HomeMy WebLinkAboutAgenda Bill 3.Q 08/02/2010' I 1.:+,. .~ la' ' 6ii~~~~6.~~il~ m~ .J"".....', I. .I 'if~r' !I ~ 1 '
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DATE: August 2, 2010
TO: Honorable Mayor and Members of the City Council through City Manager
FROM: Dan Fish, Chief of Police and Sandra Sato, Interim Finance Director
SUBJECT: Resolutions approving the purchase of six Dodge Charger police vehicles in the
amount of $192,444 from Folsom Lake Dodge in Folsom, CA, authorizing the
City Manager to enter into a lease purchase agreement with Wells Fargo Bank
and authorizing the inclusion of the necessary budget adjustment in the 1St Quarter
Budget Adjustment Ordinance.
RECOMNIEN>DA'T><ON:
It is recommended the City Council adopt the attached Resolution Approving the Purchase of Six
Dodge Charger Police Vehicles in the amount of $192,444 from Folsom Lake Dodge in Folsom,
CA, Authorizing the City Manager to Enter into a Lease Purchase Agreement with Wells Fargo
Bank and Authorizing the Inclusion of the Necessary Budget Adjustment in the 1St Quarter
Budget Adjustment Ordinance; Resolution Authorizing the Execution and Delivery of a Master
Governmental Lease Purchase Agreement, Supplement No. 311234-400 and Related Instruments
and Determining Other Matters in Connection Therewith
BAGKG~20iJNI9:
In the last two years, the Police Department has replaced only one vehicle in the police patrol
fleet. Prior to the economic downturn the Police Department implemented a consistent vehicle
replacement program, changing out an average of five police patrol vehicles annually. A
consistent program of vehicle replacement helps reduce the safety risks associated with .high-
mileage police vehicles, and the unbudgeted repair costs that occur as vehicles age and
warranties expire. As a result of replacing only one vehicle in the last two years, there are now
more than six vehicles exceeding 105,000 miles which are no longer covered by warranties. The
Police Department has found when vehicles exceed 75,000 miles; they begin to require major
repairs to the engines, transmissions and rear ends. The Police Department and the Corp Yard
call this type of a vehicle a "high-mileage" vehicle. Once a vehicle is defined as a "high-
milc~age" vehicle, the Police Department normally begins the process of locating funds to replace
this vehicle in the fleet. As a result of this type of mileage, there are more vehicles routinely out
of service while awaiting or undergoing, costly repairs. In the last twelve months, the Police
Department replaced major vehicle components in these high-mileage vehicles, such as
Agenda Review:
Dept. Directo tCity Attorney Finance Director~~ City Mana
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transmissions, rear ends, brake systems, cooling/heating system and front ends. These
unbudgeted repairs have cost over $15,000 in the last five months alone. By replacing these
vehicles, future repair costs will be significantly reduced as will the risks to police staff from
operating high-mileage police vehicles during emergency situations.
Currently, the Police Department has a mixed fleet of Dodge Chargers and Crown Victoria
police vehicles. For the past four years, the Dodge Charger has been rated the #1 vehicle overall
for police vehicle use by "Police Fleet Magazine ", a nationally recognized periodical on police
fleet management. This ranking is the result of yearly tests by the Los Angeles Sheriff's
Department of all currently available police vehicles from the major auto manufacturers.
Petaluma Municipal Code section 4.04.100 provides that purchases made through a cooperative
purchasing program with state, county or other public agencies are exempt from provisions of
Chapter 4.04 of the Petaluma Municipal Code which require the City to conduct its own
competitive bid process for certain purchases. The Police Department obtained bids from a state
vendor who sells Crown Victoria police vehicles and another state vendor who sells Dodge
Charger police vehicles. The Police Department found the Dodge Charger vendor has six 2009
Dodge Charger police vehicles in stock and available for immediate delivery. The price per
vehicle was $3,600 less expensive than a 2010 Crown Victoria police vehicle. As a result of
research and actual experience with the Dodge Charger, the Police Department requests
authorization to purchase six Dodge Charger police vehicles from Folsom Lake Dodge in
Folsom, CA in the amount of $192,444. This cost will also include the outfitting of the police
vehicles through a vendor currently utilized by both Folsom Lake Dodge and the Police
Department.
I)ISCLJSSI®N:
Finance Department staff has secured a commitment from Wells Fargo Bank to lease purchase
vehicles at a very favorable rate of just over 3%. This rate was evaluated against the market and
found to be lower than at least two other sources.
At this time, the City anticipates leasing only these six vehicles. There is no funding available in
the General Fund to either purchase these vehicles outright or to make annual lease payments.
However, it is possible to enter into a three year lease purchase and fund the payments out of the
Asset Forfeiture Fund. Although the balance of the fund is sufficient to make aone-time
payment, staff is recommending a lease purchase so that the cost can be spread out over the next
three years giving the department flexibility in the use of the Asset Forfeiture Fund while
preserving cash balance. Additional funds are expected to accrue during the loan period based
on asset forfeiture activity in the past. Revenue to this fund has averaged $182,000 per year, for
the last 3 years.
