budget period (such period being hereinafter referred to
as the "Original Term"): provided, however, that this Agreement shall be effective from and after the date of execution
hereof.
(b) Renewal of Lease Term. Upon expiration of the Original Term, this Lease shall automatically renew on a
year-to-year basis for the number of budget periods necessary to comprise the Full Lease Term as set forth in Exhibit C II
attached hereto and made a part hereof, unless Lessee gives written notice to Lessor not less than 69 days prior to the end
of the then current term pursuant to subpart (e) of this section or Section lO, as the case may be. Each renewal period is
hereinafter referred to as a "Renewal Term", and all Renewal Terms, together with the Original Term, shall comprise the
"Full Lease Term". The terms applicable to any Renewal Term shall be the same as the terms applicable to the Original
Term, except that the rent shall be as provided in the Schedule of Payments in Exhibit C.
(c) Termination of Lease Term. The Lease Term will terminate upon the earliest to occur of any of the following
events: (1) the expiration of the Original Term or any Renewal Term and the non renewal thereof in accordance with the
terms hereof; (2) the purchase of the Equipment by Lessee pursuant to Section 8 or 10; (3) a default by Lessee or Lessor's
election to terminate this Agreement under Section 12; or (4) the payment by Lessee of all rentals authorized or required
to be paid by Lessee hereunder. jil
(d) Continuation of Lease Term by Lessee. Lessee intends, subject to the provisions of subpart (e) of this section, to
continue the Lease Term through the Original Term and all Renewal Terms for the Full Lease Term and to pay the rent
hereunder. Lessee reasonably believes that legally available funds in an amount sufficient to pay all rent for the Full
Lease Term can be obtained. Lessee further intends and covenants to do all things lawfully within its power to obtain and
maintain funds from which the rent may be paid, including making provision for such rent to the extent necessary in each
budget submitted and adopted in accordance with law, to use its bona fide best efforts to have such portion of the budget
approved, and to exhaust all available reviews and appeals in the event such portion of the budget is not approved.
(e) Non appropriation. In the event sufficient funds are not appropriated for the payment of the rent required to be
paid in the next succeeding Renewal Term, and Lessee has no funds legally available for rent from other sources, then
Lessee may terminate this Agreement at the end of the Original Term or the then current Renewal Term, as the case may
be, and Lessee shall not be obligated to make payment of the rent beyond the then current term. Lessee agrees to deliver
notice to Lessor of such termination at least 60 ,days prior to th1e end of the then current term. If this Agreement is
terminated under this sub-part, Lessee agrees, at Lessee's cost and expense, peaceably to delivery the Equipment to
Lessor. In addition, Lessee agrees, at Lessee's cost and expense, to incur the necessary costs and expenses to bring the
returned sweeper and truck chassis up to factory remarketing standards. To the extent lawful, Lessee covenants that it will
not, until the date on which the next succeeding Renewal Term would have ended, expend or commit any funds for the
purchase or use of equipment to be used for the same purpose as, or a purpose functionally equivalent to, the Equipment.
Notwithstanding anything in this Agreement to the contrary, the provisions of this sub-part shall survive termination of
this Agreement.
3. REPRESENTATIONS AND COVENANTS OF LESSEE. Lessee represents, covenants and warrants to Lessor as
follows: (a) Lessee is an entity described in Section 103(a) of the Internal Revenue Code of 1986, as amended; and will
do or cause to be done all things necessary, to preserve and keep in full force and effect its existence as such an entity. (b)
Based upon the representations, covenant~ and warranties of Lessor" the execution and delivery of this Agreement by
Lessee and performance of this obligations hereunder is not prohibited by the constitution and laws of the state specified
on the Certificate of Accep,tance (the "State"), and has been duly authorized by 'resolution of the governing body of
Lessee (a certified copy of:which shall be attached to the opinion of Lessee's counsel); and Lessee has obtained such other
approvals as are necessary to consummate this Agreement. All requirements have been met, and procedures have
occurred, necessary to ensure the enforceability of this Agreement against Lessee, and Lessee has complied with such
public bidding requirements as may be applicable to this Agreement and the acquisition by Lessee of the Equipment
hereunder. (c) Lessee has determined that a present need exists for the Equipment which need is not temporary or
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expected to diminish in the foreseeable future. The Equipment is essential to and will be used by Lessee only for the
purpose of performing one or more governmental 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. (d) Lessee will annually, upon request,
provide Lessor with a letter from the City's accountant stating that funds have been appropriated in the City's annual
budget to continue this lease for the next renewal term. (e) The Equipment is, and shall remain, personal property and
when subject to use by Lessee under this Agreement will not be or become fixtures.
