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HomeMy Public PortalAbout022-2020 - Parks - Golf Cars Plus - New Golf Carts for HighlandAGREEMENT THIS AGREEMENT made and entered into this day of kbrWMY2020, by and between the City of Richmond, Indiana, a municipal corporation acting by and t •ough.its Board of Parks and Recreation, with its office at 50 North 5" Street, Richmond, Indiana, 47374 (the "City") and COBS, LLC DB/A Golf Cars Plus, 607 N. Main street, Plainwell, MI 49080 (hereinafter individually and/or collectively referred to as the "Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORD City hereby retains. Contractor to provide professional services in connection with lease of certain golf Cars as the same is described in the materials attached hereto. A Request for. Quotes has been made available for inspection by Contractor, is on file in the office of the Parks and Recreation Department, which is attached hereto and incorporated by reference herein as Exhibit "A". The response of Contractor to said Request for Quotes is attached hereto and incorporated by reference herein as Exhibit "B". Additionally, a Municipal Matter Lease Agreement with Yamaha Commercial Finance is attached hereto and incorporated by reference herein as Exhibit "C". Specifically, Contractor shall provide sixty (60) 2021 Yamaha The Drive2 Fleet — AC Electric golf Cars in Moonstone color scheme all having the accessories pursuant to the specifications set forth more specifically in the exhibits attached hereto pursuant to a five-year lease including climaguard top with dual gutters, sweater basket, club logos, and hubcaps, which lease includes any warranties described in the exhibits. Additionally, Contractor shall purchase fi-orn City thirty-six (36) 2012 E-Z-GO electric golf Cars for the sum of $44;532.00, and twenty-three (23) 2014 E-Z-GO golf. Cars for the sum of $36,501,00 for a total purchase price of $81,033.00, which sum sliall be due upon Contractor receiving the sixty (60) Cars referenced above. Contractor shall deliver the golf .Cars referenced in this agreement to the City within ninety (90) days of the execution of the, agreement by delivering at 1ea'st twenty (20) golf Cars at a time at which time Contractor will retrieve twenty (20) Cars which, it is purchasing hereunder, until all sixty (60) golf Cars are delivered. pick up 20, and so on until done. Yamaha Commercial Finance serves as the distributor of the Cars for the Contractor, and Contractor finances the equipment subject to this Agreement through Yamaha. As such, Exhibit, "C", , referenced .above, functions as the Master Lease Agreement, which is being executed simultaneously with this Agreement, and is specifically made a part hereof. Should any provisions, terms, or conditions contained in any of the documents attached hereto as Exhibits, or -in any of the doe -a ments incorporated by reference herein, conflict with any of the provisions, terms, or conditions of this Agreement, this Agreement shall be controlling, CONTRACT NO.22-202.0 Page 1 of 7 The Contractor shall furnish all labor, material, equipment, and services necessary for the proper completion of all work specified. No performance of services shall commence until the following has been met: 1. The City is in receipt of any required certificates of insurance and/or warranties; 2. The City is in receipt of any required affidavit signed by Contractor in accordance with Indiana Code 22-5-1.7-11(a)(2); and 3. A purchase order has been issued by the Purchasing Department, SECTION 2. STATUS OF CONTRACTOR Contractor shall be deemed to be an independent contractor and.is not an employee or agent of the City of Richmond. The Contractor shall provide, at its own expense, competent supervision of the work. SECTION 3. COMPENSATION City shall pay Contractor according to the payment schedule set forth on Exhibit "A" of the Master Lease pursuant to the interest rate set forth therein in consideration for the lease of the golf Cars described above for Rill and complete satisfaction of the services described herein. City elects not to execute any service contract with Contractor. Contractor shall pay to City the sum of $81,033.00 in consideration for the golf Cars being transferred from City to Contractor pursuant to the Trade Proposal attached hereto . and incoiporated by reference herein. This payment does not function to reduce the total compensation paid to Contractor by City as set forth above; but rather, Contractor shall be required to make the payment described herein directly to City. At the conclusion of the lease term, City shall have the ability to purchase the golf Cars that are the subject of the lease for fair market value, which shall be determined by Contractor at the expiration of the lease term. SECTION 4. TERM OF AGREEMENT - This Agreement shall become effective April 15, 2020 and shall continue in effect until completion of the lease term, which is five (5) years from the effective date. Notwithstanding the term of this Agreement, the City may terminate this Agreement in whole or in part, for cause, at any time by giving at least five (5) working days written notice specifying the effective