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HomeMy WebLinkAboutCity Council Committees - Parks and Human Services Committee - 01/06/2022 (2) Unless otherwise noted, the Parks and Human Services Committee meets at 4 p.m. on the first Thursday of each month in the Kent City Hall, Council Chambers, 220 Fourth Avenue South, Kent, WA 98032. For additional information please contact Ron Lashley at 253 -856-5101, or email RLashley@kentwa.gov. Any person requiring a disability accommodation should contact the City Clerk’s Office at 253-856-5725 in advance. For TDD relay service call Washington Telecommunications Relay Service at 7-1-1. Parks and Human Services Committee Thursday, January 6, 2022 4:00 PM Chambers Masks are required regardless of vaccination status. To listen to this meeting, call 1-888-475-4499 or 1-877-853-5257 and enter Meeting ID 838 1479 4289, Passcode 929221 Chair Zandria Michaud Councilmember Satwinder Kaur Councilmember Toni Troutner ************************************************************** Item Description Action Speaker Time 1. Call to Order Chair 01 MIN. 2. Roll Call Chair 01 MIN. 3. Agenda Approval Chair 01 MIN. 4. Approval of Minutes YES Chair 01 MIN. 1. Approval of October 7, 2021 Minutes YES Chair 05 MIN. 5. Business A. Lunar Lander / Mission Control Contract for Kherson Park - Authorize YES Terry Jungman 05 MIN. B. Riverbend Golf Complex – Golf Cart Use Agreement and Financing Lease Agreements - Authorize YES Pete Petersen 10 MIN. C. Facilities Recap and Work Plan - Info NO Will Moore 20 MIN. Parks and Human Services Committee CC Parks Regular Meeting January 6, 2022 D. Directors Report - Info NO Julie Parascondola 10 MIN. 6. Adjournment Chair 01 MIN. Page 1 of 2 Pending Approval Parks and Human Services Committee CC Parks Regular Meeting Minutes October 7, 2021 Date: October 7, 2021 Time: 4:00 p.m. Place: Chambers Attending: Zandria Michaud, Chair Satwinder Kaur, Councilmember Toni Troutner, Councilmember Agenda: 1. Call to Order 4:00 p.m. 2. Roll Call Attendee Name Title Status Arrived Zandria Michaud Chair Present Satwinder Kaur Councilmember Present Toni Troutner Councilmember Present 3. Agenda Approval 4. Business A. 2868 : Approval of the 2022 SKHHP Work Plan - Accept This was a unanimous vote. MOTION: I move to approve the 2022 South King Housing and Homelessness Partners Work Plan as adopted by the SKHHP Executive Board on July 23, 2021. RESULT: MOTION PASSES [UNANIMOUS] Next: 10/19/2021 7:00 PM MOVER: Toni Troutner, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Michaud, Kaur, Troutner B. 2869 : Approval of the 2022 SKHHP Budget - Accept This was a unanimous vote. MOTION: I move to approve the 2022 South King Housing and Homelessness Partners Budget as adopted by the SKHHP Executive Board on July 23, 2021. 4.1 Packet Pg. 3 Minutes Acceptance: Minutes of Oct 7, 2021 4:00 PM (Approval of Minutes) Parks and Human Services Committee CC Parks Regular Meeting Minutes October 7, 2021 Kent, Washington Page 2 of 2 RESULT: MOTION PASSES [UNANIMOUS] Next: 10/19/2021 7:00 PM MOVER: Satwinder Kaur, Councilmember SECONDER: Toni Troutner, Councilmember AYES: Michaud, Kaur, Troutner C. 2870 : Kent Arts Commission Appointments - Info D. Kent Police Detectives Tenant Improvement Project Bid - Award MOTION: I move to award the Kent Police Detectives Tenant Improvement Project to Christensen Inc., General Contractor in an amount not to exceed $134,211.90 and authorize the Mayor to sign all necessary documents, subject to final terms and conditions acceptable to the Parks Director and City Attorney. RESULT: MOTION PASSES [UNANIMOUS] Next: 10/19/2021 7:00 PM MOVER: Toni Troutner, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Michaud, Kaur, Troutner 5. Adjournment p.m. Ronald Lashley Committee Secretary 4.1 Packet Pg. 4 Minutes Acceptance: Minutes of Oct 7, 2021 4:00 PM (Approval of Minutes) PARKS AND HUMAN SERVICES COMMITTEE Julie Parascondola, CPRE Parks Director 220 Fourth Avenue South Kent, WA 98032 253-856-5100 DATE: January 6, 2022 TO: Parks and Human Services Committee SUBJECT: Lunar Lander / Mission Control Contract for Kherson Park - Authorize MOTION: I move to authorize the mayor to sign a Goods & Services Agreement with Northwest Playground Equipment, in the amount of $300,947.34, for interactive replicas of a Lunar Lander module and Mission Control console, to be installed during the Kherson Park Renovation project, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: The purchase of these interactive replicas of NASA Apollo program components is part of a coordinated effort between Parks, Recreation and Community Services (PRCS) and Economic and Community Development (ECD) to promote and celebrate the City's legacy of aero and outer space innovation by memorializing Kent's role in aerospace history. These replicas will be part of the Kherson Park Renovation project, located at 307 West Gowe Street, in the heart of downtown Kent. Interactive replicas of a life-sized Astronaut and Lunar Roving Vehicle (LRV) were purchased by the City in 2017 and 2019 respectively, for this project. The final design phase of Kherson Park Renovation is currently underway, with construction projected to begin June 2022. Like the Astronaut and LRV, the Lunar Lander and Mission Control replicas are being purchased from Northwest Playground Equipment, Inc. as a local representative of Cre8play. Cre8Play is a custom park and play environment fabricator who specializes in innovative and unique concepts for play elements. Because of the custom nature of this work, PRCS recommends that Cre8Play be the selected vendor to build the Lunar Lander and Mission Control replicas, which the City will purchase through Northwest Playground Equipment. For these reasons, the Mayor authorized PRCS to negotiate directly with Northwest Playground Equipment, Inc. and waived the need for advertised bids under KCC 3. 70.110.A.3. BUDGET IMPACT: Revenue and/or Expense impact to the Downtown Placemaking - Lunar Rover budget SUPPORTS STRATEGIC PLAN GOAL: 5.A Packet Pg. 5 Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. ATTACHMENTS: 1. Goods & Services Agreement (PDF) 2. Procurement Waiver Memo (PDF) 5.A Packet Pg. 6 GOODS & SERVICES AGREEMENT - 1 (Over $20,000, including WSST) GOODS & SERVICES AGREEMENT between the City of Kent and Northwest Playground Equipment Inc. THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Northwest Playground Equipment Inc. organized under the laws of the State of Washington, located and doing business at 345 NW Dogwood Street/PO Box 2410, Issaquah, WA 98027 (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. The Vendor shall provide the following goods and materials and/or perform the following services for the City: As described iin attached Exhibit A, incorporated herein, provide and deliver Lunar Lander and Mission Control interactive play elements, to be installed during the Kherson Park Renovation project. The Vendor acknowledges and understands that it is not the City’s exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. II. TIME OF COMPLETION. Upon the effective date of this Agreement, the Vendor shall complete the work and provide all goods, materials, and services by 07/31/2022. III. COMPENSATION. The City shall pay the Vendor an amount not to exceed $300,947.34, including applicable Washington State Sales Tax, for the goods, materials, and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: Vendor will invoice the City upon the occurrence of the following events, and the City agrees to pay such invoices within 30 days of its receipt and acceptance: • Upon full execution of the Agreement and upon the City's placement of its order - $135,426.30 • Upon Vendor's shipment of the product - $81,255.78 • Upon the City's receipt and acceptance of the deliver and conforming product - $84,265.26 Final payment is contingent upon full inspection and acceptance of delivered product by the City as conforming to specifications. Acceptance of delivery does not constitute full acceptance of product. 5.A.a Packet Pg. 7 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) GOODS & SERVICES AGREEMENT - 2 (Over $20,000, including WSST) Card Payment Program. The Vendor may elect to participate in automated credit card payments provided for by the City and its financial institution. This Program is provided as an alternative to payment by check and is available for the convenience of the Vendor. If the Vendor voluntarily participates in this Program, the Vendor will be solely responsible for any fees imposed by financial institutions or credit card companies. The Vendor shall not charge those fees back to the City. If the City objects to all or any portion of an invoice, it shall notify the Vendor and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from the Vendor for any defective or unauthorized goods, materials or services. If the Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and the Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Vendor. B. Final Payment: Waiver of Claims. VENDOR’S ACCEPTANCE OF FINAL PAYMENT SHALL CONSTITUTE A WAIVER OF CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY VENDOR AS UNSETTLED AT THE TIME REQUEST FOR FINAL PAYMENT IS MADE. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Vendor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Vendor maintains and pays for its own place of business from which the Vendor’s services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained the Vendor’s services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by the Vendor’s business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Vendor maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. 5.A.a Packet Pg. 8 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) GOODS & SERVICES AGREEMENT - 3 (Over $20,000, including WSST) VI. CHANGES. The City may issue a written amendment for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that an amendment is necessary, the Vendor must submit a written amendment request to the person listed in the notice provision section of this Agreement, Section XV(D), within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the amended work upon receiving either a written amendment from the City or an oral order from the City before actually receiving the written amendment. If the Vendor fails to require an amendment within the time allowed, the Vendor waives its right to make any claim or submit subsequent amendment requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment, the Vendor must complete the amended work; however, the Vendor may elect to protest the adjustment as provided in subsections A through E of Section VIII, Claims, below. The Vendor accepts all requirements of an amendment by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. An amendment that is accepted by the Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. VII. FORCE MAJEURE. Neither party shall be liable to the other for breach due to delay or failure in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, or other natural disaster or acts of government (“force majeure event”). Performance that is prevented or delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent to the other that at the time of signing this Agreement, they are able to perform as required and their performance will not be prevented, hindered, or delayed by the current COVID-19 pandemic, any existing state or national declarations of emergency, or any current social distancing restrictions or personal protective equipment requirements that may be required under federal, state, or local law in response to the current pandemic. If any future performance is prevented or delayed by a force majeure event, the party whose performance is prevented or delayed shall promptly notify the other party of the existence and nature of the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be effective only to the extent and duration of the force majeure event causing the prevention or delay in performance and, provided, that the party prevented or delayed has not caused such event to occur and continues to use diligent, good faith efforts to avoid the effects of such event and to perform the obligation. Notwithstanding other provisions of this section, the Vendor shall not be entitled to, and the City shall not be liable for, the payment of any part of the contract price during a force majeure event, or any costs, losses, expenses, damages, or delay costs incurred by the Vendor due to a force majeure event. Performance that is more costly due to a force majeure event is not included within the scope of this Force Majeure provision. If a force majeure event occurs, the City may direct the Vendor to restart any work or performance that may have ceased, to change the work, or to take other action to secure the work or the project site during the force majeure event. The cost to restart, change, or secure the work or project site arising from a direction by the City under this clause will be dealt with as a change order, except to the extent that the loss or damage has been caused or exacerbated by the failure of the Vendor to fulfill its obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be borne by the Vendor. VIII. CLAIMS. If the Vendor disagrees with anything required by an amendment, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor may file a claim as provided in this section. The Vendor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events giving rise to the claims, or within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts 5.A.a Packet Pg. 9 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) GOODS & SERVICES AGREEMENT - 4 (Over $20,000, including WSST) or events giving rise to the claim, whichever occurs first . Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Vendor's written claim shall include the information set forth in subsections A, items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: 1. The date of the Vendor's claim; 2. The nature and circumstances that caused the claim; 3. The provisions in this Agreement that support the claim; 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and 5. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. B. Records. The Vendor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. C. Vendor's Duty to Complete Protested Work. In spite of any claim, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). IX. LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR’S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. X. WARRANTY. The Vendor warrants that it will faithfully and satisfactorily perform all work provided under this Agreement in accordance with the provisions of this Agreement. In addition to any other warranty provided for at law or herein, this Agreement is additionally subject to all warranty provisions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. The Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and the Vendor’s representations to City. The Vendor shall promptly correct all defects in workmanship and materials: (1) when the Vendor knows or should have known of the defect, or (2) upon the Vendor’s receipt of notification from the City of the existence or 5.A.a Packet Pg. 10 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) GOODS & SERVICES AGREEMENT - 5 (Over $20,000, including WSST) discovery of the defect. In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable. When defects are corrected, the warranty for that portion of the work shall extend for an additional year beyond the original warranty period applicable to the overall work. The Vendor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. XI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. The Vendor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. XII. INDEMNIFICATION. The Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of the Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event the Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor’s part, then the Vendor shall pay all the City’s costs for defense, including all reasonable expert witness fees and reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful refusal on the Vendor’s part. The provisions of this section shall survive the expiration or termination of this Agreement. XIII. INSURANCE. The Vendor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. XIV. WORK PERFORMED AT VENDOR'S RISK. The Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at the Vendor's own risk, and the Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XV. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this 5.A.a Packet Pg. 11 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) GOODS & SERVICES AGREEMENT - 6 (Over $20,000, including WSST) Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties’ performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section XII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and the Vendor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Vendor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to the Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Vendor acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Vendor in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Vendor agrees to cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act. J. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page 5.A.a Packet Pg. 12 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) GOODS & SERVICES AGREEMENT - 7 (Over $20,000, including WSST) to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. VENDOR: By: Print Name: Its DATE: CITY OF KENT: By: Print Name: Dana Ralph Its Mayor DATE: NOTICES TO BE SENT TO: VENDOR: Chris McGarvey Northwest Playground Equipment PO Box 2410 Issaquah, WA 98027 425-313-9161 (telephone) chris@nwplayground.com (email) NOTICES TO BE SENT TO: CITY OF KENT: Terry Jungman City of Kent 220 Fourth Avenue South Kent, WA 98032 (253) 856-5112 (telephone) tjungman@kentwa.gov (email) APPROVED AS TO FORM: Kent Law Department ATTEST: Kent City Clerk P:\Planning\Kherson Park\Redevelopment 2019-20\Replica Lander and Mission Control\NW Playground-Lander & Mission Control Mfr-CONTRACT 5.A.a Packet Pg. 13 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) EEO COMPLIANCE DOCUMENTS - 1 of 3 DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City’s equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City’s sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. By: __________________________________________ For: _________________________________________ Title: ________________________________________ Date: ________________________________________ 5.A.a Packet Pg. 14 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) EEO COMPLIANCE DOCUMENTS - 2 of 3 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City’s nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City’s equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. 5.A.a Packet Pg. 15 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) EEO COMPLIANCE DOCUMENTS - 3 of 3 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: __________________________________________ For: _________________________________________ Title: ________________________________________ Date: ________________________________________ 5.A.a Packet Pg. 16 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) To:Quote #11/23/21-MCG-1 Re:Date:11/23/2021 Contact Name:Terry Jungman Phone: Email:TJungman@KentWA.gov Fax: Item #Qty Price Total Price CUST 1 90,800.00$ CUST 1 221,200.00$ Equipment Subtotal 312,000.00$ Northwest Playground Equipment Discount: NPEI 8.00%(24,960.00)$ 11,300.00$ Equipment Total (less tax)298,340.00$ -$ -$ LESS Original Design Contract: (25,000.00)$ Bond or CC Convenience Fee:Performance Bond (If Required):3.0%-$ Location Code:Resale Certificate Required for Tax Exemption:Tax:10.1%27,607.34$ ORDER TOTAL:300,947.34$ Title Customer Signature Date CERTIFIED INSTALLATION Northwest Playground Equipment, Inc. PO Box 2410, Issaquah, WA 98027-0109 Phone (425) 313-9161 FAX (425) 313-9194 Email: sales@nwplayground.com 253-856-6050 EQUIPMENT Description Cre8Play QUOTE City of Kent Kherson Park 253-856-5112 Thank you for considering Northwest Playground Equipment, Inc. for your Park, Playground, Shelter and Sports Equipment requirements. Mission Control Lunar Lander Cre8Play All quotes are subject to material and fuel surcharges. Acceptance of Proposal: Installation is NOT provided but AVAILABLE Upon Request Installation Total: (Please be sure you have read, signed, initialed and understand the Terms and Conditions on Page 2 of this Quote) The items, prices and conditions listed herein are satisfactory and are hereby accepted. Freight: This quote is only valid for 30 days. PAGE 1 of 2 Revised 5.11.21 EXHIBIT A5.A.a Packet Pg. 17 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) EXHIBIT B TNSURANCE REQUTREMENTS FOR SERVICE CONTRACTS Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Commercial General Liabilitv insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The City shall be named as an insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 2. Automobile Liability insurance covering all owned, non- owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 3. Workers'Compensation coverage as required by the Industrial Insurance laws of the State of Washington, B. Minimum Amounts of Insurance Contractor shall maintain the following insurance limits: 1. Commercial General Liability lnsurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000general aggregate and a $2,000,000 products-completed operations aggregate limit. 2. Automobile Liabilitv insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 5.A.a Packet Pg. 18 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) 1 EXHIBIT B (Continued) C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: The Contractor's insurance coverage shall be primary insurance as respect the City, Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. 2. The Contractor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the contractor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance, The City reserves the right to receive a ceftified copy of all required insurance policies. The Contractor's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VIL E. Verification of Coverage Contractor shall furnish the City with original ceftificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. F. Subcontractors Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor. 5.A.a Packet Pg. 19 Attachment: Goods & Services Agreement (2982 : Lunar Lander / Mission Control Contract for Kherson Park) CITY OF KENT PARKS, RECREATION & COMMUNITY SERVICES Julie Parascondola, Director 220 4th Avenue South Kent, WA 98032 Fax: 253-856-6050 PHONE: 253-856-5100 Memo To: Dana Ralph, Mayor From: Julie Parascondola, Director CC: Brian Levenhagen, Deputy Director Date: December 13, 2021 Re: Request for Waiver of Bidding Requirements Pursuant to KCC 3.7.110 for Purchase of the Lunar Lander and Mission Control Play Elements The City’s Parks, Recreation, and Community Services (PRCS) Departments requests an exception to the competitive bidding requirements under KCC 3.7.110 (A)(3) to purchase the Lunar Lander and Mission Control Play Elements from Northwest Playground Equipment, Inc. as a local representative of Cre8Play. The cost to design and build the Lunar Lander and Mission Control Play Elements is estimated to be $300,947.34 which would typically require that the City advertise bids under KCC 3.70.08(D). The purchase of these interactive play elements, based on the NASA Apollo program, is part of an ongoing coordinated effort between Parks, Recreation and Community Services (PRCS) and Economic and Community Development (ECD) to promote and celebrate the City's legacy of aero and outer space innovation by memorializing Kent's role in aerospace history. These components will be part of the Kherson Park Renovation project, located at 307 West Gowe Street, in the heart of downtown Kent. A life-size Astronaut and Lunar Roving Vehicle (LRV) replica were purchased by the City in 2017 and 2019 respectively for this project. The final design phase of Kherson Park Renovation is currently underway, with construction projected to begin June 2022. The Lunar Lander and Mission Control replicas are being purchased from Northwest Playground Equipment, Inc. as a local representative of Cre8play. Cre8Play is a custom park and play environment fabricator who specializes in innovative and unique concepts for play elements. Their creativity and fabrication methods make them the only playground manufacturer capable of implementing the space-themed concepts proposed for Kherson Park. PRCS contracted with Cre8Play for the fabrication of the LRV and Astronaut structures and found them to be more than capable of taking ideas from concept to implementation. Because of the custom nature of this work, and to be certain the pieces are consistent and match, PRCS recommends that Cre8Play be the selected vendor to build the Lunar Lander and Mission Control replicas. KCC 3.70.110(A) allows the Mayor to waive the bidding requirements for the purchase of goods, materials, equipment, or services that are not part of a public work upon a finding that the bidding requirements would otherwise not be practicable or in the City’s best interests under the circumstances. 