HomeMy WebLinkAbout22-Purchasing
CITY OF SAN BERtORDINO - REQUEST OR COUNCIL Ac110N
Dept:
Purchasing
Purchasi ng Agen'<<Ec'n. - A8IMt'*:t!l~'ti ons #37 & #38, 7~5-89
8 ~~ 8P3~ious Bids F-88~15. F-89-21 & LP9003
lSSS JUl 2 M"
From:
Dean R. Meech,
Date: July 27, 1989
Synopsis of Previous Council. action:
7/5/89
Council authorized purchase of 3 street sweepers &
4 automated refuse trucks.
Recommended motion:
Adopt Resolution
...,h 4 ~teH~
Signature
Dean R.
Con tact person:
Dean R. Meech
Phone: 384-5085
Supporting data attached:
Yes
Ward: N/A
FU.NDING REQU.IREMENTS:
Amount: $754,781.12
127-412-55131
. Source: (Acct. No.) 127-414-55129
Acct.Oescri tion Refuse Vehi cl
Finance:
Council Notes:
75-0262
Agenda Item NOJ.~I.l,
,CITY OF SAN BERtODINO - REQUEST lOR COUNCIIt''jfCTION
STAFF REPORT
Motions #37 & #38, 7-5-89
Previous Bids F-88-15, F-89-21 & LP9003
The proposed purchase is for three (3) new street sweepers and four (4)
new automated refuse trucks to be uti 1 i zed in dai ly operati ons by the
Public Services Department.
Council Action 7-5-89 form motions #37 and #38 authorized this purchase.
Both moti ons authori zed util i zi ng previ ous low bi ds for thi s equi pment
(Bid F-88-15 for the automated refuse trucks and Bid F-89-21 for the
. street sweepers).
The vendors i nvol ved have acknowl edged the purchase by 1 etter (see
letters attached). The equipment will be procured by lease purchase over
a five (5) year period with lease payment semi-annually in arrears. The
lease purchase arrangement is with the existing finance vendor who has
the original bids financing. The additional equipment will simply be an
addendum schedule (see letter attached).
Specifications .as bid have been reviewed with the Fleet Manager who
concurs that the equi pment bui 1 t to the previ ous specifi cati ons meets
speci fi cati ons and requi rements. It is therefore recommended that the
additional equipment be accepted for contract. The equipment funding is
a lease purchase arrangement.
Account Number: 127-412-55131 Refuse Vehicle
127-414-55129 Street Sweepers
Total Amount: $456,173.12 Refuse Vehicles
$298,608.00 Street.Sweepers
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$754,781.12
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Dean R. Meech, Purchaslng Agent
75-0264
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HAAKER EQUIPMENT COMPANY
A CALIFORNIA CORPORATION
3505 ~O"ONA IOULIEVAItD
~O"ONA. CALI'OItNIA ."..
71"'5"'270'
FAX '71"'5"-'''27
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June 23, 1989
City of San Bernardino
300 N. D Street
San Bernardino, CA
Attention: Manuel P. Marino, Director. of Public Works
Desr Mr. Merino:
Baaker Equipment Company is pleased to extend an option to the City of San
Bernardino to purchase four more units on the City Bid No. E-8815. The only
differnce in the unit will be in ~he model year of the truck chassis, a 1990
peterbuilt. This additional unit option is extended only to the City of San
Bernardino. No additional units can be ordered on this contract from the City'
of San Bernardino or any other agency.
The contract price will be per your Purchase Order No. 90327 in the amount of
$107,588.00 per unit plus the additions of the modification from the 33 to the
36 cubic yard tail gate assembly at $535.00 each. The total contract price will
be $108,748.00 per machine plus sales tax.
Again we are pleased to offer this extension to the City of San Bernardino. If
you should have any further questions or need any additional information please
do not hesitate to contact us.
BB/ln
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NIXt.I-15til.115tallll'.\\liNT t:t..
o SO. CAUFOfIINIA: '2030 Clark St.. San.. ... Spn.., CA 10170 . 11'31 t&4<<
o No.CAUFOfIINIA: 2.70' CI.I., Road. HlIYM'd. CA "~5 . (.'51_"
May 12, 1989
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Mr. Robert Torbitt
Equipment Superintendent
City of San Bernardino
182 S. Sierra Way
San Bernardino, Ca 92408
Dear Mr. Torbitt:
It is our understanding that the City of San Bernardino
is contemplating the purchase of Four (4) additional Sweepers
in the 1989-1990 budget.
If this is the case, we will be happy to furnish Four
(4) additional Sweepers at the same price of our Bid No:
F-89-21 of December 28, 1988 and your PO NO: 002421.Dated April
27, 1989, provided an order is placed prior to October 31, 1989.
We appreciate the opportunity of being of service. Thank
you for your consideration. '
Very Truly Yours,
;;;?EGLI .
~~ nsen
Vice President
Munic~pal Sales
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~PACIFICORP
~. Capital, Inc.
A /{JciliCorp Financial SelVices Company
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Public Finance Division
July 24, 1989
Mr. Dean Meech
city of San Bernardino
250 W. Cluster st.
San Bernardino, CA 92408
RE: Lease-Purchase Agreement dated as of February 6, 1986
between PacifiCorp Capital, Inc. and the City of San
Bernardino, Contract No. 86-1112.
Dear Dean:
This proposal will confirm that the city may addend the Lease-Purchase
Agreement referenced above. Schedules 5 and 6 will be added. Lease
payment dates will be determined when you have received delivery
information from .the suppliers. Five year, semi-annual payments are
quoted.
Price Ouotation
Amount Interest
Description Quantitv Financed PaYment Rate
Automated 4 $456,173.l2 $55,697.38 7.61%
Refuse Vehicle
Street Sweeper 3 298,608.00 36,459.15 7.61%
Please acknowledge below your acceptance of this proposal and return
to me so that the necessary documentation may be prepared.