date and the reasons for termination which shall include but not be limited to the following: a. failure, for any reason of the Contractor to fidfill in a timely manner its obligations under this Agreement; Page 2 of 7 b. submission by the Contractor to the City of reports that are incorrect or incomplete in an material respect c. ineffective or improper use of funds provided tinder this Agreement; d. suspension or termination of the grant funding to the City under which this Agreement is made; or e. unavailability of sufficient funds to make payment on this Agreement. In the event of such termination, the City shall be required to malce payment for all work performed prior to the effective date by Contractor, but shall be relieved of any other responsibility herein. This Agreement may also be tei7ninated, in whole or in part, by mutual Agreement of the parties by setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. SECTION S. INDEMNIFICATION AND INSURANCE Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to person or property or any other claims which may arise from the Contractor's conduct or performance of this Agreement, either intentionally or negligently; provided, however, that nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts of the City, its officers, agents, or employees. Contractor shall as a prerequisite to this Agreement, purchase and thereafter maintain such insurance• as will protect it from the claims set forth below which may arise out of or result •from the Contractor's operations under this Agreement, whether such operations by the Contractor or by any sub -contractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts the Contractor may be held responsible. Coverage A. Worker's Compensation & Disability Requirements B. Employer's Liability C. 0 Comprehensive General Liability Section 1. Bodily Injury Section 2. Property Damage Comprehensive Auto Liability Limits Statutory $100,000.00 $1,000,000.00 each occurrence $2,000,000,.00 aggregate $1,000,000.00 each occurrence Page 3 of 7 Section 1, Bodily Injury Section 2. Property Damage E. Comprehensive Umbrella Liability $1,000,000.00 each person $1,000,000.00 each occurrence $1,000,000.00 each occurrence $1,000,000.00 each occurrence $1,000,000.00 each aggregate F. Malpractice/Errors & Omissions Insurance $1,000,000.00 each occurrence $2,000,000,00 each aggregate SECTION 6. COMPLIANCE WITH WORKER'S COMPENSATION LAW Contractor shall comply with all provisions of the Indiana Worker's Compensation law, and shall; before conunencing work under this Agreement, provide the City a certificate of insurance, or a certificate from the industrial board showing that the Contractor has complied with Indiana Code Sections 22-3-2-5, 22-3-5-1 and 22-3-5-2. If Contractor is an out of state employer and therefore subject to another state's worker's compensation law, Contractor may choose to comply with all provisions of its home state's worker's compensation law and provide the City proof of such compliance in lieu of complying with the provisions of the Indiana Worker's Compensation Law. SECTION 7. COMPLIANCE WITH INDIANA E-VERIFY PROGRAM REQUIREMENTS Pursuant to Indiana Code 22-5-1.7, Contractor is required to enroll in and verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program. Contractor is not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana &Verify program if the Indiana E-Verify program no longer exists. Prior to the performance of this Agreement, Contractor shall provide to the City its signed Affidavit affirming that Contractor does not knowingly employ an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). In the event Contractor violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than thirty (30) days after the City notifies the Contractor of the violation. If Contractor fails to remedy the violation within the thirty (30) day period provided above, the City shall consider the Contractor to be in breach of this Agreement and this Agreement will be terminated, If the City determines that terminating this Agreement would be detrimental to the public interest or public property, the City may allow this Agreement to remain in effect until the City procures a new contractor. If this Agreement is terminated under this section, then pursuant to IC 22-5-1.7-13 (c) the Contractor will remain liable to the City for actual damages. SECTION 8. IRAN INVESTMENT ACTIVITIES Pursuant to Indiana Code (IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment activities in Iran, hi the event the City determines during the course of this Agreement that this certification is no longer valid, the City shall notify Contractor in writing of said determination and shall give contractor ninety (90) days within which to respond to the written notice. In the event Contractor fails to demonstrate to the City that the Contractor has ceased investment activities in Iran within. ninety (90) days after the written notice is given to the Page 4 or7 Contractor, the City may proceed with any remedies it may have pursuant to IC 5-22-16.5. In the event the City determines during the course of this Agreement that this certification is no longer valid and said determination is not refuted by Contractor in the manner set forth in. IC 5-22-16.5, the City reserves the right to consider the Contractor to be in breach of this Agreement and terminate the agreement upon the expiration of the ninety (90) day period set forth above. SECTION 9. PROHIBITION AGAINST DISCRIMINATION A. