HomeMy WebLinkAboutIT08-165 - Other - Ricoh Business Solutions - Printer MP161SPF & Fax Unit C4500 Lease Agreement - 07/01/2008 EQUIPMENT LEASE PURCHASE AGREEMENT
DATED:June 28,2008
NAME AND ADDRESS OF LESSOR NAME AND ADDRESS OF LESSEE
De Lage Landen Public Finance LLC City of Kent
2600 Grand Boulevard,Suite 380 220 Fourth Ave.South
Kansas City,Missouri 64108 Kent,WA 98032
DESCRIPTION OF EQUIPMENT
Quantity Description Model# Serial#
1 Ricoh Printer MP 161 SPF
1 Ricoh Fax Unit C4500
Location of Equipment:220 Fourth Ave.South Name and Address of Vendor- Ricoh Business Solutions
Kent,WA 98032 3633 136"P1 SE,Suite 200
Bellevue,WA 98006
RENTAL PAYMENTS
Rental Payment Periods shall be monthly. Rental Payments shall be made in accordance with Secuoin 4 D I and the Scluduk of Rental Payments attached hereto as Exhibit A
TERMS AND CONDITIONS
THE TERMS AND CONDITIONS OF THIS AGREEMENT SET FORTH ON PAGES TWO THROUGH
FIVE,INCLUDING ANY EXHIBITS ATTACHED HERETO,SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE
IN WITNESS WHEREOF,Lessor and Lea=have caused ilia Agreement to be executed in their naran by the'r daly wihonud repreremauvw ss of the date written above
DE LAGE LP.NDEN PUBLIC FINANCE LLC CITY OF KE
(LESSOR)
B
Title: Title A i!
(SEAL)
I, Lease Number A
� Trite
CERTIFICATE OF CLERK OR SECRETARY OF LESSEE T�
i,the undersigned,do hereby certify that the officer of Lessee who executed flit foregoing Agreement on behalf of Lessee and whose genuine signature appears thereon,is to duly qualified
and acting officer of Lessee as stated beneath his or her signature and has been authorized to execute the foregoing cement on behalf of Les
Dated BY
Tntk.
OPINION OF COUNSEL
As legal counsel of Lessee,I have examined(a)flu Agreement,whth,among other things provides for the sate to and purchase by the Lessee of the Equipment,(b)an executed counterpart of
the ordmatce or resolution of Lessee which,among other things,authorizes Lessee to execute to Agreement and(c)such other opinions,documents and matters of law as I have deemed
necessary in connection with the following opinion Based on the foregoing,I am of the following opmioos (1)Lessee is a public body corporate and politic,duly organized and existing tinder
the laws of to State,and has a substantial amount of one or more of the following sovereign powers (a)the power to tax,(b)the power of enunent domain,and(c)police power,(2)Lessee has
the requisite power and authority to purchase the Equipment and to execute and deliver the Agreement and to perform is obligations under the Agreement,(3)the Agreement and the other
documents either attached thereto or required therem have been duly authorized,approved and executed by and on behalf of Lessee,and the Agreement is a valid and binding obligation of Lessee
enforceable m accordance with is terms,except to the extent lowed by applicable banlouptcy,insolvency,reorganization or other laws affecting creditor's rights generally,(4)to authorization,
approval and execution of the Agreement and all other proceedings of Lessee relating to to transachons contemplated thereby have been performed nit accordance with all opean meeting laws,
public bidding laws and all other applicable state and federal laws,and(5)tore is no proceeding pending or threatened in any court or before any governmental authority or arbitration board or
idbtnsl tbat,if adversely determined,would adversely affect the transactions contemplated by to Agreement or the security interest of Lessor or is assigns,as the rase shay be,in tie Equipment.
All capitalized terns herein shall have the same meanings as in tie Ageement Lessor,is successors and assigns,and any counsel rendering an opinion on the tax-exempt stabs of the interest
components of Rental Payments arc entitled to rely on this opinion
Printed Name �b 1k l3(�t 11-'sl�-�Z Dated-
Address T
Telephone No V7 ' — (7 2 `nQ Signature
Z
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ARTICLE
Section IAL DeRnitlons. The following terms will have the meanings indicated below unless the context clearly requires otherwise
"Agreement"means this Equipment Lease Purchase Agreement and any other schedule,exhibit or escrow agreement made a part hereof by the parties hereb,together with any amendments
to the Agreement
"Code"means the Internal Revenue Code of 1996,as amended
"Commencement Date"is the date when the term of this Agreement and Lessee's obligation to pay rent commence,which date shall be the earlier of(m)the date on which the Equipment is
accepted by Lessee in the mariner described in Section 5.01,or(n)the date on which sufficient moneys to purchase the Equipment are deposited by Lessor for that purpose with an escrow agent
"Equipment" means the property dumbed on the front of tins AgreemenS and all replacements,substitutions,repairs,restorations,modifications,attachments,accessions,additions alit
nt
improvements thereof or thereto
"Event of DefaulN'means an Event of Default described in Section 12 01
"Issuance Year"is Ole calendar year in winch the Commencement Date occurs.
"Lease Term"means the Original Tenn and all Renewal Terns,bin ending on the occurrence of the earliest event spewfled in Section 3.02
"Lessee"means the entity described as such on the front of this Agreement,its successors and its assigns
"Lessor"means die entity described as such on the front of this Agreement,its successors and its assigns
"Maximum Lease Term"means the Original Term and all Renewal Terms through the Renewal Term including the last Rental Payment date set Ibtth on the Payment Schedule
"Net Proceeds"means the amount remaining from de gross proceeds of any insurance claim or condemnation award after deducting all expenses(nicluding attorneys'fees)Incurred nil ale
collection of such clann or award
-
"Original Term"means the penod from the Commencement Date until the end of the fiscal year of Lessee in effect at the Comnencenent Date.
"Payment Schedule"moms the schedule of Renal Payments and Purchase Price set forth on Exhibit A
"Purchase Price"means the amount set forth on the Payment Schedule as the Purchase Price for the Equipment
"Renewal Terms"mans the optional renewal terms of this Agreement,each having is duration of one year and a temp co-extensive with Lessee's fiscal year.