We look forward to working with you on this transaction.
Sincerely,
W~Q,o~ -j.l\1AL...~~
WilliamL. 6t;:~~"
Regional Vice President
FOR:
CitV))/san B;:r;nardino..
C:. /If?: ~f2 t: if
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Dean R. Meech
BY:
NAME:
TITLE: Purchas; ng Agent
WLJ: pah
Home. Office: 1801 Robert Fulton Drhe. Third Floor, Reston, Virginia 22091 (703) 620-4502 Telecopy: (703) 476-5767
San Diego Office: 4045 Bonita Road. Suile 308. Bonita California 92002 (619) 475-1524 Telecopy: (619) 475-4462
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RESOLUTION NO.
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE ISSUANCE OF A
PURCHASE ORDER TO ijAAKER EQUIPMENT COMPANY FOR THE FURNISHING AND DELIVERY OF
3 FOUR (4) AUTOMATED REFUSE TRUCKS, TO BE UTILIZED BY THE PUBLIC SERVICES/STREET
DEPARTMENT IN ACCORDANCE WITH BID SPECIFICATION F-BB~15.
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,BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
5 I BERNARDINO AS FOllOWS:
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SECTION 1. That Haaker Equipment Company was declared the lowest and
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I best responsible bidder for the furnishing and delivery of four (4) Automated
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II refuse trucks by Resolution No. 88-272 in accordance with Bid Specification
r F-88-15 for the total amount of $461,091.53; pursuant to this determination,
the Purchasing Agent is hereby authorized and directed to issue a purchase
I order for said four (4) automated refuse trucks to said lowest and best
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responsible bidder; such award shall only be effective upon the issuance of a
Purchase Order by the Purchasing Agent; and all other quotations therefor are
hereby rejected.
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I HEREBY CERTIFY that the foregoing resolution was duly adopted by
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the Mayor and Common Council of the City of San Bernardino at a
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meeti ng thereof. hel d on the day
,198___, by the fOllowing vote,
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'Counci 1 Members
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NAYS:
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ABSENT:
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Ci ty Cl erk
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Ii 07-31-89
!i 09-06-89 (Revi sed)
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RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE ISSUANCE OF A
PURCHASE ORDER TO HAAKER EQUIPMENT COMPANY FOR THE FURNISHING AND DELIVERY OF
2 FOUR (4) AUTOMATED REFUSE TRUCKS TO BE UTILIZED BY THE PUBLIC SERVICES/STREET
DEPARTMENT DEPARTMENT IN ACCORDANCE WITH BID SPECIFICATION F-B8-15.
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The foregoing resolution is hereby approved this
day
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of
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W. R. Holcomb, Mayor
City of San Bernardino
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Approved as to form
and legal content:
Oa-z- 1, IL
lfiY Attorney
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07-31-89 -2-
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RESOLUTI ON NO.
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE ISSUANCE OF A
PURCHASE ORDER TO NIXON-EGLI EQUIPMENT COMPANY FOR THE FURNISHING AND DELIVERY
3 OF THREE (3) STREET SWEEPERS, TO BE UTILIZED BY THE PUBLIC SERVICES/STREET
DEPARTMENT IN ACCORDANCE WITH BID SPECIFICATION F-B9-21.
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BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY .OF SAN
5 BERNARDINO AS FOLLOWS:
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SECTION 1. That Nixon-Egli Equipment Company was declared the lowest and
best responsible bidder for the furnishing and delivery of three (3) street
sweepers by Resolution No. 89-60 in accordance with Bid Specification F~89-21
for the total amount of $316,524.45; pursuant to this determination, the
Purchasing Agent is hereby authorized and directed to issue a purchase order
for said three (3) street sweepers to said lowest and best responsible bidder;
such award shall only be effective upon the i'ssuance of a Purchase Order by
the Purchasing Agent; and all other quotations therefor are hereby rejected.
I HEREBY CERTIFY that the foregoing resolution was duly adopted by
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the Mayor and Common Council of the City of San Bernardino at a
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meeting thereof, held on the
day
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,198___, by the following vote,
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AYES:
Council Members
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NAYS:
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ABSENT:
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Ci ty Cl erk
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.1 07-31-89
I 09~06-89 (Revised)
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RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE ISSUANCE OF A
PURCHASE ORDER TO NIXON-EGLI EQUIPMENT COMPANY FOR THE FURNISHING AND DELIVERY
2 OF THREE (3) STREET SWEEPERS TO BE UTILIZED BY THE PUBLIC SERVICES/STREET
DEPARTMENT DEPARTMENT IN ACCORDANCE WITH BID SPECIFICATION F-89-21.
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The foregoing resolution is hereby approved this
day
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of
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W. R. Holcomb, Mayor
City of San Bernardino
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Approved as to form
and. legal content:
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I " Attorney
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II 07-31-89
II 09-0fi-RQ (Rev; <;",(j)
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1 RESOLUTION NO.
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE
EXECUTION OF ADDENDUM SCHEDULES 5 & 6 TO EXISTING LEASE PURCHASE
3 AGREEMENT NO. 86-1112 WITH PACIFIC CORP CAPITAL INC. FOR THE
FINANCING OF THREE (3) STREET SWEEPERS, AND FOUR (4) AUTOMATED
4 REFUSE TRUCKS IN ACCORDANCE WITH LEASE PURCHASE QUOTATION LP9003.
5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
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SECTION 1.