5.A.b Packet Pg. 20 Attachment: Procurement Waiver Memo (2982 : Lunar Lander / Mission Control Contract for Kherson Park)  Page 2 For the reasons stated above, I do not believe it is practicable to bid the purchase of the Lunar Lander and Mission Control Replicas and that it is in the City’s best interest to directly negotiate a goods and services agreement with Northwest Playground Equipment, Inc. and request that you authorize the waiver of the competitive bidding requirements by signing below. If you authorize staff to directly negotiate with Northwest Playground Equipment, the resulting contract will be brought before Council for approval prior to the contract’s execution by the City. Thank you for your consideration. APPROVED: ________________________________ __ ______________________________ Mayor Dana Ralph Date 5.A.b Packet Pg. 21 Attachment: Procurement Waiver Memo (2982 : Lunar Lander / Mission Control Contract for Kherson Park) PARKS AND HUMAN SERVICES COMMITTEE Julie Parascondola, CPRE Parks Director 220 Fourth Avenue South Kent, WA 98032 253-856-5100 DATE: January 6, 2022 TO: Parks and Human Services Committee SUBJECT: Riverbend Golf Complex – Golf Cart Use Agreement and Financing Lease Agreements - Authorize MOTION: I move to authorize the Mayor to sign all necessary documents to lease 72 golf carts and three maintenance carts from Pacific Golf and Turf, LLC through The Huntington National Bank for a 4-year term that will commence upon the date the equipment is received by the City and the bank remits payment to Pacific Golf and Turf, subject to final agreement terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: Every four years, the Riverbend Golf Complex enters into a new operating lease for golf carts and maintenance utility carts. Through a formal recruitment process, the Parks Department has selected Pacific Golf and Turf. The four year operating lease with Pacific Golf and Turf will include 36 electric golf carts, 36 gas-powered golf carts, and 3 utility golf carts. These carts are critical to the overall customer experience and playability at the course and allow Riverbend to keep its on-site maintenance costs low and public equipment in high-quality condition. The lease agreement is with Pacific Golf and Turf, LLC and their financing company, The Huntington National Bank, which includes four different documents for review and signature—a use agreement with Pacific Golf and Turf, the equipment vendor, and three lease agreements with the bank financing the lease, The Huntington National Bank. The total cost of the golf cart lease over the four year term is $333,277.29, with an annual cost of $83,319.32, which is budgeted in the Riverbend Golf Complex's 2022 adopted budget and subsequently into the 2023- 2025 budgets. These financial impacts are offset by golf cart revenue via fees charged to customers for cart rental. Note: Sales tax is not included in the three maintenance carts (the rental carts we are not required to pay sales tax on them since it's a resale item.) BUDGET IMPACT: Riverbend Golf Complex Enterprise Fund SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. 5.B Packet Pg. 22 Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. ATTACHMENTS: 1. Use Agreement (DOCX) 2. Exhibit A - Specifications (PDF) 3. Exhibit B - Warranties (PDF) 4. Exhibit C - Insurance (PDF) 5. Three Lease Agreements with The Huntington National Bank (PDF) 5.B Packet Pg. 23 GOLF CART USE AGREEMENT - 1 GOLF CART USE AGREEMENT between the City of Kent and Pacific Golf & Turf, LLC THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Pacific Golf & Turf, LLC organized under the laws of the State of Washington, located and doing business at 1818 Bickford Avenue, Snohomish, WA 98290 (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. The Vendor shall provide the following goods and materials and/or perform the following services for the City: Provide the City with the following equipment for the City’s use throughout the terms of concurrent financing lease agreements the City entered into with The Huntington National Bank and TCF National Bank (collectively, “the Banks”) contemporaneously with this Agreement between the City and Vendor: • Thirty-six (36) 2022 E-Z-GO RXV Elite lithium battery-powered golf carts, together with all attachments and accessories thereto; • Two (2) 2022 E-Z-GO RXV gas-powered marshal golf carts; • Thirty-six (36) 2022 E-Z-GO RXV gas-powered golf carts, together with all attachments and accessories thereto; • Two (2) 2022 Cushman Hauler 1200G EFI utility carts; and • One (1) 2022 Cushman Hauler 1200G EFI range picker cart. in accordance with the specifications attached a nd incorporated as Exhibit A. The Vendor acknowledges and understands that it is not the City’s exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. II. TIME OF COMPLETION. Upon the effective date of this Agreement, the Vendor shall deliver the equipment listed in Section I of this Agreement at a location and on a date and time mutually acceptable to the City and the Vendor. This Agreement shall remain in effect until the contemporaneous lease agreements with The Huntington National Bank and TCF National Bank (collectively, “the Banks”) terminate, the Vendor has picked up the equipment from the City’s facilities, and the Vendor has otherwise performed all other obligations under this Agreement, whichever event occurs last. Once the financing lease agreements with the Banks terminate, Vendor wi ll take back possession of the equipment identified in Section I. Vendor shall coordinate with the City the Vendor’s pick-up of the equipment at the City’s facilities on a date and at a time mutually agreeable to the City and Vendor. III. COMPENSATION. In exchange for the City’s use of the equipment described in Section I and Vendor’s performance in accordance with the terms of this Agreement, the Vendor shall receive 5.B.a Packet Pg. 24 Attachment: Use Agreement (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT - 2 $333,278, which shall be paid to Vendor by the Banks under separate terms negotiated by Vendor and the Banks. In turn, the City shall pay the Banks this amount in accordance with the terms and conditions of finance lease agreements the City has separately entered into with the Banks. Vendor shall remain responsible for paying any personal property tax or sales tax that may be due under Washington law. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Vendor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Vendor maintains and pays for its own place of business from which the Vendor’s services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained the Vendor’s services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by the Vendor’s business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Vendor maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. This Agreement may only be terminated in accordance with the terms of the contemporaneous financing lease agreements entered into between the City and the Banks. VI. FORCE MAJEURE. Neither party shall be liable to the other for breach due to delay or failure in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, or other natural disaster or acts of government (“force majeure event”). Performance that is prevented or delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent to the other that at the time of signing this Agreement, they are able to perform as required and their performance will not be prevented, hindered, or delayed by the current COVID -19 pandemic, any existing state or national declarations of emergency, or a ny current social distancing restrictions or personal protective equipment requirements that may be required under federal, state, or local law in response to the current pandemic. If any future performance is prevented or delayed by a force majeure event , the party whose performance is prevented or delayed shall promptly notify the other party of the existence and nature of the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be effective only to the extent and duration of the force majeure event causing the prevention or delay in performance and, provided, that the party prevented or delayed has not caused such event to occur and continues to use diligent, good faith efforts to avoid the effects of such e vent and to perform the obligation. Notwithstanding other provisions of this section, the Vendor shall not be entitled to, and the City shall not be liable for, the payment of any part of the contract price during a force majeure event, or any costs, losses, expenses, damages, or delay costs incurred by the Vendor due to a force majeure event. Performance that is more costly due to a force majeure event is not included within the scope of this Force Majeure provision. 5.B.a Packet Pg. 25 Attachment: Use Agreement (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT - 3 If a force majeure event occurs, th e City may direct the Vendor to restart any work or performance that may have ceased, to change the work, or to take other action to secure the work or the project site during the force majeure event. The cost to restart, change, or secure the work or proj ect site arising from a direction by the City under this clause will be dealt with as a change order, except to the extent that the loss or damage has been caused or exacerbated by the failure of the Vendor to fulfill its obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be borne by the Vendor. VII. LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR’S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. VIII. WARRANTY. The Vendor warrants that it will faithfully and satisfactorily perform all work provided under this Agreement in accordance with the provisions of this Agreement. Vendor shall take all actions necessary to ensure that the “Limited Warranty Terms and Conditions” for the equipment, attached and incorporated as Exhibit B, shall pass through to the City. Vendor is responsible for providing all parts and labor associated with equipment problems that arise that are covered under the warranties provided for by this section. The City, however, will be responsible for conducting routine maintenance and general upkeep of the equipment, which includes the costs associated with replacement parts and labor not covered under the specific warranty terms. In addition to any other warranty provided for at law or herein, this Agreement is additionally subject to all warranty provi sions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. The Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specification s and the Vendor’s representations to City. The Vendor shall promptly correct all defects in workmanship and materials: (1) when the Vendor knows or should have known of the defect, or (2) upon the Vendor’s receipt of notification from the City of the existence or discovery of the defect. In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable. IX. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, sexua l orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. The Vendor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. X. INDEMNIFICATION. The Vendor shall defend, indemnify and hold the City, and the Lessee under the applicable financing lease, their officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor's performance of this Agreement, excep t for that portion of the injuries and damages caused by the negligence of the City or Lessee. The City's inspection or acceptance of any of the Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event the Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having 5.B.a Packet Pg. 26 Attachment: Use Agreement (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT - 4 jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor’s part, then the Vendor shall pay all the City’s costs for defense, including all reasonable expert witness fees and reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful refusal on the Vendor’s part. The provisions of this section shall survive the expiration or termination of this Agreement. XI. INSURANCE. The Vendor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit C attached and incorporated by this reference. XII. WORK PERFORMED AT VENDOR'S RISK. The Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at the Vendor's own risk, and the Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIII. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties’ performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rul es and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section X of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless no tified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non -assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agre ement shall be binding unless in writing and signed by a duly authorized representative of the City and the Vendor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all p rior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby mad e a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. 5.B.a Packet Pg. 27 Attachment: Use Agreement (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT - 5 H. Compliance with Laws. The Vendor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to the Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Vendor acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Vendor in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Vendor agrees to cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act. J. City Business License Required . Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. VENDOR: PACIFIC GOLF & TURF, LLC By: Print Name: Its DATE: CITY: CITY OF KENT By: Print Name: Dana Ralph Its Mayor DATE: 5.B.a Packet Pg. 28 Attachment: Use Agreement (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT - 6 NOTICES TO BE SENT TO: VENDOR: Attn:______________________ Pacific Golf & Turf, LLC __________________________ __________________________ (___) ___-_____ (telephone) (___) ___-_____ (facsimile) NOTICES TO BE SENT TO: CITY OF KENT: Attn: ___________________ City of Kent Department of Parks, Recreation, and Community Services 220 Fourth Avenue South Kent, WA 98032 (253) 856-_____ (telephone) (253) 856-______ (facsimile) APPROVED AS TO FORM: Kent Law Department ATTEST: Kent City Clerk 5.B.a Packet Pg. 29 Attachment: Use Agreement (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT Exhibit C – Insurance Requirements DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City’s equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City’s sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. By: __________________________________________ For: _________________________________________ Title: ________________________________________ Date: ________________________________________ 5.B.a Packet Pg. 30 Attachment: Use Agreement (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT Exhibit C – Insurance Requirements CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City’s nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City’s equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. 5.B.a Packet Pg. 31 Attachment: Use Agreement (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT Exhibit C – Insurance Requirements CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: __________________________________________ For: _________________________________________ Title: ________________________________________ Date: ________________________________________ 5.B.a Packet Pg. 32 Attachment: Use Agreement (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT Exhibit A – Specifications EXHIBIT A SPECIFICATIONS 5.B.b Packet Pg. 33 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) Electric Golf Cart Soecifications Quantity: Power Source: Horsepower: Batteries: Water Fill System: Charger: Battery Meter: Color: Bumpers: Roof/Canopy: Windshield: Seat: Tire Size: Wheel Covers: Sweater Basket: Cup Holders: Ball and Tee Holders: Dash: Bag/Club Cover: Information Holder: Number Decals: 36 Electric fleet golf carts 48-volt electric motor 3.3 HP/2.4 kW (Minimum), prefer 4.4 HP/3.3kW Six (6) 8-volt deep cycle batteries, prefer Trojan batteries Warranty: Minimum 4Years/25,000 amp hours Factory easy fill watering system on all cafts Factory U.L. Listed and C.S.A. Certified 48-volt charger and charging cord (1 each Per caft) Factory battery meter, dash mounted (1 per cart) Factory color - Slate/Platinum/Moonstone (Prefer molded body color over paint) 5 mph impact resistant front and rear bumpers Black roof and canopy suPPorts Factory, two (2) piece folding windshield Factory - Color: Black 4-ply rated (minimum) Silver Factory wheel covers/hub cabs (4 per cart) Factory sweater basket Factory cup holders Factory ball and tee holders USB port(s) Factory rear bag/club cover - Color: Black Factory, front facing information holder (1 per caft) Factory number decals (2 Per cart) 5.B.b Packet Pg. 34 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) Gas Powered Golf Cart Specifications Quantity: Engine: Battery: Fuel Capacity: Color: Bumpers: Roof/Canopy: Windshield: Seat: Tire Size: Wheel Covers: Sweater Basket: Cup Holders: Ball and Tee Holders: Dash: BaglClub Cover: Information Holder: Number Decals: 36 Gas powered fleet golf cafts Gas - Electronic Fuel Injection, 4 cycle low emissions 12-volt maintenance free (Minimum 2'year Warranty) 5.2 gallons/20.0 L (Minimum) Factory color - Slate/Platinum/Moonstone (Prefer molded body color over paint) 5 mph impact resistant front and rear bumpers Factory roof/canopy and suppofts - Color: Black Factory, two (2) piece folding windshield Factory - Color: Black 4-ply rated (minimum) Silver Factory wheel covers/hub cabs (4 per caft) Factory sweater basket Factory cup holders Factory ball and tee holders USB port(s) Factory rear bag/club cover - Color: Black Factory, front facing information holder (1 per caft) Factory number decals (2 Per cart) 5.B.b Packet Pg. 35 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) Marshal Golf Cart Soecifications Quantity Engine: Battery: Fuel Capacity: Color: Bumpers: Roof/Canopy: Windshield: Seat: Tire Size: Wheel Covers: Sweater Basket: Cup Holders: Ball and Tee Holders: Dash: BaglClub Cover: Information Holder: Number Decals: 2 Gas powered marshal golf cafts Gas - Electronic Fuel Injection, 4 cycle low emissions 12-volt maintenance free (Minimum Z-year Warranty) 5.2 gallons/20.0 L (Minimum) Factory color - Flame Red/Sangria/Garnet (Prefer molded body color over paint) 5 mph impact resistant front and rear bumpers Factory roof/canopy and supports - Color: Black Factory, two (2) piece folding windshield Factory - Color: Black 4-ply rated (minimum) Silver Factory wheel covers/hub cabs (4 per cart) Factory sweater basket Factory cup holders Factory ball and tee holders USB port(s) Factory rear bag/club cover - Color: Black Factory, front facing information holder (1 per cart) Factory number decals (2 Per cart) 5.B.b Packet Pg. 36 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) Utilitv Vehicles Quantity: Power Source: Displacement: Horsepower: Cooling: Battery: Color: Bumpers: Roof/Canopy: Windshield: Fuel Capacity: Rear Cargo Bed: Bed Capacity: Tire Size: Headlights: Taillights: Cup Holders: Dash: Keys: Towing: Towing Capacity: Two (2) gas powered golf cart style utility vehicles/cafts Gas - Electronic Fuel Injected, 4 cycle low emissions 400 cc (Minimum) 13.5 HP (Minimum) Air cooled 12-volt maintenance free (Minimum 2'year warranty) Green (Prefer molded body color over paint) Front bumper with heavy duty brush guard, rear bumper equipped with 2" hitch receiver Factory rooflcanopy and suppofts - Color: Black Factory, two (2) piece folding windshield 5.2 gallons/20.0 L (Minimum) Factory 300 lbs. (Minimum) 20x8-10 turf tires, 6-ply rated (minimum) Factory front headlights Factory rear taillights Factory cup holders USB port(s) Factory keys (2 Per caft) Factory 2" rear tow hitch/receiver 500 lbs. rolling weight and 100 lbs. towing weight (Minimum) 5.B.b Packet Pg. 37 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) Drivino Ranoe Picker Utility Vehicle Quantity: Power Source: Displacement: Horsepower: Cooling: Battery: Color: Bumpers: Roof/Canopy: Doors: Windshield: Fuel Capacity: Rear Cargo Bed: Bed Capacity: Tire Size: Headlights: Taillights: Cup Holders: Dash: Towing: Towing Capacity: One (1) gas powered golf caft style utility vehicles/cafts Gas - Electronic Fuel Injected, 4 cycle low emissions 357 cc (Minimum) 11.5 HP (Minimum) Air cooled 12-volt maintenance free (Minimum 2-year warranty) Green (Prefer molded body color over paint) Front bumper with driving range picker bracket, rear bumper equipped with 2" hitch receiver Factory driving range protective enclosure Factory driving range protective enclosure Factory driving range protective enclosure 5.2 gallons/20.O L (Minimum) Factory 300 lbs. (Minimum) 20x8-10 turf tires, 6-ply rated (minimum) Factory front headlights Factory rear taillights Factory cup holders USB port(s) Factory 2" rear tow hitch/receiver 500 lbs. rolling weight and 100 lbs. towing weight (Minimum) 5.B.b Packet Pg. 38 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) ITACIFIC 6 A Textron ComPanY JoHw Deene coLF\GOLF&TURF Presented To: R,D. Pete Petesen, lr. Riverbend Golf ComPlex 2019 West Meeker Street Kent, WA 98032 Prepared Bv Rob Harbottle Sales Representative (2s3) s08-91s2 rharbottle@oacif icsolft urf.com Any changeto the occessory fist must be obtdined inwtiting dt teost 45 doys ptiot to ptoduction dote Locotion 35 Course Logo Center Front Cowl Locotion Numbet 72 Die Cut One Per Side 1TO35 *club is Responsible for logo ortwotk 45 doys priorto fleet delivery Accepted By:Date: Title: Pacific Golf & Turf Accepted By: Tirle: QTY MODEL vElilcrE cotoR sEArwPE/COIOR 36 RXV EtiTE LITHIUM Platinum Standard Factory Seat Black INCTUDED ACCESSORIES QTY ACCESSORV ACCESSORY DErAllS / COIOE 35 Black 36 Wheel Covers Platinum 36 standard Tire and Wheel S" Standard 4 Tire and Wheel 36 Windshield E-Z-GO Windshield 36 Holder 35 Pro Covers Black 35 Ports Standard lnstall 36 of Cha Meter standard lnstall L Tool 35 Factorv Freisht 35 Fleet lnstalation / Local Delivery SPECIAT CONSIDERATIONS Date: 5.B.b Packet Pg. 39 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) PACIFIC B A Textron ComPanY JONru DEERE GOLF\GOLF &TURF Presented To: R.D. Pete Petesen, Jr, Riverbend Golf Complex 2019 West Meeker Street Prepared Bv Rob Harbottle Sales Representative (2s3) s08-91e2 wA 98032 QTY MODET Teams UNIT PRICE TOTAT MONT1ILY PRICE 36 RXV EL|TE LITHIUM 48 Month Seasonal PaY 8/4 5 L42.O8 s 5,tL4.88 ) s ) s s s s s 5,114.88NET TOTAL l- Customer dcknowledges they hdve received o full inspection rcpoft (dttqched) detailing the cuffent conditon of the trdde in / Lease return Vehicles 2- customer understonds that excess ddmoges to Leose Terminotion vehictes will he odded to the cost of the rcplocement fleet os specified in this qgreement' 3- Customer understonds that trade in vslues ar bosed on the condition of the vehicles on the dote of the fleet inspection. and vehicles is the customer, Leose Lost to be mdde: PROPOSED LEASE DETAILS Payment Schedule: Expected Delivery: 48 Month Lease Seasonal PaY November 2021 Payment Months: First Pay: March-October Additional lnformation : PROPOSAT EXPIRATION DATE: This Proposal is valid thtough _d"livery ddte is subiect to chdnge based on product avqildbility. Accepted By:Oate: Ttfle: Pacific Golf & Turf Accepted By: Tltle: CIAL D TRADE / TEASE TERMINATION TOTATVALUE PER CARCONDITIONYEAR MODEIqw So,oo so.o0 So.oo so.oo pdyments dre dre no tdxe or os ldte Date: 5.B.b Packet Pg. 40 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) PACIFIC 6 A Textron ComPanY JOHTTT DEENE GOLF\GOLF&TURF Presented To: R.D. Pete Petesen, lr. Riverbend Golf ComPlex 2019 West Meeker Street Kent, WA 98032 Prepared Bv Rob Harbottle Sales Representative (2s3) so8-s192 rharbottle@ oacif iceolft urf .com Any chonge to the occetsory listmustbe obtoined in witing dt leost45 doys priot to ptoduction