The Lessee further warrants that this lease will not constitute a "private activity bond" within the meaning of Section
141 of the Internal Revenue Code in that Lessee will not sublease the Equipment, nor will Lessee enter any management,
output, or similar types of contracts where more than 10 percent of the proceeds of the lease purchase agreement will be
used for one or more private business uses or where the payment of the principal of, or interest on, more than 10 percent
of the proceeds of this Lease will be made, either directly or indirectly by payments, property, or monies borrowed by
private business users. (The term "private business use" means any direct or indirect use in a trade or business carried on
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by an individual or entity other than a state or local governmental unit, including use by the Federal Government or any
agency thereof. A special exemption is provided for "exempt facility bonds and 501(C) (3) "tax exempt organization
bonds" .
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4. TITLE TO EQUIPMENT; SECURITY INTEREST. During the Full Lease Term, title to the Equipment shall remain
vested in the Lessor. Upon exercise by Lessee of the purchase option granted in Section 10 of this Lease, Lessor shall
deliver to Lessee by appropriate documents title to the Equipment, free and clear of all liens and encumbrances. In the
event of a default as set forth in Section 12 or non appropriation as set forth in Section 2( e), Lessee will surrender
possession of the Equipment to Lessor as required by Section 2( e) and release all claim or right to said Equipment
accordingly.
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To secure the prompt payment and performance as and when due of all of Lessee's obligations hereunder, and all
other obligations of Lessee to Lessor, both now in existence and hereafter created, Lessee hereby grants to Lessor a first
security interest in the Equipment, and all replacements, substitutions and alternatives therefore and thereof and
accessions thereto and all proceeds (cash and non-cash), including the proceeds of all insurance policies, thereof. Lessee
agrees that with respect to the Equipment Lessor shall have all of the rights and remedies of a secured party under the
Uniform Commercial Code as in effect in the State. Lessee may not dispose of any of the Equipment without the prior
written consent of Lessor, notwithstanding the fact that proceeds constitute part of the Equipment.
5. USE AND MAINTENANCE. Lessee shall use the Equipment in a manner consistent with the requirements of all
applicable insurance policies, and will not change the location of any Equipment as specified in the Acceptance
Certificate without the prior written consent of Lessor, which consent shall not be unreasonably withheld. Lessee shall not
attach the Equipment to any other item of equipment in such a manner that the Equipment may be deemed to have
become an accession to or a part of such other ,item of equipment. Lessee, at its own expense, will maintain the
Equipment in as good operating condition as when delivered to Lessee hereunder, ordinary wear and tear resulting from
proper use thereof alone excepted, and will make all repairs reasonable necessary for such purpose. In addition, if any
component of the equipment shall become damaged beyond repair, Lessee at its own expense, will within a reasonable
time replace such component, with replacement components which are free and clear of all liens or right of other and have
a value and utility at lease equal to the components replaced. All components which are attached to the Equipment which
are essential to the operation of the Equipment or which cannot be detached from the Equipment without materially
interfering with the operation of the Equipment or adversely affecting the value and utility which the Equipment would
have had without the addition thereof, shall immediately be deemed incorporated in the Equipment and subject to the
terms hereof as if originally leased hereunder, and subject to the security interest of Lessor in the Equipment. Lessee shall
not make any material alterations to the Equipment without the prior written consent of Lessor, which consent shall not be
unreasonably withheld. Upon reasonable~dvance notice, Lessor shall have the right to inspect the Equipment and all
maintenance records with respect thereto, if any, at any reasonable time during normal business hours.
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6. FEES; TAXES; OTHER GOVERNMENTAL AND UTILITY CHARGES. Lessee agrees to indemnify Lessor
against all titling, recordation, documentary stamp and other fees, arising at any time prior to or during the Lease Term,
upon or relating to the Equipment or this Agreement. The parties contemplate that the Equipment will be used for a
governmental purpose of Lessee and that the Equipment will be exempt from all taxes presently assessed and levied with
respect to personal property. In the event that the use, possession or acquisition of the Equipment is found to be subject to
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taxation in any fonn (except for net income taxes of Lessor), Lessee will pay as they come due all taxes and governmental
charges of any kind that may be assessed or levied against the Equipment, as well as all utility and other charges incurred
in the operation, maintenance and use of the Equipment.