That Pacific Corp. Capital Inc. has been
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determined to be the lowest and best responsible bidder for the
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financing of three (3) each street sweepers, and four (4)
automated refuse trucks in accordance with Lease Purchase
Quotation LP 9003 and Lease Purchase Contract 86-1112 previously
approved by the Mayor and Counci~ and attached hereto and
incorporated herein as Exhibit "A", and Addendum Schedules 5 and
6, attached hereto and incorporated herein as Exhibits "B" and
"c" respectively, for the total amount of $777,6l5.98; pursuant
to this determination, the Purchasing Agent is hereby authorized
and directed to prepare the necessary lease purchase transaction
documents for said financing of three (3) each street sweepers,
and four (4) automated refuse trucks to said lowest and best
responsible bidder Pacific Corp Capital Inc.; such award shall
only be effective upon the execution of Schedules 5 and 6 by the
Mayor OI the City of San Bernardino and the tender of a Purchase
order by the Purchasing Agent.
SECTION 2.
No other transaction shall be initiated under
the Master Lease contained in this agreement without the prior
approval of the Mayor and Common Council.
SECTION 3. The Purchasing Agent, the Director of Finance,
the City Attorney and the Mayor are hereby authorized to execute
DCR:mg
August 21, 1989
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1 RESOLUTION...AUTHORIZING THE EXECUTION OF ADDENDUM SCHEDULES 5 &
6 TO EXISTING LEASE PURCHASE AGREEMENT NO. 86-ll12 WITH PACIFIC
2 CORP CAPITAL INC. FOR THE FINANCING OF THREE (3) STREET SWEEPERS,
AND FOUR (4) AUTOMATED REFUSE TRUCKS IN ACCORDANCE WITH LEASE
3 PURCHASE QUOTATION LP9003.
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5 such documents as are necessary for the administration of this
6 transaction.
7 I HEREBY CERTIFY that the foregoing resolution was duly
8 adopted by the Mayor and Common Council of the City of San
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meeting thereof, held on the
Bernardino at a
day of
, 1989, by the following vote, to
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Council Members
AYES
NAYS:
ABSENT:
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City Clerk
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The foregoing resolution is hereby approved this
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, 1989.
day of
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w. R. HOLCOMB, Mayor
City of San Bernardino
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Approved as to form
23 and legal content:
24 JAMES F. PENMAN
City Attorney
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By: i)C2rw..b;1
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DCR:mg
August 21, 1989
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MUNICIP~L LE~SING CORPOR~TION ~GRr.EMENT
Dated as of: February 6, 1986
~greement No.' 86-1112M
CONTR~CT PARTIES
MUNICIPAL LEASING CORPORATION DBA
MUNICIPAL FINANCE CORPDRATION IN CALIFORNIA
8260 Greensboro Drive, Suite 22S
McLean, Virginia 22102
A Virginia Corporation,
hereinafter referred to
as -MLC.. .
CITY OF SAN BERNARDINO
300 North D Street
San Bernardino, California 92418
An agency or political subdivision
of the State of California
hereinafter referred to as
"Municipality" .
These addresses 'are to be used for all correspondence and notices (all notices are to
be by certified mail return receipt requested) from one party to the other and may be
changed by notifying the other party in writing.
THE PARTIES (MUNICIP~LITY ~ND MLC) AGREE AS FOLLOWS:
I. DEFINITIONS
For purposes of this Agreement and related documents, the listed definitions will apply:
1.1
ACCEPT~NCE DATE. Unless otherwise agreed to by the prior written consent of
MLC, it is defined as the acceptance by the Municipality of the first item of
equipment delivered under this Agreement.
1.2
ASSIGNEE. The person(s) or entity(ies) to whom MLC transfers its rights,
title and interest to a Schedule including the right to receive payments, a
security interest in the Equipment, and rights under the related Insuan~~./.'
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EQUIPMENT. The goods enumerated on the attached
1.4
Schedule(s).
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RESERVE FUND. A fund established by MLC with a national ban~{hg association
for the benefit of Municipality and to assure the Investor or Registered
Owners the timely distribution of Payments due hereunder, and to provide
interest and principal payments to MLCts Assignee(s) subsequent to an event
described in Sections 7.1, 8.1, 8.2 or a loss occurring under Section 8.4
hereof.
1.3
.to'.
1.S SCHEDULE. The document signed by the parties which authorizes the
installation of Equipment by MLC, describes the Agreement term for that
Equipment, and Municipality's obligations with respect to payment I the
assignable contract.
1.6 TRANSACTIDN DOCUMENTS. The Agreement, the Schedule(s), and all related
documents.
II. PURPOSE
2.1 MLC sells Equipment listed on Schedule(s) to MuniCipality, for consideration
indicated in those Schedule(s).
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EXHIBIT "A"
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III. TERM
3.1 The term of each Schedule will begin on the Acceptance Date of the
Equipment listed thereon and will terminate, except as otherwise provided
herein, at the expiration of the number of periods indicated on such
SChedule.
IV. PAYMENT
4.1 AMOUNT AND TIMES O~ PAYMENT. The total purchase price indicated in the
Schedule(s) will be paid in the Payment amounts set forth in the
Schedule(s). Charges will accrue from the Acceptance Date.
.
4.2 LATE CHARGES. Payments received more than fifteen days after the due date
will be subject to a late charge at the rate indicated in the appropriate
Schedule (or at the highest rate allowed by law, if less).
4.3 ABATEMENT OF PAYMENTS. There will be no abatement or reduction of
payments by the Municipality for any reason. It is the intention of the
parties that the payments be made in all events, unless the obligations to
pay such amounts are terminated as provided herein.
v. RESPONSIBILITIES OF MUNICIPALITY
5.1 CARE AND USE OF EQUIPMENT. Municipality, at its own expense, will obtain
remedial and preventive maintenance during the term of this Agreement to
keep the Equipment in good operating condition and appearance.