"Rental Payment Period"means the period beginning on the day a Renal Payment is due and ending the day before the next Rental Payment is due, The first Rental Payment Period shall
begin on tie Commencement Date In all cases. If Rental Payment Periods are monthly, subsequent Rental Payment Periods shall begin on the same day of each month after the
Commencement Date. If Renal Payment Periods are quarterly,subsequent Rental Payment Periods shall begin on The same day of each third month after the Commencement Date If Rental
Payment Periods are senuannual,subsequent Rental Payment Periods shall begin on the same day of each sixth month after the Commencement Date If Rental Payment Periods are annual,
subsequent Rental Payment Periods shall begin on the anniversary of the Commencement Date in each year If the Commencement Date is the 29th,30th, or 31st day of a month,any
subsequent Rental Payment Period that would otherwise begin on the 29th,30th or 31st of a month that does not include such a date shall begin on the last day of the month
"Rental Payments"means the basic rental payments payable by Lessee pursuant to Section 4 01
"State"mains the state in winch Lessee is located
"Vendor"means the manufacturer of the Eguipnhent as well as the agents or dealers of the manufacturer from whom Lessor purchased or is purchasing the Equipment,as listed on the front of
this Agreement
ARTICLE II
Section 2.01. Representations and Covenants of Lessee, Lessee represents,warrants and covenants for the benefit of Lessor as follows:
(a)Lessee is a municipal corporation and political subdivision duly organized and nusmng wider tie constitution and laws of flit State. Lessee will do or cause to be done all things to
preserve and keep in full force and effect its existence as a body corporate and politic Lessee is a pohttcal subdivision of the State within the meaning of Section 103(a)of the Code or a
constituted authority authorized to issue obligations on behalf of a sate or local govenmental unit"thin tie meaning of tie regulations promulgated pursuant to said Section of the Code.
(b)Lessee is authorized under the constitution and laws of de State to enter into this Agreement and de transaction contemplated hereby and to perform all of its obligations hereunder
(c)Lessee has been duly authorized to execute and deliver this Agreement by proper action and approval of its govemmg body at a meeting duly called,regularly convened ed and attended
throughout by a requisite majority of the members thereof or by other appropriate official approval.
(d)This Agreement constitutes the legal,valid and binding obligation of the Lessee enforceable in accordance with its terns,except to to extent limited by applicable bankruptcy,
insolvency,reorganization or other laws affecting creditors'rights generally
(e)No event or condition that constitutes,or with the giving of notice or die lapse of time:or both would consutute,an Event of Default exists at the Commencement Date
(t)Lessee has,in accordance with the requirements of law,fully budgeted and appropriated sufficient funds for the current fiscal year to make the Rental Payments scheduled to come due
during die Original Term and to meet its other obligations for the Original Temp,and such funds have not been expended for other purposes
(g)Lessee will do or cause to be done all tangs necessary to preserve and keep in M force and effect its existence as a body corporate and politic
(h)Lessee has compiled with such public bidding requirements as may be applicable to this Agreement and the acquisition by Lessee of the Equipment hereunder.
()There is no action,suit,proceeding,inquiry or investigation,at law or in equity,before or by any court,public board or body,pending or threatened against or affecting the Lessee,nor to
the best knowledge of the Lessee is there any basis therefor, wherein an unfavorable decision,mbng or finding would materially adversely affect the transactions contemplated by this
Agreement or any other document,agreement or certificate which a used or contemplated for use in the consummation of the transactions contemplated by this Agreenent or mmenally
adversely affect the frtanchal condition or properties of Lessee
0)All andlonzanons,consents and approvals of governmental bodies oragencies required in connection with the execution and delivery by the Lessee of this Agreement or in connection
with the carrying out by the Lessee of its obligations hereunder have been obaked
(k)The entering into and performance of this Agreement or any oiler document or agreement contemplated Itereby to which the Lessee s or is to be a party will not violate anyjudgmem,
order,law or regulation applicable to the Lessee or result in any breach of,or constitute a default wider,or result in the creation of any lien,charge,security interest of other encumbrance on
any assets of the Lesser or the Equipment pursuant to any mdahne,mortgage,deed of true,bank loan or credit agreement or Other instrument to which tine Lessee is a party or by which it or
its assets may be bowl,except as herein provided
()The Equipment described in this Agreement is essential to the friction of the Lessee or to the service Lessee provides to its wuzens The Lesser,has an immediate need for,and expects
to nuke mintedhate use of substantially all the Equipment,which need is not temporary or expected to diminish in the fbreseeable future The Equipment will be used by Lessee only for the
purpose of performing one or more of Lessee's governmental or proprietary functions consistent with the permissible scope of lessee's authority and will not be used in the trade or business of
any other entity or person
(m)Lessee will comply with all applicable provisions of the Code,including without lineation Sections 103 and 148 thereof;and die applicable regulations of the Treasury Department to
maintain the exclusion of the interest components of Rental Payments from gross intone for purposes of federal income taxation,
(n)Lessee has never failed to appropriate or otherwise make available hinds sufficient to pay renal or other payments coming due under any lease purchase,msallnent sale or other
similar agreement.
Section 2 01 Certification as to Arbitrage Lessee hereby represents as follows
(a)The estimated total costs ofthe Equipment will not be less than the total principal portion of the Renal Payments.
(b)The Equipment has been ordered or is expected to be ordered within six months of the Connumeement Date,and the Equipment is expected to be delivered and installed and the Vendor
fully paid,within one year of the Commencement Date
(c)Lessee has not created or established,and does not expect to create or esabhsh,any sinking fund or other snmlar fund(i)that is reasonably expected to be used to pay tie Rental
payments,or(u)that may be used solely to prevent a default in the payment of the Rental Payments
(d)The Equipment has not been and is not expected to be sold or otherwise disposed of by Lessee,either in whole or in major part.prior to the last maturity of the Rental Payments
(e)To the best of our knowledge,information and belief,the above expectations are reasonable
ARTICLE III
Section 3,01. Lease of Equipment Lessor hereby devises,leases and left the Egwpment to Lessee,and Lessee rents,leases and hires tie Equipment from Lessor,in accordance wrtb the
provisions of sus Agreement,for the Lease Tenn The Original Tema of this Agreement shall commence on tie Commencement Date and shall terminate on the last day of Lessee's current fiscal
year The Lease Term may be continued at the end of the Original Terra or any Renewal Tenn for an additional Renewal Term up to die Maximum Lease Tenn;provided,however,that at the end
of the Original Term and at the end of each Renewal Tenn until the Maxtmu n Lease Term has been completed Lessee stall be deemed to have continued this Agreement for the next Renewal
Term unless Lame shall have terminated ors Agreement pursuant to Section 304 or Section 10 01 The terns and conditions during any Renewal Term shall be the same as de terms and
conditions during the Original Tenn,except that the Renal Payments shall be as provided in the Payment Schedule.
Section 3.02.Termination of Lease Term The Lease Tenn shall terminate upon ire earliest of any of the following events'
(a)the expiration of the Original Teri or any Renewal Term and the nonrawwal of this Agratnent in the event of nonappropriauort of funds pursuant to Section 3 04;
(b)the exercise by Lessee of lbe option to purchase the Equipment under Article X and payment of the Purchase Price and all amounts payable in comiection therewith;
(c)a default by Lessee and Lessor's election to ummate this Agreement under Article XII;or
Rev 0412006 .3•
(d)the payment by Lessee ofall Rental Payments authorized or required to be paid by Lessee hereunder during the Maximum Lease Term.