7. INSURANCE. At its own expense, Lessee sha1l keep the Equipment covered against loss due to fire and the risks
nonnally included in extended coverage, malicious mischief and vandalism, for not less than the Full Insurable Value of
the Equipment; and Lessee shall also carry automobile insurance, including bodily injury liability and property damage
liability with a single limit of not less than $1,000,000 per occurrence, or such greater or lesser amount as Lessor may
from time to time require on notice to Lessee. As used herein, "Fu1l Insurable Value" means the fu1l replacement value of
the Equipment or the then applicable Purchase Price designated as such on the Schedule of Payments, whichever is
greater. All insurance shall be in form and amount and with companies reasonably satisfactory to Lessor. All insurance
for loss or damage shall provide that losses shall be payable to Lessor and Lessee, as tJ:Jeir interests may appear, and
Lessee shall utilize its best efforts to have all checks to such losses delivered to Lessor. Lessor,shall be named as an
additional insured with respect to such liability insurance. Lessee shall pay the premiums and deliver to Lessor evidence
satisfactory to Lessor of such insurance coverage. Each insurer shall agree, by endorsement furnished to Lessor, that (a) it
will give Lessor 30 days prior written notice of the effective date of any material alteration or cancellation of such policy;
and (b) insurance as to the interest of any named additional insured or loss payee other than Lessee shall not be
invalidated by any actions, inactions, breach of warranty or conditions or negligence of Lessee with respect to such
policy. If Lessee insures similar properties against casualty loss by self-insurance, Lessee may satisfy its obligations with
respect to casualty insurance hereunder by providing self-insurance with respect to the Full Insurable Value of the
Equipment by means of an adequate insurance fund. Lessee shall carry workmen's compensation insurance covering all
employees working on, in, near or about the Equipment, or demonstrate to the satisfaction of Lessor that adequate
self-insurance is provided, and shall require any other person or entity working on, in, or near or about the Equipment to ill
carry such coverage, and will furnish to Lessor certificates evidencing such coverage throughout the Lease Tenn. The Net
Proceeds of the insurance required hereby shall be applied as provided in Section 8. As used herein "Net Proceeds" means
the amount remaining from the gross proceeds of any insurance claim or condemnation award after deduction of all
expenses (including attorney's fees) incurred in the collection of such claim or award.
If Lessee is a governmental entity and does not maintain liability insurance as described above, Lessee agrees that it
will maintain a program of self insurance, either alone, or in cooperation with other governmental entities, that provides
coverage to Lessee in the form and amount stated above, but in any event, not less than the maximum exposure to Lessee
under any applicable governmental immunity rule, regulation, statute or law. Lessee shall deliver to Lessor evidence
satisfactory to Lessor of such self-insurance coverage.
8. DAMAGE, DESTRUCTION AND CONDEMNATION: USE OF NET PROCEEDS. If prior to the tennination of
the Lease Tenn (a) the Equipment is damaged in whole or in part ,h casualty; or (b) title to, or the temporary use of, the
Equipment or the estate of Lessee or Lessor in the Equipment''Shall be taken under the exercise of the power of eminent
domain by any governmental body or by any person acting under governmental authority; Lessee and Lessor will cause
the Net Proceeds of any insurance claims or condemnation award to be applied to Lessee's obligations by this section. If
the Equipment is not deemed to be a total loss, Lessee shall, at its expense (after the application of the Net Proceeds of
any insurance claims or condemnation award), cause the repair or replacement of the Equipment. In the event of total
destruction of the Equipment, Lessee shall pay to Lessor on the next rent due date (as set forth on the Schedule of
Payments) which succeeds the date of such loss, an amount equal to the purchase price of the equipment less the total
amount of all rents which represented equity in the equipment previously paid under this Agreement, plus rent due on
such date, plus any other amounts then payable by Lessee hereunder. Upon such payment, the Lease Tenn shall
tenninate, any security interest of Lessor in the Equipment shall terminate, and Lessee will acquire unencumbered title to
the Equipment as provided in Section 10. If Lessee is not then in default hereunder, any portion of the Net Proceeds in
excess of the amount required to pay in full Lessee's obligations as set forth in this Section shall be for the account of the
Lessee. Lessee agrees that if the Net Proceeds are insufficient to pay in full Lessee's obligations as set forth in this
Section, Lessee shall make such payments to the extent of any deficiency.
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9. WARRANTY. Products and parts manufactured by TYMCO, INC., and all services perfonned by TYMCO, INC.,
are subject to the applicable Warranty currently published by TYMCO, INC., which Warranty is, by this reference,
incorporated herein. Copies of said Warranty may be obtained from any office of TYMCO, INC., or from any authorized
TYMCO dealer. LESSOR MARES NO OTHER WARRANTY EXPRESS OR IMPLIED REGARDING THE
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CAPACITY OF THE REQUIREMENT OR THAT THE EQUIPMENT WILL SATISFY THE REQUIREMENTS OF
ANY LAW, REGULATION OR SPECIFICATION OR THAT THE EQUIPMENT WILL BE FIT FOR ANY
PARTICULAR PURPOSE.
10. PURCHASE OF EQUIPMENT BY LESSEE. The Lessee will have an option to purchase and can exercise that
option to acquire title free and clear of all liens, and this Agreement will terminate provided Lessee is not then in default
upon the occurrence of either of the following events: (a) the end of the Full Lease Term, upon payment in full of all rent
and other amounts payable by Lessee hereunder for the Full Lease Term; or (b) at the end of the Original Term or any
Renewal Term, or any month within such Original Term or any Renewal Term, as set forth in the column entitled
"Principal Balance" within Exhibit C incorporated herein by this reference, upon payment by Lessee of the then
applicable Purchase Price plus all other sums then due by Lessee hereunder.