The Municipality agrees to use and provide ~aintenance for the Equipment
only in manner and to standards contemplated by the Equipment
manufacturer. Selection of the firm to provide maintenance coverage will
be subject to approval by MLC, which approval will not be unreasonably
withheld. Municipality agrees not to relocate the Equipment without.the
prior written permission of HLC.
5.2 INSPECTION. With reasonable prior notice, Municipality will allow HLC to
enter the premises where the Equipment is located during normal business
hours to inspect the Equipment in order to determine whether Municipality
is fulfilling its responsibilities.
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5.3 INDEMNITY. Municipality hereby agrees to indemnify and save MLC harmless
from all liability, claims, loss, damage or expenses of any kind, made or
suffered by any party, during or after the term of this Agreement caused
directly or indirectly by the inadequacy of the Equipment, any
interruption or loss of service, any loss of business or other damage
resulting from any fault of or in the Equipment or arising out of the
ownerShip, selection, possession, operation, control, use, maintenance,
delivery or return of the Equipment, including but not limited to personal
injury, property damage, death or consequential damages. Indemnifications
shall include costs and expenses, including reasonable attorneys' fees
incurred in negotiations, trial or appeal by HLC in connection with any
claim or action resulting from any such liability. Municipality will be
credited with any amounts received by MLC from any liability insurance
secured by MLC.
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5.4 TAXES AND LICENSES. Municipality will comply with all laws and pay all
taxes relating to the Equipment and Municipality's obligations hereunder,
including, but not limited to, sales and use taxes, gross receipts taxes
(including business and occupational taxes which are based on MLC's gross
revenues related to this transaction), registration fees, license fees,
documentary stamp taxes, personal property and ad valorem taxes and sll
other taxes, licenses and charges imposed on the ownership, possession or
use of the Equipment during the term of this Agreement, together ~ith any
interest and penalties. Notwithstanding the foregoing, Municipality will
not be Obligated to pay taxes based solely upon MLC's net income.
5.5 ASSIGNMENT OR DELEGATION BY MUNICIPALITY. Municipality agrees not to
lease~ assign or transfer all or part of its rights and obligations under
this Agreement or in the Equipment.
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5.6 DELIVERY OF RELATED DOCUMENTS. Municipality will sign or provide as
required the following documents satisfactory to MLC:
a) An Agreement Certification confirming Municipality's Acceptance of the
E9uipment as of the date installed.
JO) An Opinion of Counsel confirming Municipality's authority, warranties
and representations.
c) An Opinion of Counsel confirming Municipality's capaCity to issue
obligations qualifying Municipality as a political sUbdivision within the
meaning of Section 103 of the Internal Revenue Code and the related
regulations and rulings and that the portion of payments identified as
deferred interest charges to maturity, upon receipt, will not be .
includable in Pederal gross income under Statutes, regUlations, court
decisions and rulings existing on the date of this opinion and
consequently will be exempt from present Pederal income taxes and income
tax of the State of California.
d) Documents eVidencing title and delivery.
e) Municipality's maintenance contract on Equipment.
f) Financing statements or other documents perfecting MLC's security
interest.
.g) No-Arbitrage Certificate.
h) Written acknowledgement of assignment and other documents required by
the Assignee.
i) Municipality's liability insurance and casualty insurance policy
covering Equipment, if applicable.
,j) Municipality's representations as to the essential nature and use of
the Equipment.
Municipality shall forward items b through j (as required) to MLC prior to
Equipment installation.
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5.7 TRANSPORTATION AND INSTALLATION. CHARGES. Municipality shall be
responsible for all charges relating to the transportation of Equipment to
Municipality's location and installation at such location. MLC may at its
option either prepay .such charges and invoice Municipality or forward to
. Municipality transportation and installation invoices as they are
received, whereupon Municipality shall remit payment in a timely manner.
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VI. EQUIPMENT
6~1 TITLE; Title to the Equipment viII pass to the MuniCipality on the
Acceptance Date. Title viII revert to MLC upon termination pursuant to
~rticle VII or VIII.
6.2 SECURITY INTEREST. The MuniCipality grants to MLC and MLC retains a
purchase money security interest in the Equipment. Municipality viII not
change or remove any insignia or lettering which MLC may place on the
Equip~ent to indicate its interest therein. Until all installment
payments are made or prepayment is complete Municipality viII keep the
EqUipment free from any lien, encumbrance or legal process and the
Municipality will promptly disCharge any claim vhich might become a lien
or charge against the Equipment.
6.3 PILING. MuniCipality authorizes MLC to make MLC's security interest a
matter of public record by filings of any documents MLC deems necessary
for that. purpose and to be responsible for any costs associated
therewith. MuniCipality agrees to sign or execute such documents at its
expense to evidence its consent to the filings.
6.4 PERSONAL PROPERTY. The Equipment viII remain personal property and not be
so affixed to realty as to change its character to a fixture or realty.
6.5 ALTERATIONS, ADDITIONS, ATTACHMENTS. In the event title to the Equipment
reverts to MLC, and at MLC's request, MuniCipality at its expense, viII
remove all alterations, additions and attachments and repair the Equipment
as necessary to return the Equipment to the condition in which it was
furnished, reasonable wear and tear excepted. Any replacements or repair
parts are Equipment subject to the terms of the Agree~ent.
6.6 EQUIPMENT RETURN. Municipality is responsible for the return costs
related to the termination of this Agreement pursuant to Article VII or
VIII inclUding deinstallation, rigging, drayage, freight, and insurance to
destination within the continental United States. Municipality will.
prOVide MLC with a current Original Equipment Manufacturer's cerU.Bcate
of maintainability and arrange and pay for such repairs necessary to
ensure that the manufacturer accepts the Equipment for contract
maintenance at its then standard rates. In the event Municipality fails
to prOVide such certificate, MLC may but is under no obligation to obtain
the certificate and any charges associated therewith will be borne by
.f., Municipality.