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub -contractor, or any person acting on behalf of Contractor or any sub -contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions, or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. B. Pursuant to Indiana Code 5-16-6-1, the Contractor agrees; 1. That in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of Contractor or any sub -contractor, shall not discriminate by ieason of race, religion, color, sex, national origin or ancestry against any citizen of the State of Indiana who is qualified and available to perform the work to which the employment relates; 2. That Contractor, any sub -contractor, or any person action on behalf of Contractor or any sub -contractor shall in no manner discriminate against or intimidate any employee hired for the performance of work under this Agreement on account of race, religion, color, sex, national origin'or ancestry; 3. That there may be deducted from the amount payable to Contractor by the City under this Agreement, a penalty of five dollars ($5.00) for each person for each calendar day during which such person was discriminated against or intimidated in violation of 'the provisions of the Agreement; and 4. That this Agreement may be canceled or terminated by the City and all money due or to become due hereunder may be forfeited, for a second or any subsequent violation of the terms or conditions of this section of the Agreement. .C. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation shall be considered a material breach of this -Agreement. SECTION 10. RELEASE OF LIABILITY Contractor hereby agrees to release and hold harmless the City and all officers, employees, or agents of the same from all liability which may arise in the course of Contractor's performance of its obligations pursuant to this Agreement. . • Page 5 of 7 SECTION 11. MISCELLANEOUS This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. It shall be controlled by Indiana law and shall be binding upon the parties, their successors and assigns. It constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both parties. This Agreement -may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and any suit arising out of this Contract must be filed in said courts. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said Courts. Any person executing this Contract in a representative capacity hereby warrants that he has been duly authorized by his principal to execute this Contract. In the event of any breach of this Agreement by Contractor, and in addition to any other damages or remedies, Contractor shall be liable for all costs incurred by the City in its efforts to enforce this Agreement, including but not limited to, the City's reasonable attorney's fees, whether or not suit is filed. In the event that an ambiguity, question of intent, or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. IN WITNESS WHEREOF, the parties. have executed this Agreement at Richmond, Indiana, as of the day and year first mitten above, although signatures may be affixed on different dates. "CITY" THE CITY OF RICHMOND, INDIANA by and through its Board of Parks and Recreation "CONTRACTOR" CCBS, LLC DB/A Golf Cars Plus 607 N. Main Street Plainwell, MI 49080 y: 1, y: Mike Foley, Presiders Brian s, Finance Manager Page 6 of Date: , j Printed: F R \ ,� APPROVE'5 ' --- ---David M. S Ma r Title:h/WNPc6�- Date: OZ , C) DaterLZ a Page 7 of N 1 Ry R C �1 ,{il1i j I Id 16 YA Y�,,A -- — -- -. _ PH — Commercial Finance Page 1 of 4 MLSE0906 Exhibit C Page 2 of 12 � 0 r l L1111� In��� tIA YAMAHA MOTOR FINANCE CORPORATION, U.S.A. MASTER LEASE AGREEMENT dated February 7, 2020 , between YAMAHA MOTOR FINANCE CORPORATION, U.S.A., having its principal place of business at 6655 Katella Avenue, Cypress, Califomia 90630 ("Lessor"), and CITY OF RICHMOND having its principal office at 50 NORTH FIFTH STREET, RICHMOND. IN 47374 ("Lessee"). Lessor and Lessee hereby agree as follows: 1. Lease of Equipment. Lessor leases to Lessee the equipment described on each attached Equipment Schedule (the "Equipment"), on the terms and conditions of this Lease, the applicable Equipment Schedule, and each rider attached hereto. 2. Term. The term of this lease for the Equipment described on a particular Equipment Schedule shall commence on the date set forth on such Equipment Schedule and shall continue for the number of months indicated on such Equipment Schedule. 3. Rent. Lessee shall pay Lessor rent for the Equipment ("Rent") in the amounts and at the times set forth on the applicable Equipment Schedule. The amount of the Rent has been determined by amortizing the purchase price of the applicable Equipment (using time prices quoted in the Request for Proposal identified on the applicable Equipment Schedule ("RFP")), together with an interest factor at the rate specified in the applicable Equipment Schedule. Whenever any payment hereunder is not made when due, Lessee shall pay interest on such amount from the due date thereof to the date of such payment at the lower of Lessor's then prevailing rate for late payments specified in Lessor's invoice to Lessee for such payment or the maximum allowable rate of interest permitted by the law of the state where the Equipment is located. 