FINANCIAL, IIVIPAC'I'S:
The purchase price of the six Dodge Charger police vehicles from Folsom Lake Dodge is
$192,444. This purchase price includes an extended warranty at a cost of $2,275 per vehicle. It
also includes having Folsom Lake Dodge outfit the vehicles with emergency equipment. Folsom
Lake Dodge utilizes the same vendor, Lehr Automotive, Sacramento, CA as the Police
Department to outfit police vehicles.
In addition, the Police Department estimates the City will be able to auction off the six de-
serviced police vehicles for approximately $21,000. The proceeds will be deposited in the
Vehicle Replacement Fund. The new vehicles will replace cars with mileage ranging from
105;000 to 125,000 miles. The Police Department will begin saving the unbudgeted repair costs
of the replaced vehicles estimated to be $20,000 annually. Estimated maintenance and repair
savings is based on the repair costs incurred over the last six months.
The vehicles will be funded through a lease purchase arrangement with Wells Fargo Bank at
3.094% interest. Annual payments of $67,088.04 will be paid from the Asset Forfeiture Fund.
As previously referenced, revenue to this fitnd has averaged $182,000 per year fo-• the last 3
years, and. the current fund balance is approximately $560,000. Servicing the entire debt from
tl~e fund leaves a balance of over $300,000, witlloitt accounting :lor an~~ additional revetlue, thus
assuring its continued availability for the intended purpose of supporting (acv enforcement. A
budget adjustment to fund the payments will need to be included in the 1st Quarter Budget
Adjustment Ordinance.
Amount Budgeted: $0 (Budget Adjustment to be included in 1st Quarter)
Name of Fund: Asset Forfeiture Fund
Account Number: 2320-23200-56320
Projected Fund Balance 6/30/11 $559,931 (This transaction will reduce the projected ending
fund balance by $67,008 to $492,923).
ATTACHMENTS
1. Resolution Approving the Purchase of Six Dodge Charger Police. Vehicles in the amount
of $192,444 from Folsom Lake Dodge in Folsom, CA, Authorizing the City Manager to
Enter into a Lease Purchase Agreement with Wells Fargo Bank .and Authorizing the
Inclusion of the Necessary Budget Adjustment in the 1st Quarter Budget Adjustment
Ordinance
2. Resolution Authorizing the Execution and Delivery of a Master Governmental Lease
Purchase Agreement, Supplement No. 311234-400 and Related Instruments and
Determining Other Matters in Connection Therewith
3. Master Governmental Lease Purchase Agreement with Wells Fargo No. 311234
ATTACHMENT 1
Resolution Approving the Purch'as'e of Six Dodge Charger Police Vehicles in the Amount of
$192,444 from Folsom Lake Dodge in Folsom, CA, Authorizing. the City Manager to Enter
into a Lease Purchase Agreement with Wells .Fargo Bank and Authorizing the Inclusion of
the Necessary Budget Adjustment in the lst`Qua"rtes Budget.Adjustment Ordinance
WIIEREAS, the City of Petaluma Police Department requests to purchase six (6) Dodge
Charger police vehicles in the amount of $192,444 from Folsom Lake Dodge in Folsom, CA;
and
WIIEfl2EAS, the City Council finds that it is in the best interests of the City to enter into
a lease purchase arrangement with Wells Fargo Bank in a form acceptable to the City Attorney
and City Manager or his designee to fund the police vehicle purchase and outfit them with
emergency equipment; and
WHEREAS, Folsom Lake .Dodge has these police vehicles in stock for immediate
delivery to the City of Petaluma; and
WHEREAS, this purchase price includes an extended warranty and the outfitting- of
emergency equipment by Lehr Automotive located in Sacramento, CA; and
WIIEREAS, the Police Department has determined Folsom Lake Dodge holds a
competitive bid contract with the State of California and .has previously provided a Dodge
Charger police vehicle to the :City of Petaluma; and
WIIEREAS, Petaluma Municipal Code section 4.04.100 provides that purchases made
through a cooperative purchasing program with the state, county or other public agencies are
exempt from provisions of Chapter 4.04 of the Petaluma Municipal Code which require the City
to conduct its own. competitive bid process for certain purchases.