Section 3.03. Continuation of Lease Tam Lessee currently intends,subject to Section 3 04,to continue to Lease Tenn through Ole Original Tenet and all of the Renewal Terms and to pay
the Rental Payments hereunder lessee reasonably believes that legally available funds in an amour sufficient to make all Rental Payments during the Original Term and each of the Renewal
Terns can be obtained. The responsible finmewl officer of Lessee shall do all things lawfully within his or her power to obtam and maintain fields front which de Rental Payments may be made,
including making provision for such Rental Payments to the extent necessary in each proposed annual budget submitted for approval in accordance with applicable procedures of Lessee and to
exhaust all available reviews and appeals in the event such portion of the budget its not approved Notwithstanding the foregoing,the decision whether or not to budget or appropriate funds or to
extend Uts Agreement for any Renewal Term is solely within the discretion of Ore Olen current govemmg body of lessee.
Section 3.04. Nonappropriation Lessee is obligated only to pay such Rental Payments under this Agreement as may lawfully be made from funds budgeted and appropriated for that purpose
during Lessee's then current fiscal year. In die event sufficient funds shall not be appropriated or are not otherwise legally available to pay the Rental Payments required to be paid in the next
occurring Renewal Term,as set forth n)Ole Payment Schedule,this Agreement shall be deemed to be terminated at the end of the then current Original Term or Renewal Tenn. Lessee agrees to
deliver written notice to Lessor of such termination at least 90 days prior to the end of die ten current Original 1 erm or Renewal Term,but failure to give such nonce shall not extend rite Lease
Term beyond such Original Term or Renewal Term If this Agreement is terrmmted in accordance with this Section,Lessee agrees,at Lessee's cost and expense,to peaceably deliver the
Equipment to lessor at the locaboa or locations specified by Lessor
ARTICLE f V
Section 4.01. Rental Payments Lessee shall pay Rental Payments,exclusively from legally available funds,in lawful money of the United States of America to Lessor on the dates and in
the amounts set forth or)the Payment Schedule. Any Rental Payment not received on or before its due date shall beer interest at de rate of 18%per atrium or de maximum amount permitted by
law,whichever is less,from its due date Asset forth on the Payment Schedule,a portion of each Rental Payment is paid as,and represents payment of,interest
Section 4.OL Rental Payments to Constitute a Current Expense of Lessee. The obliptionof Lessee to pay Rental Payments hereunder shall constitute a current expense of Lessee,and do
not constitute a mandatory payment obligation of Lessee in any fiscal year beyond the Olen current fiscal year of Lessee. Lessee's obligation hereunder shall not many way be construed to be a
debt of Lessee in contravention of any applicable constitutional or statutory limitation or requirement concerning the creation of indebtedness by Lessee,nor shall anything contained herem
constitute a pledge of the general credit,tax revenues,funds or moneys of Lessee
Section 4.03. Rental Payments To Be Unconditional. EXCEPT AS PROVIDED IN SECTION 3,04,THE OBLIGATIONS OF LESSEE TO MAKE RENTAL PAYMENTS AND
TO PERFORM AND OBSERVE THE OTHER COVENANTS AND AGREEMENTS CONTAINED HEREIN SHALL BE ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS
WITHOUT ABATEMENT,DIMINUTION,DEDUCTION,SET-OFF OR DEFENSE,FOR ANY REASON,INCLUDING WITHOUT LIMITATION ANY FAILURE OF THE
EQUIPMENT TO BE DELIVERED OR INSTALLED,ANY DEFECTS,MALFUNCTIONS,BREAKDOWNS OR INFIRMITIES IN THE EQUIPMENT OR ANY ACCIDENT,
CONDEMNATION OR UNFORESEEN CIRCUMSTANCES.
ARTICLE V
Becton 5.0I. Delivery,[astaUaton and Acceptance of the Equipment I.essce shall order One Equipment,cease the Equipment to be delivered and installed at He location specified on Ow
front of this Agreement and pay any and all delivery and installation costs in connection therewith When tie Equipment has been delivered mid installed,Lessee shall ignnedeately accept the
Equipment and evidence said acceptance by executing and delivering to Lessor an acceptance certificate acceptable to Lessor After it has been i stalled,the Equipment will not be moved from
the location specified of the front of this Agreement without Lesson's consent,which consent shall not be unreasonably withheld.
Section 5.02, Enjoyment of Equipment Lessee shall peaceably and quietly have and hold and eryoy the Equipment during the Lease Term,without suit,trouble or hindrance from Lessor,
except as otherwise expressly set forth in this Agreement.
Section 5.03. Right of Inspection Lessor shall have the right at all reasonable times during regular business hours to enter into and upon the property of Lesseo for the purpose of inspecting
the Equipment
Section 5.04. Use and Maintenance of the Equipment. Lessee will not install,use,operate or maintain the Equipment improperly,carelessly,in violation orally applicable law or in a
tanner contrary to tat conienyrli ted by thus Agreement. Lessee shall Ohtani all permits and licenses,If any,necessary for tie tostalhatiat slid operation of the Equipment In addition,Lessee
shall comply in all respects with all applicable laws,regulations and rulings of any legislative,executive,admhmsbanve or judimah body,provided that Lessee may contest in good flute to validity
or appincabon of airy such law,regulation or ruling many reasonable manner that does not,in die opinion of lessor,adversely affect de interest of Lessor to and to the Equipment or its interest or
rights under tins Agreement Lessee agrees that it wid,at Lessee's own cost and expense,maintain,preserve and keep to Equipment in good repair,working order and condition Ifre PAIR OR
ted to
do so by Lessor,Lence will enter into a maintenance comma for the Equipment with Vendor LESSOR SHALL HAVE NO RESPONSIBILITY TO SERVICE,MAINTAIN,re
MAKE IMPROVEMENTS OR ADDITIONS TO THE EQUIPMENT, LESSEE SHALL MAKE ALL CLAIMS FOR SERVICE OR MAINTENANCE SOLELY TO TIME VENDOR AND
SUCH CLAIMS WILL NOT AFFECT LESSEE'S OBLIGATION TO MAKE ALL REQUIRED RENTAL PAYMENTS.