4. Selection. Delivery, and Acceptance. Lessee shall select the Equipment and take delivery thereof directly from Lessor or an authorized dealer of Lessor (the "Dealer"). All costs of delivery are the'sole responsibility of Lessee. Lessor shall not be liable for any loss or damage resulting from the delay or failure to have any Equipment available for delivery. Lessee shall inspect the Equipment to determine that the Equipment is as ordered and has been equipped and prepared in accordance with the RFP and any prior instructions given in writing by Lessee to Lessor or Dealer. Lessee shall accept the Equipment if it meets the criteria set forth in the preceding sentence and shall execute and deliver to Lessor or Dealer a Certificate of Acceptance, in form and substance satisfactory to Lessor, within 7 days of the delivery of the Equipment or the Equipment will be deemed accepted by the Lessee. For all purposes of this Lease, acceptance is conclusively established by Lessee's execution and delivery of a Certificate of Acceptance provided by Lessor. Lessee authorizes Lessor to insert in each Equipment Schedule the serial numbers and other identifying data of the Equipment. 5. Location, and Inspection. Lessee shall not move the Equipment from the locations specified in the applicable Equipment Schedule without Lessor's prior written consent. Lessor and its representatives shall have the right from time to time during business hours to enter upon the premises where the Equipment is located to inspect the Equipment and Lessee's records to confirm Lessee's compliance with this Lease. 6. Care. Use, and Maintenance. Lessee shall, at its expense, at all times during the term of this Lease, keep the Equipment clean, serviced, and maintained in good operating order, repair, condition; and appearance in accordance with Lessor's manuals and other Instructions received from Lessor. Lessee will not use or operate the Equipment, or permit the Equipment to be used or operated, in violation of any law, ordinance or governmental regulations. The Equipment will be used and operated only as golf cars. Lessee shall safely store the Equipment when not in use and properly secure it at night and such other times when the golf course on which the Equipment is used is closed to play, and Lessee shall be solely responsible for such storage and safekeeping. If the Equipment is electrical, Lessee shall provide sufficient and adequate electrical charging outlets and water facilities for the batteries which are a part of the Equipment. 7. Insurance. Effective upon delivery of the Equipment to Lessee and until the Equipment is returned to Lessor as provided herein, Lessee relieves Lessor of responsibility for all risk of physical damage to or loss or destruction of all the Equipment, howsoever caused. During the continuance of this Master Lease, Lessee shall at its own expense, cause to be carried and maintained with respect to each item of Equipment designated In each Equipment Schedule, public liability insurance in an amount of not less than $1,000,000, and casualty insurance, in each case in amounts and against risk customarily Insured against by Lessee in similar equipment and, in amounts and against risk acceptable to Lessor. All policies with respect to such insurance shall name.Lessor as additional insured and as loss payee, and shall provide for at least thirty (30) days' prior written notice by time underwriter or insurance company to Lessor in the event of cancellation or expiration of any such policies. Lessee shall furnish appropriate evidence of such insurance to Lessor. Lessee shall bear the entire risk of loss, theft, destruction or damage to the Equipment from any cause whatsoever and shall not be relieved of the obligation to pay the total of the monthly payments or any other obligation hereunder because of any such occurrence. in the event of damage to any item of Equipment leased hereunder, Lessee, at its sole expense, shall immediately place the same in good repair and operating condition. In no event shall Lessor be liable for any loss of profit, damage, loss, defect or failure of any item of Equipment or time time which may be required to recover, repair, service, or replace the Item of Equipment. 8. Storage. Lessee shall store the Equipment in such a manner as to prevent theft or damage from weather and vandalism. 