NOW, TIIEREFORE, BE I'T RESOLVED TIIAT TIIE CITE' COiJNCIL IIEREBI'
(1) Approves the purchase and outfitting of six (6) 2009 Dodge Charger police vehicles from
Folsom Lake Dodge in' Folsom, CA in the amount of $192;444, subject to the conditions
and specifications contained in the proposal of Folsom Lake Dodge in response to the
Police Department's request, and authorizes the City Manager; or his designee, to execute
any necessary documents to complete the purchase; and
(2) Authorizes the City Manager to enter into a lease purchase agreement. with Wells Fargo
Bank to -fund the purchase of these vehicles and outfit them with the necessary
equipment; and
(3) Authorizes the inclusion of the necessary budget adjustment in the ls` Quarter Budget
Amendment Ordinance to FY 10-11 which is as follows:
Account Number Description Amount
2320-23200-56320 Lease Vehicles $67,100
ATTACHMENT 2
Agreement Number: 311234
Supplement: 311234-400
RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF A MASTER
GOVERNMENTAL LEASE-PURCHASE AGREEMENT, SUPPLEMENT NO. 311234-400
AND RELATED INSTRUMENTS, AND DETERMINING OTHER MATTERS IN
CONNECTION THEREWITH
WHEREAS, the City of Petaluma desires to obtain certain equipment (the "Equipment")
described in Supplement No. 311234-400 to the Master Governmental Lease-Purchase
Agreement (collectively, the "Lease") with Wells Fargo Equipment Finance, Inc. ("Lessor"), the
form of which has been available for review by the City prior to this meeting; and
WHEREAS, the Equipment is essential for the City to perform its governmental
functions; and
WHEREAS., the funds made available under the Lease will be applied to the acquisition
of the Equipment in accordance with such Lease; and
WHEREAS, the City has taken the necessary steps, including those relating to any
applicable legal bidding requirements,. to arrange for the acquisition of the Equipment; and
WHEREAS, the City proposes to enter into the Lease with Lessor substantially in the
form presented to this meeting.
NOW, THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
PETALUMA AS FOLLOWS:
Section 1. The Lease- and the acquisition and financing. of the Equipment under the terms
and conditions as described in the Lease are hereby approved. The City Manager and any other
City officer who shall have power to°execute or acknowledge contracts on behalf of the City be,
and each of them hereby is, authorized to execute, acknowledge and deliver the Lease with any
changes; 'insertions and omissions. therein as may be approved by the officers who execute the
Lease, such approval to be conclusively evidenced by such execution and delivery of the Lease.
The City Manager and .any other officer of the City who .shall have power to do so be; and: each
of them hereby is, authorized to .affix the official seal. of the City to the Lease and attest the same.
Section 2. The proper officers of the City be, and each of them hereby is, authorized and
directed to execute and deliver any and all papers,, instruments,, opinions, certificates, affidavits
and other documents and to do or cause to be done any and all other acts and things necessary or
proper for carrying out this resolution and the' Lease.
1VIAS`I'ER GOVE1zN1VIENZ'AL ATTACHMENT 3
~,
LEASE-PUI2C~IASE AGREElVIENT
" N®. 311234.
,~ ., .
Name and Address of Lessee: Lessor:
City of Petaluma We11s Fargo,Equipment Finance, lnc.
11 English S reet Z33 .Marquette Avenue
Petaluma, CA .94952 MAC: N9306=.070
Mnneapoli , MN 55402
°°" l . LEASE. Lessor hereby agrees to lease to Lessee, and Lessee hereby agrees to"lease from Lessor,. the personal property described in
' ~• a Supplementor Supplements. attached to this Master'Govemmental Lease-Purchase ;Agreement. (this "Master Lease"), from time to
„„~H time signed by Lessor and Lessee upon the~~ferms.:and conditions set forth in this Master Lease and in the related Supplement;(such
ated thecem or
Equipment )thEach~Supplement shall Icon tifute an p P~ g affixed thereto being referred to here this
P p ~ g P P se adrate lease ncoororat~n the term .n as
' lement which" mcor oratessthe terms~oftthis Maste RLeasenceLesSee's
Master Lease to `.Lease' shall be construed 'to mean a Supp p_
execution of a Supplement shall obligate Lessee to lease the Egwpment described therein from Lessor. No Supplement shall be
binding on Lessor unless and until executed by Lessor. Anything to the contrary notwithstanding,.Lessor shall have no obligation to
acce t, execute of enter ,~ yo an Su lement 'o glepse to Lessee an e ui merit The exeputipon b Lessee of a Su lement shall
p Y PP Y 9 P Y PP,,
' essee that the~E ui merit desr~bed therein ~s essential touts ro er, efficient and~economic tioperation,
evidence a determination b the L
Lessyee desire gto enter into a Lease for the acquisition of that Equipment under the terms of such. Lease, that.the Equipment is
that
necessa for the overnmental function
s of Lessee, and that Lessor is neither the manufacturer nowE ueamentrunder the term ai'd
;" ` Equipment, but has agreed to provide the'fundmg'for and on behalf of Lessee for the acgwsition of sad q p s of
such Lease at the specific request'of Lessee.
:,
-~. 2. DELIVERY AND ACCEPTANCE. With respect,to each Lease, Lessee will evidence its acceptance ofthe;Equipmentby executing
a 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 each Lease sfiall begin "th_e date the Equipment is 'accepted by Lessee (the "Acceptance Date") and shall
continue unless earlier terminated as provided herein. The Acceptance bate shall'"be recorded on the related Supplement.
p p Y
ortionaof~ach rent ayment srpaid as,tand repres nts the payment of interest tand~Exhin ahe related Supplement as Total. Rent, and a
r~ ~ forthEthe.i terest coa p Y . g bit "A" attachedao the related Supplement-sets
shall _b
p merit Burin the Lease• term. The Total. Rent due under a Lease tint plus any
p y ~ uppleme payable in
installments ~ each innthenamounteof the bas c under) a Leasenshall aocrue fromhtfie :date Lessor` d~ burses (lease proceeds; which date
a licable sales and use tax thereon. Interest
PP
" ~''" shall not b'e earlier than the Acceptance`Date fbr°sucli Lease.