. .
11. ASSIGNMENT: INDEMNIFICATION. (a) Assignment. This Agreement and the interest of Lessee in the
Equipment may not be sold, assigned, sublet or encumbered by Lessee without prior written consent of Lessor. This
Agreement, and the obligations of Lessee to pay rent hereunder, may be assigned and reassigned in whole or in part to
one or more assignees by Lessor subject to their terms of this LeaselPurchase Agreement at any time without the
necessity of obtaining the consent of Lessee. Lessor agrees to give notice of assignment to Lessee and upon receipt of
such notice, Lessee agrees to make all payments to the assignee designated in the assignment, notwithstanding any claim,
defense or set off (whether arising from a breach of the Agreement or otherwise) that Lessee may have against Lessor's
assignees. Lessee agrees to execute all documents, including notices of assignment and chattel mortgages or financing
statements which may reasonably be requested by Lessor or its assignees to protect their interests in the Equipment and in
this Agreement.
(b) Lessee agrees to indemnify and hold harmless Lessor for any damage or injury of any kind, arising out of the
negligence or actionable conduct of Lessee, its employees, agents, representatives or contractors, or any person or entity
alleged to be an employee, agent, representative or contractor of Lessee.
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12. EVENTS OF DEFAULT AND REMEDIES. (a) Events of Default. The following shall be "events of default" under
this agreement and the term "default" shall mean anyone or more of the following events: (1) failure by Lessee to pay any
rent or other payment required to be paid hereunder at the time specified herein; or (2) failure by Lessee to observe and
perform any other agreement on its part to be observed in such time prior to its expiration; (3) any statement contained
herein or furnished with respect hereto by or on behalf of Lessee proving to have been false in any material respect at the
time that it was made; or (4) the filing by Lessee of any petition or answer seeking reorganization, arrangement
composition, readjustment, liquidation, moratorium or similar relief under any existing or future bankruptcy, insolvency,
or other similar insolvency or other similar laws shall be filed and not withdrawn or dismissed within 60 days thereafter.
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(b) Remedies on Default. Whenever any event ofdefault.sMlI have occurred and be continuing, Lessor shall have
the right, at its sole option without any further demand or notice, to exercise anyone or more of the following remedies:
(1) with or without terminating this Agreement, retake possession of the Equipment and dispose of the Equipment for the
account of Lessee, with the net amount of all proceeds received by Lessor to be applied to Lessee's obligations hereunder,
holding Lessee liable for the excess (if any) of (i) the rent payable to Lessee hereunder to the end of the Original Term or
then current Renewal Term, whichever is applicable, and any other amounts then payable by Lessee hereunder, including
but not limited to attorney's fees, expenses and costs of repossession, over (ii) the net proceeds received in connection
with the disposition of the Equipment; provided that the excess of the amounts referred to in clause (ii) over the then
applicable Purchase Price and amounts referred to in clause (i) shall be paid to Lessee; (2) require Lessee at Lessee's risk
and expense promptly to return the Equipment in the manner and in the condition set forth in Sections 2(e) and 5; (3) if
Lessor is unable to repossess the Equipment for any reason, the Equipment shall be deemed a total loss and Lessee shall
pay to Lessor the amount due pursuant to Section 8; and (4) exercise any other right or remedy which may be available to
it under applicable law or proceed by appropriate court action to enforce the terms of this Agreement or to recover
damages for the breach of this Agreement as to any or all of the Equipment. Nothing contained herein shall be construed
to provide any remedy of acceleration of the rental payments. In addition, Lessee will remain liable for all legal fees and
other costs and expenses, including court costs, incurred by Lessor with respect to the enforcement of any of the remedies
listed above or any other remedy available to Lessor.
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(c) No Remedy Exclusive. No remedy available to Lessor is intended to be exclusive and every such remedy shall be
cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law
or in equity. No delay or omission to exercise any right accruing upon any default shan impair any such right or shall be
constructed to be a waiver thereof, but any such right might be exercised from time to time and as often as may be
deemed expedient.
13. TAX ASSUMPTION; COVENANTS. The parties assume that Lessor can exclude from Federal gross income the
interest portion of each Lease Payment set forth in the amortization schedule under the column captioned "Interest Paid".
Lessee covenants that it will (i) register this Lease and transfers thereof in accordance with Section 149 (a) of the
Code and the regulations thereunder, (ii) timely file a statement with respect to this Lease in the required form in
accordance with Section 149( e) of the Code, (iii) not permit the property financed by this Lease to be directly or indirectly II
used for a private business use within the meaning of Section 141 of the Code, (iv) not take any'. action which results,
directly or indirectly, in the interest portion of any Lease Payment not being excludable from Federal gross income
pursuant to Section 103 of the Code and will take any reasonable action necessary to prevent such result, and (v) not take
any action which results in this Lease becoming, and will take any reasonable action to prevent this Lease from becoming
(a) an arbitrage obligation within the meaning of Section 148 of the Code or (b) federally guaranteed within the meaning
of Section 149 of the Code.