9. Title. Title to the Equipment shall at all times remain with the Lessor. Lessee acquires only the interests of Lessee expressly described In this Lease, the applicable Equipment Schedule, and the riders attached hereto. Lessee shall not remove, move, or cover over in any manner any serial number on the Equipment. Lessee shall keep all Equipment free from any marking or labeling. which might be interpreted as a claim of ownership thereof by Lessee or any party other than Lessor or anyone so claiming through Lessor. Lessor Is hereby authorized by Lessee, at Lessor's expense, to cause this Master Lease, any Equipment Schedule or any statement or other instrument in respect of any Equipment Schedule as may be required by law showing the interest of Lessor in the Equipment to be filed and Lessee hereby authorizes Lessor or its agent to sign and execute on its behalf any and all necessary UCC-1 forms for such purpose. Lessor and Lessee hereby intend this transaction to be a lease. In the event that for any reason It is not deemed a lease, the Lessee hereby grants Lessor a security interest in the property shown on the Equipment Schedule. Page 2 of 4 MLSE0906 Exhibit C Page 3 of 12 10, Warranties. The Equipment is warranted only in accordance with the manufacturer's warranty. EXCEPT AS EXPRESSLY PROVIDED IN THE MANUFACTURER'S WARRANTY, LESSOR DISCLAIMS ANY OTHER WARRANTY, EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON -INFRINGEMENT AND NON-INTERFERENCE. 11. Alterations and Attachments. Lessee may, with Lessor's prior written consent, make such cosmetic modifications to the Equipment as Lessee may deem desirable in the conduct of Its business; provided, however, that such alterations shall not diminish the value or utility of the Equipment, or cause the loss of any warranty thereon or any certification necessary for the maintenance thereof; and provided, further, that such modification shall be removable without causing damage to the Equipment. Upon return of the Equipment to Lessor, Lessee shall, if Lessor so elects, remove such modifications which have been made and shall restore the Equipment to Its original condition, normal wear and tear and depreciation excepted. 12. Taxes. Lessee shall cooperate with Lessor in all reasonable respects necessary in order for Lessor to qualify for any exemption or exclusion from personal property tax on the equipment or sales or use tax on the leasing of the Equipment to Lessee hereunder. In the event that any such tax becomes payable by Lessor during the term of this Lease, Lessee shall pay to Lessor as additional rent, promptly on receipt of Lessor's invoice therefor, an amount equal to such tax. Lessee shall collect and remit any and all sales, use, and other taxes payable In any state, county, or city In respect of the rental or other use of the Equipment by Lessee. 13. Indemnity: Notice of Claim. To the extent permitted by applicable law, Lessee shall be liable for, and hereby indemnifies Lessor and holds Lessor harmless from and against, any and 'all claims, costs, expenses, damages, losses, and liabilities (including, without limitation, attorneys' fees and disbursements) arising in any way from the gross negligence or willful misconduct of Lessee or Lessee's agents and independent contractors, or their respective employees, agents or representatives. Lessee shall give Lessor prompt written notice of any claim arising out of the possession, leasing, renting, operation, control, use, storage, or disposition of the Equipment and shall cooperate in all reasonable respects at Lessee's expense In Investigating, defending, and resolving such claim. 14. Return of Equipment. Upon the termination of an Equipment Schedule for any reason, unless Lessee Is thereupon purchasing the Equipment from Lessor, Lessee shall make the Equipment available for inspection and pick up by Lessor or Dealer at Lessee's location at which the Equipment was used hereunder. The Equipment shall be returned to Lessor at the termination of this Lease In the same operating order, repair, condition, and appearance as when received by Lessee, less normal depreciation and wear and tear (which shall not include damaged or missing tires or wheels). 16. Defaults. The occurrence of any one or more of the following events shall constitute an "Event of Default" under this Lease: (a) Default by Lessee in the payment of any Installment of rent or other charge payable by Lessee under any Equipment Schedule as and when the same becomes due and payable; or (b) Default by Lessee in the performance of any other material term, covenant or condition of this Lease or any Equipment Schedule or the inaccuracy in any material respect of any representation or warranty made by the Lessee in this Lease or any Equipment Schedule, or In any document or certificate furnished to the Lessor in connection therewith, which default or inaccuracy shall continue for a period of 10 days after notice; or (c) A petition under the Bankruptcy Code or under any other insolvency law providing for the relief of debtors shall be filed by or against Lessee; or (d) The voluntary or In making of any assignment of a substantial portion of its assets by Lessee for the benefit of creditors shall occur; a receiver or trustee for Lessee or for Lessee's assets shall be appointed; or any formal or Informal proceeding for dissolution, liquidation, settlement of claims against or winding up of the affairs of Lessee shall be commenced; or (e) Lessee shall default under any other lease or agreement between Lessee and Lessor [or any of its assignees hereunder]; or (f) Lessee shall suffer a material adverse change In Its financial condition from the date hereof, and as a result thereof Lessor deems Itself or any of the Equipment to be insecure. 