~~ ,, . , ,i
Except as :provided',inrSection 5 hereof,,tFie obligation': of Lessee to make renf payments and all other payments required under each
essor or an
p y q~ g~ y p y other person,
Lessee„ P Y ditional~'in all events:.NOtwrthstandinLe seedassert aetween Lessee-ar
,, ~ ~ tints re uired under each Lease when duehtnofsset of t withhold any. rent payment
shallbmake all rent da merits and other a m~
g p y p mg final resolu on of such dis
other ay merit endh rent payments ~or ,other `paym °pute nor steal s j _. y g for counterclaim against its
ot'li anon to make suc `tints required under any Lease. :.Lessee's obligation to make rent payments or
ob
' her ,payments during fhe term. of each Lease shall not be abated through accident. or unforeseen circumstances. However, ~~nothing
,~i herein shall!be construed to~release Lessgr'froin the performance of its obligations' under a Lease and if Lessor should fail to perform
:' any such obligation, Lessee may institute such legal action against Lessor as Lessee may deem necessary to compel the performance
„~„ of such obligation or to recover damages therefor.
Lessee reasonably believes that funds can be obtained sufficient to make all rent payments during the term of each Lease and hereby
' covenants that the officer of Lessee responsible for budget preparation shall request the required appropriation :for each fiscal year
w during the term of each Lease from the governing body of Lessee and exhaust all available administrative reviews and appeals iri the
event such portion of the budget is not approved.
5. NON-APPROPRIATION OF FUNDS. If, notwithstanding the making in good faith of a request to the governing body of Lessee
for funds to pay its obligations undera~Lease for any ensuing fiscal year in accordance with :appropriate procedures and Section 4
' r•the Equipment relating to such Lease, Lessee may,
g $ Y 1?p p p
upon prior written notice to Lessor effective 60 days afterhe giv ng of such notice~or upon the exhaustion of the funding authorized
for the then current fiscal year, whichever is later; return such Equipment to Lcssor at Lessee's expense and thereupon be released of
its obligation to make all rental payments to Lessor due under such Lease after the close of the fscal year for which funds were
appropriated, ,provided:. (i) the Equipment is returned to Lessor freight prepaid; and insured to any location in the continental United
States designated by Lessor in the same';, condition as when first. delivered: to Lessee,. reasonable wear and tear resulting solely from
authorized use thereof excepted; (ii) the foregoing'notice states the failure of the governing body to appropriate the necessary funds as
reason for cancellation of the Lease, 'and (iii) the notice is accompanied by payment of all amounts then due to Lessor under such
Lease. In the event Lessee returns the Equipmentpursuant to the terms of this Section 5, Lessor shall retain all sums paid by Lessee in
connection with the related Lease.
6. REPRESENTATIONS AND WARRANTIES OFLESSEE. Lessee represents and warrants and, so long as any Lease is in effect or
any part of Lessee's obligations thereunder remain. unfulfilled, shall continue to represent and warrant, that:
(a) Lessee is a state, a possession of the United States, the District of'Columbia, or a political subdivision of any of the
'' foregoing. [f Lessee is incorporated, it is duly organized and existing under the 'constitution and laws of its jurisdiction of
incorporation and will do or cause to be doneallthings 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 resolution, if requested' by Lessor, is attached hereto) to. execute and deliver this Master Lease and each Lease
and to carry out its obligations hereunder and''thereunder.
(c) All. requirements have b"een met, 'and procedures have occurred in order to ensure the enforceability of this Master Lease
and each Lease, and Lessee has complied with such public bidding requirements, if any, as may be applicable to the transactions
contemplated by this Master Lease and each Lease.
r.
"" (d) The Equipment will be used by Lessee only for the purpose of performing one or more governmental or proprietary
"" 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 and ...properly„ appropriated to pay the rent. payments due under each Lease until the end of its
current appropriation period.
(f) This Master Lease and each Lease constitute valid, legal and bindin"g obligations of Lessee enforceable against Lessee in
accordance with the terms hereof and thereof. '
Lessee will take no action that would cause the interest ports
mcludiblegn toss. income,of the rec~ gent for, federal income tax ur oses un on of the,. rent payments under any Lease to become
• g 'p' ~ p p derthe Internal Revenue Code of L9~86 (the "Code") and
Treasury Regulations promulgated thereunder (the "Regulations"), and .Lessee will take and will cause its officers, employees and
agents to take all affirmative ~act~ons legally wrthin its power necessary to .ensure Ghat the interest portion of the: rent payments under
any Lease does riot become includible in gross income of .the recipient 'for federal :income tax purposes under the Code and
Regulations.