ARTICLE VI
Section 6,01, Title to the Equipment During the Lease Term,title to the Equipment shall vest at Lessee,subject to the rights of Lessor under this Agreement;provided(list tithe shall
thereafter immediately and without any action by Lessee vest in Lessor,and Lessee shall immediately surrender possession of the Equipment to Lessor upon(a)any termnation of tuns Agreement
other than termination pursuam to Section 10,01,Or(b)to occurrence of an Event of Default It is the intent of the panes hereto that ally transfer of tine to Lessor pursuant to this Section shall
occur automatically without Ole necessity of any bill of sale,certificate of title or other instrument of conveyance Lessee shall,nevertheless,execute and deliver any such instruments as Lessor
may request to evidence such transfer Lessee irrevocably designates,makes,constitutes and appoints Lessor and is assignee as Lessee's true and lawful attorney(and agent in-fact)with power,at
such time of termination or times thereafter as lessor in its sole and absolute discretion may determine,in Lessee's or Lesson's or such assignee's name,to endorse the name of Lessee upon any bill
of sale,document,instrument,invoice,freight bill,bill of lading or smdar document relating to to Equipment in order to vest title in Lessor and transfer possession to L.essor
Section 6.02. Security Interest To secure the payment of all of Lessee's obligations under this Agreement,Lessor retains a security interest coaul utmg a first lien of the Equipment and
proceeds therefrom Lessee agrees to execute such additional documents,in form satisfactory to Lessor,that Lessor deems necessary or appropriate to establish and maintain its security Interest
Lessee agrees that financing statements may be filed with respect to the security interest in the Equipment
Section 6.03. Personal Property Lessor and Lessee agree that de Equipment is and well remain personal property The Equipment will not be deemed to be affixed to or apart of to real
estate oil which it nay be attested,notwithstanding that the Equipment or any part thereof may be or hereafter become in any manner physically affixed or anached to such real estate or any
building Lemon. Upon to request of Lessor,lessee will,at Lessee's expense,furnish a waiver of any interest in the Equipment from any party having an interest in any such real estate or
building.
ARTICLE Vll
SechOR 7.01. Liens,Taxes,Other Governmental Charges and Utility Charges Lessee slag keep One Equipment free and clear of all liens,charges and encumbrances,except those created
under this Agreeme L The panes to this Agreement contemplate that the Equipment will be used for a governmental or proprietary purpose of Lessee and,therefore,that ere Equipment will be
exempt from all taxes aid other similar charges If the use,possession or acquisition of Ole Equipment is found to be subject to taxation in any form,Lessee will pay all axes and governmental
Barges lawfully assessed or levied against or with respect to the Equipment Lance shall pay all utility and ogler charges incurred in the use and rnamteance of the Equipment Lessee shall pay
such taxes and charges as the same become due,provided tat,with respect to any such taxes and charges tat may lawfully be paid us insallments over a period or years,Lessee shall be abb gated
to pay only such installments that accrue during the Lease Tenn
Section 7.02. Insurance. At its own expense,Lessee shall maintain(a)casualty insurance marring the Equipment against loss or damage by fire and all other risks covered by Ole standard
extended coverage endorsement then in use in de State mil any other risks reasonably required by Lessor n an amount at least equal to to ten applicable Purchase Price of de Equipment,(b)
liability insurance that protects Lessor from liability in all evens in form and amount satisfactory to Lessor,and(c)worker{compensation coverage as required by tic laws of to State,provided
that,with Lessor's prior written crosetu,Lessee may self-insure against die risks descn'bed in clauses(a)and(b) All insurance proceeds from casaity losses shad be payable as hereinafter
provided Lessce shall furnish to Lessor certificates evidencing such coverage throughout the Lease Tenet All such casualty and liability insurance ce shall be with ensurers ghat are acceptable to
Lessor,shall name Lessor as a loss payee and an additional insured,respectively,and slag contain a provision to the effect that such insurance shall not be cancelled or modified materially
without first giving written notice thereof to Lessor at least ten days in advance of such cancellation or modification All such casualty insurance shall contain a provision making any losses
payable to Lance and Lessor,as their respective Interests may appear
Section 7.03. Advances In die event Lessee shall fail to eater maintain the insurance required by tits Agreement,pay the taxes or charges required to be paid by it under this Agreement or
keep the Equipment in good repair and working order,Lessor may,but shall be under no obligation to,purchase the required policies of insurance and pay the cost of the premiums thereof,pay
inch taxes and charges and maintain and repair the Equipment and pay the cost thereof. All amounts so advanced by Lessor shall become additional rent for Ore Olen current Ongira]Term or
Renewal Ten. Lessee agrees to pay such amounts with Interest thereon from the date paid at tithe ate of 12%per ahmum or Olt maximum permitted bylaw,whichever is less
Section 7.04. Financial Information Lessee will annually provide lessor with current immoral statements,budgets,prootk of approp nchon for the ensuing fiscal year and such other
fialcial information relating to de ability of Lessee to continue as Agreement as may be requested by Lessor
Section 7.05. Release and Indemnification. To the extent permitted by law,Lessee shall indemnify,protect and hold lanndess Lessor from and against any and all liability,obhganois,
loses,claims and damages whatsoever,regardless of cause thereof,and expenses in connection therewith(including,without limitation,counsel fees and expenses and any federal income tax and
interest and penalties connected therewith imposed on interest received) wising out of or as the result of(a)the entering into this Agreement,(b)ere ownership of any mein of the Equipment,
Rev 04120064-
(c)the manuiscauring,ordering,acquisition,use,operation,condition,purchase,delivery,rejection,storage or relato of any item of the Equipment,(d)any accident in connection with the
operation,use,condition,possession,storage or rettmh of any item of the Equipment resulting in damage to property or injury or death to any person or(e)the breach of any covenant heron or any
material msrepresontation contained herein The indemnification ansing wider this paragraph shall continue in full force and effect notwithstanding the full payment of all obligations under this
Agreement or tilt temnnation of the Lease Temt for any reason
ARTICLE VIII
Section 8.01. Risk of Loss Lessee assumes,from and including the Commencement Date,all risk of loss of or damage to the Equipment from any cause whatsoever No such loss of or
damage to the Equipment nor defect therm or unfitness or obsolescence thereof shall relieve Lessee of the obligation to make Rental Payments or to perform any other obligation under this
Agreement
Section 8.02. Damage,Destrucllon and Condemnation. If(a)the E.gwpnent or any portion thereof is destroyed,in whole or in part,or is damaged by fire or other casualty,or(b)title to,or
the temporary use of,the Equipment or any part thereof or die interest of Lessee or Lessor in the Equhpuem or any part thereof shall betaken under the exercise of the power of eminent domain by
any governmental body or by any person,firm or corporation acting under govemmenal authority,Lessee and Lessor will cause the Net Proceeds of any Insurance clamp or condemnation award
to be applied to flit prompt replacement,repair,restoration,modification or improvement of the Egwpment,unless Lessee shall have exercised its option to purchase the Equipment pursuant to
Section 1001. Any balance of the Net Proceeds remaining after such work has been completed shall be paid to Lessee
Section 8,03. Insufficiency of Net Proceeds If the Net Proceeds are insufficient to pay in full the cost of any repair,restoration,modification or Improvement referred to in Section 8 01,
Lessee shall either(a)complete such replacement,repair,restoration,modification or improvement mid pay any costs thereof in excess of die amount of die Net Proceeds,or(b)purchase Lessors
interest in the Equipment pursuant to Section 10 01 The amount of the Net Proceeds,if any,remaining after completing such repair,restoration,naodrfrcatlah or nn{arovemew or afiw purchasing
the Egwpntent shall be retained by Lessee, If Lessee shall make any payments pursuant to tins Section,Lessee shall not be entided to any reimbursement therefor from Lessor nor shall Lessee be
entitled to any dmumulron of the amounts payable under Article IV
ARTICLE IX
Section 9,01. Disclaimer of Warranties. LESSOR MAKES NO WARRANTYOR REPRESENTATION,EXPRESS OR IMPLIED,AS TO THE VALUE,DESIGN,CONDITION,
MERCHANTABILITY OR FITNESS FOR PARTICULAR USE OR PURPOSE OF THE EQUIPMENT OR AGAINST INFRINGEMENT,OR ANY OTHER WARRANTY OR
REPRESENTATION WITH RESPECT THERETO. IN NO EVENT SHALL LESSOR BE LIABLE FOR ANY ACTUAL, INCIDENTAL, INDIRECT, SPECIAL OR
CONSEQUENTIAL DAMAGE IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR THE EXISTENCE,FURNISHING,FUNCTIONING OR LESSEE'S
USE OR MAINTENANCE OF ANY EQUIPMENT OR SERVICES PROVIDED FOR IN THIS AGREEMENT.