16. Remedies. Upon the occurrence of an Event of Default, Lessor, at Its option, may pursue any one or more of the following remedies, in such order or manner as Lessor determines, each such remedy being cumulative and not exclusive of any other remedy provided herein or under applicable law: (a) Tetminate all or any portion of the Equipment Schedules to this Lease; (b) with or without terminating this Lease, lake possession of the Equipment, with or without Judicial process, Lessee hereby granting Lessor the right and license to enter upon Lessee's premises where the Equipment is located for such purpose; (c) proceed by appropriate court action, either at law or in equity, to enforce performance by Lessee of the applicable covenants and terms of this Lease, or to recover from Lessee any and all damages or expenses, Including reasonable attorneys' fees, which Lessor shall have sustained by reason of Lessee's default in any covenant or covenants of this Lease, or on account of Lessor's enforcement of its remedies thereunder; without Iimlting any other damages to which Lessor may be entitled, Lessor shall be entitled upon an Event of Default to damages in an amount equal to all Rent then due but unpaid, plus the aggregate amount of Rent thereafter coming due for the remaining term of this Lease, plus Lessor's costs and expenses of pursuing Its remedies hereunder (including, without limitation, attorneys' fees), minus all amounts received by Lessor after using reasonable efforts to sell or re -lease the Equipment after repossession or from any guaranty by the Dealer or any third -party; and (d) sell the Equipment or enter into anew lease of the Equipment. It is hereby agreed that no delay by Lessor in pursuing any remedy shall be treated as a waiver of or limitation on such remedy or any other remedy. 17. Assignment. Neither Lessee nor Lessor shall transfer, assign, or sublease (except for rentals to players as contemplated hereunder in the ordinary course of business), or create, Incur, assume, or permit to exist any security interest, lien, or other encumbrance on, the Equipment, this Lease, or any interest of Lessee therein. 18. Lessee's Representations and Warranties. Lessee represents and warrants to Lessor that: (a) Lessee has the authority under applicable law to enter Into and perform this Lease and each Equipment Schedule and rider hereto; (b) Lessee has taken all necessary action to authorize Its execution, delivery, and performance of this Lease and each Equipment Schedule and rider hereto; (c) the Lease and each Equipment Schedule and rider hereto have been duly executed and delivered. by an authorized signatory of Lessee and constitute Lessee's legal, valid, and binding obligations, enforceable In accordance with their terms; (d) adequate funds have been budgeted and appropriated to enable Lessee to make all payments required under each Equipment Schedule to this Lease during the first twelve months of the term hereof; and (a) interest paid on indebtedness of Lessee held by Lessor would be excluded from Lessors income for U.S. federal income tax purposes. Page 3 of 4 MLSE0906 Exhibit C Page 4 of 12 19. Non -Appropriation of Funds. Notwithstanding anything contained in this Lease to the contrary, in the event no funds or insufficient funds are budgeted and appropriated or are otherwise unavailable by any means whatsoever for Rent due under the Lease with respect to a Equipment Schedule in any fiscal period after the period in which the term of the lease with respect to such Equipment Schedule commences, Lessee will immediately notify Lessor in writing of such occurrence and the Lessee's obligations under the Lease shall terminate on the last day of the fiscal period for which appropriations have been received or made without penalty or expense to Lessee, except as to (1) the portions of Rent for which funds shall have been budgeted and appropriated or are otherwise available and (ii) Lessee's other obligations and liabilities under the Lease relating to the period, or accruing or arising, prior to such'termination. In the event of such termination, Lessee agrees to peaceably surrender possession of the Equipment to Lessor on the dale of such termination in the manner set forth in the Lease and Lessor will have all legal and equitable rights and remedies to take possession of the Equipment. Notwithstanding the foregoing, Lessee agrees (1) that it will not cancel the Lease and the Lease shall not terminate under the provisions of this section if any funds are appropriated to it, or by it, for the acquisition, retention or operation of the Equipment or other equipment or services performing functions similar to the functions of the Equipment for the fiscal period in which such termination would have otherwise occurred or for the next succeeding fiscal period, and (ii) that it will not during the Lease term give priority in the application of funds to any other functionally similar equipment or to services performing functions similar to the functions of the Equipment. This section is not intended to permit Lessee to terminate the Lease in order to purchase, lease, rent or otherwise acquire the use of any other equipment or services performing functions similar to the functions of the Equipment, and if the Lease terminates pursuant to this section, Lessee agrees that prior to the end of the fiscal period immediately following the fiscal period in which such termination occurs, it will not so purchase, lease, rent or otherwise acquire the use of any such other equipment or services. 