7. WARRANTIES. Lessee agreesthat:it;has selected each item of Equipment based upon its own judgment and di claims any reliance
s made b Lessor. LE
p Y P OR I J, Y MAKES NO WARRANTY WITH RESPECT TO THE
u on an state
EXPRESSED sentatio~PLIED, - LLY DISCLAIMS ANY WARRANTY OF
P,ECIFICA
AND LESSOR S
E UIPMFNT,
MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR PURPOSE .AND ANY LIABILITY FOR CONSEQUENTIAL
' DAMAGES AR'ISING' OUT OF THE USE OF QR' THE INABILITY TO~USE THE EQUIPMENT: Lessee agrees to make.rental and
'~" other payments required under each Lease 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 should any item of Equipment for any reason be defective. So long as no
' Everit of Default has. occurred' and is continuing, Lessor agrees, to the extent they are assignable, to assign to .Lessee, without any
,,, ~,, recourse to Lessor, any warranty received by Lessor.
,,.
7
°4..' 'h i i ~~ 1. !~°'
~ R .,
8. TITLE. ,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, (ii) in the event that the purchase
option for such Equipment has not been exercised prior to the expiration. date thereof, or (iii); in the event the applicable Lease is
terminated by Lessee pursuant'to'the provisions of Section 5 hereof; title. will immediately vest,n Lessor or its assignee: For as long as
title to the Equipment is in Lessee, Lessee at its expense shall protec't' and d'efend,;the title and`keep it free of all claims and liens other
than the rights of Lessee hereunder and .claim's and.liens created by or arising through Lessor. The Equipment shall ..remain personal
property regardless of its attachment to realty, and Lessee agreesfo take such action at its,expense as.may'be necessary to prevent;any
third party from acquiring anyiriterest in the Equipment as a result of its attachment to realty.
9. SECURITY AGREEMENT;. FURTHER" ASSURANCES. To secure the performance of aIJ Lessee's obligations under each Lease,
upon execution of each such Lease, .Lessee hereby grants to Lessor a~ securify~anterest constituting a first lien on the Equipment
applicable to such Lease and on all additions, attachments, repairs, replacements, and modif cations thereto or therefor, including al]
after-ac wired e ui merit of Lessee, and on an roceeds therefrom. Lessor is her
such securit interest m. accordance with th'e Uniform 'Commercial Code..Le by authorized to .file financing statements to perfect
y ssee agrees to execute or deliver such additional
documents, including, without limitation,,.~fi'nancmg' statements, opinions of counsel; 'notices and similar instruments; 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 any Lease and Lessor`s. rights thereunder:'
~~ 10. LAWS!,AND TAXES. Lessee shall 'comply with.iall laws and regulations relating'to"the;'Equipmentand.its use and shall promptly
^G 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 orits.use or the rentals:'hereunder" excluding, however, any taxes ori'or measured by
Lessor's net income. Upon .request. by Lessor;' Lessee- shall prepare and file at its expense all .tax returns relating; to taxes .fore which
Lessee is responsible hereunder which Lessee ~iS permitted to file under the lawssof the'applicable fazing jurisdiction.
II'nsks and liabilities, whether or'not cover
11. LESSEE NEGLIGENCE. Lessee assumes,a „ ` ed by insurance; for loss or damage to the
Equipment and-for injury to or death of.any person or damage to any property„ whether such injury or death 6e with respect to .'agents ,
or employees of Lessee or of third parties,.and whether such property damage be. to Lessee's property or the property of others„ which
is proximately caused by the negligent conduct of•;Lessee, its officers, employees and. agents.. `Lessee hereby assumes responsibility
for and agrees to reimburse .Lessor for- all liabilities, .,obligations losses, damages, penalties,. claims, actions; costs and expenses
(including. reasonableattorney',s''fees) of whatsoever kind'°and nature, imposed on incurred by or asserted against Lessor that in' any
way relate to or arise out of a claim, suit or proceeding based'in whole or in part upon the 'negligent conduct of Lessee; its officers,.
employees and. agents, to-the maximum extent.:permitted°bytaw. •
12. ASSIGNMENT. Without .Lessors 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 Master "Lease, any Lease or the Equipment or remove the
Equipment from the location referred to~"above or in the related Supplement: Lessor may.assign its interest in-this Master Lease and
one or more Leases and sell or .grant a~ security interest in all or any .part. of they Equipment without Lessee's consent. Lessee hereby
appoints Lessor as Lessee's agent for purposes of maintaining a written record; of,.all such assignments.
13. INSPECTION. Lessor may inspectthe Equipment at any time and from time to time during regular business hours.
14. REPAIRS. Lessee will use .the Egtiipment'with due care and for the purpose for which it is~~intended. `Lessee will maintain the
Equipment in good repair,.condition and workmg,order and will furnish all parts and.services;required therefore, all at~its expense. All
such parts when furnished shall.. immediately become part of the Equipment for all purposes hereof.
stro ed
lost,, sto
15. LOSS OR DAMAGE. In the eventyany item of E ui merit shall become' any~te ~~ damaged beyond repair:or
p fit for use for'an. 'reaso the rel m of Equipment,,Lessee shall
rpendepred P rmanentl (~ n or m the event of condemnation or s
' they amounts a able:b Lessee~underure of ated Lease w,ith,respect'to such item
rom tL a Lessor a the amo eiz
writ of,all rent and o p y Y
which are due but unpaid at the date~of such payment plus (b) theaamount stated~n the°related Supplement or-Exhibit. A thereto as the
,, , _,
wrthoB tlrecourse or w r ae y.of such',amount tgtessor, such ite_mstthere n, the rentpwoperty of'Lessee,'Lessor wilhtransfer to
Lessee a 1?' ~ nt ,all of Lessor's r( ht;,title and mterershall b respect to such item shall terminate,
and the basic"rental. pay'ments~`on„the remaining items. shall be reduced' 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 tinder'this Section and Lessee
shall be entitled to any surplus.