Lessee represents that in accordance with the above, it will report this Lease to the Internal Revenue Service by
filing form 8038-G or 8038-GC, whichever is appropriate. Lessee understands that failure to do so will cause the Lease to
lose its tax exempt status. Therefore, Lessee agrees that it if fails to file the appropriate form, the interest rate set forth in
the payment schedule will be adjusted to an equivalent taxable interest rate. Notwithstanding the earlier termination or ill
expiration of this Lease, the obligations provided for in this Section 13 shall survive such earlier termination or expiration.
14. MISCELLANEOUS. (a) Notices. All notices (excluding billings and communications in the ordinary course of
business) hereunder shall be in writing, sent by certified mail, return receipts requested, addressed to the other party at its
respective address stated on the first page of this Agreement or at such other address as such party shall from time to time
designate in writing to the other party; shall be effective from the date of mailing.
(b) Binding Effect. This Agreement shall inure to the benefit of and shall be binding upon Lessor and Lessee and
their respective successors and assigns.
(c) Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the County
of McLennan, State of Texas.
(d) Entire Agreement Severability. This Agreement consti~te:s the entire Agreement between Lessor and Lessee. No
waiver, consent, modification or change of terms" of this Agreement shall bind either party unless in writing signed by
both parties, and then such waiver, consent, modification or change shall be effective only in the specific instance and for
the specific purpose given. There are no understandings not specified herein regarding this Agreement or the Equipment
leased hereunder. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to
such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining
provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other jurisdiction. To the extent permitted by applicable law, Lessee hereby waives
any provision of law which renders any provision hereof prohibited or unenforceable in any respect.
(e) Lessor's Right to Perform for Lessee. If Lessee fails to perform or comply with any of its agreements contained
herein, Lessor shall have the right, but shall not be obligated, to effect such performance or compliance, and the amount
of any out of pocket expenses and other reilsonable expenses of Lessor incurred in connection with the performance of or
compliance with such Agreement, together with interest thereon at the rate of twelve percent (12%) per annum (or such
lesser amount as may be permitted by law), shall be payable by Lessee upon demand.
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IN WITNESS WHEREOF, Lessee has caused this Lease to be duly executed under seal.
ArnST:
LESSEE: City of Paris
By: '
Michael E. Malone, City Manager
Mattie Cunningham, City Clerk
Accepted this day of
Complete all blank lines to this point before submitting to Lessor
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TYMCO, Inc. d/b/a
TYMCO EQUIPMENT LEASING COMPANY
Lessor
By:
225 E. Industrial Blvd.
Waco, Texas 76705
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(SEAL)
(SEAL)
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LESSOR: TYMCO, Inc. · P.O. nox 2368 · Waco, TX 76703
Agreement No.980729
LESSEE: City of Paris . 50 West Hickory. Paris, TX 75461
EXHIBIT A
MUNICIPAL CERTIFICATE
I, the undersigned, the duly appointed, qualified and acting
City Clerk
(Clerk or Secretary) of the above captioned Lessee do hereby certify this 10th day of August
1998 that Lessee is a public body corporate and politic duly organized and existing under the,Constitution and laws
,
of the State of Texas with full power and authority to enter into, be bound by and perform its obligations under the above
captioned equipment lease/purchase agreement (the "Agreement").
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I further certify that the Lessee did, at a regular (regular or special) meeting of the governing
body of the Lessee held August 10. , 1998 , by motion duly made, seconded and carried, in
accordance with all requirements of law, approve and authorize the execution of the Agreement by the following named
representative of the Lessee, to wit:
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Mi~ha~l F.. Malnn~
Name
City Man:lgPT
Title
Signature
I further certify that the above named representative of the Lessee had at the time of such authorization and has at
the present full and complete authority to execute the Agreement and that I have full and complete authority to attest the
execution of the Agreement by such representative of the Lessee.
I further certify that the meeting of the governing body of the Lessee at which the Agreement was approved and
authorized to be executed was duly called, regularly convened and attended throughout by a majority of the members
thereof and that the action approving the Agreement and authorizing the execution thereof has not been altered or
rescinded.
I further certify that the Lessor has fully and satisfactorily performed all of its covenants and obligations under the
Agreement.
I further certify that the Equipment will perform an essential use and public function which the Lessee, its agencies
and departments are authorized by law to perform.
I further certify that all insurance required in accordance with the Agreement has been secured by the Lessee and
the required coverage will be maintained throughout the term of the Agreement and the renewal, if any, thereof.