VII. DEPAULT AND REMEDIES
7.1 DEPINITION. Any of the following events will constitute default under
this Agreement:
a) Municipality fails to make payment required when due, provided such
failure is not a direct result of an earthquake and does not continue
.beyond such time as nor~al business operations are resumed, and such
failure continues after written notice by MLC for a period of fifteen (15)
days after receipt of such written notice, or
b) Municipality fails to observe or perform any other covenant,
condition, agreement or warranty of the Agreement and such failure
continues for thirty (30) days without cure after MLC provides .
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cl Municipality becomes Insolvent, mAkes an assignment for the benefit of
creditors, applies for or consents to the appointment of a receiver,
trustee, conservator or liquidator of Mun1clpallty or of all or a
substantial part of its assets, or a petition Is filed by or against
Municipality under the pederal Bankruptcy Lawa or any similar state or
federal laws providing for relief of debtors.
7.2 REMEDIES. If the Municipality defaUlts, MLC may at its option do any or
all of the following:
al Terminate this Agreement by providing written notice to MuniCipality.
bl Take possession of the Equipment wherever situated without liability
for entering the premises; .
cl Se11, lease or rent and use the Equipment at its sole discretion.
Municipality remains liable for arrears of payments, the costs of taking
possession including storage and repair, court costs and attorney's fees,
sale or lease costs, and the balance due under the Agreement. The
proceeds of such sale or lease of the Equipment shall be applied toward
the balance due after deducting the aforementioned costs and payments.
Por the purposes of this provision, the balance due shan be equal to the
Prepayment Amount plus any principal deficiency in the Reserve Pund,
. d) Declare immediately due and payable all monies during the Agreement
Term by providing written notice to MunicipalitYt and
e) Take any court action at law or in equity to enforce performance of
the obligations or covenants of this Agreement and to recover damages for
the breach thereof.
MuniCipality shall remain liable for reasonable damages provided by law
including all costs and expenses incurred by MLC due to the default by
MuniCipality.
VIII. TERMINATION
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8.1 TERMINATION POR NON-APPROPRIATIONS. Municipality's obligations to pay any
amounts due for those fiscal periods succeeding the current fiscal period
are contingent upon legislative appropriation or approval of funds for
that purpose. Therefore, the Municipality may terminate this Agreement
with respect to not less than the entire Schedule effective as of the end
of any of its succeeding fiscal periods (the "Termination Date") by giving
MLC and its assigns sixty (601 days prior written notice of the
termination and advising MLC of the location(sl where the Equipment may be
found on the Terllination Date. .All obligations of Municipality. to lIake
payments due after the Termination Date will cease and all interests of
Municipality in the Equipment will terminate. NotWithstanding the
foregoing, Municipality agrees (i) not to terllinate a Schedule under this
provision if any funds are appropriated to it for the acquisition (by
either purchase or leasel of the Equipment or functionally similar
Equipment or Equipment performing similar applications and procedures for
the fiscal period in question and (iil that it will use its best .efforts
to obtain appropriation of the necessary funds to avoid termination of
each Schedule by taking all appropriate action including the inclusion in
Municipality's budget request for each fiscal period during the term
hereof a request for adequate funds to meet its obligations and to
continue the Schedule in force and (iii) that it will not give priority or
parity in the application of funds to any other functionally similar
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equipment for use by the Municipality, (iv) that if the Contract is terminated
pursuant to this Section 8.1, the Municipality will not in 'the then current or
succeeding fiscal years purchase, lease or rent Equipment performing functions
similar to those performed by the Terminated EqUipment, snd agrees not to
permit functions similar to those performed through the use of the Equipment
to be performed by its own employees or by any agent or entity affiliated with
or hired by Municipality. Municipality represents and warrants it.has
adequate funds to reet its obligations during its current fiscal a.ppropriation
period. Municipality acknowledges that the monies and securities in the
Reserve Fund shall be retained upon any Termination for the benefit of the
Investor or Registered OWners, and any deficiency in the principal amount of
the Reserve Fund shall be restored by Municipality, except, .Municipality's
.only r~sponsibility shall be for a defiCiency IReserve Fund Deficiency) in the
principal amount resulting from Municipality's failure to timely make p~yments
prior to the effective date of a non-appropriation of funds pursuant to this
Section 8.1.
8.2 PREPAYMENT. So long as Municipality is not in default, Municipality will have
the right, upon providing MLC with sixty (60) days prior written notice, to
prepay its obligation for the amount set forth in the Prepayment column on the
dates provided in the Schedulels) plus the amount by which the principal
amount originally deposited in the Reserve Fund exceeds the principal amount
realized from such Fund upon its liquidation. Payment must be received by the
specific date established.
8.3 MUNICIPALITY'S RIGHTS ON PREPAYMENT OR PAYMENT IN FULL. Upon Ii)
Municipality's exercise of its right of prepayment and/or (ii) Municipality's
having satisfied all of its monetary and other Obligations hereunder, MLC will
release its security interest in the Equipment.
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8.4 DESTRUCTION OF EQUIPMENT. In the event any of the Equipment is destroyed,
stolen or in the reasonable opinion of Municipality, damaged beyond economical
repair, Municipality shall give prompt written notice of such event to MLC and
its assigns. If MLC replaces such Equipment within 60 days of notification
then this Agreement will continue in force. MuniCipality at this time will
pay MLC for the replacement cost of the Equipment. If at the end of the sixty
day period the Equipment cannot be replaced then the Municipality will
immediately pay to HLC an amount in cash equal to that share of the Prepayment
Amount set forth in the appropriate Schedule(s) which is attributable to such
Equipment. Said amount shall be based on the percentage that the purchase
price of the Equipment bears to the total purchase price of all Equipment
included in such SChedule. There shall be no abatement of periodic payments
through the end of the sixty-day period. In the event there are insurance
proceeds covering this obligation in excess of the amounts due then such
excess shall be retained by MuniCipality. The Municipality agrees, upon
prepayment under the terms hereof, resulting from the total damage,
destruction, or theft of all the Equipment, to replenish the Reserve Fund as
set forth in Section 8.1 of this Agreement.