16. INSURANCE. Lessee shall obtain 'and mamtam on or with respect to the Equipment at its own expense (a) liability insurance
against liability for bodily injury and property damage with a minimum limitof'$1,00Q;000'combined single limit and (b) physical
''~ ~ damage insurance insuring against loss or damage to_ the Equipment in an amount: not less than'the full replacement value :of the
i , Equipment or the amount stated in the; related Supplement or an exhibit thereto as the Termination Balance whichever is greater:
Lessee' Shall furnish Lessor with :certificate of insurance evidencing the issuance of a policy or policies to Lessee in at least the
minimum amounts required herein, naming. Lessor as an 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 alteration in the terms ofsuch
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 evenf .any such
policy shall not comply with the requirement thereof.
17. RETURN OF THE EQUIPMENT. Upon the termination of a Lease pursuant to Section. 'S or Section 21 hereof, Lessee will
immediately deliver the Equpmentto Lessor in the same condition as when. delivered fo Lessee, ordinary 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.
18. ADDITIONAL ACTION. Lessee will promptly execute and deliver to Lessor such further documents and fake such:further action
as Lessor may request in order to more effectively carry out the intent and purpose of`this M'a'ster Lease and each Lease. 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 due under a Lease'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. Rent
payments thereafter received shall be applied'first'to delinquent installments and;then "to current>installments.
20. DEFAULT. Each of the following events shall constitute an "Event of Default`' under a Lease: (a) Lessee shall fail to pay when
due"any installment. of basic rent under any Lease; (b) Lessee shall fail. to observe or perform any other agreement fo be observed or
performed by Lessee under any Lease: and the continuance thereof for 1'0 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 with respect to any Lease
P g Y P ~)
mvooluntarilya a pet t on for I quidatilon,lreorgan zationaadjustment of debt, or similar, lief undentarily file, or have filed against it
rthe federal or state bankruptcy code
or any other present or future federal or state bankruptcy or insolvency law, or a trustee,, receiver; or liquidator shall be appointed of it
or of all or a substantial part of its assets.
21. REMEDIES. Whenever any Event of Default referred;to in Section 20:hereof shall have happened and be continuing with respect
to a Lease, Lessor shall have the right, at its option and without any further demand"or notice, to take one or any combination of the
~,„ following remedial steps:
:,~
,~~
(a) Lessor, with or without terminating the affected. Lease, may declare all rent payments due or to become due
thereunder during the fiscal year in effect°when fhe default occurs`to be immediately due-and payable by Lessee, whereupon
~r such rent payments shall be immediately due and payable.
^,~
.I,I,1 (b) Lessor, with or without terminating the affected Lease; may repossess; the Equipment by .giving Lessee written
notice to deliver the Equipment to Lessor; whereupon Lessee shall d'o si in the `manner provided in Section 17 hereof; or in
''~ ' the event Lessee fails to do so within 10 days~after receipt of such notice, Lessor may enter upon Lessee.'s premises where the
~~~, Equipment is kept and take possession of-the Equipment and charge Lessee fore costs, incurred in repossessing the Equipment,
including reasonable attorneys' fees. Lessee hereby expressly waives any damages occasioned by such repossession. If the
' " Equipment or any portion of it'has beery destroyed or damaged beyond. repair, Lessee shall.. pay the applicable Termination
' Balance of the Equipment,. as set forth in the related Supplement,or Exhibit. A thereto (less. credit for proceeds of insurance
remainin after subtraction of Lessor's costs with yes ect to the collection :;thereof); to Lessor. Notwithstanding the fact that
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Lessor has taken possession of the Equipment; Lessee shall continue to be responsibPe for the. rent payments. due under the
.affected Lease during the fiscal year then `in effect. If the affected Lease has not been terminated, Lessor shall return the
Equipment to Lessee of Lessee's expense when the event of default is cured.
(c) If Lessor terminates the affected Lease and takes possession of the Egiaipmerit;, Lessor shall within 30 days
thereafter use its best efforts to sell the•Equipment or any portion thereof in a'commerc'ally reasonable manner at public or
private sale in~ac,cordance withapplicable.state laws. Lessor shall apply the proceeds of such sale to pay the following items
in the following order: (i)„all costs incurred in.securing,possession of"the Equipment; (ii) all expenses incurred in completing
the sale; (iii) the.:appli'cable Termination Balance of the Equipment; and (iv) the balance of any rent payments owed by
Lessee during the fiscal year-then in' effect. Any sale proceeds remaining after the requirements of 'clauses (i); (ii), (iii) and
(iv) have been met may be retained.by Lessee.