I further certify that any notice or demand to be given the Lessee may be given to the Lessee at the above
referenced address of the Lessee. ,,'
I further certify that the date of this Municipal Certificate shall constitute the Commencement Date of the
Agreement in accordance with Section 2 of the Agreement.
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I further certify that pursuant to Section 265(b)(3)(B)(ii) of the Internal Revenue Code of 1986(the Code), the
Issuer hereby specifically designates the Lease as a "qualified tax-exempt obligation" for purposes of Section 265(b)(3) of
the Code. In compliance with Section 265(b )(3)(D) of the Code, Issuer hereby represents that the Issuer will not designate
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more than $10,000,000 of obligations issued by the Issuer in the calendar year during which the Lease is executed and
delivered as such "qualified tax-exempt obligations",",
I further certify that in compliance with the requirements of Section 265(b )(3)(C) of the Code, the Issuer hereby
represents that the Issuer (including all "subordinate entities" of the Issuer within the meaning of Section 265(b )(3)(E) of
the Code) reasonably anticipated not to issue in the calendar year during which the Lease is executed and delivered,
obligations bearing interest exempt from federal income taxation under Section 103 of the Code other than "private
activity bonds" as defined in Section 141 of the Code )in an amount greater than $10,000,000.
IN WITNESS WHEREOF, I hereunto set my hand and the seal of the governing body of the Lessee the day and
year first above written.
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By:
Michael E. Malone, City Manager
(Printed or typewritten name)
(SEAL)
(If no seal, initial here: )
Subscribed to and sworn before me this
day of
AURust
, 1998
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Notary Public
My commission expires
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EXHIBIT B
LEGAL COUNSEL OPINION
TYMCO, Inc.
P.O. Box 2368
Waco, TX 76703
Date: July 29, 1998
RE: City of Paris Municipal Lease/Purchase of one TYMCO Model600BAH
Gentlemen:
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As legal counsel to the City of Paris, (the "Buyer"), I have examined (I) an executed counterpart of a certain Equipment
LeaseIPurchase Agreement (the "Agreement") dated July 29. 1998, by and between, TYMCO, Inc., as Seller, and the
Buyer, which, inter alia, provides for the sale to and purchase by the Buyer of certain property (the "Property"), (2) an
executed counterpart of Resolution No. dated , , of the Buyer
which, inter alia, authorizes the Buyer to execute the Agreement and (3) such other opinions, documents and matters of
law as I have deemed necessary in connection with the following opinions.
Based upon the foregoing, it is my opinion that:
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(1) The Buyer is a municipal corporation, duly organized and existing under the laws of the State of Texas, with the
requisite power and authority to incur obligations the interest on which are exempt from taxation by virtue of Section
103 of the Internal Revenue Code of 1954, as amended, to purchase the Property and to execute, deliver and perform
its obligations under the Agreement;
(2) The Agreement and the other documents either attached thereto or required therein have been duly authorized,
approved and executed by and on behalf of the Buyer and the Agreement is a valid and binding obligation of the
Buyer enforceable in accordance with its terms;
(3) The authorization, approval and execution of the Agreement and all other proceedings of the Buyer relating to the
transactions contemplated thereby have been performed in ~ccordance with all open meeting laws, public bidding
laws and all other applicable state or federal laws; . I'
(4) There is no proceeding pending or threatened in any court or before any governmental authority or arbitration board
or tribunal which, if adversely determined, would adversely affect the transactions contemplated by the Agreement
or the security interest of the Seller or its assigns, as the case may be, in the Property.
Respectfully submitted,
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Scott P. Foster
City Attorney
By:
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EXHIBIT C
SCHEDULE OF PAYMENTS
Date: July 29. 1998
Agreement No. 980729
THIS SCHEDULE is issued pursuant to the Equipment Lease/Purchase Agreement dated as of Julv 29. 1998, (the
"Agreement") between the parties to the Agreement to authorize installation of the Equipment listed herein. All terms
used herein have the meanings ascribed to them in the Agreement.
A. Payments. The payments required under the Agreement for the Equipment designated on this Schedule are
$1.971.23 beginning August 1. 1998, and continuing the 15t day of each month thereafter for the duration of the lease
term (the "Agreement Payment Period"). The payments required under this Schedule are,.made up of the total
purchase price to the City of Paris of .$103.310.30 and deferred interest charges to maturity of $14.963.50 for a total
Agreement price of $118.273.80.
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B. Deferred interest to maturity. Deferred interest charges to maturity as set forth herein consist of services and other
charges, plus interest at the annual rate of 5.65% on the sum of the aforementioned service charges and other charges
and the Equipment purchase price.
C. Late payments. There will be a charge of 1.00% per month based on the amount of any late payments from the due
date thereof until paid.
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D. Fiscal year. The fiscal year of the undersigned Lessee is from October 151 to September 301h.
E. Prepayment and purchase schedule. The purchase price as provided in the Agreement is as follows (to be prorated
for dates not specified).