dote' Locdtion Logo 35 Course Logo Center Front Cowl Locdtion Numberc Number 72 Die Cut Numbers One Per Side 1TO36 *ctub is Responsibte fot logo ottwotk 45 doys priot to fleet delivery SPECIAT CONSIDERATIONS Accepted By:Date: Tifle: Pacific Golf & Turf Accepted By: QTY MODEI VEHICLE COTOR SEATTVPE /coroR 36 RXV GAS Platinum Standard Factory Seat Black INCLUDED ACCESSORIES qrv ACCESSORY ACCESSORY DETAITS / COTOR 36 fop Assembly Black 35 Wheel covers Platinum 36 E-Z-GO Windshield 36 Holder 35 ub Pro Covers Black 1 Manual Kit 1 Handheld Diagnostic Tool 35 35 Fleet lnstalation / Local Delivery Title Date: 5.B.b Packet Pg. 41 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) PACIFIC B A Textron ComPanY JonN DEENE GOLF\GOLF &TURF Presented To: R.D, Pete Petesen, tr' Riverbend Golf ComPlex 20L9 West Meeker Street Kent, WA 98032 Prepared Bv Rob Harbottle Sales Representative (2s3) so8-91e2 qw MODEL Terms UNlT PNICE TOTAI MONTHTY PRICE 36 RXV GAS 48 Month Seasonal PaY 8/4 5 722.O1 s 4,392.35 s s s s s s 5 $4,592,16NET TOTAL customer acknowledges they hove rcceived d fult inspection repoft (dttoched) detditing the cuffent conditon of the trude in / Lease return vehicles customer understonds thot excess domoges to Leose Terminotion vehicles wilt be added to the cost of the rcplocement fleet os specit'ied in this ogreement Customer understands thattrode in values or bqsed on the condition of the vehicles on the date of the fleet inspection, ond new vehicles &the customer. Ledse Lost to be mode: PROPOSED LEASE DETAILS Payment Schedule: Expected Delivery: 48 Month Lease Seasonal PaY Payment Months First Pay: March-october October 2021 Additional I nformation: PROPOSAL EXPIRATION DATE: This Proposol is valid thtough _delivery date is subiect to change bdsed on product ovdilobility' Accepted By:Date: nfle: Pacific Golf & Turf Accepted By: Title: TMDE / TEASE TERMINATION TOTATVATUE PER CARCONDITIONYEAR MODELqw s0.00 So.oo so,oo so.oo dre current are no toxe or ds lote Date: 5.B.b Packet Pg. 42 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) PACIFIC @ A Textron ComPanY Jouw Deene coLF\GOLF&TURF Presented To: R.D. Pete Petesen' tr. Riverbend Golf ComPlex 2019 West Meeker Street Kent, WA 98032 Prepared Bv Rob Harbottle Sales Representative (2s3) s08-9192 rharbottle@ pacif icsolfturf .com Any chonge to the occesery IIst must be obtolned ln wrlttng ot teost 45 doys ptlot to prcdudlon dote' Locotion 2 Course LoSo center Front Cowl Locotion Numhet 4 Die Cut Numbersl One Per Side tro2 rclub is Responsibte lot logo ottwotk 45 doys ptiu to fleet dellvery Accepted By:Date: Ttfle: Pacific Golf & Turf Accepted By: Title: StandardFacto@Flame RedRXV GAS2 Black35 PlatinumCovers36 Tire and Wheel8" Standard 4Tire and Wheel36 wlndshieldE-Z-GO36 Holder36 Blackclub Pro Covers35 ToolHandheld1 2 Fleet lnstalatlon / Local Delivery2 Date: 5.B.b Packet Pg. 43 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) PACIFIC @ A Textron ComPanY Jout t DeEnE GoLF\GOLF &TURF Presented To: R,D, Pete Petesen, tt. Riverbend Golf ComPlex 2019 West Meeker Street Prepared Bv Rob Harbottle Sales Representative (2s3) s08-9192 wA 98032 QTY MODET Taatnt ut{lT Pnlct IOTAL MOI{TIIIY PRICE 2 RXV GAS INCLUDED AT NO CHARGE FOR TERM s s s s s s s s s s sNET TOTAL customet ocknowledgesthey hove rcceived o lull inspection repoft (oftoched) detoiting the curent conditon ol the trcde in / Leose rctum vehicles customef unde$tondsthot excess domogesto Leose Tetminotion vehictes will be added to the cost olthe rcplocementfleet os specilied in this agrcemenL Customet undetstondsthottrude in volues or bosed on the condition ofthe vehicles on the dote of the fleet inspection vehicles &the customet. Ledse Lost to be mode: PROPOSED LEASE DETAILS Payment Schedule: Expected Delivery: 48 Month Lease Seasonal PaY Payment Months: First Pay: March-October July-2021 AUE-aOZL Additional lnformation PROPOSAI. EXPIRATION DATE: This ptoposal is volid through 4hl2o21- delivery dote is subiect to chonge bosed on product ovoilobility. Acc€pted By:Date: Tifle: Pacific Golf & Turf FINANCIAL tnaDE / rEAsE TEnMNAIIOI{ TOTATCONDITIONVATUE PER CARYEAR MODETqTY so.oo s0.oo so.oo s0.00 pdyment| ofe cwrent ond thete ore nods stoted obove. toxe Title: Date: 5.B.b Packet Pg. 44 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) PACIFIC\GOLF &TURF B A Textron Company Joxw Deene coLF Presented To: R.D. Pete petesen, h. Riverbend Golf Complex 2019 West Meeker Street Kent, WA 98032 Prepared Bv Rob Harbottle Sales Representative (2s3) s08-9192 rharbottle@pacificsolfturf.com qTY MODET vEHtctE cotoR SEATTYPE / COroR Hunter Green3HAUTER 12OOG EFI qw MODEI HAUTER 12OOG EFI T€rms 48 Month Seasonal pav 8/4 UI{ITPRICE s 274.87 ?OTAT MONTHTY PRIGE )824.43 s s s s s 824.43TOTAI. Leose Ldst to be PROPOSED LEASE DETAILS Payment Schedule: Expected Delivery: 48 Month Lease Seasonal Payment Months: First Pay:Octob€r 2O21 March-October Accepted By: Date: Tifle: Pacific Golf & Turf Accepted 8y: Titler qw ACCESSORY 3 ACC€SSORY DE AITS coroRGas EFI 3 LB Vehicle 3 800 LB Bed 3 L8 3 Foot Meter 3 Fuel 1 Picker 1 3 Black 3 [ocal I.EASE TERMINATION qTY YEAR MODEI.VAI.UE PER CAR TOTAL s0.00 CONDITION So.oo s0.00 qre curent ofe no 05 prevlous Date: 5.B.b Packet Pg. 45 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) UNMATCHED POWER AND EFFICIENCY. proven to exceed expectotions ond detiver gotfers with on uncompromised experience, the E-Z-GO@ RXV is o gotf cor Like no other. Whether you choose the EXI gos engine or 48-vol.t AC etectric drivetroin, the RXV is the most odvonced vehicte in the industry. The 48-vott Ac et.ectric modeL hos potented lntettiBroke'" technotogy, which provides superior efticiency ond on outomotic porking broke, The tirst of its kind, EXI cl.osed-Loop EFI gos engine deLivers o gos gol'f corwith o refined driving experience ond unmotched energy efficiencies. Whether gos or eLectric is the right choice for your course, the RXV wiLt provide on unporol.{.eled ownership ond gol'fer experience. IN DUSTRY'S MOST EFFIGIENT VEHICLE ADVANCED INTELLIBRAKETM TECH NOLOGY 48V AC OR EXI GAS ENGINE WITH CLOSED-LOOP EFI 5.B.b Packet Pg. 46 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) RXV'fI la DIMENSIONS OVERALL LENGTH OVERALL WIDTH OVERALL HEIOHT (W/O CANOPY) oVERALL HEIOHT (W/ CANOPY) WHEEL BASE FRONT WHEEL TRACK REAR WHEEL TRACK OROUNO CLEARANCE @ DIFFERENTIAL POWER POWER SOURCE HORSEPOWER (KW) ELECTRICAL SYSTEM BATTERTEg (TYPE) KEY OR PEDAL START BATTERY CHAROER SPEED CONTROLLER DRIVETRAIN TRANSAXLE OEAR SELEOTION REAR AXLE RATIO KEY S|WITCH PERFORMANCE SEATiNG CAPACITY DRY WEIOHT CURB WEIGHT VEHICLE LOAD CAPACITY OUTSIDE CLEARANCE CIRCLE gPEED (LEVEL OROUND) TOWING CAPACITY STEERING & SUSPENSION ELECTRIC 48-Volt AC 4.4 hp (3.3 kw) contlnuous 48-Vott Foun l2 vott Doep Cycte 94.5 In (24o cm) 47.o ln (ll9 cm) 47.5in 02r cm) 70 ln (l7g cm) 65,7 in (167 cm) 35.5 :n (9o cm) 38,o in (97 cm) 4.o ln (locm) Pedot GAS 4 Cycte, 9.15 cu in (l50 cc) ll.5 hp (9.6 kW) J1995 stondord Brushless DC lnter;lot Stortor Generotor One, l2-vott Molntenonc6-Free'ru KEY FEATURES . Modern Design . Modern Dosh with Lorge CuphoLders ' lmpoct-Resistont BumPers ' Oversized Bog Wett ' Optionot FoLd-Down windshietd ' Optionot Reor-Focing Seot AvoiLoble in RXV 2+2 ELECTRIC . Automotic Porking Broke with Advonced I ntettiBrokerM Technotogy . Siote ol Chorge Meter . DC/DC Converter ' 48-Vott Bottery Chorger ' I ndependent front susPension oAs . lndustry's most efficient gos engine . Superior Performonce . Perfectty tuned Power . Refined HondLing ' CLosed-loop EFI system . lndustry's Greenest Engine . lndustry's Most Eff icient Oos Engine . Ctosed-Loop EFI SYStem . lndustry's Lowest OperotionoL Costs Leod Acld Chorgon Sc-44 (3'O M) DC Cord 235-omp Solid-Stoto AC Controtter Motor tholt Diroct Drlv€ Limited Stip DlfferentiaI Foruord-Neutrot_Revgrse lnt€grotod t6.99t unlquE GrouP, Unlqu6 lhdlvlduoL rg.a ft (s.a m) a-rsmph (13-24kph) 2_Possenger s6E rb (28e.3 ks) I "tu ,b (3o7 ks) I9O5 rb (41O.s k9) | eea tb (314 ks) 60O-aOO rb (227-36O kg) Continuouaty vorioblo TronEmission (cVT) Dlfferentiot W/ Helicot Geors FoNord-R6verse ll:47:l (Forword) l4:35:l (Reverse) N/A r9.o ft (5.4 m) 12 mph I 0,6 mph (19.3 kph I o.8 kph) www.ezgo,com N/A Thr€e E-Z-GO Gott Cors with Approved Permohent Tow Bor STEERINO 3U€PEN9ION SERVICE BRAKE PARKINO BRAKE TIRES BODY & CHASSIS Doubte-Ended Rock ond Pinion Front: lhdepend6nt A-Arm Coit-Over ShocK . Reon Mono-Leof Sprlng wlth Hydroulic Shocks lnduction Motor I Reor wneet Mecnonicot Sotf-Adjusting Drums I AutomoticEtectro-Mognetic I setf-componsotlng'singlePoint I Engogsment l8 x 8.50-8 (4-ply roted) w€tded Steot with Powder-Coot Protection lnjoction Motdod TPO Atmond, Btock, Bright White, Burgundy, Etectric Btue, Ftome Red' For€st Green, lnferno Roa, lvory, MetoLtic Chorcoot, Oosis Oreen, oceon Grey, Potriot Btue, Ptotinum, Sunburst Oronge (cuslom cotors ovoitobte) Sione Belge, OYst€r, GroY' Btock Mushroom, Grey (custom colors ovoitobte) Pewtor, Btock' Gotd FRAME BODY E FINISH gTANOARD gEAT COLORS PREMIUM SEAT COLORS PIN6TRIPE COLORg OPTIONAL BODY COLORS Al.mond Btock Bright white Burgundy ELectric Btue Ftome Red Forest Green oo oooo o O O i-$ir O o lnferno Red lvory M€totl.ic Oosis Gr€en oceon Grey Potriot BLue Ptotinum Sunburst chorcoot oronge Feotures ond speciticotions of vehictes subject to chonge without notice. Vehictes os photogrophed moy include options not inctuded on bose modet' O2O2O Textron Speciotized Vehicles 1nc.822013 Gl2 (Rev. 09/2O2O) lullltlofliE iIOE' HENE. 5.B.b Packet Pg. 47 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) U N B EAT.AB LE E N E RGY E FFI C I E N CY. U N R IVALE D TEC H N O LOGY. The E-Z-GO@ RXV ELiTE is the industry's best gotf cor with unbeotobLe performonce ond innovotive technol'ogy. Activoted by Somsung SDI mointenonce-free tithium botteries, the RXV ELiTE is the most efficient gol'f cor ovoilobte with the towest cost of ownership of ony gol.f cor. Feoturing on innovotive bottery monogement system thot monitors bottery heoLth, the RXV hos the Longest ronge ot ony lithium gol.f cor, poired with performonce thot doesn't lode over time. Choose the RXV ELiTE ond tet us show you why it roises the bor on superior gol'f cor performonce' MAI NTENANCE FREE BATTERIES LASTI NG PERFORMANCE UNBEATABLI EN ERGY EFFICIENCY 5.B.b Packet Pg. 48 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) RXV'EL|TE- 6 ffi OVERALL LENGTH OVERALL WIDTH oVERALL HETGHT (w/o RooF) OVERALL HEIGHT (W,/ ROOF) WHEEL BASE FRONT WHEEL TRACK REAR WHEEL ARACK OROUND CLEARANCE @ DIFFERENTIAL POWER 94.5 ln (24o cm) 47.o ln (lt9 cm) 45,7in (ll6 cm) €18.6 in (174 ch) 65.7 in 067 cm) 35.5 ln (9o cm) 38.o in (97 cm) 3.3 ln (8 cm) DIMENSIONS POWER SOURCE MOTOR TYPE HoRSEPowER (Kw) ELEOTRICAL SYSTEM BATTERTES (TYPE) KEY OR PEDAL START BATTERY CHAROER SPEED CONTROLLER DRIVETRAIN TRANSAXLE OEAR SELECTION REAR AXLE RAT!O KEY SWITCH PRO6RAMMABLE OOLF MODE9 PERFORMANCE SEATINO CAPACITY ORY WEI9HT CURB WEIOHT VEHICLE LOAD CAPACITY OUTSIDE CLEARANCE CIRCLE gPEED (LEVEL OROUND) TOWINO CAPACITY STEERINO & SUSPENSION ELiTE 56-vott DC 48 Vott AC 4.4 hp (3.3 kw) contlnuous 5€i-Volt ELiTE 2.O, 56V Lithium P€dot Lithium Wortd Chorger 56VDC lO lt' DC Cord 235-omp Sotid-Stote AC Controtter Motor Shoft Direct Drive Limlt€d StiP Dlffer€ntlot Forword-Neutrot-Reverse I ntogroted l€i,99t lnto K€Y Swltch Uniquo GrouP, unlque lndivlduot 2-Possonger 6oE rb (274.4 kg) 655 tb (297.1 kg) soo-8oo tb (227-360 kg) 19,2 ft (5'a m) A-l5mph (13-24kPh) Three E-Z-GO Golf Cors with Approv€d Permonant Tow Bor Doubte-Ended Rock ond Plnlon Front lndopendeht A-Arm Coit-Over Shock; Reon Mono-L6of Sprlng Wlth Hydrdutlc Shocks lnduction Motor Automotlc Electro_Mogn€tlc la x 8.50-B (4-PtY roted) Wetded Steet with Powder-Coot Protection lnjection Motd€d TPo Atmond, Btock, Bright White, Burgundy, Electric Btue, Ftome Red' Forest Green, lnferno Red, lvory, Metoltic ChorcooL, Oosis Green, Oceon Grey, Potriot BIue, Ptotinum, Sunburst Orqnge (custom cotors ovoilobte) Stone Beige' oystor' GreY' Btock Mushroom, Grey (custom colors ovoitoble) Pewter, Btock, Ootd INNOVATIVE TECHNOLOGY . zero Mointenonce Liihium Botteries . 5-Yeor BotterY Worronty ' Unbeotobte Energy EfficiencY . Proven Performonce of Somsung SDI Lithium Botteries . EffortLess Performonce . Eco- Friendl.y Technol.ogY ' Longest Ronge of Any Lithium Vehicte ' Opportunity Chorging ' Lightweight lorTurl Protection KEY FEATURES . Modern Design . lmpoct-Resistont BumPers . Fode Resistont Point ' Premium Seoting ' VersotiLe ln-Dosh Storoge ' OptionoL Fol.d-Down windshietd ' OptionoL USB Port STEERINO 9USPENSION SERVICE BRAKE PARKINO ERAKE TIRES BODY & CHAS9IS FRAME BODY & FINISH OPTIONAL BODY COLORS STANDARD SEAT COLOR9 PREMIUM SEAT COLORS PINSTRIPE COLORS o o ooooooo Almond Btock Bright white Burgundy Electric Blue Ftome Red Forsst Green o o www,ezgo.com lnferno Red lvory Metollic Oosis Green oceon Grey Pqtriot Btue Ptotinum Sunburst chorcool oronge Feotures ond speciticotions of vehictes subject to chonge without notice. vehictes os photogrophed moy inctude options not incLuded on bose modet' o2O2O Textron Speciotized Vehictes lnc. 70065_G3 (Rev. O9/2o2O) IUIITREAT.E it0ht xERE. 5.B.b Packet Pg. 49 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) trUEiHMAN'HFIULER'1?AA LtrHtrEtr WITH RELENTLESEi FUNtrTItrNHLITY. The Hauler 1200 is equipped to tackle the burden of any job, with a rugged truck-like design. A large bed packed full of essential functionality can easily be converted for any task. Featuring tie down locations, divider slots and a full line of affordable accessories, transporting everything from sod to small equipment has never been easier. Your work is unforgiving, let the Hauler 72Q0 carry the load. LET,S WORK.@ 13.5Hp EFI GAS 15001s CAPACIIY T0w 1200tet2 cun CARGO BED TOAD CAPACIIY 5.B.b Packet Pg. 50 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) trUSHMAN' . HFIULER'1?AA I 'irrF OPTIONsi E. FItrtrEsisORIEsi 'i FRAME BODY & FII{ISH SIATIDARD COTOR . .' , l ir'r OVERAII. LEIIGIH OVERATI-WDIH 0vERlrrt HEtGlrT w/cAil0Ft WHEEI,SASE FROt{IW{EELTRACX REAR IVITEELTMCX GROUIID CTEARATICE CARGO BOXCAPACITY POWERSOURCE VALVETMITI H0RSEPoWER (KW) EI.ECTRICAT SYSIEM BATTERY {qTY,/IYPE) XE'f OR PEDATSTART AIR CI.EAIIER t uBRtcAnoil OIL FITIER c00ur{G sYslEM FUEI. CAPACIIY 0RrvEinAril tnAilSAXI.E GEAR SEtECNOiI REARAXTE RATIO Welded Steel with DuraShield* Powder Coat lnjected Molded TPO Patriot Blue. Forest Green 111.9 in (3O2 cm) 49.4 in (125.5 cm) 7o.5 in (179.1cm) 76.8 in {195.1cm) 35 in (44.9 cm) 38.5 in (97.8 cm) 3-5 in (8.9 cm) 12 cu ft (0.34m3) 4- cy cle, 24.5 ci l4o7cc) Single Cylinder OHV 13.5 hp (10-1 kW) Starter/Gene.ator. Solid-State Regulator One 12V Maintenance Free Pedal Start Replacable Dry Cartridge Pressurized Oil System Spin-On Air Cooled 6.65 callon (25.2 L) Tank Continuously Variable Transmission (CVT) Differential with Helical Gears Forward'Reverse L7.47 :7 lF orwatd) 1,4.35i1 (Reverse) 2 Person 9BO rb (445 kg) 8Oo rb {363 kg) 12Oo lb (545 kg) 14.5 mph 10.5 mph {23.3 kph t 0.8 kph} 15OO lb (680 kg) max 21.5 ft (6.6 n, Self-Compensating Rack and Pinion Leaf Springs V Hydraulic Sllock Absorbers Rear Wlreel N4echanical Self-adjusting Drum Self-compensating. Single Poant Engagement laxa 5-8 SEATIIIG CAPACTY CURB WEIGITT BED TOAD CAPACITY VEHICTE TOAO CAPACITY SPEEO IOWITIG CAPACIIY OI'ISIDE CIEARAIiCE CIRCTE . Bed Dividers . Long-Handled Tool Holder . Cargo Mesh Netting . LTrack Aluminum Bed System . Weather Enclosure . USB outlet. 12-Volt Outlet . canopy storage Net . Brush Guard. Rearview Mirror. ROPs'Certified Cab . Ladder/Hoop Rack . Brake Lights . Tail Lights . E-ShieldrM Frame . Fuel,/oil Gauge . Premium Steering Wheel . Side Body Color . Windshield . LED Headlights . Glove Box . Floor Mount Attachment STEERITIG FR0ltl/REAR SUSPEllSl0ll SERVICE BRAKE PARKITIG 8MI(E FROIII/REAR TIRES www.cushman.com @2019 Textron Specialized vehicles lnc. Features and specifications of the vehicl€s are subject to change without notice. Vehicle as photographed may include options not included on base model. 0PTt01{A1 HDDEn RACIVALUMItIUM BED i < (t st* Iir et t-.- - 82294-G7 (Rev. TY2oLsl 5.B.b Packet Pg. 51 Attachment: Exhibit A - Specifications (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) GOLF CART USE AGREEMENT Exhibit B – Warranty Provisions EXHIBIT B WARRANTY PROVISIONS 5.B.c Packet Pg. 52 Attachment: Exhibit B - Warranties (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) MODET YEAR 2021 Limited Warrantv and Conditions - RXV and TXT Fleet Vehicles TextronspecializedVehiclestnc. (,Company'') provides that any new Model Year 2O2l E-Z-GO RxV Fleet and TXT FleetEliteelectricvehicle(Vehlclesfactory equipped with a lithium battery pack) (the "Vehicles") and/or the battery charger for the Vehicle's llthium battery pack purchased from the Company, a Company affillate, or an authorized Company dealer or distributor, or leased from a leaslng company approved by the Company, shall be free from defects in material or workmanship under normal use and service (the "Limlted Warranty'). This Limited Warranty with respect only to parts and labor ls extended to the Original Retail purchaser or the Original Retail Lessee ("Purchase/') for defects reported to the Company no later than the following warranty perlods for the Vehicle parts and components set forth below (the'14/arranty Period"): Part orCom Warranty Period FRAM€. WORKMANSHIP LIFETIME steeri 4 Years MAJOR controller 4 Years L|THtUM BATTERY SYSTEM - Batterv Dack, battery management system, battery charger, and charger receptacle 5 Years PEDAL GROUP - Pedal assemblies, and motor brake 4 Years SEATS - Seat seat back and restraints 3 Years cANoPY SYSTEM - Canoov and canopv struts 4 Years POWERTRAIN - Electric axle 3 Years BODY GROUP - Front and rear cowls, side panels and instrument panel 3 Years OTHER ELECTRICAT COMPONENTS - Solenoid, limit switches, DC/DC converter, F&R switch, charger cord, harness 3 Years and allALL REMAINING COMPONENTS - All options and accessories supplied by E'Z-GO at time of delivery, comoonents not specif ied elsewhere 2 Years lNlTlAL ADJUSTMENTS - lnitlal alignment, adjustments, fastener 90 days The Warranty Perlod for all parts and components of the Vehicle other than Lithium Batteries shall commence on the location or the date on which the Vehicle is placed in Purchaser-requested storage. The Warranty Period for Lithium date of delivery to the Purchaser's Batteries shall commence on the earllest of the following dates:. of Vehicle delivery to the Purchaser's location,. on which the Vehicle ls placed in Purchaser'requested storage or . that is sixty (60) days from the date of sale or lease of the Vehicle by the Company to an authorized Company dealer or dlstributor' parts repaired or replaced under this Limited Warranty are warranted for the remainder of the length of the original Warranty Period. This Limited Warranty applles only to the Purchaser and not to any subsequent purchaser or lessee without the prior written approval from the Director of the Company's Customer Care / Warranty Department' EXCIUSIONS: Specifically EXCIUDED from this Limited Warranty are: . routine maintenance items, normal wear and tear, cosmetlc deterioration or electrical components dama8ed as a result offluctuations in electrlc current;. damage to or deterioration of a Vehicle, part or battery charBer resulting from an accident or collision, or from the neBlect, abuse, or inadequate maintenance ofthe Vehicles; . damage resulting from installation or use of parts or accessories not approved by Company, includlnB but not limited to subsequent failures of the Vehicle, other parts or the battery charger due to the installation and/or use of parts and accessories not approved by Company;. warranty repairs performed by someone other than a Company branch or an authorized and quallfied Dealer designee. Warranty repalrs performed by someone other than a Company branch or an authorized and qualified Dealer or designee shall void the Limlted Warranty;. damage or loss resulting from acts of nature, vandallsm, theft, war or other events over which Company has no control; . any and all expenses incurred in transporting the Vehicle to and from the Company or an authorlzed and qualified Dealer, distributor or designee for warranty service or in performing field warranty service; and . any and all expenses, fees or duties incurred relative to inbound freight, importation, or customs. THIS TIMITEO WARRANW MAY BE VOIDED OR TIMITED AT THE SOIE DISCRETION OF COMPANY IF THE VEHICTE ANO/OR EATTERY CHARGER: ^ shows indications that routine maintenance was not performed in accordance with the Owner's Manual provided with the Vehicle, includinB but not limited to rotation of fleet, proper tire inflation, and lack of charging. . shows indications that non-recommended lubricants were applied to the Vehicle and any part thereofj . shows indlcations that the speed governor was adjusted or modified to permit the Vehicle to operate beyond Company specifications; . shows indications that it has been altered or modlfied in any way from Company specificatlons, includlng but not limited to alterations to the speed braking system, electrical system, passenger capacity or seatinS; . has been altered to be used or operated outside of Company approved applications, specified environments or performance conditions; . is equipped with tires not expressly approved by company for use with the Vehicles; . lacks an adequate number of operating battery chargers, or uses unapproved battery chargers forthe Vehicle or uses extension cords with battery chargers;. shows indicatlon that the battery charger has been modified to charged vehicles not approved for the charBer; . has electrical accessorles that are not manufactured or sold by the Company for use with the Vehicle or any electrical energy consuming devlces installed directly to the battery pack; . shows indications that the battery pack was dlsassembled, opened, or tampered with in any way; . shows indications that attempts may have been made to intentionally reduce the battery pack life; . contain lithium battery packs that are not paired with the battery management system as supplied by the Company; FOR FURTHER tNFORMAT|ON, CAtt 1-800-774-3946, GOTOTSV.COM, OR WRITE TOTEXTRON SPECIAIIZED VEHICIES INC', ATTENTION: TSV CUSTOMER CARE / WARRANW DEPARTMENT, 1451 MARVIN GRIFFIN ROAD, AUGUSTA, GEORGIA 30906 USA. TSV P/N 657284G2t 5.B.c Packet Pg. 53 Attachment: Exhibit B - Warranties (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) MODET YEAR 2021 USE OF NON-AppROVED pARTS AND ACCESSORIES: THIS LIMITED WARRANTY SHALL NOT APPLY TO ANY PROPERTY DAMAGE OR AODITIONAL ENERGY CONSUMPTION ARISING FROM OR RELATED TO PARTS OR ACCESSORIES NOT MANUFACTURED OR EXPRESSLY AUTHORIZED BY THE COMPANY' OR WHICH WERE NOT INSTALLED BY THE COMPANY, ITS DEALERS OR DISTRIBUTORS, INCLUDING BUT NOT LIMITED TO GPs SYSTEMS, COOLING AND HEATING SYSTEMS' coMMUNtCATtON SYSTEMS, |NFoRMAT|ON SYSTEMS, OR OTHER FORMS OF ENERGY CONSUMING DEVICES WIRED DIRECTLY OR INDIRECTLY TO THE VEHICLE BATTERIES. REMEDy: purchase/s sole and exclusive remedy under this Limlted Warranty in the event of a defect in material or workmanship in the Vehicle, any part or component, or battery charger during the applicable Warranty Period is that Company will, at its sole option, repair or replace any defectlve parts. For such warranty repairs or replacements, the Company may, at its dlscretion, provide factory reconditioned parts or new components from alternate suppliers' All replaced parts become the sole property of the Company. This excluslve remedy will not be deemed to have failed of its essential purpose so long as the Company has made reasonable efforts to repair or replace the defective parts. DISCLAIMER: THIS LIMI1ED WARRANTY IS THE SOLE AND EXCL''SIVE WARRANTY PROVIDED FOR THE VEHrcLES AND EATIERY CHARGER AND IS MADE IN LtEtt oF ALL OTHER WARRANT/,E' EXqRESS OR tMpLtE\ INCLaTDING ^UT NOr. LLMITED TO THE \MPLIED WARRANfi lE' OF MERCHAN7ABiLIIy OR FITNESS FOR A pARftca//.AR PIIRPOSE, ALL SatCH OTHEA WARRANT/,ESAEING EXPLICIILY DISCIAIMED. LIABILITY TIMITATIONS: IN NO CASE SHALL THE COMPANY BE LIABLE FOR INDIRECT, INCIDENTAI. SPECIAL, PUNITIVE OR CONSEqUENTIAL DAMAGES' INCLUDING BUT NOT uMtTED TO DEATH, PERSONAL tNJURy OR PROPERTY DAMAGE ARISING FROM OR RETAT€D TO ANY ALLEGED FAILURE lN A VEHICLE OR BATTERY CHARGER, OR ANy DAMAGE OR LOSS TO THE PURCHASER OR ANY THTRD PARTY FOR LOST TIME, INCONVENIENCE OR ANY ECONOMIC LOSS' WHETHER OR NOT THE COMPANY WAS APPRISED OF THE FORSEEABILIry OF SUCH DAMAGES OR LOSSES. ANY LEGAL CLAIM OR ACTION ARISING THAT ALLEGES SREACH OF WARRANT MUST BE BROUGHT WtrHtN THREE (3) MONTHS FROM THE DATE THE WARRANTY CtAtM