IX. ASSIGNMENT BY HLC
9.1
ASSIGNMENT. Municipality understands that HLC contemplates separately
assigning (or reassigning) its right, title and interest in each SChedule, the
Equipment listed thereon, and all rights to receive further payments to
another party ('Assignee'), subject to the rights of Municipality
hereunder. Municipality consents to such assignments and agrees to send
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all Agreement notices to both HLC and Its assignees. All rights of and
Indemnifications to HLC will inure to the Assignee. Any such Assignee
will not be obligated to perform any of the obligations of HLC.
Hunicipality agrees to make payments required under the Schedule directly
to the Assignee without abatement or reduction of any kind. Municipality
will not assert against any Assignee or transferee of MLC's rights any
claim, any defense, counterclaim, offset or recoupment of any kind,
variety or nature which Municipality may now or hereafter have against MLC
whether accruing under the Agreement or otherwise.
9.2 ADVICE OF ASSIGNHENT. Upon assignment of MLC's interests to an Assignee,
MLC will cause a written notice of such assignment to be sent to
Munl~ipality which shall be sufficient if it discloses the name of the
Assignee and the address to which further .payments hereunder should be
made. No further action will be required by MLC or by Municipality's
consent to the Assignment. Notwithstanding the foregoing, no such
assignment shall be effective against the MuniCipality unless the
Municipality receives notification in writing of such Assignment
designating the name and address of any such assign. In compliance with
Section 103(j) of the Internal Revenue Code, the Municipality agrees to
affix a copy of each notification of assignment to the Hunicipality's
counterpart of the Agreement.
X. WARRANTIES AND REPRESENTATIONS
0':
10.1 WARRANTIES AND REPRESENTATION OF MUNICIPALITY. The Hunicipality
represents and warrants to HLC and, so long as this Agreement is in effect
or any part of Hunicipality's obligations to MLC remain unfulfilled, shall
continue to warrant at all times, that:
a) Hunlclpality is a state or a duly organized and validly existing
political subdivision or agency thereof and has the power and authority to
enter into the Transaction Documents to Which it is a party and to carry
out the terms thereof.
b) This Agreement and all other Transaction Documents and the performance
of Municipality's obligations thereunder have been duly and validly
authorized and approved under all laws and regulations and procedures
applicable to Hunlcipality, the consent of all necessary persons or bodies
has been obtained and all of the Transaction Documents executed by
Municipality have been duly and validly executed and delivered by
authorized representatives of Hunicipality and constitute valid, legal and
binding obligations of Hunicipallty enforceable against Hunlcipality in
accordance with their respective terms. .
XI. DISCLAIHER OF WARRANTIES
11.1 The Hunicipality acknOWledges that the Equipment is of a size, design and
capacity, and manufacture selected by the Municipality.. MLC is not a
manufacturer of the Equipment.
11.2 HLC HAKES NO WARRANTIES OR REPRESENTATIONS. OF ANY KIND, EXPRESS OR
IHPLIED, RELATING TO THE EQUIPHENT OR PATENTS RELATING THERETO, AND HLC
HAS EXPRESSLY HADE NO WARRANTY AS TO THE VALUE, DESIGN, CONDITION,
HERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE EQUIPMENT.
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11.3 HLC will not be liable to the Hunlclpallty for any liability, loss or
damage caused or alleged to be caused, directly or indirectly, by the
Equlp~ent or by any Inadequacies thereof or deficiency or defect therein,
by any incident whatsoever in connection therewith or in any way related
to or arising out of this Agreement. Notwithstanding the foregoing, the
Municipality will be entitled to the benefit of any available
manufacturer's ~arrantles. MLC Agrees to execute And deliver such further
instrument as may be necessary, in the reasonable opinion of the
Municipality, to enable it to enforce such warranties and obtain the
warranties and service furnished for the Equipment by the manufacturer.
X II. GENERAL
12.1 WAIVER. No delay or omission by the parties in exercising any right in
any of .the Transaction Documents shall operate as a waiver of that or any
other right and no single or partial exercise of any right shall preclUde
the parties from any or further exercise of any right or remedy.
12.2 READINGS. All section headings contained herein are for clarification and
convenience of reference only and are not Intended to limit the scope of
any provision of this Agreement.
12.3 SEVERABILITY. In the event any portion of this Agreement shall be finally
determined by any court of ~ompetent jurisdiction to be invalid or
unenforceable, such provision shall be deemed void and the remainder of
this Agreement shall continue in full force and effect.
12.4 AMBIGUITY. The parties .to this Agreement, and each of them, hereby
represent that the language contAined herein is to be construed as jointly
proposed and jointly accepted, And in the event of Any subsequent
determination of ambiguity, all parties shall be treated as eqUAlly
responsible for any such ambiguity.
12.5 GOVERNING L~WS. This Agreement shall be construed In accordance with and
governed by the laws of the state where Municipality's principal plAce of
operations exists.
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12.6 IMPLEMENTATION. This Agreement shall be implemented through Schedule(s).
Por purposes of construing a transaction as an Integrated Agreement and
for the purposes of the provision of Article IX, the follOWing shall be
considered a single transaction And legal and binding Agreement:
a) The Agreement, which provides basic terms and conditions.
bl A Schedule.
12.7 AMENDKENT. Any of the Transaction Documents may only be amended In
writing by obtaining the signature of the parties. No assigned
Transaction Document may be modified without the prior written consent of
ASSignee.