Section 9.02 Vendor's Warranties Lessee may ban rights under the contract evidencing the purchase of the Equipment,Lessee is advised to contact the Vendor for a description of any
staeh rights, lessor hereby assigns to Lessee during the lease Tenn all warranties rwming from Vendor to Lessor. Lessor hereby irrevocably appoints Lessee its agent and attorney-in-fact during
the Lease Term,so long as Lessee shall not be in default hereunder,to assert from time to time whatever claims and rights(including without limitation warranties)related to the Equipment that
Lessor may have against the Vendor Lessee's sole remedy for tie breach of any such warranty,nndentwfication or representation shall be against the Vendor,and not against Lessor, Any such
matter shall not have any effect whatsoever oil die lights and obligations of Lessor with respect to this Agreement,including die right to receive full and timely payments hereunder Lessee
expressly acknowledges Unit Lessor makes,and has made,no representations or warranties whatsoever as to the existence or availability of such warranties by any Vendor.
ARTICLE X
Section 10.01. Purchase Option Lessee shall have the option to purchase Lessor's Interest in all(bill not Ito than all)of the Equipment,upon giving written notice to Lessor at least Go(bur
not more than 180)days before the date of purchase,at die following times and upon tile following Icros
(a)On any Rental Payment Date,upon payment in full of die Rental Payinctits and all other amounts then due hereunder plus the then applicable Purchase Price to Lessor,or
(b)In the event of subsanual damage to or destruction or condemnation of substantially el]of the Equipment,on the day Lessee specifies as the purchase date in Lessees notice to Lessor of
its exercise of the purchase option,upon payment is full of die Rental Payments and all other amounts then due hereunder plus O the Purchase Price designated on the Payment Schedule for
such purchase date if such purchase date is a Rental Payment Date or to Purchase Price for the iminedately preceding Rental Payment Date if such purchase date is not a Rental Payment Date,
and(it)if such day is not a Rental Payment Date,an amount equal to the portion of the interest component of the Rental Payment scheduled to come due on the following Rental Payment Date
accrued front the Immediately preceding Rental Payment Date to such purchase date,computed of die basis of a 300-day year of twelve 30-day months
Upon the exercise of the option to purchase set forth above,title to the Equipment shall be vested in Lessee,free and clear of any claim by or t rough Lessor.
Section 10.02, Determination of Fair Purchase Price Lessee and Lessor hereby agree and determine that die Rental Payments hereunder during the Original Term and each Renewal Term
represent tie fair value of tie use of the Equipment and tat Die amount required to exercise Lessee's Opuon to purchase the Equipment pursuant to Section 1001 represents,as of ire end of the
Original Term or any Renewal Terns,the fair purchase price of the Equipment Lessee hereby determines that the Rental Payments do not exceed a reasonable amount so as to place Lessee wider
a practical economic conVulson to renew this Agreement or to exermse its option to purchase:die Equipment hereunder. In making such determinations,Lessee and Lessor have given
consideration to(a)de costs of tie Equipment,(b)die uses and purposes for which the Equipment will be employed by Lessee,(c)the benefit to Lessee by reason of the acgwsiuon and
installation of the Equipment and the use of de Equipment pursuant to the terms and provisions of this Agreement,and(d)Lessee's option to purchase the Equipment
ARTICLE XI
Section 11.01. Assignment by Lessor. Lessees interest in,to and under this Agreement and the Equipment may,without notice to or tie conseatt of Lessee,be assigned and reassigned in
whole or m pat to one or more assignees by Lessor Lessee hereby appoints Municipal Registrar Services(the"Registrar")as its agent for the purpose of maintaining a written record or each
such asshgruneut in form necessary to comply with Section 149(a)of the Code No such assignment sbad be binding on Lessee aril the Registrar has receaved written notice from Lessor of the
name and address of the asslgiee Lessee agrees to execute all documents,including chattel mortgages or financing statements that may be reasonably requested by Lessor or any assignee to
protect its intermit in the Equipment and in this Agreement Lessee shall not have the right to and shall not assen against any assignee any claim,counterclmm,defense,set-off or other right
Lessee may from time to time have against Lessor,
Section 11.02. Assignment and Subleasing by Lessee. None of Lessees right,title and interest III,to and under this Agreement and in the Equipment nay be assigned or encumbered by
Lessee for any reason,except that Lessee may sublease all or pan of tile Equipment if Lessee obtains the prior wriften consent of Lessor and an opinion of nationally recognized counsel n the area
of lax exempt mwtotpal obligations satisfactory to Lessor that such subleasing will not adversely affect the exclusion of the interest components of tile Rental Payments from gross Income for
federal Income tax purposes Any such sublease of all or pan of die Equipment shall be subject to this Agreement and the rights of the Lessor in,to and under tills Agreement and die Equipment
ARTICLE XII
Section 12.01. Events of Default Defined Subject to de provisions of Section 3 04,any of the following shall be"Events of DeEault"wrier this Agreement:
(a)Failure by Lessee to pay any Rental Payment or other payment required to be paid hereunder at die tinte specified herein,
(b)Failure by Lessee to observe and perform any covenant,condition or agreement on its part to be observed or performed,other tan as referred to in Section 12 01(a),for a period of 30
days after wr ten notice,specifying such failure and requesting that it be remedied,is given to Lessee by Lessor,unless Lessor shall agree in writing to an extension of such ume prior to its
expuaton;provided,however,if Ue failure stated in the notice cannot be corrected within to applicable period,Lessor will of unreasonably withhold its consent to a n extension of such time
if corrective action is instituted by Lessee within the applicable period and diligently pursued until the default is corrected,
(c)Any statement,representation or warranty nude by Lessee in or pursuant to Ins Agreement or its execution,delivery or performance shall prove to have been false,incorrect,misleading
or breached in any material respect on die date when nude,