ARISES. TH|S LlMlrED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. SOME sTATEs DO NOT ALLOW THE EXCLUSION OF INCIDENTAL DAMAGES OR LIMITATIONS ON HOW LONG AN IMPUED WARRANTY MAY IAST, SOTHE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLYTO YOU WARNING: ANY MODIFICATION OR CHANGE TO THE VEHICTE OR BATTERY CHARGER WHICH ATTERS THE WEIGHT DISTRIBUTION OR STABILITY OF THE VEH1CLE, TNCREASES THE VEHTCLPS SPEED, OR ALTERS THE OUTPUT OF THE BATTERY CHARGER BEYOND FACTORY SPECIFICATIONS, CAN RESUTT lN pnopERTv DAMAGE, pERSONAL tNJURy OR DEATH. DONOTMAKEANYSUCHMODTFTCATIONSORCHANGES. SUCH MODIFICATIONS OR CHAN€ES Wltt VOID THIS LIMTTED WARRANTY. THE COMPANY DISCI.AIMS RESPONSIBILITY FOR ANY SUCH MODIFICATIONS' CHANGES OR ALTERATIONS WHICH WOULD ADVERSETY IMPACTTHE SAFE OPERATION OF THE VEHICLE OR BATTERY CHARGER' TITHIUM BATTERY WARRANW TIMITATIONS, CONDITIONS AND EXCEPTIONS: Claims for battery replacement require specific testing, as specified by Company's Customer Care / Warranty Department. The Company, or an authorized Company dealer or distributor, should be contacted to obtaln a copy of the required tests' IF IT IS DETERMINED THAT PARTS OR ACCESSORIES WERE INSTAITED DIRECTTY TO THE VEHICIE,S BATTERY PACK WITHOUT THE COMPANY'S EXPRESS WRTTTEN APPROVAL, THEN THE WARRANTY FOR THE BATTERY PACK AND THE BATTERY MANAGEMENT SYSTEM Sl{ALt BE VOID' ALt NON.FACTORY INSTAILED ACCESSORIES REqUIRE THE INSTATI.ATION AND USE OF A COMPANY APPROVED DC TO DC CONVERTER THAT USES ENERGY FROM ALL BATTERIES. Electrlc Vehicle storage faclllties must Provlde the followlnS: . ample electrical power to charge all Vehicles and allow the charger to shut off automatically; . battery chargers must each have an independent dedicated 15 amp circuit; . each battery charger must be connected to its circult with at mlnimum a N EMA 15-5R three-pin receptacle; . one (1) functional charger for each Vehicle in the fleet with a proper electrical supply as specified above; and . BATTERY CHARGERS MUST BE THE COMPANY APPROVED CHARGERS FOR LITHIUM BATTERY PACK VEHICLES. OTHER COMPANY RIGHTS:. company may perform semi-annual vehlcle inspections (directly or through assigned company representatives) through the term of any fleet lease. . company may improve, modify or change the design of any company vehicle, part or battery charger without being responsible to modify previously manufactured vehicles, parts or battery charBers. . Company may audit and inspect the purchase/s facility, maintenance records and its vehicles prior to approving any warranty claim; furthermore, Company may use a third party to perform such audit or inspection ofthe Purchaser's storage facilities, and/or batteries. . THE WARRANW FOR ALL VEHICLES IN A FLEET SHALL BE VOIDED IF DATA SUBMITTED FOR AN INDIVIDUAL VEHICLE WARRANTY CTAIM CONTAINS FALsE OR MISLEATJING INFORMATION. AUTHORITY: NoCompanyemployee,dealer,distributororrepresentative,oranyotherperson,hasanyauthoritytobindCompanytoanymodificationsofthe terms and conditions of this Limited warranty without the express wrltten approval from the Director of the company's customer €are / warranty Department. FOR FURTHER tNFORMAT|ON, CAtt *A00-774-!946,GO TO TSV.GOM, OR WRITE TO TEXTRON SPECIAIIZED VEHICLES lNC.' ATTENTION: TSV CUSTOMER CARE / WARRANTY DEPARTMENT, 1451 MARVIN GRIFFIN ROAD, AUGUSTA 6EORGIA 30906 USA' TSV P/N 657284G21 Time AllowedConditionand 3 monthsSTORAGE BETWEEN CYCLES 1 monthONIY -OF-22"F NOT AILOWEDOR ABOVE 140"FBELOW -4.FOPERATION OF VEH 5.B.c Packet Pg. 54 Attachment: Exhibit B - Warranties (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) MODET YEAR 2021 Limited Warrantv Te rms and Conditions - RXV and TXT Fleet Vehicles The Textron specialized Vehicles (TSV) Division of Textron tnc. ("Company") provides that any new Model Year 21zl E-Z-GO RxV Fleet and TxT Fleet Sasoline or lead-acid electric vehicle (the "Vehicles") and/or battery charger purchased from the Company, a Company affiliate, or an authorized Company dealer or distributor, or leased from a leasing company approved by the company, shall be free from defects ln material or workmanship under normal use and service (the .,Limited warranty,,). Thls LimiteJ warranty with respect only to parts and labor is extended to the original Retail Purchaser or the original Retail Lessee (,,purchaser,,) for defects reported to the Company no later than the following warranty periods for the Vehicle parts and components set forth below (the 'Warranty Period"): Part orComponent warrantyPeriod FRAME - WORKMANSHIP LIFETIME COMPONENTS.col struts 4 vears MAJOR ELECTRONICS -state 4 years LEAD ACID DEEP CYCLE BATTERY-fiT ELECTRIC MODE6: . Standard Battery. Standard Batterywith optlonal Earlier of 4 years or 23,500 amp hours* Earlier of 4 vears or 25,000 amp hours* LEAD ACID DEEP CYCLE ELECTRIC MODELS:Earlier of 4 years or 25,000 amp hours* GAS CAR BATTERY as cars with added electrical must be with 2 years PEDAL Pedal brake brake cables and motor brake 4 vears CANOPY SYSTEM -struts 4 years seat back and 3 vears POWERTRAIN - Gasollne air intake and exhaust 4 years POWERTRAIN -axle 3 vears SODY GROUP - Front and rear side and instrument 3 years OTHER Et!CrRICAL COMPONENTS -Solenoid, limit switches, starter generator,voltage regulator, F&R and cha 3 years ALL OPTIONS ANO and accessories at tlme of 2 years ALL OTHER COMPONENTS - AII OthET at time of 2 vears INITIAL ADJUSTMENTS -fastener 90 Days * Added electricol components not port oI originol vehicle drive system equipment that consume equal to or more thon .4 amps sholl ieduce the dmp hour bottery worronty by ftteen Percent (15%). Added electricol components not part of otigtnal vehicle drive system equipment thot consume less than .4 amps shall reduce the omp hour bottety warronty by ten percent (70%). see reverce for other The Warranty period for all parts and components ofthe Vehicle other than Lead Acid Deep Cycle Batteries shall commence on the date of delivery tothe purchaser's location or the date on which the Vehicle is placed in Purchaser-requested storage. The Warranty period for Lead Acid Deep Cycle Batteries shall commence on the earliest of the date of: . Vehicle delivery to the Purchaser's location, . on which the Vehicle is placed in Purchaser- requested storage or . that is one (1) year from the date of manufacture ofthe Vehicle. parts repaired or replaced under this Limited Warranty are warranted for the remainder of the length of the Warranty Period. This Limited Warranty applies only to the purchaser and not to any subsequent purchaser or lessee without the prior written approval of th e TSV Customer Care / Warranty Department. EXCTUSIONS: Specifically EXCIUDED from this Limited Warranty are: . routine maintenance items, normal wear and tear, cosmetic deterioration or electrical components damaged as a result of fluctuations in electric currenU . damage to or deterioration of a Vehicle, part or battery charBer resultlng from inadequate or lmproper maintenance, neglect, abuse, imProper usage, accident or collision; . damage resulting from installation or use of parts or accessories not approved by Company, includlng but not limited to subsequent failures of the Vehicle, other parts or the battery charger due to the installation and/or use of parts and accessories not approved by Companyi . warranty repairs made by other than a Company branch or an authorized and qualified Dealer designee. Warranty repairs by other than a Company branch or an authorized and qualified Dealer or designee shall void the Limited Warranty; . damage or loss resulting from acts of nature, vandalism, theft, war or other events over which Company has no control; . any and all expenses incurred in transporting the Vehicle to and from the Company or an authorized and qualified Dealer, distrlbutor or designee for warranty service or in performing field warranty service; and . any and all expenses, fees or duties lncurred relative to inbound freight, importation, or customs' THIS LIMITED WARRANTY MAY BE VOIDED OR TIMITEO AT THE SOLE DISCRETION OF COMPANY IF THE VEHICLE AND/OR EATTERY CHARGER: . shows indications that routine maintenance was not performed per the owner's Manual, includlng but not limited to rotation of fleet, proper tire inflation, lack of charging, inadequate battery watering, use of contaminated water, loose battery hold downs, routine scheduled oil and filter changes, corroded battery cables and loose batteryterminals; . lacks an adequate number of operating battery chargers, uses unapproved battery chargers for the vehlcle or uses extension cords with battery chargers;. shows lndications that the charger has been modified to charge vehicles not approved forthe charger; . gasoline vehicles fueled with unleaded gasoline containlng more than 10% ethanol, E85 ethanol fuel or other non-recommended fuels, contaminated gasoline or other non-recommendedlubricants; . shows indications that the speed governor was adjusted or modified to permit the Vehicle to operate beyond Company specifications; . shows indications it has been altered or modified in any way from Company specifications, including but not limited to alteratlons to the speed braklnB system, electrlcal system, passenger capacity or seating; . has been altered to be used in an applicaflon otherthan a fleet golfvehicle such as a Personal Transportatlon Vehicle (PTv), utility vehicle, or other non-fleet golf vehicle . has non-Company approved electrical accessories or electrical enerBy consuming devices installed on a gasoline powered vehicle without installation of a heavy duty 12V battery; or. is equipped with non-standard tires not approved by company for the application' FOR FURTHER tNFORMAT|ON, CALI 1-8qt-774-3946, GO TO EZGO.TXTSV.COM, OR WRITE TO TsV DIVISION OF TEXTRON lNC, ATTENTION: TSV CUSTOMER CARE / WARRANTY DEPARTMENT, 1451 MARVIN GRIFFIN ROAD, AUGUSTA, GEORGIA 30906 USA. TSV P/N 646534G2! 5.B.c Packet Pg. 55 Attachment: Exhibit B - Warranties (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) MODET YEAR 2021 UsE OF NON-APPROVED COMPANY PARTS AND ACCESSORIES: THIS LIMITED WARRANW lS VOID WITH RESPECT TO ANY PROPERTY DAMAGE OR ADDITIONAL ENERGY CONSUMPTION ARISING FROM OR RETATED TO PARTS OR ACCESSORIES NOT MANUFACTURED OR AUTHORIZED BY THE COMPANY, OR WHICH WERE NOT |NSTALLEO By THE COMPANY, tTS DEALERS OR D|STRIBUTORS, |NCLUDING BUT NOT LIMITED TO NON-APPROVED GPS SYSTEMS, COOLING AND HEATING SYSTEMS, COMMUNICATION SYSTEMS, INFORMATION SYSTEMS, OR OTHER FORMS OF ENERGY CONSUMING DEVICES WIREO DIRECTLY OR INDIRECTLY TO THE VEHICLE BATTERIES. REMEDy: purchase/s sole and exclusive remedy under this Limited Warranty in the event of a defect in material or workmanship in the Vehicle, any part or component, or battery charger during the applicable Warranty Period is that E-Z-GO will, at its sole option, repair or replace any defective parts, lf the Company elects to repair or replace a defective part, the Company may at its discretion provide a factory reconditioned part or new component from an alternate supplier. All replaced parts become the sole property of the Company. This exclusive remedy will not be deemed to have failed of its essential purpose so long as the Company has made reasonable efforts to repair or replace the defective parts. D,SC!4IMER: IHIS LIMNED WARRANTY IS flHE SOLE AND EXCL''SIVE WARRANTY PROVIDED FOR fHE VEHICLES AND EATIERY CHARGER AND IS MADE IN LtEtt oF ALL OTHER WARRANI|ES, EXqRESS OR tMpLtED, INCLUDIN6 BttT NOT LIM|nED TO fHE IMPL1ED WARAANflES OF MERCHANIAEIUD OR FITNESS FOR A PARITCUIAR PURPOSE ALL SUCH O1HER WARRANNES AEIN6 EXPLICITLY DISCI,,IMED. LIABITTTY LIMITATIONS: IN NO CASE SHALLTHE COMPANY BE LIABLE FOR INDIRECT, INCIDENTAI, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO DEATH, PERSONAL INJURY OR PROPERTY DAMAGE ARISING FROM OR RETATED TO ANY ALLEGED FAILURE IN A VEHICLE OR BATTERY CHARGE& OR ANY DAMAGE OR LOSS TO THE PURCHASER OR ANY THIRD PARTY FOR LOST TIME, INCONVENIENCE OR ANY ECONOMIC LOSs, WHETHER OR NOTTHECOMPANYWAS APPRISED OF THE FORSEEABILITY OF SUCH DAMAGES OR LOSSES. TH€ RIGHT OF PURCHASER TO RECOVER DAMAGES WITHIN THE LIMITATIONS sET FORTH IN THIS SECTION IS PURCHASER,S EXCLUSIVE ALTERNATIVE REMEDY IF THE LIMITED REMEDY OF REPAIR OR REPTACEMENT OF THE VEHICLE FAILS OF ITS ESSENTIAL PURPOSE. THE PARTIES AGREE THAT THIS ALTERNATIVE REMEDY WILL BE ENFORCEABLE EVEN IF THE LIMITED REMEDY OF REPAIR OR REPTACEMENT FAILS OF ITS ESSENTIAL PURPOSE. ANY LEGAL CLAIM OR ACTION ARISING THAT ALLEGES BREACH OF WARRANTY MUST BE BROUGHT wtTHtN THREE (3) MONTHS FROM THE DATE THE WARRANTY CLATM ARISES. TH|S LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. SOME STATES DO NOT ALLOW THE EXCLUSION OF INCIDENTAL DAMAGES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY IAST, SO THE ABOVE EXCLUSIONS ANO LIMITATIONS MAY NOT APPLY TO YOU. WARNIN6: ANY MODIFICATION OR CHANGE TO THE VEHICTE OR BATTERY CHARGER WHICH ALTERS THE WEIGHT DISTRIBUTION OR STABITITY OF THE VEHICLE, INCREASES THE VEHICIE,S SPEED, OR ATTERS THE OUTPUT OF THE BATTERY CHARGER BEYOND FACTORY SPECIFICATIONS, CAN RESULT IN pRopERw DAMAGE, pERSONAL tNJURy OR DEATH. DONOTMAKEANYSUCHMODIFICATIONSORCHANGES, SUCH MODIFICATIONS OR CHANGES WlLt VOID THE LIMITED WARRANTY. THE COMPANY DISCIAIMS RESPONSIBILITY FOR ANY SUCH MODIFICATIONS, CHANGES OR ATTERATIONS WHICH WOULD ADVERSETY IMPACTTHE SAFE OPERATION OF THE VEHICTE OR BATTERY CHARGER. IEAD ACID DEEP CYCTE BATTERY WARRANW TIMITATIONS, COND'TIONS AND EXCEPTIONS: . The amp hour Warranty Period for electric Vehicle batteries is as recorded by the Vehicle's controller' . Claims for battery warranty replacement requlre specific testinB, as specified by the TSV Customer Care / Warranty Department. The Company, or an authorized Company dealer or distributor, should be contacted to obtain a copy of the required tests, which must be performed and corrected for temperature, based upon BCI (Battery Council International) recommendatlons. . NON-FACTORY INSTALLED PARTS OR ACCESSORIES INSTALIED DIRECTLY TO IESS THAN THE COMPTETE VEHICTE BATTERY PACK WILI VOID THE WARNANTY FOR THE ENTIRE BATTERY PACK. . ALL NON-FACTORY INSTAIIED ACCESSORIES REqUIRE THE INSTATTATION AND USE OF A COMPANY APPROVED DC TO DC CONVERTER THAT USES ENERGY FROM Att BATTERIES.. Eledrlc vehlcle storaSe facllltles must provlde the followlng: . ample electrical power to charge all Vehicles and allow the chargerto shut off automatically; . battery chargers must each have an independent dedicated 15 amp circuit; . each battery charger must be connected to its circuit wlth at minimum a NEMA 15-5R three-pin receptacle; . five (5) air exchanges per hour in the charglng facility; . lf the facllity utillzes an electrical energy management system, the tlmer must be set to have avallable fourteen (14) hours of electricity; and . one (l) functional charger for each Vehicle in the fleet with a proper electrical supply as specified above. OTHER COMPANY RIGHTSI. Company may perform vehicle inspectlons (directly or through assigned E-Z-GO representatives) through the term of the warranty period' . Company may improve, modify or change the design of any Company vehicle, part or battery charger without being responsible to modify previously manufactured vehicles, parts or battery chargers' . Company may audit and inspect the Purchaser's facillty, maintenance records and lts Vehicles by a Company representatives prior to approving a warranty claim and may contract with a third party to evaluate the Purchaser's storage facilities, fuel storage tanks and/or batteries. . THE WARRANTY FOR ALL VEHICLES IN A FLEET SHALL BE VOIDED IF DATA SUBMITTED FOR AN INDIVIDUAL VEHICLE WARRANTY CLAIM CONTAINS AUTHORITY: No Company employee, dealer, distributor or representative, or any other person, has any authority to bind the Company beyond the terms of this Limited Warranty without the express written approval of the TSV Customer Care / Warranty Department. EMISSIONS CONTROL WARRANW: The Vehicle may also be subject to an emlssions control warranty, as required by the u.s. Environmental Protection ASency and california Air Resources Board, which is provided in a separate Statement with the vehicle. FOR FURTHER INFORMATTOU CAtt 1-8OO-774-3945, GO TO EZGO.TTfi5V.COM, OR WRITE TO TSV DIVISION OF TEXTRON lNC., ATTENTION: TSV CUSTOMER CARE/WARRANTY DEPARTMENT, l451 MANVIN GRIFFIN ROAD, AUGUSTA, GEORGIA30906 USA. rsv P/N 646534G2t 5.B.c Packet Pg. 56 Attachment: Exhibit B - Warranties (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) MODET YEAR 2021 Limited Warrantv Terms and Conditions - E-Z-GO Non-Fleet Vehicles The Textron Specialized Vehicles (TSV) Division of Textron lnc. ("Company'') provides that any new Model Year 2021 E-Z-GO non-fleet gasoline or electric vehicle (the .,Vehlcle,,) and/or battery charger purchased from Company, a Company affiliate, or an authorized Company dealer or distributor, or leased from a leasing company approved by company, shall be free from defects in material or workmanship under normal use and service (the "Umited Warranty''). This Limited Warranty wlth respect only to parts and labor is extended to the Original Retail Purchaser or the OriSinal Retail Lessee ("Purchase/') for defects reported to Company no later than the following warranty periods for the Vehicle parts and components set forth below (the "Warranty Period"): Vehicle WarranwPeriod FREEDOM RXV OR FREEDOM TXT GAS OR ETECTRIC VEHICLE FRAME -P Lifetime 2 vears ENGINE - GAs MODELS 3 years ALL E-Z€O OPTIONS AND ACCESSORIES -the at time of 2 vears ALL OTHER COMPONENTS -the at time of 3 years EXPNESS VEHICLES:PARTS UNLESS OTHERWISE 2 vears ALt vEHtctEs INITIAL - ALL VEHICLES - lnitial fastener 90 days DEEP BATTERY -Earlier of 3 vears or 23,000 amp hours* * Added electrlcol components not Port of originol vehicle drlve system equipment thdt consume equol to or more thdn .4 omps sholl reduce the amp hour bottery warronty by fifteen Percent (15%). Added electricol components not port of origlndl Vehicle drtve system equipment thdt consume less thon .4 amos shall reduce the omp hour bottety warronty by ten percent (10%). See reugrse Ior othet baftery wo The Warranty period for all parts and components of the Vehlcle other than Lead Acid Deep Cycle Batteries shall commence on the date of delivery to the original purchase/s location or the date on which the Vehicle is placed in Purchaser-requested storage. The Warranty Period for Deep Cycle Batteries shall commence on the earliest of the date of: . Vehicle delivery to the original Purchaser's location, . on which the Vehicle is placed in original Purchaser-requested storage or . that is one (1) year from the date of original sale or lease of the Vehicle by Company to an authorized Company dealer or distributor. parts repaired or replaced under this Limited warranty are warranted forthe remainder ofthe length ofthewarranty Period. This Limited warrantyapplies only to the purchaser and not to any subsequent purchaser or lessee wlthout the prlor written approval of the TSV Customer Care / Warranty Department. ExCtUSIONS: Specifically EXCTUDED from this Limited Warranty are: . routine maintenance items, normal wear and tear, cosmetic deterioration or electrical components damaged as a result offluctuations in electric current;. damage to or deterioraflon of a Vehicle, part or battery charger resulting from inadequate maintenance, neglect, abuse, accident or collision;. damage resulting from installation or use of parts or acaessories not approved by Company, including but not limited to subsequent failures of the Vehicle, other parts or the battery charger due to the installation and/or use of parts and accessories not approved by Company;. warranty repairs made by other than a Company branch or an authorized and qualified Dealer deslgnee' Warranty repairs by other than a Company branch or an authorized and quallfied Dealer or deslgnee shall void the Limlted Warranty; . damage or loss resulting from acts of nature, vandallsm, theft, war or other events over which Company has no control; . any and all expenses incurred in transporting the Vehlcle to and from the Company or an authorized and qualified Dealer, distributor or deslgnee for warranty service or in performing field warranty service; and . any and all expenses, fees or duties incurred relative to inbound freight, importation, or customs' THIS LIMITEO WARRANTY MAY BE VOIOED OR TIMITED AT THE SOIE DISCRETION OF COMPANY IF THE VEHICTE AND/OR BATTERY CHARGER:. shows indications that routine maintenance was not performed per the owner's Manual, including but not limited to proper tire inflation, lack of charging, inadequate lead acid battery watering, use of contaminated water, loose battery hold downs, corroded battery cables and loose battery termlnals;. lacks an adequate number of operating battery chargers, uses unapproved battery chargers for the vehicle or uses extension cords with battery chargers;. is fueled with unleaded gasoline containing more than 10% ethanol, E85 ethanol fuel or other non-recommended fuels, contaminated Basoline or other non-recommended lubricants; . shows indications that the speed governor was adjusted or modified to permit the Vehicle to operate beyond Company specifications; . shows indications it has been altered or modified in any way from Company speciflcations, including but not limited to alterations to the speed braking system, electrical system, passenger capacity or seating; . has non-Company approved electrical accessories or electrical energy consuming devices installed on a gasoline powered Vehicle without installatlon of a heavy duty 12v battery; or FOR FURTHER tNFORMAT|ON, CALL 1-AOo774-1946,GO TO TSV.COM, OR WRITE TO TSV DIVISION OF TEXTRON lNC., ATTENTION: TSV CUSTOMER CARE / WARRANTY DEPARTMENT, 1451 MARVIN GRIFFIN ROAD, AUGUSTA, GEORGIA 30905 USA. TSV P/N 646s30G21 5.B.c Packet Pg. 57 Attachment: Exhibit B - Warranties (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) MODET YEAR 2021 . is equipped with non-standard tires not approved by Company. USE OF NON-APPROVED COMPANY PARTS AND AGCESSORIES: THIS LIMITED WARRANTY lS VOID WITH RESPECT TO ANY PROPERTY DAMAGE OR ADDITIONAL ENERGY CONSUMPTION ARISING FROM OR RELATED TO PARTS OR ACCESSORIES NOT MANUFACTURED OR AUTHORIZED BY COMPANY' OR WHICH WERE NOT INSTALLED BY COMPANY, IT5 DEALERS OR DISTRIBUTORS, INCLUDING BUT NOT LIMITED TO GPs SYSTEM' COOLING AND HEATING sysrEMs, coMMUNtcATtON SYSTEMS, TNFORMATTON SYSTEMS, OR OTHER FORMS OF ENER6Y CONSUMING DEVICESWIRED DIRECTIY OR INDIRECTLY TO THE VEHICLE BATTERIES. REMEDy: purchase/s sole and exclusive remedy under this Limited Warranty in the event of a defect in material or workmanshlp in the Vehlcle, any part or component, or battery charger during the applicable Warranty Period ls that company will, at its sole option, repalr or replace any defectlve parts. lf Company elects to repair or replace a defective part, Company may at its discretlon provide a factory reconditioned part or new component from an alternate supplier. All replaced parts become the sole property ofCompany. This exclusive remedy will not be deemed to have failed of its essential purpose so long as CoMPANY has made reasonable efforts to repair or replace the defectlve parts' DISCLAIMER: THIS UMNED WARRANnY 'S THE SOLE AND EXCLUSTVE WARRANrY PROVIDED FOR fHE VEHICLES AND BArTERY CHARGER AND IS MADE IN LtEt! oF ALL OTHER WARRAN1j|E' EXPRESS OR IMqL|ED, TNCLUD/,NG AUt NOt L\M|TED TO THE iMPLIED WARRAN'IES OF MERCHANTABILITY OR FIINESS FOn A PARflCULAR PIIRPOSE, ALL SIICH OTHER WARRANTIES BEING EXPLICITLY DISCAIMED. LIABILMY LIMITATIONS: IN NO CASE SHALL COMPANY BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAI" PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUOING BUT NOT LIMITED TO DEATH, PERSONAL INJURY OR PROPERTY DAMAGE ARISING FROM OR REIATEO TO ANY ALIEGED FAILURE IN A VEHICLE OR BATTERY CHARGER, OR ANY DAMAGE OR LOSS TO THE PURCHASER OR ANY THIRD PARTY FOR LOST TIME, INCONVENIENCE OR ANY ECONOMIC IOSS, WHETHER OR NOT COMPANY WAS APPRISED OF THE FORSEEASILITY OF SUCH DAMAGES OR LOSSES. THE RIGHT OF PURCHASER TO RECOVER DAMAGES WITHIN THE LIMITATIONS SET FORTH IN THIS SECTION IS PURCHASER,S EXCLUSIVE ALTERNATIVE REMEDY IF THE LIMITED REMEDY OF REPAIR OR REPLACEMENT OF THE VEHICLE FAILS OF ITS ESSENTIAL PURPOSE. THE PARTIES AGREE THAT THIS ALTERNATIVE REMEDY WILL BE ENFORCEABLE EVEN IF THE LIMITED REMEDY OF REPAIR OR REPLACEMENT FAILS OF ITS ESSENTIAL PURPOSE. ANY LE6AL CLAIM OR ACTION ARISING THAT ALLEGES BREACH OF WARRANTY MUST BE BROUGHT wtTHtN THREE (3) MONTHS FROM THE DATE THE WARRANTY CLATM AR|SES. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. SOME STATES DO NOTALLOW THE EXCLUSION OF INCIDENTAL DAMAGES OR LIMITATIONS ON HOW LON6 AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLYTO YOU. WARNING: ANY MODIFICATION OR CHANGE TO THE VEHICTE OR BATTERY CHARGER WHICH ATTERS THE WEIGHT DISTRIBUTION OR STABILIfY OF TI{E VEH;CLE, TNCREASES THE VEHICIE'S SPEED, OR ALTERS THE OUTPUT OF THE BATTERY CHARGER BEYOND FACTORY SPECIFICATIONS, CIN RESULT lN pRopERTy DAMAGE, PERSONAL tNrURy oR DEATH. DO NOT MAKE ANy SUCH MODTFTCATTONSOR CHANGES. SUCH MODIFICATIONS OR CHANGES WltL VOID THE IIM]TED WARRANW. COMPANY DISCIAIMS RESPONSIBILTTV FOR ANY SUCH MODIFIC'ATIONS, CHANGES OR ATTERATIONS WHICH WOUTD ADVERSETY IMPACTTHE SAFE OPERATION OF THE VEHICTE OR BATTENY CHARGER. DEEP CYCTE BATTERY WARRANW TIMITATIONS, CONDITIONS ANO EXCEPTIONS: . The amp hour Warranty Period for electric Vehicle batterles is as recorded by the Vehicle's controller. . Claims for battery warranty replacement require specific testing, as specifled by the Company Customer Care / Warranty Department. Company, or an authorized Company dealer or distributor, should be contacted to obtaln a copy of the requlred tests, which must be performed and corrected for temperature, based upon BCI (Battery Councll lnternational) recommendations' . NON-FACTORY INSTAIIED PARTS OR ACCESSORIES INSTAILED DIRECTLY TO LESS THAN THE COMPTETE VEHICLE BATTERY PACK WILI VOID THE WARRANTY FOR THE ENTIRE BATTERY PACK. . ATt NON.FACTORY INSTALLED ACCESSORIES REQUIRE THE INSTAII.ATION AND USE OF AN COMPANY APPROVED DC TO DC CONVERTER THAT USES ENERGY FROM ALL BATTERIES. . Electrlc Vehlcle storagefacilities must provide the followlng: . ample electrical power to charge all Vehicles and allow the charger to shut off automatically; . battery chargers must each have an independent dedicated 15 amp circuit; . each battery charger must be connected to its circuit with at minimum a N EMA 15-5R three-pin receptacle; . flve (5) air exchanges per hour in the charging facility; . ifthe facllity utilizes an electrlcal energy management system, the timer must be set to have available fourteen (14) hours of electricity; and . one (1) functional charger for each Vehicle wlth a proper electrical supply as specified above. OTHER COMPANY RGHTS . Company may perform semi-annual vehicle lnspections (dlrectly or through asslgned Company representatives) through the term of any lease. . company may improve, modify or change the design of any company vehicle, part or battery charger without being responiible to modify previously manufactured vehicles, parts or battery chargers' . Company may audit and inspect the Purchaser's facility, malntenance records and its Vehicles by Company representatives prior to approving a warranty claim and may contract with a third party to evaluate the Purchaser's storage facllltles, fuel storaBe tanks and/or batterles. AUTHORrY: No Company employee, dealer, distributor or representatlve, or any other person, has any authority to bind COMPANY beyond the terms of this Limited Warranty without the express written approval of the TSV Customer Care / WarranW Department. EMISSIONSCONTROLWARRANTY: ThevehiclemayalsobesubjecttOanemisslonscontrolwarranty,asrequiredbytheu.S.EnvironmentalProtectionAgency and california Air Resources Board, which is provided in a sepaEte statement with the vehicle. FOR FURTHER TNFORMATTOU CALL 1-800.774.3946, GO TO TSV.COM, OR WRITE TO TSV DIVISION OF TEXTRON lNC" ATTENTION: TSV CUSTOMER CARE / WARRANTY DEPARTMENT, 1451 MARVIN GRIFFIN ROA4 AUGUSTA, GEORGIA 30906 USA. rsv P/N 646s30G21 5.B.c Packet Pg. 58 Attachment: Exhibit B - Warranties (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) EXHIBIT C INSURANCE REQUIREMENTS No Insurance is required for this Contract or Agreement. 5.B.d Packet Pg. 59 Attachment: Exhibit C - Insurance (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Agreements) LEASE AGREEMENT (EQUIPMENT RENTAL) Golf_RentalAgreement_Muni ver. 03.22.21 444464 12/17/2021 9:03 AM Page 1 of 5 This “Lease”: Lease Agreement Number 008-0742593-100 Dated June 9, 2021 “Lessee” City of Kent, Washington, 220 Fourth Ave. S, Kent, WA 98032 Fax: E-mail: "Lessor" The Huntington National Bank, 1405 Xenium Lane North (PCC180), Plymouth, MN 55441 Fax:319-833-4577 E-mail:customerservice@financediv.com Number of Rental Payments Rental Payments Advances 48 During a 48 month term that shall be based on the date Lessor pays the Equipment supplier, a monthly payment of $5,114.88 (the "Standard Payment") is due beginning March, 2022 and each March, April, May, June, July, August, September and October thereafter until a total of 32 Standard Payments have been made. A payment of $0.00 is due each November, December, January and February for a total of 16 $0 Payment Months. The Total Number of Rental Payments includes both the Standard Payment Months and the $0 Payment Months. The first due date for a "Standard Payment" will be determined by Lessor once it pays the Equipment supplier and the Lessee has provided a written acknowledgement of its acceptance of the Equipment. (Plus any applicable taxes) First:$0.00 Last:$0.00 Total:$0.00 EQUIPMENT LOCATION & DESCRIPTION: MAXIMUM HOURS: 2019 W Meeker St, Kent, WA 98032: (36) 2022 E-Z-GO RXV Elite Lithium Golf Cars together with all attachments and accessories thereto N/A TERMS AND CONDITIONS --READ CAREFULLY BEFORE SIGNING 1. RENTAL: Lessor rents to Lessee and Lessee rents from Lessor the equipment, furniture, fixtures, machinery, inventory, goods and software, as such terms are defined under the Uniform Commercial Code (“UCC”), described above and in any schedule made a part hereof, together with all replacements, replacement parts, repairs, returns, substitutions, additions, accessories, and accessions incorporated therein or attached thereto (collectively, “Equipment”), upon the terms and conditions set forth herein. The parties intend this Lease to be governed by Article 2A of the UCC. Pursuant to Article 2A, Lessee is entitled to the promises and warranties, including those of any third party, provided to Lessor by the Equipment supplier. Lessee may contact the Equipment supplier and receive an accurate and complete statement of the promises and warranties, including any disclaimers and limitations of them or of remedies. 2. PAYMENTS: Other than as set forth in a rider hereto, rental payments are due monthly, beginning the date designated by Lessor and continuing on the same day of each month as provided for in the above Rental Payment schedule. Lessor may change the payment only with Lessee’s written agreement through an amendment to this Lease. 3. EQUIPMENT ACCEPTANCE: Lessee shall have accepted the Equipment for purposes of this Lease upon Lessee's delivery of a signed delivery and acceptance certificate to Lessor signed by an authorized representative of Lessee. Lessee represents that any agent of Lessee who verifies delivery and acceptance of the Equipment by signing a writing acknowledging delivery and acceptance has actual authority to do so. Upon the parties’ mutual acceptance of this Lease, THIS LEASE SHALL BE NON-CANCELABLE, and Lessee’s obligations hereunder shall not abate for any reason other than as provided for in this Lease. 4. DISCLAIMER OF WARRANTIES: AS BETWEEN LESSOR AND LESSEE, THE EQUIPMENT IS BEING RENTED IN “AS IS” CONDITION, PROVIDED HOWEVER, THAT LESSEE’S ACKNOWLEDGEMENT OF LESSOR’S WAIVER OF WARRANTIES UNDER THIS LEASE SHALL NOT IN ANY WAY IMPACT OR AFFECT ANY WARRANTIES, EXPRESS OR IMPLIED, BETWEEN LESSEE AND THE EQUIPMENT SUPPLIER OR VENDOR. LESSEE AGREES THAT LESSOR IS NOT THE MANUFACTURER OR SUPPLIER OF THE EQUIPMENT. LESSEE HAS SELECTED THE EQUIPMENT BASED UPON ITS OWN JUDGMENT AND ACKNOWLEDGES THAT LESSOR HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, DIRECT OR INDIRECT, EXPRESS OR IMPLIED, AS TO THE SUITABILITY, DURABILITY, DESIGN, OPERATION OR CONDITION OF THE EQUIPMENT, ITS MERCHANTABILITY, FITNESS FOR USE FOR ANY PARTICULAR PURPOSE, OR OTHERWISE. No broker, equipment supplier, or other person (other than an employee of Lessor) is an agent of Lessor. 5.B.e Packet Pg. 60 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444464 12/17/2021 9:03 AM Page 2 of 5 5. GOVERNING LAW; VENUE OF LITIGATION: THIS LEASE, AND ALL MATTERS ARISING FROM THIS LEASE, INCLUDING ALL INTEREST AND FINANCE CHARGES HEREUNDER, SHALL IN ALL RESPECTS BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF WASHINGTON. TO THE EXTENT PERMITTED BY LAW, THE PARTIES HEREBY WAIVE THEIR RIGHT TO A JURY TRIAL. THE PARTIES MAY ENFORCE THIS LEASE IN ANY STATE OR FEDERAL COURT LOCATED IN THE STATE OF WASHINGTON HAVING LAWFUL JURISDICTION THEREOF. 6. SECURITY AGREEMENT: In the event this Lease is determined to be governed by Article 9 of the UCC, Lessee hereby grants Lessor a security interest in all Equipment financed by or rented from Lessor, of any kind or nature whatsoever, wherever located, whether now owned or hereafter acquired, and all returns, repossessions, substitutions, replacement parts, accessories, and accessions thereto and thereof, and all proceeds thereof, to secure all present and future obligations of Lessee to Lessor, of every type and description and howsoever evidenced. This Lease shall be construed so that interest, the applicable interest rate and other charges shall not exceed that allowed by applicable law, and any payment that otherwise would be deemed unlawful will be applied first to prepay principal and then refunded to Lessee. 7. APPOINTMENT OF ATTORNEY IN FACT: Lessee authorizes Lessor, its successors and assigns to cause this Lease, or any other document(s) showing the interest of Lessor, including but not limited to UCC financing statements, to be authenticated and filed or recorded. In addition, Lessee appoints Lessor, its successors and assigns, as Lessee’s attorney-in-fact (1) to arrange for property damage coverage under a policy of insurance and to transmit Lessee’s premium payments to the insurer on behalf of Lessee in the event that Lessee fails to insure the Equipment as required under Section 12, (2) to deal with and to direct said insurer as to any matter concerning the claim for, disposition of, and/or application of proceeds from any policy of insurance, and (3) to receive payments and execute and endorse all documents, checks, drafts, or other instruments necessary or advisable to secure payments due under any policy of insurance. These appointments and authorizations shall be continuous. Nothing in this paragraph shall relieve Lessee of its duty to procure required insurance, to make timely insurance claims, and to otherwise cooperate with insurance carriers and Lessor in seeking insurance coverage and recoveries. 8. UNCONDITIONAL OBLIGATION: Except in the event of termination under Section 19 for non-appropriation, Lessee agrees to be unconditionally obligated to pay all payments and other amounts due hereunder no matter what happens, even if the Equipment is damaged or destroyed, if it is defective, if Lessee no longer can use it, or if the manufacturer or supplier ceases doing business or cannot service and/or support the Equipment, and irrespective of any set-off, counterclaim, defense, or other right which Lessee may have against Lessor or any other person. 9. USE: Lessee agrees that the Equipment will be used for business purposes only and such use shall be in compliance with all applicable laws. Lessee shall maintain the Equipment in good repair and working order at Lessee's sole expense. 10. TAXES: Lessee agrees to pay all taxes, fees, and governmental charges related to this Lease, which during the term of this Lease or at any time thereafter may be imposed. If Lessor pays any of the above for Lessee, Lessee agrees to reimburse Lessor on demand, plus interest. Lessor shall not be obligated to contest any valuation of or tax imposed on the Equipment or this Lease. 11. INDEMNITY: To the extent permitted by law, Lessor is not responsible for any losses or injuries caused by the Equipment. Lessee agrees to indemnify Lessor with respect to all claims for losses imposed on, incurred by, or asserted against Lessor, including attorneys’ fees and expenses plus interest, where such claims arise or are caused by Lessee’s negligence, and Lessee agrees to obtain indemnification from the Equipment supplier to indemnify Lessor for claims related to the Equipment that are not attributable to the Lessee’s negligence. Further, Lessee shall, if requested by Lessor, defend Lessor against any claims for losses or injuries caused by the Lessee’s negligent performance of this Lease. This provision shall survive the cancellation, termination or expiration of this Lease. 12. INSURANCE: Lessee shall keep the Equipment insured against loss for not less than its replacement cost or such greater amount as may be prescribed by any applicable state law specifying minimum insurance requirements, and shall carry public liability insurance, both personal injury and property damage. Lessee shall name Lessor as an additional insured and as loss payee. If Lessee fails to procure insurance, Lessor may obtain same and pay the amount due thereon as provided for under Section 7 of this Lease and Lessee shall reimburse Lessor upon demand and, if required by Lessor, shall pay interest on such sums due and owing at a rate of up to 18% per annum, but in no event more than the maximum rate permitted by law. With respect to any policy obtained by Lessor under Section 7, Lessor may charge a monthly administrative fee. Any insurance proceeds received with respect to the Equipment will be applied, at the option of Lessor, to repair, restore, or replace the Equipment, or to pay Lessor the remaining balance and any other amounts payable hereunder. 13. LATE CHARGES: If Lessee is delinquent in paying any sum due, Lessee shall pay a charge to offset collection expenses on such delinquent payment of $25.00 or an amount of up to ten percent (10%) of the payment amount that is past due, whichever is greater, but in no event more than allowed by applicable law. In addition, Lessor will impose a surcharge of up to $30 or the maximum allowed under applicable law for any dishonored payment. 14. DEFAULT: Any of the following constitute default: (1) Lessee fails to pay any sum due Lessor; (2) Lessee fails to observe or perform any other term of this Lease; (3) Lessee encumbers or disposes of the Equipment without Lessor’s written consent; (4) The filing by or against Lessee or any guarantor of Lessee's obligations to Lessor ("Guarantor") of a petition under the Bankruptcy Code or any other insolvency law; (5) The voluntary or involuntary commencement of any formal or informal proceeding for dissolution, liquidation, settlement of claims against or winding up of Lessee’s or a Guarantor's affairs, or Lessee or a Guarantor, if applicable, ceases doing business of going concern; (6) Any representation or warranty made by Lessee or a Guarantor in connection herewith proves to have been materially misleading; (7) Lessee is in default under any other contract or agreement with Lessor; (8) any Guarantor repudiates or attempts to revoke any guaranty of Lessee's obligations to Lessor related to this Lease. 15. REMEDIES: Upon an occurrence of default, Lessor may exercise one or more of the following remedies: (1) Declare due, sue for, and receive from Lessee the sum of all payments and other amounts then due and owing in the current fiscal year under this Lease or any schedule hereto, (2) Require Lessee to return the Equipment at its own expense to any reasonable location Lessor designates; (3) Cancel or terminate this Lease or any other agreement between Lessee and Lessor; (4) Charge Lessee interest on all monies due hereunder from and after the date of default at the rate of 18% per annum, compounded monthly until paid in full, but in no event more than the maximum rate permitted by law; (5) Charge Lessee for any other amounts provided for in this Lease. In addition, Lessor may use any other remedies available to it under applicable law. These remedies will be applied, to the extent allowed by law, cumulatively. No delay in exercising any right or remedy shall operate as a waiver of any right or remedy or modify the terms of this Lease. A waiver of default shall not be construed as a waiver of any other or subsequent default. In addition to all of Lessor's other rights and remedies, Lessee agrees to pay Lessor all costs and expenses, including attorneys’ fees, incurred by Lessor in 5.B.e Packet Pg. 61 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444464 12/17/2021 9:03 AM Page 3 of 5 exercising or attempting to exercise any of its rights or remedies. If appropriate in the circumstances, remedies will include those available under Article 9 of the UCC. 16. ASSIGNMENT: Lessee may not sublet, lend, assign, or pledge this Lease, the Equipment, or any interest in either, or permit any lien or security interest thereon. Upon notice and acceptance by Lessee, which acceptance shall not be unreasonably withheld, any and all of Lessor’s interest and rights in the Equipment and under this Lease may be assigned, pledged, or otherwise disposed of. Each assignee shall be entitled to exercise all rights and remedies of Lessor with respect to any and all obligations assigned to such assignee, and all references herein to "Lessor" shall include Lessor’s assignee, except that said assignee shall not be chargeable with any obligations or liabilities of Lessor hereunder. Lessee will not assert against Lessor’s assignee any defense, counterclaim or setoff on account of breach of warranty or otherwise in any action for payment or for possession brought by Lessor’s assignee. Any assignment of this Lease by Lessee, whether or not permitted by Lessor, shall not release Lessee from its obligations hereunder. 17. RETURN OF EQUIPMENT: At the end of the original term of this Lease, or if this Lease is terminated under Section 19, Lessee must return the Equipment at its own expense, to Lessor or to a third-party designated by Lessor, and as applicable, the following must be true: All safety equipment must be in place and meet applicable federal, state and other governmental standards; All covers and guards must be in place with no sheet metal, plastic or cowling damage; All parts, pieces, components and optional equipment must be present, installed and operational; All accessories shall be returned in proper order; All motors shall operate smoothly without overheating and shall have good bearings and bushings; All electronic controls shall operate per manufacturers’ specifications; Controls which bypass normal operations shall be repaired at Lessee's expense; All electrical systems shall be able to provide electrical output as specified by the manufacturer; All batteries shall be in good, safe operating condition with no dead cells or cracked cases; Batteries shall hold a charge and provide adequate power to operate the Equipment; All Equipment shall have serviceable tires, with 50% remaining tread, retaining proper air pressure, and without repair patches; All oil and grease seals must contain lubrication in the manufacturer's designed reservoir; All Equipment must have a relatively clean appearance; All Equipment must be free from excessive wear necessitating major component repair or replacement caused by lack of recommended maintenance detailed in Equipment operation/maintenance manuals; All Equipment shall be free from structural damage or bent frames; Any usage or metering devices must not have been altered in any way; All Equipment attachments, if any, must be in good operating condition; All hydraulic cylinders must not be bent, nicked, gouged or leaking. If the Equipment is an electric golf car, then in addition to the above return provisions: (i) the golf car must be able to transport two (2) people and their golf clubs; (ii) all batteries and battery terminals must be clean, free of corrosion and have proper battery water levels; and (iii) each golf car must include operable battery chargers. Additionally, all Equipment must be able to complete the following tests: operate normally in forward and reverse directions through all its speed ranges or gears, steer normally right and left in both forward and reverse, have all functions and controls work in a normal manner, be able to stop with its service brakes in a safe distance in both forward and reverse, operate without leaking any fluids, perform its designed functions in a satisfactory manner, and all cutting units (if applicable) must be able to lower, turn on, run, raise and shut off as they are designed to do. If any Equipment is damaged or does not meet the standards set forth above for the return condition of such Equipment or if Lessee fails to discharge Lessee's obligations set forth under this Lease with regard to any Equipment, Lessee shall remit to Lessor, immediately upon demand, the Stipulated Loss Value of such Equipment. The “Stipulated Loss Value” for a particular piece of Equipment shall be an amount equal to: (i) the total of all monthly payments and other amounts, if any, due under the Lease with respect to such Equipment as of the date of payment of the Stipulated Loss Value, plus (ii) all rent not yet due for the Equipment for the remaining term of this Lease, discounted from their respective due dates at the rate of 3% per annum, plus (iii) the Equipment's "Anticipated Residual Value" as determined by Lessor's books as of the date of this Lease. Return Condition Standards applicable when the Equipment is Golf Cars. The Return Condition Standards for golf cars are as follows: (a) Equipment must start, stop, and turn properly; (b) Mechanically, all Equipment must be in operable condition upon return and capable of being driven onto a transporter; (c) Cosmetically, all Equipment and component parts are to be returned operable and complete according to the original state, reasonable wear and tear expected; (d) All equipment shall have serviceable tires, with 50% remaining tread, retaining proper air pressure, and without repair patches; (e) All gauges will be operative and all fluid levels to manufacturer's specifications; and, (f) if the Equipment is an electric golf car, then in addition to the other Return Condition Standards: (i) the golf car must be able to transport two (2) people and their golf clubs; (ii) all batteries and battery terminals must be clean, free of corrosion and have proper battery water levels; and, (iii) each golf car must include operable battery chargers. Any missing Equipment and parts or damage to the Equipment will result in a separate billing at replacement cost or fair market value. Failure to do so, and at Lessor’s sole discretion, is a default under this Lease, and in all cases will result in automatic conversion of this Lease to a month-to-month rental agreement on the same terms. Conversion to a month-to-month rental agreement shall not operate to waive any of Lessor’s rights herein. 18. REPRESENTATIONS AND WARRANTIES: Lessee represents and warrants to Lessor that as of the date hereof, and throughout the term of the Lease: (a) Lessee is a political subdivision of the state or commonwealth in which it is located and is organized and existing under the constitution and laws of such state or commonwealth; (b) Lessee has complied, and will comply, fully with all applicable laws, rules, ordinances, and regulations governing open meetings, public bidding and appropriations required in connection with the Lease, the performance of its obligations under the Lease and the acquisition and use of the Equipment; (c) the person(s) signing the Lease and any other documents required to be delivered in connection with the Lease (collectively, the “Documents”) have the authority to do so, are acting with the full authorization of Lessee's governing body, and hold the offices indicated below their signatures, each of which are genuine; (d) the Documents are and will remain valid, legal and binding Leases, and are and will remain enforceable against Lessee in accordance with their terms; and (e) the Equipment is essential to the immediate performance of a governmental or proprietary function by Lessee within the scope of its authority and will be used during the term of the Lease only by Lessee and only to perform such function. Lessee further represents and warrants to Lessor that, as of the date each item of Equipment becomes subject to the Lease and any applicable schedule, it has funds available to pay all Lease payments payable thereunder until the end of Lessee’s then current fiscal year and will request future appropriations sufficient to fulfill Lessee’s obligations under this Lease. 