12.8 EXECUTION. Each Schedule may be executed In any number of, counterparts
but only the counterpart that Is labeled, .Orlglnal. will be deemed to be
the original Schedule for purposes of perfection of a security Interest
therein and shall be the only counterpart which may be transferred And
given to transfer the rights of MLC thereunder. This Agreement and
Schedule (s I Issued pursuant thereto shall not be effective until accepted
(AS evidenced by an authorized signature) by MLe.
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12.9 FORHATION OF AGREEHENT. HLC ehall not be bound by this Agreement until it
ie excecuted by an officer of HLC.
XIII. SIGNATURES
IN WITNESS WREREOF, the parties hereto have caused this Agreement to be executed as
of the day and year firet above written.
.
MONICIPAL LEASING CORPORATION DBA
MUNICIPAL FINANCE CORPDRATIDN IN CALIFORNIA CITY OF
BY: IJ;l/~'. h~G' 9.
BY:
NAME: W/LL/At<{ J. /I1C~T'f, JIC
NAME: Dean
TITLE: IJ//l.nTo/C of (~NT-foi<Tr
DATE: .,,</t3 IN.
TITLE: Purchasinq Aqent
DATE: March' 5. 1986
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EXHIBIT A
MODIFICATION NO. 1
Dated as of July 1, 1988
Agreement No. 1112
Modification No. 1 dated July 1, 1988 to Agreement No. 1112 dated
as of February 6, 1986 and all schedules thereto (the
"Agreement") between Municipal Leasing Corporation, as MLC, and
the city of San Bernardino, as Municipality.
1. It Js acknowledged that MLC has, prior to the date hereof,
been merged into Systems Leasing Corporation, and that the name
of the surviving corporation is "PacifiCorp Capital, Inc." and
its state of incorporation is Virginia. It is further
acknowledged and agreed that as a result of the foregoing,
Pacificorp capital, Inc. has succeeded to all rights and
interests of Municipal Leasing Corporation under the Agreement
and any and all Purchase Orders or subcontracts issued thereto.
In connection therewith, the name "PacifiCorp Capital, Inc." is
sUQstituted for the name Municipal Leasing Corporation in the
Agreement in eqch place where the name "Municipal Leasing
Corporation" appears, and any and all Purchase Orders or
subcontracts issued which may hereafter be acknowledged by MLC
under the Agreement shall be issued to PacifiCorp Capital, Inc.
in its own name (with the same force and effect as if PacifiCorp
Capital, Inc. were originally named as "MLC" under the Agreement.
2. Municipality agrees to appoint PacifiCorp Capital, Inc.'s
assigns as its agent for the purpose of maintaining a book entry
system as required by the Internal Revenue Code of 1986.
3. No more than 10% of the use of any Unit of the Equipment in
any month will be by persons or entities other than the
Municipality or its employees on matters relating to such
employment, and no more than 5% of use of any Unit of the
Equipment in any month will be unrelated to use by or for the
Municipality. No management contract shall be entered into with
respect to any unit if the Equipment unless (a) at least half the
compensation is on a periodic, fixed-fee basis; (b) no
compensation is based on a share of net profits and (c) the
Municipality is able to terminate the contract without penalties
at the end of any three years.
4. As an inducement of PacifiCorp Capital, Inc. to enter into
this Agreement, Municipality agrees to cooperate with PacifiCorp
Capital, Inc. in the assimilation and verification of information
with regard to any matters whatsoever concerning this Agreement,
and further agrees to execute such documentation as may be
required for the purpose of properly reporting this Agreement
including, without limitation, IRS form 8038G or 8038GC, as
required under the Internal Revenue Code of 1986 or any related
rulings and regulations thereunder.
ORIGINAL
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Modification No. 1
Agreement 1112
page 2
5. The Agreement, as amended hereby, shall continue in full
force and effect in accordance with its terms.
.
IN WITNESS WHEREOF, the undersigned have executed this
Modification as of the date first above written.
PACIFICORP CAPITAL, INC.
as successor to Municipal
I Ljl~ng ~o~foration
By iff. (i',J/,JJ
/ . -> /r ..
Name f\ !. ,';-1) tV! (iA']:>
Title ,/tj.,t.-. {"/~Jc (;'In,.LL' (
CITY OF SAN BERNARDINO
Municipality
By&.1v-/11LLu;7
Name
Title
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EXHIBIT B
SCHEDULE NO. 5
To Agreement No. 1112
Dated as of: August 1, 1989
THIS SCHEDULE is issued pursuant
1986, between the parties to the
of the Equipment listed herein.
meanings ascribed to them in the
to Agreement dated as of February 6,
Agreement to authorize installation
All terms used herein have the
Agreement.
A. Payment No. 1 shall be due on February 1, 1990 and subsequent
payments shall be due semi-annually thereafter as set forth hereunder:
PAYMENT SCHEDULE
payment
Number
1
2
3
4
5
6
7
8
9
10
Payment
Date
01-Feb-90
01-Aug-90
01-Feb-91
01-Aug-91
01-Feb-92
01-Aug-92
01-Feb-93
01-Aug-93
Ol-Feb-94
01-Aug-94
payment
Amount
Amount
Allocable
to Interest
Prepayment
Amount..
56,297.91
56,297.91
56,297.91
. 56,297.91
56,297..91
56,297.91
56,297.91
56,297.91
56,297.91
56,297.91
18,000.42
16,496.13
14,932.75
13,307.97
11,619.36
9,864.42
8,040.56
6,145.05
4,175.09
2,127.63
430,775.46
389,016.22
345,847.60
30l,222.05
255,090.38
207,40l.78
158,103.68
107,141. 76
54,459.89
0.00
** The Prepayment Amount is due on the date specified in the Payment
Schedule above and is in addition to the payment then due.