(d)Any provision of this Agreement shall at any tme for any reason cease to be valid mid binding on Lessee,or shall be declared to be null and void,or the validity or enforceability thereof
shall be contested by Lessee or any governmental agency or authority if the loss of such provision would materially adversely affect the rights or security of Lessor,or Lessee shall deny that it
has any further liability or obligation under this Agreement;
(e)Lessee abs ill(i)apply for or consent to the appointment of a receiver,trustee,custodian or liquidator of Lessm or of all or a substantial part of the assets of lessee,(I)be unable,fail or
admut in writing its usability generally to pay is debts as they become due,(in)make a general assignment for the benefit of creditors,(rv)lave an order for rellef entered against it wider
applicable federal bankruptcy haw,or(v)file a voluntary petition in bankruptcy or a petition or all answer seeking morgantzation or an armngernent with creditors or taking advantage of any
insolvency law or any answer admitting file material allegations of a petition filed against lessee in any bankruptcy,reorganisation or Insolvency proceeding;or
(f)An order,Judgment or decree shall be entered by any court ofoompetent jurisdiction,approving a petition or appointing a receiver,huset,custodian or liquidator of Lessee or of all or a
substantal part of the asses of Lessee,in each case without is application,approval or consent,and such order,Judgment or decree shall continue unstayed and in effect for any period of 30
consecutive days
Section 12.02. Remedies on Default, Whenever any Event of Default exists,Lessor shall have the right,at its sole option without any flutter demand.or notice,to take one or any
combination of the following renedai steps,
(a)By written notice to Lessee,Lessor may declare all Rental Payments and other amounts payable by Lessee hereunder to the end of the turn current Original Term or Renewal Tenn to be
due,
(b)With or without terminating this Agreement,Lessor may enter die premises where the Equipment its located and retake possession of the Equipment or require Lessee at Lessee's expense
to promptly return any or all of the Equipment to the possession of lessor at a place specified by Lessor,and sell or lease the Equipment or,for die account of Lessee,sublease the Equipment,
Rev 0412006 -5-
holding Lessee liable for the difference between 0i the Rental Payments and otter amounts payable by Lessee hereunderphi s to than apphcabk Purchase Price,and(u)the net proceeds of any
such sale,lease or sublease(after deducting all expenses of Lessor in exercising its remedies under tins Agreement,including without!(natation,all expenses of taking possession,storing,
reconditioning and selling or lesson-,the Equipment and all brokerage,auchoneers'and attorneys'fees),provided that the amount of Lessee's liability under this subparagraph(b)shall not
exceed die Rental Payments and other amounts otherwise due hereunder plus the remmmng Rental Payments and other amounts payable by Lessee hemunder to die end of the then current
fiscal year of Lessee,and
(c)Lessor may take whatever other action at law or in equity may appear necessary or desirable to enforce its rights as the owner of the Equipment
In addition,Lessee will remain liable for all covenants mid indemnities under this Agreement and for all legal fees and other costs and expenses,including court costs,incurred by Lessor with
respect to die enforcement of any of the remedies listed above or any other remedy available to Lessor Lessor may charge interest on all amounts due to it at the rate of 18%per annuin or the
maximum smount permitted bylaw,whichever is less
Section IZ.03. No Remedy Exclusive. No comedy herein conferred upon or reserved 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 low or inequity No delay or omission to exercise any right or power accruing upon any default shall impair any
such right or power or shall be construed to be a waiver thereof,but any well right and power may be exercised front time to tote and as often as may be deemed expedient In order to entitle
Lessor to exercise any remedy reserved to it in this Article it shall not be necessary to give any notice,other than such notice as may be regomd in this Article
ARTICLE Xlp
Section 13.01. No6eea. At notices,certificates or other communications hereunder shall be sufficiently given and shall be deemed given when delivered or mailed by registered nail,postage
prepaid,to the parties at the addresses on the front of flits Agreement(or at such other address as either party hereto shall designate in wnnng to the other for notices to such party),to any assignee
at its address as it appears on the registration books maintained by Lessee
Section 13.0Z. Binding Effect, This Agreement shill mum to the benefit of and shall be binding upon Lessor and Lessee and they respective successors and assigns
Section f3.03. Severabitity, In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competentlurisdichon,such holding shall not invalidate or
render unenforceable any other provision hereof.
Section 13.04. Entire Agreement This Agreement constitutes die entire agreement between Lessor and Lessen
Section 13.05. Amendments This Agreement may be amended in w numg by Lessor and Lessee
Seehon 13.06. Executer in Counterparts. This Agmement maybe simultaneously executed in several counterparts,each of which shall bean original and all of which shall constitute but
one and the same instrument
Section 13.07. Usury. The parties hereto agree that the charges in this Agreement shall not be a violation of usury or other law Any such excess charge shall be applied in such order as to
conform this Agreement to such applicable law
Section 13 09. Jury Trial Waiver. TO THE EXTENT PERMITTED BY LAW,LESSEE AGREES TO WAIVE ITS RIGHT TO A TRIAL BY JURY,
Section 13.09. Facsimile Documentation. Lessee agrees that a facsimile copy of this Agreement with facsimile signatures may be treated as an original and will be admissible as evidence of
this Agreement
Section 13.10. Captions. The captions or headings in this Agreement am for convenience only and in no way define,limit or describe tie scope or intent ofany provisions or sections of this
Agreement
Section 13.11.Applicable Law This Agreement shall be govemod by and cons rued tit accordance with tie laws of the State.
Rev 042006 -(►
AMENDMENT TO EQUIPMENT LEASE PURCHASE AGREEMENT
This Amendment to that certain Equipment Lease Purchase Agreement(together with all Exhibits and this Amendment,the"Agreement")dated
as of June 28, 2008, between De Lage Landen Public Finance LLC (together with Its successors and assigns, "Lessor"), and City of Kent
(together with Its successors and assigns,"Lessee"),is incorporated in and is hereby made a part of the Agreement.