19. TERMINATION FOR GOVERNMENTAL NON-APPROPRIATIONS: To the extent permitted by applicable law, Lessee agrees to take all necessary and timely action during the Lease term to obtain and maintain funds appropriations sufficient to satisfy its payment obligations under the Lease (the “Obligations”), including, without limitation, providing for the Obligations in each budget submitted to obtain applicable appropriations, causing approval of such budget, and exhausting all available reviews and appeals if an appropriation sufficient to satisfy the Obligations is not made. Notwithstanding anything to the contrary provided in the Lease, if Lessee does not appropriate funds sufficient to make all payments due during any fiscal year under the Lease and Lessee does not otherwise have funds available to lawfully pay the Lease payments (a "Non-Appropriation Event"), and provided Lessee is not in default of any of Lessee’s obligations under this Lease as of the effective date of such termination, Lessee may terminate this Lease effective as of the end of Lessee’s last funded fiscal year (“Termination Date”) without liability 5.B.e Packet Pg. 62 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444464 12/17/2021 9:03 AM Page 4 of 5 for future payments or the early termination charge under this Lease, if any, by giving at least 60 days’ prior written notice of termination (“Termination Notice”) to Lessor. If Lessee terminates the Lease prior to the expiration of the end of the original term of this Lease as permitted under the terms of this Lease or as set forth herein or in any schedule, Lessee shall (i) on or before the Termination Date, return the Equipment subject to the terminated Lease in accordance with the return requirements set forth in this Lease, (ii) provide in the Termination Notice a certification of a responsible official that a Non-Appropriation Event has occurred, (iii) deliver to Lessor, upon request by Lessor, an opinion of Lessee's counsel (addressed to Lessor) verifying that the Non-Appropriation Event as set forth in the Termination Notice has occurred, and (iv) pay Lessor all sums payable to Lessor under this Lease up to and including the Termination Date. Lessee acknowledges and agrees that, in the event of the termination of this Lease and the return of the Equipment as provided for herein, Lessee shall have no interest whatsoever in the Equipment or proceeds thereof and Lessor shall be entitled to retain for its own account the proceeds resulting from any disposition or re-leasing of the Equipment along with any advance rentals, security deposits or other sums previously paid by Lessee pursuant to the terms of the Lease. 20. DELIVERY OF CERTAIN DOCUMENTS AND RELATED REQUIREMENTS: Lessee will execute or provide, as requested by Lessor, annual budget and financial information and such other documents and information, including an opinion of Lessee's counsel as to the validity and enforceability of this Lease, as are reasonably necessary with respect to the transaction contemplated by this Lease. If Lessee is a "Registered Organization" (as such term is defined in the UCC), then Lessee will: (i) upon request of Lessor, provide copies of its applicable registered organization documents; and (ii) not change its legal name or its chief executive office or state of organization, without, in each case, giving Lessor at least 30 days' prior written notice of any such event. 21. EXCESS USAGE AND SUPPLEMENTAL RENTALS (APPLICABLE TO TURF CARE AND MAINTENANCE EQUIPMENT ONLY): At the end of the original term of the Lease, Lessee shall remit to Lessor $5.00 per hour on each piece of Equipment that has hourly use in excess of the maximum hours as indicated above. Lessee shall remit such amounts within ten (10) days of Lessor’s written demand. The hours of use of a particular item of Equipment shall be determined by the hour meter attached to said Equipment, provided that such meter remains operable and accurate. If any such hour meter becomes inoperable or inaccurate, Lessee shall immediately repair or replace same, and shall immediately notify Lessor in writing of such event and of the correct hours of usage of such Equipment during the period of time the hour meter was inoperable or inaccurate. Lessee shall promptly furnish Lessor such information as Lessor may reasonably request from time to time in order to document the hours of usage of the Equipment. If this Lease terminates or is cancelled prior to the end of the original term of the Lease, then the Maximum Hours specified above shall be reduced pro rata based on the number of months remaining in the current year or original term of the Lease, as applicable. 22. LESSEE WAIVERS: To the extent permitted by law, Lessee waives all rights and remedies against Lessor provided by Article 2A of the UCC. All other rights and remedies available at law are expressly reserved and shall remain available to Lessee. Lessor will not be liable for specific performance of this Lease or for any losses, damages, delay, or failure to deliver the Equipment. 23. GENERAL: This Lease may, in Lessor’s sole discretion, be delivered and/or reproduced by facsimile, optical scanning or other electronic means (“e-copy”) and such e-copy or a printed version thereof shall be enforceable as an original and admissible as such in any court or other proceeding, provided that there shall be only one original of this Lease and it shall bear the original ink or electronic signature of Lessor and be marked “Original.” Each party’s electronic signature on this Lease shall be unconditionally valid and legally enforceable, and each party agrees not to contest the validity or enforceability of any electronic signature (or the authority of the electronic signer to sign). To the extent that this Lease constitutes chattel paper (as that term is defined by the Uniform Commercial Code), a security or ownership interest intended to be created through the transfer and possession of this Lease can be done only by the transfer of the “Original” bearing the original ink or electronic signature of Lessor; provided that, if the “Paper Out” process shall have occurred, or if there shall simultaneously exist both the “Paper Out” printed version and an electronic version of this Lease, then the “Paper Out” printed version of such document bearing the legend “Original” applied by Lessor shall constitute the sole chattel paper original and authoritative version. If Lessor permit Lessee to deliver this Lease or any related document to Lessor via facsimile or other electronic means, Lessee shall deliver to Lessor, promptly on request, such document bearing Lessee's electronic or "wet ink" signature; provided that neither delivery nor failure to deliver the document bearing Lessee's electronic or "wet ink" signature shall limit or modify the representations and agreements set forth above. This Lease shall inure to the benefit of and is binding upon the parties and their heirs, personal representatives, successors, and assigns. This Lease represents the entire agreement between the parties, superseding all prior or contemporaneous negotiations, discussions, understandings, or agreements pertaining to the subject matter hereof. This Lease shall not be modified without both parties’ written consent. If any provision of this Lease is deemed unenforceable, then such provision shall be deemed deleted and all other provisions of this Lease shall remain in full force and effect. Any written notice hereunder shall be deemed given when delivered personally, deposited with a nationally recognized overnight courier (with all fees pre-paid), delivered via facsimile or e-mail (with confirmation of transmission), or deposited in the United States mails, certified or registered mail, addressed to recipient at its address set forth above or such other address as may be substituted therefor by notice given pursuant to the terms hereof. Lessee hereby agrees that Lessor, including its vendors, service providers, partners, affiliates successors and assigns, may contact Lessee at any telephone number provided to Lessor, by placing voice telephone calls (including use of automatic telephone dialing systems or prerecorded voice messaging). Lessee authorizes, and represents that all Lessee's principals have authorized, Lessor to obtain such credit bureau reports and make such other credit inquiries with respect to Lessee and such principals as Lessor deems appropriate throughout the term of this Lease. On written request, Lessor will identify any reporting agency used for such a report. Lessee agrees that Lessor may receive from and disclose to other persons, including credit reporting agencies and respective equipment vendors and suppliers, information about Lessee's accounts and credit experience. Lessee hereby authorizes any person to release to Lessor credit experience and account information relating to Lessee. Lessee shall execute and deliver to Lessor such other documents and provide such information, including information identifying the owners of Lessee and its affiliates and their respective ownership interests, as Lessor may reasonably deem necessary to comply with laws or regulations applicable to Lessor or Lessee, including laws and regulations requiring Lessor to obtain Lessee's certification of its beneficial owner(s) prior to making payment(s) to Lessee during or after the term of this Lease. Under federal law, Lessor must obtain, verify and record identifying information for each person opening an account. Lessor will ask for Lessee’s name, address, date of birth and other identifying information. Lessor may also ask for Lessee’s driver’s license or other identifying documents. This Lease shall not be deemed terminated until Lessee has fulfilled all obligations herein. Time is of the essence for all purposes of this Lease. ADDITIONAL TERMS AND CONDITIONS Lessee acknowledges having read the terms and conditions printed above, and unconditionally agrees to same. Lessee requests that Lessor countersign this Lease and requests and hereby authorizes Lessor to pay the Equipment vendor/manufacturer. 5.B.e Packet Pg. 63 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease LEASE AGREEMENT (EQUIPMENT RENTAL) Golf_RentalAgreement_Muni ver. 03.22.21 444468 12/17/2021 9:00 AM Page 1 of 5 This “Lease”: Lease Agreement Number 008-0742593-101 Dated June 9, 2021 “Lessee” City of Kent, Washington, 220 Fourth Ave. S, Kent, WA 98032 Fax: E-mail: "Lessor" The Huntington National Bank, 1405 Xenium Lane North (PCC180), Plymouth, MN 55441 Fax:319-833-4577 E-mail:customerservice@financediv.com Number of Rental Payments Rental Payments Advances 48 During a 48 month term that shall be based on the date Lessor pays the Equipment supplier, a monthly payment of $4,392.36 (the "Standard Payment") is due beginning March, 2022 and each March, April, May, June, July, August, September and October thereafter until a total of 32 Standard Payments have been made. A payment of $0.00 is due each November, December, January and February for a total of 16 $0 Payment Months. The Total Number of Rental Payments includes both the Standard Payment Months and the $0 Payment Months. The first due date for a "Standard Payment" will be determined by Lessor once it pays the Equipment supplier and the Lessee has provided a written acknowledgement of its acceptance of the Equipment. (Plus any applicable taxes) First:$0.00 Last:$0.00 Total:$0.00 EQUIPMENT LOCATION & DESCRIPTION: MAXIMUM HOURS: 2019 W Meeker St, Kent, WA 98032: (36) 2022 E-Z-GO RXV Gas Golf Cars together with all attachments and accessories thereto N/A TERMS AND CONDITIONS --READ CAREFULLY BEFORE SIGNING 1. RENTAL: Lessor rents to Lessee and Lessee rents from Lessor the equipment, furniture, fixtures, machinery, inventory, goods and software, as such terms are defined under the Uniform Commercial Code (“UCC”), described above and in any schedule made a part hereof, together with all replacements, replacement parts, repairs, returns, substitutions, additions, accessories, and accessions incorporated therein or attached thereto (collectively, “Equipment”), upon the terms and conditions set forth herein. The parties intend this Lease to be governed by Article 2A of the UCC. Pursuant to Article 2A, Lessee is entitled to the promises and warranties, including those of any third party, provided to Lessor by the Equipment supplier. Lessee may contact the Equipment supplier and receive an accurate and complete statement of the promises and warranties, including any disclaimers and limitations of them or of remedies. 2. PAYMENTS: Other than as set forth in a rider hereto, rental payments are due monthly, beginning the date designated by Lessor and continuing on the same day of each month as provided for in the above Rental Payment schedule. Lessor may change the payment only with Lessee’s written agreement through an amendment to this Lease. 3. EQUIPMENT ACCEPTANCE: Lessee shall have accepted the Equipment for purposes of this Lease upon Lessee's delivery of a signed delivery and acceptance certificate to Lessor signed by an authorized representative of Lessee. Lessee represents that any agent of Lessee who verifies delivery and acceptance of the Equipment by signing a writing acknowledging delivery and acceptance has actual authority to do so. Upon the parties’ mutual acceptance of this Lease, THIS LEASE SHALL BE NON-CANCELABLE, and Lessee’s obligations hereunder shall not abate for any reason other than as provided for in this Lease. 4. DISCLAIMER OF WARRANTIES: AS BETWEEN LESSOR AND LESSEE, THE EQUIPMENT IS BEING RENTED IN “AS IS” CONDITION, PROVIDED HOWEVER, THAT LESSEE’S ACKNOWLEDGEMENT OF LESSOR’S WAIVER OF WARRANTIES UNDER THIS LEASE SHALL NOT IN ANY WAY IMPACT OR AFFECT ANY WARRANTIES, EXPRESS OR IMPLIED, BETWEEN LESSEE AND THE EQUIPMENT SUPPLIER OR VENDOR. LESSEE AGREES THAT LESSOR IS NOT THE MANUFACTURER OR SUPPLIER OF THE EQUIPMENT. LESSEE HAS SELECTED THE EQUIPMENT BASED UPON ITS OWN JUDGMENT AND ACKNOWLEDGES THAT LESSOR HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, DIRECT OR INDIRECT, EXPRESS OR IMPLIED, AS TO THE SUITABILITY, DURABILITY, DESIGN, OPERATION OR CONDITION OF THE EQUIPMENT, ITS MERCHANTABILITY, FITNESS FOR USE FOR ANY PARTICULAR PURPOSE, OR OTHERWISE. No broker, equipment supplier, or other person (other than an employee of Lessor) is an agent of Lessor. 5.B.e Packet Pg. 64 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444468 12/17/2021 9:00 AM Page 2 of 5 5. GOVERNING LAW; VENUE OF LITIGATION: THIS LEASE, AND ALL MATTERS ARISING FROM THIS LEASE, INCLUDING ALL INTEREST AND FINANCE CHARGES HEREUNDER, SHALL IN ALL RESPECTS BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF WASHINGTON. TO THE EXTENT PERMITTED BY LAW, THE PARTIES HEREBY WAIVE THEIR RIGHT TO A JURY TRIAL. THE PARTIES MAY ENFORCE THIS LEASE IN ANY STATE OR FEDERAL COURT LOCATED IN THE STATE OF WASHINGTON HAVING LAWFUL JURISDICTION THEREOF. 6. SECURITY AGREEMENT: In the event this Lease is determined to be governed by Article 9 of the UCC, Lessee hereby grants Lessor a security interest in all Equipment financed by or rented from Lessor, of any kind or nature whatsoever, wherever located, whether now owned or hereafter acquired, and all returns, repossessions, substitutions, replacement parts, accessories, and accessions thereto and thereof, and all proceeds thereof, to secure all present and future obligations of Lessee to Lessor, of every type and description and howsoever evidenced. This Lease shall be construed so that interest, the applicable interest rate and other charges shall not exceed that allowed by applicable law, and any payment that otherwise would be deemed unlawful will be applied first to prepay principal and then refunded to Lessee. 7. APPOINTMENT OF ATTORNEY IN FACT: Lessee authorizes Lessor, its successors and assigns to cause this Lease, or any other document(s) showing the interest of Lessor, including but not limited to UCC financing statements, to be authenticated and filed or recorded. In addition, Lessee appoints Lessor, its successors and assigns, as Lessee’s attorney-in-fact (1) to arrange for property damage coverage under a policy of insurance and to transmit Lessee’s premium payments to the insurer on behalf of Lessee in the event that Lessee fails to insure the Equipment as required under Section 12, (2) to deal with and to direct said insurer as to any matter concerning the claim for, disposition of, and/or application of proceeds from any policy of insurance, and (3) to receive payments and execute and endorse all documents, checks, drafts, or other instruments necessary or advisable to secure payments due under any policy of insurance. These appointments and authorizations shall be continuous. Nothing in this paragraph shall relieve Lessee of its duty to procure required insurance, to make timely insurance claims, and to otherwise cooperate with insurance carriers and Lessor in seeking insurance coverage and recoveries. 8. UNCONDITIONAL OBLIGATION: Except in the event of termination under Section 19 for non-appropriation, Lessee agrees to be unconditionally obligated to pay all payments and other amounts due hereunder no matter what happens, even if the Equipment is damaged or destroyed, if it is defective, if Lessee no longer can use it, or if the manufacturer or supplier ceases doing business or cannot service and/or support the Equipment, and irrespective of any set-off, counterclaim, defense, or other right which Lessee may have against Lessor or any other person. 9. USE: Lessee agrees that the Equipment will be used for business purposes only and such use shall be in compliance with all applicable laws. Lessee shall maintain the Equipment in good repair and working order at Lessee's sole expense. 10. TAXES: Lessee agrees to pay all taxes, fees, and governmental charges related to this Lease, which during the term of this Lease or at any time thereafter may be imposed. If Lessor pays any of the above for Lessee, Lessee agrees to reimburse Lessor on demand, plus interest. Lessor shall not be obligated to contest any valuation of or tax imposed on the Equipment or this Lease. 11. INDEMNITY: To the extent permitted by law, Lessor is not responsible for any losses or injuries caused by the Equipment. Lessee agrees to indemnify Lessor with respect to all claims for losses imposed on, incurred by, or asserted against Lessor, including attorneys’ fees and expenses plus interest, where such claims arise or are caused by Lessee’s negligence, and Lessee agrees to obtain indemnification from the Equipment supplier to indemnify Lessor for claims related to the Equipment that are not attributable to the Lessee’s negligence. Further, Lessee shall, if requested by Lessor, defend Lessor against any claims for losses or injuries caused by the Lessee’s negligent performance of this Lease. This provision shall survive the cancellation, termination or expiration of this Lease. 12. INSURANCE: Lessee shall keep the Equipment insured against loss for not less than its replacement cost or such greater amount as may be prescribed by any applicable state law specifying minimum insurance requirements, and shall carry public liability insurance, both personal injury and property damage. Lessee shall name Lessor as an additional insured and as loss payee. If Lessee fails to procure insurance, Lessor may obtain same and pay the amount due thereon as provided for under Section 7 of this Lease and Lessee shall reimburse Lessor upon demand and, if required by Lessor, shall pay interest on such sums due and owing at a rate of up to 18% per annum, but in no event more than the maximum rate permitted by law. With respect to any policy obtained by Lessor under Section 7, Lessor may charge a monthly administrative fee. Any insurance proceeds received with respect to the Equipment will be applied, at the option of Lessor, to repair, restore, or replace the Equipment, or to pay Lessor the remaining balance and any other amounts payable hereunder. 13. LATE CHARGES: If Lessee is delinquent in paying any sum due, Lessee shall pay a charge to offset collection expenses on such delinquent payment of $25.00 or an amount of up to ten percent (10%) of the payment amount that is past due, whichever is greater, but in no event more than allowed by applicable law. In addition, Lessor will impose a surcharge of up to $30 or the maximum allowed under applicable law for any dishonored payment. 14. DEFAULT: Any of the following constitute default: (1) Lessee fails to pay any sum due Lessor; (2) Lessee fails to observe or perform any other term of this Lease; (3) Lessee encumbers or disposes of the Equipment without Lessor’s written consent; (4) The filing by or against Lessee or any guarantor of Lessee's obligations to Lessor ("Guarantor") of a petition under the Bankruptcy Code or any other insolvency law; (5) The voluntary or involuntary commencement of any formal or informal proceeding for dissolution, liquidation, settlement of claims against or winding up of Lessee’s or a Guarantor's affairs, or Lessee or a Guarantor, if applicable, ceases doing business of going concern; (6) Any representation or warranty made by Lessee or a Guarantor in connection herewith proves to have been materially misleading; (7) Lessee is in default under any other contract or agreement with Lessor; (8) any Guarantor repudiates or attempts to revoke any guaranty of Lessee's obligations to Lessor related to this Lease. 15. REMEDIES: Upon an occurrence of default, Lessor may exercise one or more of the following remedies: (1) Declare due, sue for, and receive from Lessee the sum of all payments and other amounts then due and owing in the current fiscal year under this Lease or any schedule hereto, (2) Require Lessee to return the Equipment at its own expense to any reasonable location Lessor designates; (3) Cancel or terminate this Lease or any other agreement between Lessee and Lessor; (4) Charge Lessee interest on all monies due hereunder from and after the date of default at the rate of 18% per annum, compounded monthly until paid in full, but in no event more than the maximum rate permitted by law; (5) Charge Lessee for any other amounts provided for in this Lease. In addition, Lessor may use any other remedies available to it under applicable law. These remedies will be applied, to the extent allowed by law, cumulatively. No delay in exercising any right or remedy shall operate as a waiver of any right or remedy or modify the terms of this Lease. A waiver of default shall not be construed as a waiver of any other or subsequent default. In addition to all of Lessor's other rights and remedies, Lessee agrees to pay Lessor all costs and expenses, including attorneys’ fees, incurred by Lessor in 5.B.e Packet Pg. 65 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444468 12/17/2021 9:00 AM Page 3 of 5 exercising or attempting to exercise any of its rights or remedies. If appropriate in the circumstances, remedies will include those available under Article 9 of the UCC. 16. ASSIGNMENT: Lessee may not sublet, lend, assign, or pledge this Lease, the Equipment, or any interest in either, or permit any lien or security interest thereon. Upon notice and acceptance by Lessee, which acceptance shall not be unreasonably withheld, any and all of Lessor’s interest and rights in the Equipment and under this Lease may be assigned, pledged, or otherwise disposed of. Each assignee shall be entitled to exercise all rights and remedies of Lessor with respect to any and all obligations assigned to such assignee, and all references herein to "Lessor" shall include Lessor’s assignee, except that said assignee shall not be chargeable with any obligations or liabilities of Lessor hereunder. Lessee will not assert against Lessor’s assignee any defense, counterclaim or setoff on account of breach of warranty or otherwise in any action for payment or for possession brought by Lessor’s assignee. Any assignment of this Lease by Lessee, whether or not permitted by Lessor, shall not release Lessee from its obligations hereunder. 