Period
The Purchase Price Amount as
of End of that Period is:
Original Term: 08/01/98 through 09/30/98
Renewal term 1 1 % 1/98 through 09/30/99
Renewal term 2 1 % 1/99 through 09/30/00
Renewal term 3 10/01/00 through 09/30/01
Renewal term 4 1 % 1/0 1 through 09/30/02
Renewal term 5 1 % 1/02 through 09/30/03
$ 99,844.98
81,357.57
61,798.17
41,104.60
!! 19,211.07
0.00
F. Insurance. The Lessee hereby confirms that it has obtained the insurance coverage required by Section 7 of the
Agreement and it covenants and agrees that such coverage shall be maintained in accordance with the terms and
conditions of the Agreement.
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G. Equipment description. The Equipment subject to the Agreement is as follows:
Quantity
Description/Serial No.
Finance Amount
One (1) TYMCO Model 600BAH REGENERATIVE AIR STREET SWEEPER
Sweeper Serial # 9807SNM67144BAH
Truck VIN IGDM7C1J6WJ504184
$103,310.30
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THE TERMS GOVERNING TI-IIS SCHEDULE ARE CONTAINED IN THE AGREEMENT REFERENCED
ABOVE AND APPLY WITH THE SAME FORCE AND EFFECT AS IF SET FORTH FULL HEREIN.
The Agreement shall not be effective unless this Schedule is signed by Lessee and received by TYMCO, Inc. within
thirty (30) days of the date first above stated. In addition, TYMCO/lnc. shall not be bound by the Agreement until this
Schedule is executed by an authorized officer of TYMCO, Inc....
Lessee: City of Paris
Lessor: TYMCO, Inc.
City of Paris, TX
60 Mo.Pmts., 5.65%
Supplement to Ex. C
Municipal Lease/Purchase
Note#980729
Cust.#962000
Date Pmt No. Beg Bal Int.#8062 Prin.#1200 P & I End Bal
08/01/98 1 $103,310.30 $0.00 $1,971.23 $1,971.23 $101,339.07
09/01/98 2 $101,339.07 $477.14 $1,494.09 $1,971.23 $99,844.98
10/01/98 3 $99,844.98 $470.10 $1,501.13 $1,971.23 $98,343.85
11/01/98 4 $98,343.85 $463.04 $1,508.19 $1,971.23 $96,835.66
12/01/98 5 $96,835.66 $455.93 $1,515.30 $1,971.23 $95,320.36
01/01/99 6 $95,320.36 $448.80 $1,522.43 $1,971.23 $93,797.93
02/01/99 7 $93,797.93 $441.63 $1,529.60 $1,971.23 $92,268.33
03/01/99 8 $92,268.33 $434.43 $1,536.80 $1,971.23 $90,731.53
04/01/99 9 $90,731.53 $427.19 $1,544.04 $1,971.23. $89,187.49
05/01/99 10 $89,187.49 $419.92 $1,551.31 $1,971.23 $87,636.18
06/01/99 11 $87,636.18 $412.62 $1,558.61 $1,971.23 $86,077.57
07/01/99 12 $86,077.57 $405.28 $1,565.95 $1,971.23 $84,511.62
08/01/99 13 $84,511.62 $397.91 $1,573.32 $1,971.23 $82,938.30
09/01/99 14 $82,938.30 $390.50 $1,580.73 $1,971.23 $81,357.57
10/01/99 15 $81,357.57 $383.06 $1,588.17 $1,971.23 $79,769.40
11/01/99 16 $79,769.40 $375.58 $1,595.65 $1,971.23 $78,173.75
12/01/99 17 $78,173.75 $368.07 $1,603.16 $1,971.23 $76,570.59
01/01/00 18 $76,570.59 $360.52 $1,610.71 $1,971.23 $74,959.88
02/01/00 19 $74,959.88 $352.94 $1,618.29 $1,971.23 $73,341.59
03/01/00 20 $73,341.59 $345.32 $1,625.91 $1,971.23 $71,715.68
04/01/00 21 $71,715.68 $337.66 $1,633.57 $1,971.23 $70,082.11
05/01/00 22 $70,082.11 $329.97 $1,641.26 $1,971.23 $68,440.85
06/01/00 23 $68,440.85 $322.24 $1,648.99 $1,971.23 $66,791.86
07/01/00 24 $66,791.86 $314.48 $1,656.75 $1,971.23 $65,135.11
08/01/00 25 $65,135.11 $306.68 $1,664.55 $1,971.23 $63,470.56
09/01/00 26 $63.470.56 $298.84 $1,672.39 $1,971.23 $61,798.17
10/01/00 27 $61,798.17 $290.97 $1,680.26 $1,971.23 $60,117.91
11/01/00 28 $60,117.91 $283.06 $1,688.17 $1,971.23 $58,429.74
12/01/00 29 $58,429.7 4 $275.11 $1,696.12 $1,971.23 $56,733.62
01/01/01 30 $56,733.62 $267.12 $1,704.11 $1,971.23 $55,029.51