Lessor and Lessee hereby agree that capitalized terms used herein and not otherwise defined herein shall have the terms assigned to such
terms in the Agreement and that the following changes and additions are hereby made to the Agreement
1. Section 101 of the Agreement is amended adding the following:
10.01 (c)the Lessee may exercise the option to purchase the Equipment for$l 00 following the payment by Lessee of all Rental Payments authorized or
required to be paid by Lessee hereunder during the Maximum Lease Term per E-AflbA L)y
2. The first(1st)sentence of Section 7 05 is hereby deleted,and the following sentence Is Inserted in lieu thereof:
To the extent permitted by law, limited to Lessee negligence,Lessee shall indemnify,protect and hold harmless Lessor from and against any and all
liability, obligations, losses, claims and damages whatsoever, regardless of cause thereof, and expenses in connection therewith(including,without
Iimitation,counsel fees and expenses and any federal income tax and interest and penalties connected therewith imposed on interest received)arising out
of or as the result of(a)the entering into this Agreement,(b)the ownership of any item of the Equipment,(e)the manufacturing,ordering,acquisition,
use,operation,condition,purchase,delivery,rejection,storage or return of any item of the Equipment,(d)any accident in connection with the operation,
use, condition,possession,storage or return of any item of the Equipment resulting in damage to property or injury or death to any person or(e)the
breach of any covenant herein or any matenal misrepresentation contained herein
Except as specifically set forth in this Amendment,all terms and conditions contained in the Agreement remain in full force and effect and are
hereby ratified and confirmed.
LESSOR:DE LAGE LANDEN PUBLIC FINANCE LLC LESSEE-CITY OF
BY: BY.X
AUTHORIZED SIGNATURE A RIZED SIGNATURE
BY: BY: /Z--
PRINTED NAME AND TITLE PRINTED NAME AND TITLE
ADDRESS- ADDRESS: ,"x' //CI �� ��• �'
Wi4
DATE: DATE: 7/ Z/ O S
ATTACHMENT 1 TO EQUIPMENT LEASE PURCHASE AGREEMENT
LEASE PAYMENT SCHEDULE
Lessor: De Lage Landen Public Finance LLC
Lessee: City of Kent
Lease Number: PUB 7312
Purchase
# Date Payment Interest Principal Balance Price
06/28/2008 $1,824.00
1 07/28/2008 $35.70 $7.02 $28.68 $1,795,32 $1,849.18
2 08/28/2008 $35,70 $6.91 $28.79 $1,766.53 $1,819.53
3 09/28/2008 $3570 $6 80 $28 90 $1,737.63 $1,789.76
4 10128/2008 $35.70 $6.69 $29.01 $1,708.62 $1,759.88
5 11/28/2008 $35.70 $6.58 $29.12 $1,679.50 $1,729.89
6 12128/2008 $35.70 $6.47 $29.23 $1,650.27 $1,699.78
7 01/28/2009 $35.70 $6,35 $29.35 $1,620 92 $1,669 55
8 02/28/2009 $3570 $6.24 $29.46 $1,591.46 $1,639.20
9 03/28/2009 $35.70 $6.13 $29.57 $1,561.89 $1,608.75
10 04/28/2009 $35.70 $6.01 $29.69 $1,532.20 $1,578.17
11 05/28/2009 $3570 $5 90 $29.80 $1,502 40 $1,547.47
12 06/28/2009 $35.70 $5.78 $29.92 $1,472.48 $1,516.65
13 07/28/2009 $3570 $5.67 $30.03 $1,442.45 $1,485.72
14 08/2812009 $3570 $5.55 $30 15 $1,412.30 $1,454.67
15 09/2812009 $3570 $5.44 $30.26 $1,382.04 $1,423.50
16 10/2812009 $3570 $5.32 $30.38 $1,351.66 $1,392.21
17 11/28/2009 $35 70 $5.20 $30.50 $1,321.16 $1,360.79
18 12/28/2009 $35 70 $5.09 $30.61 $1,290.55 $1,329.27
19 01/28/2010 $35.70 $4.97 $30.73 $1,259.82 $1,297.61
20 02/28/2010 $3570 $4.85 $30.85 $1,228.97 $1,265.84
21 03/28/2010 $35.70 $4.73 $30.97 $1,198.00 $1,233.94
22 04/28/2010 $35.70 $4 61 $31.09 $1,166.91 $1,201.92
23 05/28/2010 $35.70 $4.49 $31.21 $1,135.70 $1,169.77
24 06/28/2010 $35.70 $4.37 $31.33 $1,104.37 $1,137.50
25 07/28/2010 $35.70 $4.25 $3145 $1,072.92 $1,105.11
26 08/28/2010 $35.70 $4.13 $31 57 $1,041.35 $1,072.59
27 09/28/2010 $3570 $4.01 $31.69 $1,009.66 $1,039.95
28 10/28/2010 $3570 $3.89 $31.81 $977.85 $1,007.19
29 11/28/2010 $3570 $3.76 $31,94 $945.91 $974.29
30 12/28/2010 $3570 $3.64 $32.06 $913.85 $941 27
31 01/28/2011 $3570 $3.52 $32.18 $881.67 $908.12
32 02/28/2011 $35.70 $3.39 $32.31 $849 36 $874 84
33 03/28/2011 $35.70 $3.27 $32 43 $816.93 $841.44
34 04/2812011 $35.70 $3.15 $32.55 $784.38 $807.91
35 05/28/2011 $3570 $3.02 $32.68 $751.70 $774.25
36 06/28/2011 $3570 $2.89 $32.81 $718.89 $740,46
37 07/28/2011 $3570 $2.77 $32 93 $685.96 $706.54
38 08/28/2011 $3570 $2.64 $33.06 $652.90 $672 49
39 09/28/2011 $3570 $2.51 $33.19 $619.71 $638.30
40 10/28/2011 $35.70 $2.39 $33.31 $586.40 $603.99
41 11/28/2011 $35.70 $2.26 $33.44 $552.96 $569.55
42 12/28/2011 $35.70 $2.13 $33.57 $519.39 $534,97
43 01/28/2012 $35.70 $2.00 $33.70 $485.69 $500.26
44 02/28/2012 $3570 $1.87 $33.83 $451.86 $465.42
45 03/28/2012 $35.70 $1.74 $33.96 $417.90 $430.44
46 04/28/2012 $35.70 $161 $34.09 $383.81 $395.32
47 05/28/2012 $3570 $1.48 $34.22 $349.59 $360.08
48 06128/2012 $35 70 $1.35 $34.35 $315.24 $324.70
49 07/28/2012 $35 70 $1.21 $34.49 $280.75 $289.17
50 08/28/2012 $35 70 $1.08 $34.62 $246 13 $253.51
51 09/28/2012 $35.70 $0.95 $34.75 $211.38 $217.72
52 10/28/2012 $35.70 $0.81 $34.89 $176.49 $181.78
53 11/28/2012 $35.70 $0.68 $35.02 $141.47 $145.71
54 - 12/28/2012 $35,70 $0.54 $35.16 $106.31 $109.50
55 01/28/2013 $35.70 $0.41 $35.29 $71.02 $73.15
56 02/28/2013 $35.70 $0.27 $35.43 $35 59 $36.66
57 03/28/2013 $35.70 $0.11 $35.59 $0.00 $0.00
Grand Totals $2,034.90 $210.90 $1,824.00
Signor:
C I!-
Title. Gk-
Fom,8038-GC Information Return for Small Tax-Exempt
(Rev Novambar200m) Governmental Bond Issues,Leases and Installment Sales OMB No 1545-0720
oeWnmoel of Ow i�awry >Under Internal Revenue Code Section 149(e)
l wreel Revenue surlee Caution:l7 the reeve pace Is under$100,Wo,Use Form 6038-G
Reporting Authority Check Box if Amended Return> ❑
1 Issuor's Name 2 Issuer's erapt oyer ldent5katlon number
Cityof Kent 91.6001254
2 Numberand street(or P O box it mag is not delivered to street address) Room/Suxe
220 4th Ave.South
4 City,lowrr,or post office,stale arM LP code 5 Report rxanber