17. RETURN OF EQUIPMENT: At the end of the original term of this Lease, or if this Lease is terminated under Section 19, Lessee must return the Equipment at its own expense, to Lessor or to a third-party designated by Lessor, and as applicable, the following must be true: All safety equipment must be in place and meet applicable federal, state and other governmental standards; All covers and guards must be in place with no sheet metal, plastic or cowling damage; All parts, pieces, components and optional equipment must be present, installed and operational; All accessories shall be returned in proper order; All motors shall operate smoothly without overheating and shall have good bearings and bushings; All electronic controls shall operate per manufacturers’ specifications; Controls which bypass normal operations shall be repaired at Lessee's expense; All electrical systems shall be able to provide electrical output as specified by the manufacturer; All batteries shall be in good, safe operating condition with no dead cells or cracked cases; Batteries shall hold a charge and provide adequate power to operate the Equipment; All Equipment shall have serviceable tires, with 50% remaining tread, retaining proper air pressure, and without repair patches; All oil and grease seals must contain lubrication in the manufacturer's designed reservoir; All Equipment must have a relatively clean appearance; All Equipment must be free from excessive wear necessitating major component repair or replacement caused by lack of recommended maintenance detailed in Equipment operation/maintenance manuals; All Equipment shall be free from structural damage or bent frames; Any usage or metering devices must not have been altered in any way; All Equipment attachments, if any, must be in good operating condition; All hydraulic cylinders must not be bent, nicked, gouged or leaking. If the Equipment is an electric golf car, then in addition to the above return provisions: (i) the golf car must be able to transport two (2) people and their golf clubs; (ii) all batteries and battery terminals must be clean, free of corrosion and have proper battery water levels; and (iii) each golf car must include operable battery chargers. Additionally, all Equipment must be able to complete the following tests: operate normally in forward and reverse directions through all its speed ranges or gears, steer normally right and left in both forward and reverse, have all functions and controls work in a normal manner, be able to stop with its service brakes in a safe distance in both forward and reverse, operate without leaking any fluids, perform its designed functions in a satisfactory manner, and all cutting units (if applicable) must be able to lower, turn on, run, raise and shut off as they are designed to do. If any Equipment is damaged or does not meet the standards set forth above for the return condition of such Equipment or if Lessee fails to discharge Lessee's obligations set forth under this Lease with regard to any Equipment, Lessee shall remit to Lessor, immediately upon demand, the Stipulated Loss Value of such Equipment. The “Stipulated Loss Value” for a particular piece of Equipment shall be an amount equal to: (i) the total of all monthly payments and other amounts, if any, due under the Lease with respect to such Equipment as of the date of payment of the Stipulated Loss Value, plus (ii) all rent not yet due for the Equipment for the remaining term of this Lease, discounted from their respective due dates at the rate of 3% per annum, plus (iii) the Equipment's "Anticipated Residual Value" as determined by Lessor's books as of the date of this Lease. Return Condition Standards applicable when the Equipment is Golf Cars. The Return Condition Standards for golf cars are as follows: (a) Equipment must start, stop, and turn properly; (b) Mechanically, all Equipment must be in operable condition upon return and capable of being driven onto a transporter; (c) Cosmetically, all Equipment and component parts are to be returned operable and complete according to the original state, reasonable wear and tear expected; (d) All equipment shall have serviceable tires, with 50% remaining tread, retaining proper air pressure, and without repair patches; (e) All gauges will be operative and all fluid levels to manufacturer's specifications; and, (f) if the Equipment is an electric golf car, then in addition to the other Return Condition Standards: (i) the golf car must be able to transport two (2) people and their golf clubs; (ii) all batteries and battery terminals must be clean, free of corrosion and have proper battery water levels; and, (iii) each golf car must include operable battery chargers. Any missing Equipment and parts or damage to the Equipment will result in a separate billing at replacement cost or fair market value. Failure to do so, and at Lessor’s sole discretion, is a default under this Lease, and in all cases will result in automatic conversion of this Lease to a month-to-month rental agreement on the same terms. Conversion to a month-to-month rental agreement shall not operate to waive any of Lessor’s rights herein. 18. REPRESENTATIONS AND WARRANTIES: Lessee represents and warrants to Lessor that as of the date hereof, and throughout the term of the Lease: (a) Lessee is a political subdivision of the state or commonwealth in which it is located and is organized and existing under the constitution and laws of such state or commonwealth; (b) Lessee has complied, and will comply, fully with all applicable laws, rules, ordinances, and regulations governing open meetings, public bidding and appropriations required in connection with the Lease, the performance of its obligations under the Lease and the acquisition and use of the Equipment; (c) the person(s) signing the Lease and any other documents required to be delivered in connection with the Lease (collectively, the “Documents”) have the authority to do so, are acting with the full authorization of Lessee's governing body, and hold the offices indicated below their signatures, each of which are genuine; (d) the Documents are and will remain valid, legal and binding Leases, and are and will remain enforceable against Lessee in accordance with their terms; and (e) the Equipment is essential to the immediate performance of a governmental or proprietary function by Lessee within the scope of its authority and will be used during the term of the Lease only by Lessee and only to perform such function. Lessee further represents and warrants to Lessor that, as of the date each item of Equipment becomes subject to the Lease and any applicable schedule, it has funds available to pay all Lease payments payable thereunder until the end of Lessee’s then current fiscal year and will request future appropriations sufficient to fulfill Lessee’s obligations under this Lease. 19. TERMINATION FOR GOVERNMENTAL NON-APPROPRIATIONS: To the extent permitted by applicable law, Lessee agrees to take all necessary and timely action during the Lease term to obtain and maintain funds appropriations sufficient to satisfy its payment obligations under the Lease (the “Obligations”), including, without limitation, providing for the Obligations in each budget submitted to obtain applicable appropriations, causing approval of such budget, and exhausting all available reviews and appeals if an appropriation sufficient to satisfy the Obligations is not made. Notwithstanding anything to the contrary provided in the Lease, if Lessee does not appropriate funds sufficient to make all payments due during any fiscal year under the Lease and Lessee does not otherwise have funds available to lawfully pay the Lease payments (a "Non-Appropriation Event"), and provided Lessee is not in default of any of Lessee’s obligations under this Lease as of the effective date of such termination, Lessee may terminate this Lease effective as of the end of Lessee’s last funded fiscal year (“Termination Date”) without liability 5.B.e Packet Pg. 66 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444468 12/17/2021 9:00 AM Page 4 of 5 for future payments or the early termination charge under this Lease, if any, by giving at least 60 days’ prior written notice of termination (“Termination Notice”) to Lessor. If Lessee terminates the Lease prior to the expiration of the end of the original term of this Lease as permitted under the terms of this Lease or as set forth herein or in any schedule, Lessee shall (i) on or before the Termination Date, return the Equipment subject to the terminated Lease in accordance with the return requirements set forth in this Lease, (ii) provide in the Termination Notice a certification of a responsible official that a Non-Appropriation Event has occurred, (iii) deliver to Lessor, upon request by Lessor, an opinion of Lessee's counsel (addressed to Lessor) verifying that the Non-Appropriation Event as set forth in the Termination Notice has occurred, and (iv) pay Lessor all sums payable to Lessor under this Lease up to and including the Termination Date. Lessee acknowledges and agrees that, in the event of the termination of this Lease and the return of the Equipment as provided for herein, Lessee shall have no interest whatsoever in the Equipment or proceeds thereof and Lessor shall be entitled to retain for its own account the proceeds resulting from any disposition or re-leasing of the Equipment along with any advance rentals, security deposits or other sums previously paid by Lessee pursuant to the terms of the Lease. 20. DELIVERY OF CERTAIN DOCUMENTS AND RELATED REQUIREMENTS: Lessee will execute or provide, as requested by Lessor, annual budget and financial information and such other documents and information, including an opinion of Lessee's counsel as to the validity and enforceability of this Lease, as are reasonably necessary with respect to the transaction contemplated by this Lease. If Lessee is a "Registered Organization" (as such term is defined in the UCC), then Lessee will: (i) upon request of Lessor, provide copies of its applicable registered organization documents; and (ii) not change its legal name or its chief executive office or state of organization, without, in each case, giving Lessor at least 30 days' prior written notice of any such event. 21. EXCESS USAGE AND SUPPLEMENTAL RENTALS (APPLICABLE TO TURF CARE AND MAINTENANCE EQUIPMENT ONLY): At the end of the original term of the Lease, Lessee shall remit to Lessor $5.00 per hour on each piece of Equipment that has hourly use in excess of the maximum hours as indicated above. Lessee shall remit such amounts within ten (10) days of Lessor’s written demand. The hours of use of a particular item of Equipment shall be determined by the hour meter attached to said Equipment, provided that such meter remains operable and accurate. If any such hour meter becomes inoperable or inaccurate, Lessee shall immediately repair or replace same, and shall immediately notify Lessor in writing of such event and of the correct hours of usage of such Equipment during the period of time the hour meter was inoperable or inaccurate. Lessee shall promptly furnish Lessor such information as Lessor may reasonably request from time to time in order to document the hours of usage of the Equipment. If this Lease terminates or is cancelled prior to the end of the original term of the Lease, then the Maximum Hours specified above shall be reduced pro rata based on the number of months remaining in the current year or original term of the Lease, as applicable. 22. LESSEE WAIVERS: To the extent permitted by law, Lessee waives all rights and remedies against Lessor provided by Article 2A of the UCC. All other rights and remedies available at law are expressly reserved and shall remain available to Lessee. Lessor will not be liable for specific performance of this Lease or for any losses, damages, delay, or failure to deliver the Equipment. 23. GENERAL: This Lease may, in Lessor’s sole discretion, be delivered and/or reproduced by facsimile, optical scanning or other electronic means (“e-copy”) and such e-copy or a printed version thereof shall be enforceable as an original and admissible as such in any court or other proceeding, provided that there shall be only one original of this Lease and it shall bear the original ink or electronic signature of Lessor and be marked “Original.” Each party’s electronic signature on this Lease shall be unconditionally valid and legally enforceable, and each party agrees not to contest the validity or enforceability of any electronic signature (or the authority of the electronic signer to sign). To the extent that this Lease constitutes chattel paper (as that term is defined by the Uniform Commercial Code), a security or ownership interest intended to be created through the transfer and possession of this Lease can be done only by the transfer of the “Original” bearing the original ink or electronic signature of Lessor; provided that, if the “Paper Out” process shall have occurred, or if there shall simultaneously exist both the “Paper Out” printed version and an electronic version of this Lease, then the “Paper Out” printed version of such document bearing the legend “Original” applied by Lessor shall constitute the sole chattel paper original and authoritative version. If Lessor permit Lessee to deliver this Lease or any related document to Lessor via facsimile or other electronic means, Lessee shall deliver to Lessor, promptly on request, such document bearing Lessee's electronic or "wet ink" signature; provided that neither delivery nor failure to deliver the document bearing Lessee's electronic or "wet ink" signature shall limit or modify the representations and agreements set forth above. This Lease shall inure to the benefit of and is binding upon the parties and their heirs, personal representatives, successors, and assigns. This Lease represents the entire agreement between the parties, superseding all prior or contemporaneous negotiations, discussions, understandings, or agreements pertaining to the subject matter hereof. This Lease shall not be modified without both parties’ written consent. If any provision of this Lease is deemed unenforceable, then such provision shall be deemed deleted and all other provisions of this Lease shall remain in full force and effect. Any written notice hereunder shall be deemed given when delivered personally, deposited with a nationally recognized overnight courier (with all fees pre-paid), delivered via facsimile or e-mail (with confirmation of transmission), or deposited in the United States mails, certified or registered mail, addressed to recipient at its address set forth above or such other address as may be substituted therefor by notice given pursuant to the terms hereof. Lessee hereby agrees that Lessor, including its vendors, service providers, partners, affiliates successors and assigns, may contact Lessee at any telephone number provided to Lessor, by placing voice telephone calls (including use of automatic telephone dialing systems or prerecorded voice messaging). Lessee authorizes, and represents that all Lessee's principals have authorized, Lessor to obtain such credit bureau reports and make such other credit inquiries with respect to Lessee and such principals as Lessor deems appropriate throughout the term of this Lease. On written request, Lessor will identify any reporting agency used for such a report. Lessee agrees that Lessor may receive from and disclose to other persons, including credit reporting agencies and respective equipment vendors and suppliers, information about Lessee's accounts and credit experience. Lessee hereby authorizes any person to release to Lessor credit experience and account information relating to Lessee. Lessee shall execute and deliver to Lessor such other documents and provide such information, including information identifying the owners of Lessee and its affiliates and their respective ownership interests, as Lessor may reasonably deem necessary to comply with laws or regulations applicable to Lessor or Lessee, including laws and regulations requiring Lessor to obtain Lessee's certification of its beneficial owner(s) prior to making payment(s) to Lessee during or after the term of this Lease. Under federal law, Lessor must obtain, verify and record identifying information for each person opening an account. Lessor will ask for Lessee’s name, address, date of birth and other identifying information. Lessor may also ask for Lessee’s driver’s license or other identifying documents. This Lease shall not be deemed terminated until Lessee has fulfilled all obligations herein. Time is of the essence for all purposes of this Lease. ADDITIONAL TERMS AND CONDITIONS Lessee acknowledges having read the terms and conditions printed above, and unconditionally agrees to same. Lessee requests that Lessor countersign this Lease and requests and hereby authorizes Lessor to pay the Equipment vendor/manufacturer. 5.B.e Packet Pg. 67 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444468 12/17/2021 9:00 AM Page 5 of 5 Lessor: The Huntington National Bank By: __________________________ Title: ____________________ Lessee: City of Kent, Washington By: __________________________ Dana Ralph, Mayor THIS LEASE IS NOT BINDING UNTIL ACCEPTED BY LESSOR 5.B.e Packet Pg. 68 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444464 12/17/2021 9:03 AM Page 5 of 5 Lessor: The Huntington National Bank By: __________________________ Title: ____________________ Lessee: City of Kent, Washington By: __________________________ Dana Ralph, Mayor THIS LEASE IS NOT BINDING UNTIL ACCEPTED BY LESSOR 5.B.e Packet Pg. 69 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease LEASE AGREEMENT (EQUIPMENT RENTAL) Golf_RentalAgreement_Muni ver. 03.22.21 444469 12/17/2021 9:03 AM Page 1 of 5 This “Lease”: Lease Agreement Number 008-0742593-102 Dated April 16, 2021 “Lessee” City of Kent, Washington, 220 Fourth Ave. S, Kent, WA 98032 Fax: E-mail: "Lessor" The Huntington National Bank, 1405 Xenium Lane North (PCC180), Plymouth, MN 55441 Fax:319-833-4577 E-mail:customerservice@financediv.com Number of Rental Payments Rental Payments Advances 48 During a 48 month term that shall be based on the date Lessor pays the Equipment Supplier, a monthly payment of $824.41 (the "Standard Payment") is due beginning March, 2022 and each March, April, May, June, July, August, September and October thereafter until a total of 32 Standard Payments have been made. A payment of $0.00 is due each November, December, January and February for a total of 16 $0 Payment Months. The Total Number of Rental Payments includes both the Standard Payment Months and the $0 Payment Months. The first due date for a "Standard Payment" will be determined by Lessor once it pays the Equipment supplier and the Lessee has provided a written acknowledgement of its acceptance of the Equipment. (Plus any applicable taxes) First:$0.00 Last:$0.00 Total:$0.00 EQUIPMENT LOCATION & DESCRIPTION: MAXIMUM HOURS: 2019 W Meeker St, Kent, WA 98032: (3) 2022 Cushman Hauler 1200 Gas together with all attachments and accessories thereto N/A TERMS AND CONDITIONS --READ CAREFULLY BEFORE SIGNING 1. RENTAL: Lessor rents to Lessee and Lessee rents from Lessor the equipment, furniture, fixtures, machinery, inventory, goods and software, as such terms are defined under the Uniform Commercial Code (“UCC”), described above and in any schedule made a part hereof, together with all replacements, replacement parts, repairs, returns, substitutions, additions, accessories, and accessions incorporated therein or attached thereto (collectively, “Equipment”), upon the terms and conditions set forth herein. The parties intend this Lease to be governed by Article 2A of the UCC. Pursuant to Article 2A, Lessee is entitled to the promises and warranties, including those of any third party, provided to Lessor by the Equipment supplier. Lessee may contact the Equipment supplier and receive an accurate and complete statement of the promises and warranties, including any disclaimers and limitations of them or of remedies. 2. PAYMENTS: Other than as set forth in a rider hereto, rental payments are due monthly, beginning the date designated by Lessor and continuing on the same day of each month as provided for in the above Rental Payment schedule. Lessor may change the payment only with Lessee’s written agreement through an amendment to this Lease. 3. EQUIPMENT ACCEPTANCE: Lessee shall have accepted the Equipment for purposes of this Lease upon Lessee's delivery of a signed delivery and acceptance certificate to Lessor signed by an authorized representative of Lessee. Lessee represents that any agent of Lessee who verifies delivery and acceptance of the Equipment by signing a writing acknowledging delivery and acceptance has actual authority to do so. Upon the parties’ mutual acceptance of this Lease, THIS LEASE SHALL BE NON-CANCELABLE, and Lessee’s obligations hereunder shall not abate for any reason other than as provided for in this Lease. 4. DISCLAIMER OF WARRANTIES: AS BETWEEN LESSOR AND LESSEE, THE EQUIPMENT IS BEING RENTED IN “AS IS” CONDITION, PROVIDED HOWEVER, THAT LESSEE’S ACKNOWLEDGEMENT OF LESSOR’S WAIVER OF WARRANTIES UNDER THIS LEASE SHALL NOT IN ANY WAY IMPACT OR AFFECT ANY WARRANTIES, EXPRESS OR IMPLIED, BETWEEN LESSEE AND THE EQUIPMENT SUPPLIER OR VENDOR. LESSEE AGREES THAT LESSOR IS NOT THE MANUFACTURER OR SUPPLIER OF THE EQUIPMENT. LESSEE HAS SELECTED THE EQUIPMENT BASED UPON ITS OWN JUDGMENT AND ACKNOWLEDGES THAT LESSOR HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, DIRECT OR INDIRECT, EXPRESS OR IMPLIED, AS TO THE SUITABILITY, DURABILITY, DESIGN, OPERATION OR CONDITION OF THE EQUIPMENT, ITS MERCHANTABILITY, FITNESS FOR USE FOR ANY PARTICULAR PURPOSE, OR OTHERWISE. No broker, equipment supplier, or other person (other than an employee of Lessor) is an agent of Lessor. 5.B.e Packet Pg. 70 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444469 12/17/2021 9:03 AM Page 2 of 5 5. GOVERNING LAW; VENUE OF LITIGATION: THIS LEASE, AND ALL MATTERS ARISING FROM THIS LEASE, INCLUDING ALL INTEREST AND FINANCE CHARGES HEREUNDER, SHALL IN ALL RESPECTS BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF WASHINGTON. TO THE EXTENT PERMITTED BY LAW, THE PARTIES HEREBY WAIVE THEIR RIGHT TO A JURY TRIAL. THE PARTIES MAY ENFORCE THIS LEASE IN ANY STATE OR FEDERAL COURT LOCATED IN THE STATE OF WASHINGTON HAVING LAWFUL JURISDICTION THEREOF. 6. SECURITY AGREEMENT: In the event this Lease is determined to be governed by Article 9 of the UCC, Lessee hereby grants Lessor a security interest in all Equipment financed by or rented from Lessor, of any kind or nature whatsoever, wherever located, whether now owned or hereafter acquired, and all returns, repossessions, substitutions, replacement parts, accessories, and accessions thereto and thereof, and all proceeds thereof, to secure all present and future obligations of Lessee to Lessor, of every type and description and howsoever evidenced. This Lease shall be construed so that interest, the applicable interest rate and other charges shall not exceed that allowed by applicable law, and any payment that otherwise would be deemed unlawful will be applied first to prepay principal and then refunded to Lessee. 7. APPOINTMENT OF ATTORNEY IN FACT: Lessee authorizes Lessor, its successors and assigns to cause this Lease, or any other document(s) showing the interest of Lessor, including but not limited to UCC financing statements, to be authenticated and filed or recorded. In addition, Lessee appoints Lessor, its successors and assigns, as Lessee’s attorney-in-fact (1) to arrange for property damage coverage under a policy of insurance and to transmit Lessee’s premium payments to the insurer on behalf of Lessee in the event that Lessee fails to insure the Equipment as required under Section 12, (2) to deal with and to direct said insurer as to any matter concerning the claim for, disposition of, and/or application of proceeds from any policy of insurance, and (3) to receive payments and execute and endorse all documents, checks, drafts, or other instruments necessary or advisable to secure payments due under any policy of insurance. These appointments and authorizations shall be continuous. Nothing in this paragraph shall relieve Lessee of its duty to procure required insurance, to make timely insurance claims, and to otherwise cooperate with insurance carriers and Lessor in seeking insurance coverage and recoveries. 8. UNCONDITIONAL OBLIGATION: Except in the event of termination under Section 19 for non-appropriation, Lessee agrees to be unconditionally obligated to pay all payments and other amounts due hereunder no matter what happens, even if the Equipment is damaged or destroyed, if it is defective, if Lessee no longer can use it, or if the manufacturer or supplier ceases doing business or cannot service and/or support the Equipment, and irrespective of any set-off, counterclaim, defense, or other right which Lessee may have against Lessor or any other person. 9. USE: Lessee agrees that the Equipment will be used for business purposes only and such use shall be in compliance with all applicable laws. Lessee shall maintain the Equipment in good repair and working order at Lessee's sole expense. 10. TAXES: Lessee agrees to pay all taxes, fees, and governmental charges related to this Lease, which during the term of this Lease or at any time thereafter may be imposed. If Lessor pays any of the above for Lessee, Lessee agrees to reimburse Lessor on demand, plus interest. Lessor shall not be obligated to contest any valuation of or tax imposed on the Equipment or this Lease. 