02/01/01 31 $55,029.51 $259.10 $1,712.13 $1,971.23 $53,317.38
03/01/01 32 $53,317.38 $251.04 $1,720.19 $1,971.23 $51,597.19
04/01/01 33 $51,597.19 $242.94 $1,728.29 $1,971.23 $49,868.90
05/01/01 34 $49,868.90 . $234.80 ii $1,736.43 $1,971.23 $48,132.4 7
06/01/01 35 $48,132.47. $226.62 . $1,744.61 $1,971.23 $46,387.86
07/01/01 36 $46,387.86 $218.41 $1,752.82 $1,971.23 $44,635.04
08/01/01 37 $44,635.04 $210.16 $1,761.07 $1,971.23 $42,873.97
09/01/01 38 $42,873.97 $201.86 $1,769.37 $1,971.23 $41,104.60
10/01/01 39 $41,104.60 $193.53 $1,777.70 $1,971.23 $39,326.90
11/01/01 40 $39,326.90 $185.16 $1,786.07 $1,971.23 $37,540.83
12/01/01 41 $37,540.83 $176.75 $1 ,794.48 $1,971.23 $35,746.35
01/01/02 42 $35,746.35 $168.31 $1,802.92 $1,971.23 $33,943.43
02/01/02 43 $33,943.43 $159.82 $1,811.41 $1,971.23 $32,132.02
03/01/02 44 $32,132.02 $151.29 $1,819.94 $1,971.23 $30,312.08
04/01/02 45 $30,312.08 $142.72 $1,828.51 $1,971.23 $28,483.57
05/01/02 46 $28,483.57 $134.11 $1,837.12 $1,971.23 $26,646.45
06/01/02 47 $26,646.45 $125.46 $1,845.77 $1,971.23 $24,800.68
07/01/02 48 $24,800.68 $116.77 $1,854.46 $1,971.23 $22,946.22
08/01/02 .I 49 $22,946.22 $108.04 $1,863.19 $1,971.23 $21,083.03
09/01/02 50 $21,083.03 $99.27 $1,871.96 $1,971.23 $19,211.07
10/01/02 51 $19,211.07 $90.45 $1,880.78 $1,971.23 $17,330.29
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City of Paris, TX
60 Mo.Pmts., 5.65%
Supplement to Ex. C
Municipal Lease/Purchase
Note#980729
Cust.#962000
11/01/02 52 $17,330.29 $81.60 $1,889.63 $1,971.23 $15,440.66
12/01/02 53 $15,440.66 $72.70 $1,898.53 $1,971.23 $13,542.13
01/01/03 54 $13,542.13 $63.76 $1,907.47 $1,971.23 $11,634.66
02/01/03 55 $11,634.66 $ 54.7 8 $1,916.45 $1,971.23 $9,718.21
03/01/03 56 $9,718.21 $45.76 $1,925.47 $1,971.23 $7,792.74
04/01/03 57 $7,792.74 $36.69 $1,934.54 $1,971.23 $5,858.20
05/01/03 58 $5,858.20 $27.58 $1,943.65 $1,971.23 $3,914.55
06/01/03 59 $3,914.55 $18.43 $1,952.80 $1,971.23 $1,961.75
07/01/03 60 $1,961.75 $9.48 $1,961.75 $1,971.23 $0.00
TOTALS: $14,963.50 $103,310.30 118,273.80
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EXHIBIT D
CERTIFICATE OF ACCEPTANCE
TYMCO, Inc.
P.O. Box 2368
Waco, TX 76703
Agreement #980729
Gentlemen:
In accordance with the terms of the Equipment LeaseIPurchase Agreement dated July 29, 1 ~98, (the "Lease") between
TYMCO, Inc. ("Lessor"), and the undersigned ("Lessee"), Lessee hereby certifies and represents to and agrees with
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Lessor as follows:
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1. The Equipment, as such term is defined in the Lease, has been delivered, installed, and accepted on the date
indicated below.
2. Lessee has conducted such inspection and/or testing of the Equipment as it deems necessary and appropriate and
hereby acknowledges that it accepts the Equipment for all purposes.
3. No Event of Default, as such term is defined in the Lease, and no event which with notice.or lapse of time, or both,
would become an Event of Default, has occurred and is continuing at the date hereof.
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LESSEE: City of Paris
By:
Michael E. Malone
Title: City Manager
Date: August 10, 1998
Sweeper Model: TYMCO Model600BAH
Sweeper Serial No.: 9807SNM67l44BAH
Truck Serial No.: IGDM7CIJ6WJ504184
Lessee Physical Location: 50 W. Hickory, Paris, TX 75460
Lessee's Location Phone No.: 903-785-7511
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