Kent WA 98032
6 Name and life of officer or legal mpresenteWe Whom the IRS may call for more informstlon 7 Telephone number of officer or legal repres"aWs
Description of Obligations Check it Reporting:a single issue ;ff or on a consolidated basis ❑
8 a Issue price of obligations(s)(see Instructions) .. .... . .......... ....................... ..................... 8a $1,824 00
b Issue date(single Issue)or calendar year(consolidated)(see Instructions) >
9 Amount of the reported obligation(s)on line 8a
aUsed to refund prior Issue(s) .. ..... .... ..... . ..................... ...................... 9a
b Representing a loan from the proceeds of another tax-exempt obligation(e g.,bond bank)......................... .... .......... 9b
10 If the issuer has designated any issue under section 265(b)(3)(B)(i)(Itl)(small issuer exception),check box .... ... ........... . .. ..... ..........➢ ❑
11 If any obligation Is in the form of a lease or Installment sale,check this box .. ......... . .... ......... .. .. ............D V
12 If the Issuer has elected to pay a penalty In lieu of arbitrage rebate,check this box. ....... . ...................... ...... . .... .... . .... ..➢ ❑
Under the parishes of perjury,l declare that I have examined this return and accompanying schedules and statements,and to the best of my knowledge and belief,they
are true,correct,and complete
Sign
Here ➢ D
Signature of Issuer's authorized representative Date Type or print name and We
020M AV 110%RMened.P4Med In ale Us A eaPF OOM atle
TAX DESIGNATIONS AND COVENANTS
The covenants and designations hereinafter set forth are intended to be, and hereby are, incorporated into
the ment Lease Purchase Agreement,dated June 28,2008(the"Agreement"),between De Lage Landen Public
Finance C ("Lessor") and City of Kent ("Lessee"), and except as otherwise defined herein, all terms defined
the Agree nt shall have the same meaning herein as in the Agreement. The Commencement Date o e
Agreement i will be in the calendar year 2008(the"Issuance Year").
2. Bank ificatiom fLessee initial here if this provision is applicable:_J
(Lessee initial here if this provision is NOT applicable:_f
(a) Lessee hereb esignates the Agreement as a "qualified tax-exempt obligation" as ed in Section
265(b)(3)(B) of the C The aggregate face amount of all tax-exempt obligations (exclu g private activity
bonds other than qualified i(c)(3) bonds) issued or to be issued by Lessee and all subo ate entities thereof
during the Issuance Year is n easonabiy expected to exceed$10,000,000.
(b) Lessee hereby coven an hat Lessee and all subordinate entities thereo not issue in excess of
$10,000,000 of qualified tax-exemp liganons(including the Agreement but excl g private activity bonds other
than qualified 501(c)(3)bonds) durin a Issuance Year without first obtaining pinion of nationally recognized
counsel in the area of tax-exempt muni 1 obligations acceptable to Lessor the designation of the Agreement
as a"qualified tax-exempt obligation" t be adversely affected.
3. Small Issue Arbitrage Rebate Excep
[Lessee initial Isere if this provision is licabk. _J
[Lessee initial here if this provision is N applicable: J
(a) Lessee represents and warrants that it is a g mmen t under the laws of the State with general taxing
powers; the Agreement is not a private activity bond a efin in Section 141 of the Code,95%or more of the net
proceeds of the Agreement will be used for local gove I activities of Lessee; and the aggregate face amount
of all tax-exempt obligations (other than private activit ds) issued by the Lessee and all subordmate entities
thereof during the Issuance Year is not reasonably expe d to ceed$5,000,000
(b) Lessee hereby covenants that Lessee a all subord' a entities thereof will not issue in excess of
$5,000,000 of tax-exempt bonds(including the Bement but excl ing private activity bonds)during the Issuance
Year without first obtaining an opinion of onally recognized unsel in the area of tax-exempt municipal
obligations acceptable to Lessor that the e dabihty of the mtere on the Agreement from gross income for
federal tax purposes will not be adversely cted.
Dated:
CITY OF K E
LESSEE
[SEAL]
By:
ATTEST: Title: TA
Title
CERTIFICATE OF CLERK OR SECRETARY OF LESSEE
/tethea2regoing
dersigned, do hereby certify that(i) the foregoing Tax Designations and Coven were adopted
andaction of the governing body of Lessee at a meeting duly called, regularly conven attended
thro requisite majority of the members thereof, (n) the officer of Lessee who executed oregoing
Taxand Covenants on behalf of Lessee and whose genuine signature appears thereon a duly
quag officer of Lessee as stated beneath his or her signature,and(iii)said officer has been a ed
toe Tax Designations and Covenants on behalf of Lessee.
Dated: Title;
REQUEST FOR MAYOR'S SIGNATURE
KENT Please Fill in All Applicable Boxes
WASHINGTON
Routing Information (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT)
Originator t��t j��,;1, �f Phone (Originator). .76
Date Sent: &A 7 5, " Date Required 7
Return Signed Document to CONTRACT TERMINATION DATE:5 QG/ 3
VENDOR NAME: �� c o(, / t7[ L �,,� %ya DATE OF COUNCIL APPROVAL:
S N
Brief Explanation of Document:
� DC,C �,�tsv'T -�Fip �70 ff ve✓r'T' 7,tau c
P. O, G r3N ) r• i /� X f t i!c �Gi7r-f� �C 2 �/�
!_XtSir i,,v u'i- rC t.�'c` � K� /✓ui,,/c� P i�
i C' i� 5 �^'(J C Cr✓ 7 T/U�1 S�_ OF j H I-5
—C CXi�r,t� A,— 7't/e' S r" ,4S 774C- LE-r�S�
All Contracts Must Be Routed Through the Law Department
(This Area to be Completed By the Law Department)
Received: R E CDV E C
Approval of Law Dept.- JUN 2 ; %008
Law Dept. Comments: KENT LAW D
�
Date Forwarded to Mayor: ������ X�,
Shaded Areas to Be Completed by Administration Staff
Received:
Recommendations & Comments:
Disposition:
Date Returned:
Ia�e5fi7D • 3i05