11. INDEMNITY: To the extent permitted by law, Lessor is not responsible for any losses or injuries caused by the Equipment. Lessee agrees to indemnify Lessor with respect to all claims for losses imposed on, incurred by, or asserted against Lessor, including attorneys’ fees and expenses plus interest, where such claims arise or are caused by Lessee’s negligence, and Lessee agrees to obtain indemnification from the Equipment supplier to indemnify Lessor for claims related to the Equipment that are not attributable to the Lessee’s negligence. Further, Lessee shall, if requested by Lessor, defend Lessor against any claims for losses or injuries caused by the Lessee’s negligent performance of this Lease. This provision shall survive the cancellation, termination or expiration of this Lease. 12. INSURANCE: Lessee shall keep the Equipment insured against loss for not less than its replacement cost or such greater amount as may be prescribed by any applicable state law specifying minimum insurance requirements, and shall carry public liability insurance, both personal injury and property damage. Lessee shall name Lessor as an additional insured and as loss payee. If Lessee fails to procure insurance, Lessor may obtain same and pay the amount due thereon as provided for under Section 7 of this Lease and Lessee shall reimburse Lessor upon demand and, if required by Lessor, shall pay interest on such sums due and owing at a rate of up to 18% per annum, but in no event more than the maximum rate permitted by law. With respect to any policy obtained by Lessor under Section 7, Lessor may charge a monthly administrative fee. Any insurance proceeds received with respect to the Equipment will be applied, at the option of Lessor, to repair, restore, or replace the Equipment, or to pay Lessor the remaining balance and any other amounts payable hereunder. 13. LATE CHARGES: If Lessee is delinquent in paying any sum due, Lessee shall pay a charge to offset collection expenses on such delinquent payment of $25.00 or an amount of up to ten percent (10%) of the payment amount that is past due, whichever is greater, but in no event more than allowed by applicable law. In addition, Lessor will impose a surcharge of up to $30 or the maximum allowed under applicable law for any dishonored payment. 14. DEFAULT: Any of the following constitute default: (1) Lessee fails to pay any sum due Lessor; (2) Lessee fails to observe or perform any other term of this Lease; (3) Lessee encumbers or disposes of the Equipment without Lessor’s written consent; (4) The filing by or against Lessee or any guarantor of Lessee's obligations to Lessor ("Guarantor") of a petition under the Bankruptcy Code or any other insolvency law; (5) The voluntary or involuntary commencement of any formal or informal proceeding for dissolution, liquidation, settlement of claims against or winding up of Lessee’s or a Guarantor's affairs, or Lessee or a Guarantor, if applicable, ceases doing business of going concern; (6) Any representation or warranty made by Lessee or a Guarantor in connection herewith proves to have been materially misleading; (7) Lessee is in default under any other contract or agreement with Lessor; (8) any Guarantor repudiates or attempts to revoke any guaranty of Lessee's obligations to Lessor related to this Lease. 15. REMEDIES: Upon an occurrence of default, Lessor may exercise one or more of the following remedies: (1) Declare due, sue for, and receive from Lessee the sum of all payments and other amounts then due and owing in the current fiscal year under this Lease or any schedule hereto, (2) Require Lessee to return the Equipment at its own expense to any reasonable location Lessor designates; (3) Cancel or terminate this Lease or any other agreement between Lessee and Lessor; (4) Charge Lessee interest on all monies due hereunder from and after the date of default at the rate of 18% per annum, compounded monthly until paid in full, but in no event more than the maximum rate permitted by law; (5) Charge Lessee for any other amounts provided for in this Lease. In addition, Lessor may use any other remedies available to it under applicable law. These remedies will be applied, to the extent allowed by law, cumulatively. No delay in exercising any right or remedy shall operate as a waiver of any right or remedy or modify the terms of this Lease. A waiver of default shall not be construed as a waiver of any other or subsequent default. In addition to all of Lessor's other rights and remedies, Lessee agrees to pay Lessor all costs and expenses, including attorneys’ fees, incurred by Lessor in 5.B.e Packet Pg. 71 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444469 12/17/2021 9:03 AM Page 3 of 5 exercising or attempting to exercise any of its rights or remedies. If appropriate in the circumstances, remedies will include those available under Article 9 of the UCC. 16. ASSIGNMENT: Lessee may not sublet, lend, assign, or pledge this Lease, the Equipment, or any interest in either, or permit any lien or security interest thereon. Upon notice and acceptance by Lessee, which acceptance shall not be unreasonably withheld, any and all of Lessor’s interest and rights in the Equipment and under this Lease may be assigned, pledged, or otherwise disposed of. Each assignee shall be entitled to exercise all rights and remedies of Lessor with respect to any and all obligations assigned to such assignee, and all references herein to "Lessor" shall include Lessor’s assignee, except that said assignee shall not be chargeable with any obligations or liabilities of Lessor hereunder. Lessee will not assert against Lessor’s assignee any defense, counterclaim or setoff on account of breach of warranty or otherwise in any action for payment or for possession brought by Lessor’s assignee. Any assignment of this Lease by Lessee, whether or not permitted by Lessor, shall not release Lessee from its obligations hereunder. 17. RETURN OF EQUIPMENT: At the end of the original term of this Lease, or if this Lease is terminated under Section 19, Lessee must return the Equipment at its own expense, to Lessor or to a third-party designated by Lessor, and as applicable, the following must be true: All safety equipment must be in place and meet applicable federal, state and other governmental standards; All covers and guards must be in place with no sheet metal, plastic or cowling damage; All parts, pieces, components and optional equipment must be present, installed and operational; All accessories shall be returned in proper order; All motors shall operate smoothly without overheating and shall have good bearings and bushings; All electronic controls shall operate per manufacturers’ specifications; Controls which bypass normal operations shall be repaired at Lessee's expense; All electrical systems shall be able to provide electrical output as specified by the manufacturer; All batteries shall be in good, safe operating condition with no dead cells or cracked cases; Batteries shall hold a charge and provide adequate power to operate the Equipment; All Equipment shall have serviceable tires, with 50% remaining tread, retaining proper air pressure, and without repair patches; All oil and grease seals must contain lubrication in the manufacturer's designed reservoir; All Equipment must have a relatively clean appearance; All Equipment must be free from excessive wear necessitating major component repair or replacement caused by lack of recommended maintenance detailed in Equipment operation/maintenance manuals; All Equipment shall be free from structural damage or bent frames; Any usage or metering devices must not have been altered in any way; All Equipment attachments, if any, must be in good operating condition; All hydraulic cylinders must not be bent, nicked, gouged or leaking. If the Equipment is an electric golf car, then in addition to the above return provisions: (i) the golf car must be able to transport two (2) people and their golf clubs; (ii) all batteries and battery terminals must be clean, free of corrosion and have proper battery water levels; and (iii) each golf car must include operable battery chargers. Additionally, all Equipment must be able to complete the following tests: operate normally in forward and reverse directions through all its speed ranges or gears, steer normally right and left in both forward and reverse, have all functions and controls work in a normal manner, be able to stop with its service brakes in a safe distance in both forward and reverse, operate without leaking any fluids, perform its designed functions in a satisfactory manner, and all cutting units (if applicable) must be able to lower, turn on, run, raise and shut off as they are designed to do. If any Equipment is damaged or does not meet the standards set forth above for the return condition of such Equipment or if Lessee fails to discharge Lessee's obligations set forth under this Lease with regard to any Equipment, Lessee shall remit to Lessor, immediately upon demand, the Stipulated Loss Value of such Equipment. The “Stipulated Loss Value” for a particular piece of Equipment shall be an amount equal to: (i) the total of all monthly payments and other amounts, if any, due under the Lease with respect to such Equipment as of the date of payment of the Stipulated Loss Value, plus (ii) all rent not yet due for the Equipment for the remaining term of this Lease, discounted from their respective due dates at the rate of 3% per annum, plus (iii) the Equipment's "Anticipated Residual Value" as determined by Lessor's books as of the date of this Lease. Return Condition Standards applicable when the Equipment is Golf Cars. The Return Condition Standards for golf cars are as follows: (a) Equipment must start, stop, and turn properly; (b) Mechanically, all Equipment must be in operable condition upon return and capable of being driven onto a transporter; (c) Cosmetically, all Equipment and component parts are to be returned operable and complete according to the original state, reasonable wear and tear expected; (d) All equipment shall have serviceable tires, with 50% remaining tread, retaining proper air pressure, and without repair patches; (e) All gauges will be operative and all fluid levels to manufacturer's specifications; and, (f) if the Equipment is an electric golf car, then in addition to the other Return Condition Standards: (i) the golf car must be able to transport two (2) people and their golf clubs; (ii) all batteries and battery terminals must be clean, free of corrosion and have proper battery water levels; and, (iii) each golf car must include operable battery chargers. Any missing Equipment and parts or damage to the Equipment will result in a separate billing at replacement cost or fair market value. Failure to do so, and at Lessor’s sole discretion, is a default under this Lease, and in all cases will result in automatic conversion of this Lease to a month-to-month rental agreement on the same terms. Conversion to a month-to-month rental agreement shall not operate to waive any of Lessor’s rights herein. 18. REPRESENTATIONS AND WARRANTIES: Lessee represents and warrants to Lessor that as of the date hereof, and throughout the term of the Lease: (a) Lessee is a political subdivision of the state or commonwealth in which it is located and is organized and existing under the constitution and laws of such state or commonwealth; (b) Lessee has complied, and will comply, fully with all applicable laws, rules, ordinances, and regulations governing open meetings, public bidding and appropriations required in connection with the Lease, the performance of its obligations under the Lease and the acquisition and use of the Equipment; (c) the person(s) signing the Lease and any other documents required to be delivered in connection with the Lease (collectively, the “Documents”) have the authority to do so, are acting with the full authorization of Lessee's governing body, and hold the offices indicated below their signatures, each of which are genuine; (d) the Documents are and will remain valid, legal and binding Leases, and are and will remain enforceable against Lessee in accordance with their terms; and (e) the Equipment is essential to the immediate performance of a governmental or proprietary function by Lessee within the scope of its authority and will be used during the term of the Lease only by Lessee and only to perform such function. Lessee further represents and warrants to Lessor that, as of the date each item of Equipment becomes subject to the Lease and any applicable schedule, it has funds available to pay all Lease payments payable thereunder until the end of Lessee’s then current fiscal year and will request future appropriations sufficient to fulfill Lessee’s obligations under this Lease. 19. TERMINATION FOR GOVERNMENTAL NON-APPROPRIATIONS: To the extent permitted by applicable law, Lessee agrees to take all necessary and timely action during the Lease term to obtain and maintain funds appropriations sufficient to satisfy its payment obligations under the Lease (the “Obligations”), including, without limitation, providing for the Obligations in each budget submitted to obtain applicable appropriations, causing approval of such budget, and exhausting all available reviews and appeals if an appropriation sufficient to satisfy the Obligations is not made. Notwithstanding anything to the contrary provided in the Lease, if Lessee does not appropriate funds sufficient to make all payments due during any fiscal year under the Lease and Lessee does not otherwise have funds available to lawfully pay the Lease payments (a "Non-Appropriation Event"), and provided Lessee is not in default of any of Lessee’s obligations under this Lease as of the effective date of such termination, Lessee may terminate this Lease effective as of the end of Lessee’s last funded fiscal year (“Termination Date”) without liability 5.B.e Packet Pg. 72 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444469 12/17/2021 9:03 AM Page 4 of 5 for future payments or the early termination charge under this Lease, if any, by giving at least 60 days’ prior written notice of termination (“Termination Notice”) to Lessor. If Lessee terminates the Lease prior to the expiration of the end of the original term of this Lease as permitted under the terms of this Lease or as set forth herein or in any schedule, Lessee shall (i) on or before the Termination Date, return the Equipment subject to the terminated Lease in accordance with the return requirements set forth in this Lease, (ii) provide in the Termination Notice a certification of a responsible official that a Non-Appropriation Event has occurred, (iii) deliver to Lessor, upon request by Lessor, an opinion of Lessee's counsel (addressed to Lessor) verifying that the Non-Appropriation Event as set forth in the Termination Notice has occurred, and (iv) pay Lessor all sums payable to Lessor under this Lease up to and including the Termination Date. Lessee acknowledges and agrees that, in the event of the termination of this Lease and the return of the Equipment as provided for herein, Lessee shall have no interest whatsoever in the Equipment or proceeds thereof and Lessor shall be entitled to retain for its own account the proceeds resulting from any disposition or re-leasing of the Equipment along with any advance rentals, security deposits or other sums previously paid by Lessee pursuant to the terms of the Lease. 20. DELIVERY OF CERTAIN DOCUMENTS AND RELATED REQUIREMENTS: Lessee will execute or provide, as requested by Lessor, annual budget and financial information and such other documents and information, including an opinion of Lessee's counsel as to the validity and enforceability of this Lease, as are reasonably necessary with respect to the transaction contemplated by this Lease. If Lessee is a "Registered Organization" (as such term is defined in the UCC), then Lessee will: (i) upon request of Lessor, provide copies of its applicable registered organization documents; and (ii) not change its legal name or its chief executive office or state of organization, without, in each case, giving Lessor at least 30 days' prior written notice of any such event. 21. EXCESS USAGE AND SUPPLEMENTAL RENTALS (APPLICABLE TO TURF CARE AND MAINTENANCE EQUIPMENT ONLY): At the end of the original term of the Lease, Lessee shall remit to Lessor $5.00 per hour on each piece of Equipment that has hourly use in excess of the maximum hours as indicated above. Lessee shall remit such amounts within ten (10) days of Lessor’s written demand. The hours of use of a particular item of Equipment shall be determined by the hour meter attached to said Equipment, provided that such meter remains operable and accurate. If any such hour meter becomes inoperable or inaccurate, Lessee shall immediately repair or replace same, and shall immediately notify Lessor in writing of such event and of the correct hours of usage of such Equipment during the period of time the hour meter was inoperable or inaccurate. Lessee shall promptly furnish Lessor such information as Lessor may reasonably request from time to time in order to document the hours of usage of the Equipment. If this Lease terminates or is cancelled prior to the end of the original term of the Lease, then the Maximum Hours specified above shall be reduced pro rata based on the number of months remaining in the current year or original term of the Lease, as applicable. 22. LESSEE WAIVERS: To the extent permitted by law, Lessee waives all rights and remedies against Lessor provided by Article 2A of the UCC. All other rights and remedies available at law are expressly reserved and shall remain available to Lessee. Lessor will not be liable for specific performance of this Lease or for any losses, damages, delay, or failure to deliver the Equipment. 23. GENERAL: This Lease may, in Lessor’s sole discretion, be delivered and/or reproduced by facsimile, optical scanning or other electronic means (“e-copy”) and such e-copy or a printed version thereof shall be enforceable as an original and admissible as such in any court or other proceeding, provided that there shall be only one original of this Lease and it shall bear the original ink or electronic signature of Lessor and be marked “Original.” Each party’s electronic signature on this Lease shall be unconditionally valid and legally enforceable, and each party agrees not to contest the validity or enforceability of any electronic signature (or the authority of the electronic signer to sign). To the extent that this Lease constitutes chattel paper (as that term is defined by the Uniform Commercial Code), a security or ownership interest intended to be created through the transfer and possession of this Lease can be done only by the transfer of the “Original” bearing the original ink or electronic signature of Lessor; provided that, if the “Paper Out” process shall have occurred, or if there shall simultaneously exist both the “Paper Out” printed version and an electronic version of this Lease, then the “Paper Out” printed version of such document bearing the legend “Original” applied by Lessor shall constitute the sole chattel paper original and authoritative version. If Lessor permit Lessee to deliver this Lease or any related document to Lessor via facsimile or other electronic means, Lessee shall deliver to Lessor, promptly on request, such document bearing Lessee's electronic or "wet ink" signature; provided that neither delivery nor failure to deliver the document bearing Lessee's electronic or "wet ink" signature shall limit or modify the representations and agreements set forth above. This Lease shall inure to the benefit of and is binding upon the parties and their heirs, personal representatives, successors, and assigns. This Lease represents the entire agreement between the parties, superseding all prior or contemporaneous negotiations, discussions, understandings, or agreements pertaining to the subject matter hereof. This Lease shall not be modified without both parties’ written consent. If any provision of this Lease is deemed unenforceable, then such provision shall be deemed deleted and all other provisions of this Lease shall remain in full force and effect. Any written notice hereunder shall be deemed given when delivered personally, deposited with a nationally recognized overnight courier (with all fees pre-paid), delivered via facsimile or e-mail (with confirmation of transmission), or deposited in the United States mails, certified or registered mail, addressed to recipient at its address set forth above or such other address as may be substituted therefor by notice given pursuant to the terms hereof. Lessee hereby agrees that Lessor, including its vendors, service providers, partners, affiliates successors and assigns, may contact Lessee at any telephone number provided to Lessor, by placing voice telephone calls (including use of automatic telephone dialing systems or prerecorded voice messaging). Lessee authorizes, and represents that all Lessee's principals have authorized, Lessor to obtain such credit bureau reports and make such other credit inquiries with respect to Lessee and such principals as Lessor deems appropriate throughout the term of this Lease. On written request, Lessor will identify any reporting agency used for such a report. Lessee agrees that Lessor may receive from and disclose to other persons, including credit reporting agencies and respective equipment vendors and suppliers, information about Lessee's accounts and credit experience. Lessee hereby authorizes any person to release to Lessor credit experience and account information relating to Lessee. Lessee shall execute and deliver to Lessor such other documents and provide such information, including information identifying the owners of Lessee and its affiliates and their respective ownership interests, as Lessor may reasonably deem necessary to comply with laws or regulations applicable to Lessor or Lessee, including laws and regulations requiring Lessor to obtain Lessee's certification of its beneficial owner(s) prior to making payment(s) to Lessee during or after the term of this Lease. Under federal law, Lessor must obtain, verify and record identifying information for each person opening an account. Lessor will ask for Lessee’s name, address, date of birth and other identifying information. Lessor may also ask for Lessee’s driver’s license or other identifying documents. This Lease shall not be deemed terminated until Lessee has fulfilled all obligations herein. Time is of the essence for all purposes of this Lease. ADDITIONAL TERMS AND CONDITIONS Lessee acknowledges having read the terms and conditions printed above, and unconditionally agrees to same. Lessee requests that Lessor countersign this Lease and requests and hereby authorizes Lessor to pay the Equipment vendor/manufacturer. 5.B.e Packet Pg. 73 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease Golf_RentalAgreement_Muni ver. 03.22.21 444469 12/17/2021 9:03 AM Page 5 of 5 Lessor: TCF National Bank By: __________________________ Title: ____________________ Lessee: City of Kent, Washington By: __________________________ Dana Ralph, Mayor THIS LEASE IS NOT BINDING UNTIL ACCEPTED BY LESSOR 5.B.e Packet Pg. 74 Attachment: Three Lease Agreements with The Huntington National Bank (2983 : Riverbend Golf Cart Use Agreement and Financing Lease PARKS AND HUMAN SERVICES COMMITTEE Julie Parascondola, CPRE Parks Director 220 Fourth Avenue South Kent, WA 98032 253-856-5100 DATE: January 6, 2022 TO: Parks and Human Services Committee SUBJECT: Facilities Recap and Work Plan - Info SUMMARY: Will Moore, Facilities Superintendent to provide a recap of work completed in 2021 and what projects and work to look forward to in 2022. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. 5.C Packet Pg. 75 PARKS AND HUMAN SERVICES COMMITTEE Julie Parascondola, CPRE Parks Director 220 Fourth Avenue South Kent, WA 98032 253-856-5100 DATE: January 6, 2022 TO: Parks and Human Services Committee SUBJECT: Directors Report - Info SUMMARY: Julie Parascondola, Director of the Parks, Recreation and Community Services Department, will inform the committee of noteworthy information and upcoming events. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. Sustainable Services - Providing quality services through responsible financial management, economic growth, and partnerships. Inclusive Community - Embracing our diversity and advancing equity through genuine community engagement. 5.D Packet Pg. 76