B. LATE PAYMENTS. There will be a charge of 1.5% per month based on
the amount of any late payments.
C. FISCAL YEAR. The Municipality's fiscal period is from July 1 to
June 30.
D. PREPAYMENT AND TERMINATION AMOUNTS. The Prepayment Amount as
provided in the Agreement is set forth in Paragraph A above.
E. DEFERRED INTEREST TO MATURITY. Deferred interest charges to
maturity are as set forth in Paragraph A above.
G. INSURANCE: RISK OF LOSS. As against PacifiCorp Capital, Inc.,
Municipality shall bear all risk of loss or damage to the Equipment
until the Equipment is returned to PacifiCorp Capital Inc. pursuant to
Agreement Article VII or VIII. The Municipality agrees to hold
harmless and indemnify PacifiCorp Capital, Inc. from all liability for
Page 1 of 2
EXHIBIT "B"
ORIGINAL
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damages to the equipment or personal injury arising out of the use of
the Equipment. The Municipality further agrees to secure self -
insurance for the Equipment for the duration of the Agreement term and
to complete Exhibit J hereto describing such self - insurance program.
H. EQUIPMENT DESCRIPTION. The E.quipment as defined in the Agreement
includes the following:
EQUIPMENT LIST
Manufacturer:
Haaker Equipment Company
Ouantitv Description
Eauipment Cost
Serial Number
4
Automated Refuse
Vehicles
$434,992.00
Subtotal
Sales Tax
Total Equipment Cost
$434,992.00
26,099.52
$461.091.52
THE TERMS GOVERNING THIS SCHEDULE ARE CONTAINED IN THE AGREEMENT
REFERENCED ABOVE AND APPLY WITH THE SAME FORCE AND EFFECT AS IF SET
FORTH FULLY HEREIN. THIS SCHEDULE IS SEPARATELY ASSIGNABLE.
PacifiCorp Capital, Inc. shall not be bound by this Agreement until it
is executed by an officer of PacifiCorp Capital, Inc.
PACIFICORP, CAPITAL, INC.
CITY OF SAN BERNARDINO
BY:
BY:
TITLE:
TITLE:
DATE:
DATE:
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EXHIBIT B
SCHEDULE NO. 6
Dated as of: August 1, 1989
To Aqreement No. 1112
THIS SCHEDULE is issued pursuant
1986, between the parties to the
of the Equipment listed herein.
meanings ascFibed to them in the
to Agreement dated as of February 6;
Agreement to authorize installation
All terms used herein have the
Agreement.
A. Payment No. 1 shall be due on February 1, 1990 and subsequent
payments shall be due semi-annually thereafter as set forth hereunder:
PAYMENT SCHEDULB
payment
Number
1
2
3
4
5
6
7
8
9
10
payment
Date
payment
Amount
Amount
Allocable
to Interest
prepayment
Amount..
01-Apr-90
01-0ct-90
01-Apr-91
01-0ct-91
01-Apr-92
01-0ct-92
01-Apr-93
01-0ct-93
01-Apr-94
01-0ct-94
38,646.70
38,646.70
38,646.70
38,646.70
38,646.70
38,646.70
38,646.70
38,646.70
38,646.70
38,646.70
12,356.71
11,324.06
10,250.85
9,l35.49
7,976.31
6,771.61
5,519.58
4,218.38
2,866.07
1,460.55
295,713.46
267,047.09
237,413.23
206,779.23
175,111.32
142,374.63
108,533.08
73,549.37
37,384.96
0.00
** The Prepayment Amount is due on the date specified in the Payment
Schedule above and is in addition to the payment then due.
B. LATE PAYMENTS. There will be a charge of 1.5% per month based on
the amount of any late payments.
C. FISCAL YEAR. The Municipality's fiscal period is from July 1 to
June 30.
D. PREPAYMENT AND TERMINATION AMOUNTS. The Prepayment Amount as
provided in the Agreement is set forth in Paragraph A above.
E. DEFERRED INTEREST TO MATURITY. Deferred interest charges to
maturity are as set forth in Paragraph A above.
G.INSURANCE: RISK OF LOSS. As against PacifiCorp Capital, Inc.,
Municipality shall bear all risk of loss or damage to the Equipment
until the Equipment is returned to PacifiCorp Capital Inc. pursuant to
Agreement Article VII or VIII. The Municipality 'agrees to hold
harmless and indemnify PacifiCorp Capital, Inc. from all liability for
Page 1 of 2
EXHIBIT "e"
ORIGINAL
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damages to the equipment or personal injury ar~s~ng out of the use of
the Equipment. The Municipality further agrees to secure self -
insurance for the Equipment for the duration of the Agreement term and
to complete Exhibit J hereto describing such self - insurance program.
H. EQUIPMENT DESCRIPTION. The Equipment as defined in the Agreement
includes the. following:
EQUIPMENT LIST
Manufacturer:
Nixon-Egli Equipment Company
Quantitv Description
Equipment Cost
Serial Number
3
street Sweepers
$298,608.00
$298,608.00
17,916.48
$316.524.48
Subtotal
Sales Tax
Total Equipment Cost
THE TERMS GOVERNING THIS SCHEDULE ARE CONTAINED IN THE AGREEMENT
REFERENCED ABOVE AND APPLY WITH THE SAME FORCE AND EFFECT AS IF SET
FORTH FULLY HEREIN. THIS SCHEDULE IS SEPARATELY ASSIGNABLE.
PacifiCorp Capital, Inc. shall not be bound by this Agreement until it
is executed by an officer of PacifiCorp Capital, Inc.
PACIFICORP, CAPITAL, INC.
CITY OF SAN BERNARDINO
BY:
BY:
TITLE:
TITLE:
DATE:
DATE:
Page 2 of 2
OR I G; ;JAL