(d) If the proceeds. of sale of the Equipment are not sufficient; to-pay the. balance of any rent. payments owed by
~'~' Lessee during the fiscal year then in effect, Lessor may take any' other remedy available at: law'or in equity to require Lessee
to perform any of its obligations hereunder.
~, ~` 22. NOTICES. Any written notice hereunder to Lessee shall be deemed to have'beengiven 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
';; I known to Lessor. "
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23, PREPAYMENT. Each Lease may be prepaid .in whole, but not in part, and on any regular payment date with 45 days written
notice to Lessor, upon payment of all rent payments then due thereunder; -plus the amount- set forth as Termination Value on the
'"° related Supplement or any exhibit thereto.
..~~..
24. SURVIVAL. Lessee's obligations under Section 11 hereof shall .survive termination of all Leases.
,,i,,~
25 MISCELLANEOUS. Any provision of this Master Lease or any .Lease which ~is unenforceable in any jurisdiction shall, as to
' b ''such unenforceabilit , wrttiout=irivalidating the remaining provisions of this Master Lease or
,~ ,~~.„ jurisdiction, e ineffective to the.extent of, y„
i Lease, and any such unenforceablity in :any, jurisdiction shall not render unenforceable such provision in any other jurisdiction.. This
Master Lease and each Lease sha1l`in all respects' be governed by; and,construed?in, accordance with, the substantive laws of the state
in which the Lessee is located: ~ '
~~' Dated:. July 23; 2010
c
Lessee: , City.ofPetalu'ma
p,, ,Petaluma; CA
By:
Its:
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Wells Fargo Equipment Finance, Inc. SUPPLEMENT TO '1VIASTER GOVERNMENTAL
~~ 733 Marquette Avenue LEASE=PURCHASE AGREEMENT
MAC: N9306-070
Minnea olis MN 554Q2
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Name and address•of'Lessee: SupplementNo. 311234-400
City of Petaluma
11 English'SfreeY
Petaluma, CA 94952
overnm
Leases a betwpeen Lessor and Lessee. P ~ nt tol heaMaster Lease (~ll the term~and]c 34 dated July 23, 201.0 (the "Master
Pursua, onditions of which are. incorporated
herein by reference;, except to the extent that-whey relate to other Schedules or Equipment lisfed.on other Schedules) and this.
g q pment ,described below. Lessee
representsnwarrantsavd covenant that its re''Lessee Is leasin from Le ,
" resentations warranties and covenants "set forth in the Master Lease (including,
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without limitation, Section 6 thereof) are,true and~~correct asahough.made on the date;ofexecution of this Supplement.
1 F.nIIIPMENT DESCRIPTION
Quantity ~
Serial Number '' . ,. ,
_ !'
Six 6
O #2B3KA43TX9H641914,, ,.~
2009 Dodge Charger 1?olice;Sedans RWD together w ith all attachments
#2B3KA43T;89H64.1'913, and accessories
#2B3KA43T29H641"9:10,.
# 2B 3 KA43 T79 H 64190;4,
#2B3KA43T59H641903;
#2B3KA43T49H64191'L' ~ ~_
Location of E uipment (if different~from Lessee's address) ~ S,CHEDU LE~OF"RENT PAYIVIENTS
Basic Renfal Number Of ~ Advance
969 Petaluma Boulevard North, _Petal`uma, CA 94952 Payments Payments Payments
Acceptance Date
n $5;590.0,7_ 36 One (1)
Paymentterm in months ~ Interesf~Rate First Payment Final Purchase
Due Option Price
Thirty Six (36) 3.,09% Up Front $L00
payment period (check. one)
Rerital
® 'Ivtoiithly° ~~ ^, Annually - FINANCE A1vIQUNTi,.,$192,444.00
^ Quarterly ^ Other- see additional. provisions
Semi annually' '` I OTA~L RENT;' ~ $201;242.52
Additional Provision`s: _
Exhibit A is attached hereto pui`suanf ~to Section 4 of the Master'Lease Agreement'#3l 123.4 dated July 23, 20,10.
otwrthstandmganything to the: erein, the'date the first payment period begins shall be the
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~d tte 1.00% of the. proceeds are dtsbursedhere~un~ded h
LESSOR: Wells Fargo Egtipment Finance; Inc. LESSEE: City of Petaluma
' Petaluma, CA
By .: B
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Its
I' ~ Date
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Its
Date ~ '
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~ WeIIs,Fargo E ui ment Finance, Inc.
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Investors-Building;, Suite Z00
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733 Marquette Avenue
MN 55402
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~lli Il ~i4'~~ ~ ~ `~ Minneapo
s,
Lessee: City of Petaluma
' Interest Rate: 3.09% '
~~
Per I
Pa ment
Y
Princ/paf
Interest Termination
~ Accrued Accrued
Net,Balance
Balance Interest Int Bal
0 5, 590.07 5, 590:07 0.00 186; 853:93 ' 0.00. 0.'00 186, 853:93 ~I"
. ~ 1 ~ 5, 590:07 5,1-08:°29 48.1..78 181, 745. fi4 481.78 0.00 181, 745.64
~, .a! : 2 5, 590.07 5,12-..1.4:6 468.61 `1'76, 624.17 468:61 0.00 176, 624.17
3 5,590:07 5,134:.67 .455.40 171,489:51 455.40 0.00 '171,489:51
4 5, 590.07 5,14'.7.91 442.16 166, 34:1.60 442.1'6 0.00 166, 341.60
' ` 5 5, 590.07 5,161.18 428.89 161.,180.42 428.89 0.00 169,180.42
' ~ 33, 540.42 31, 263.'58 2, 276.84. 2, 276.84
6 5,590.07 .5,1.,74.49. 415.58 156;005,,93., 415.58 0:'00 156,,005:93
7 5, 590.07 5;187.83 402.24 1:50, 818:1Q 402.24 0:00 150, 818:10
8 5, 590..07 5, 201.21 388..86 9.45,,616.;89 388.86 0..00 145, 616.89
,,
9
5,590.07
5,214.62
375:45
440,'4'02:28 `
375.45
0.00
140,402.28
10 .5,.590.07 5,22`8,06 ~ 362.01 135, 474.22 362.01 0.00 135,174.22 "'
~ °I'° ' 11 5;590..07 5;241'.'54' 348.53 1.29,932.67 348.53 0,00' 129,932.67
12 5;.590:07 5;255.,06 ~ 335.01 124, 677.62 335.01 0.00 124, 677.62
' ° 93 5,590.0.7. 5,268.'6'1 321.46 119,409:0.1 321.46 0:00 119;409..01
14 5, 590..07 5, 2821; 9 307.88 114,126.82 30.7:88 0.00 114,126..82 '
15 5,590.07 5; 295.'81 294.26 108, 831..01 294.26 0..00 108, 831:09
.~ ,,,~.
16
5,590..07
.'5;309.46
280.61
103;521,.:55
280x61
0.00.
103,521..55
'' '" 17 5,590.07 5;323.15 266.92 98,198.39. 266.92 0.00 98,198:39
67,080:84' 62982.02 4,098.82 4;098.82
5, 336.88 253.19 92, 861:52 253.19 0.00 92; 861.52
19 `,
5, 590.07 5, 350; 64 239: 43 87,510.88 239.43 0. QO 8.7, 510.:88
. , ~~
20
5, 590.07 ~
5, 364:44
225:63
82,146.44
225:63
0.00
82,146.44
21 :5;590x07 ~~~~ 5;378;27 211:80 76;768:18 2.11:80 0.00 76,768:18
22 ° 5; 590:,07 ~ 5 392.1:3 197.94. 71, 376.04 19:7.94 0.00 71, 376..04
23'.
5;,590.07 ~ ~ 6.0'
5,40 9
184.03 65; 970.00 184.03. 0.00 65, 970..00
• 24. 5, 590:0,7' S; 4:19:98. 170.09 60, 550.03 170:09 0.00 60 550.03
25 5,59007 5;433:95 156.12 55;116:08 156.1:2 0.00 55,116.08
' ;,.i .
26
5; 590:'07
5; 447.96
142:11
~ 49, 668.12
142.:11
0.00
49, 668.12
~'' ' 27 5,590:07 5;462:01 128;06 ~ ~ 44,2Q6,11 128:06A 0.00 44;206:11 ,~
28 5 590:07 5, 4;76'09 113:98 38, 730.02 113.98 0.00 38; 730.02
29 5, 590.07 5, 490:2:1 99.86 33; 239.81' 99:86 0..00 33, 239..81 `
,9.
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67;080:84 64;958:58 2,122.26 2;122.26'
M „1 ~ 30 5j 590.07 ;,, 5,:504.37 85.70 27, 735.45 85.70 0.00. 27, 735.4'5
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31 5; 590::0:7 5, 518.5.6 71 ~ 51 22, 216.89 71.51 0.00 22 21 6.89
32 5; 590.07 5,,532.79 57.28 1.6, 684.10 57.28 0.00 16,'684.10 "".
' °` ' 33 5, 590.07 5,' 547 ~'-05.
X02
43
11,137:'05
43:.02
0.00.
11,132:'05
34 5;.590'07 5, 561;; 35'. ~~ 28:.72 ~ ~ ~ .5, 575::69 ,28'72 0.00 5~ 575:69 "~
35 i 5; 590`07
i 5, 5.75:69 1'4.38 0:00 14:38 ~ Q. 00 O. b0 ~ ,,
33,540:42 33,239:81 300.61 300.61
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,i.~ 201;242:52 1.92,44.4:00 ~ 8,798:52 8;798:52 '
,
.,
ct to change based on',the"fnal 4erms of;the transaction..
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In'the event the term
s do ch
ange; Lessor
eplacement amortization scFiedulett'o Lessee. This~schedule:does.~not include prepayment terms.
~~ will prov d' e
a r
~
Initials:
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' Dated: July23; 2010
`'Le'ssee; City of Petaluma
By: '
Title; ,
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