20. Binding Effect; Successors and Assigns. This lease and each Equipment Schedule and rider hereto shall be binding upon and shall inure to the benefit of Lessor and Lessee and their respective successors and permitted assigns. All agreements and representations of Lessee contained in this Lease or in any document delivered pursuant hereto or in connection herewith shall survive the execution and delivery of this Lease and the expiration or other termination of this Lease. 21. Notices. Any notice, request or other communication to either party by the other shall be given in writing and shall be deemed received only upon the earlier of receipt or three days after mailing if mailed postage prepaid by regular mail to -Lessor or Lessee, as the case may be, at the address for such party set forth in this agreement or at such changed address as may be subsequently submitted by written notice of either party. 22, Governinq Law. This Lease and each Equipment Schedule and rider hereto shall be governed by and construed in accordance with the laws of the State where Lessee's principal administrative offices are located without giving effect to the conflicts of laws principles of such state. 23. Severability. In the event any one or more of the provisions of this Lease or any Equipment Schedule or rider hereto shall for any reason be prohibited or unenforceable in any jurisdiction, any such provision shall, as to such jurisdiction, be Ineffective to the extent of sugh prohibition or unenforceabilily without invalidating the remaining provisions hereof, any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. 24. Signed Counterparts. The parties agree that this Lease may be signed in counterparts, that delivery of an executed counterpart of the signature page to this Lease by fax, email or other electronic means shall be as effective as delivery of a manually executed counterpart, and any failure to deliver the original manually executed counterpart sent by fax, email or other electronic means shall not affect the validity, enforceability or binding effect of this Lease. Notwithstanding any other provision of this Lease, the sole original of this Lease shall be the Lease bearing the stamped or manually executed signature of the Lessor. The Lessee, by making any payment required under this Lease, ratifies all of the terms of this Lease/Agreement. 25. Article 2A. To the fullest extent permitted by applicable law, Lessee waives any and all rights and remedies conferred by Sections 2A- 508 through 2A-522 of Article 2A of the Uniform Commercial Code in effect in the state designated In Section 22 above, except to the extent that such right or remedy is expressly granted to Lessee herein. 26, Statute of Limitations. Any action by Lessee against Lessor or Dealer for any breach or default under this Lease must be commenced within one year after the cause of action accrues. 27. Entire Agreement. This Lease and all Equipment Schedules and riders hereto constitute the entire agreement between Lessor and Lessee with respect'to the subject matter hereof, and there are no agreements, representations, warranties, or understandings with respect to such subject matter except as expressly set forth herein and therein. No alternation or modification of this Lease or any Equipment Schedule or rider hereto shall be effective unless it is In writing and signed by Lessor and Lessee. IN WITNESS WHEREOF, Lessor and Lessee have caused tills Lease to be executed on the date first above written. CITY OF RICHMOND UL L (P-drit Name:.' Title: as Lessee YAMAHA MOTOR FINANCE CORPORATION, U.S.A. as Lessor M Print Name: Jeff Young Title: President Page 4 of 4 MLSE0906 Exhibit C Page 5 of 12 EQUIPMENT SCHEDULE # 202379 Dated 02/07/2020 . 1. This Schedule covers the following property ("Equipment") 60-DR2E AAC 2. Location of Equipment: HIGHLAND LARE.GOLF COURSE 1972 HIGHLAND RD RICHMOND, IN 47374 3. The Lease term for the Equipment described herein shall commence on April 15, 2020 and shall consist of 60 months from the first day of the month following said date. 4. Rental payments on the Equipment shall be in the following amounts, payable on the following schedule: 5 ANNUAL PAYMENTS IN THE AMOUNT OF $45,620.4b (APPLICABLE TAXES TO BE BILLED). STARTING APRIL 2020 AND ENDING APRIL 2024. DUE THE 15TH DAY OF THE MONTH AS FOLLOWS: Apr-20 $45,620.40 Apr-21$45,62OA0 Apr-2Z $45,620A0 Apr-23 $45,62OA0 Apr-24 $45,620.40 S. Interest Factor: 4.6 % 6. Other Terms: Lessee agrees to reimburse Lessor, who shall pay any assessed property taxes • due on the equipment leased pursuant to Section 12 of the Master Lease Agreement dated 112/09/202U between the parties(thc%case"). Yamaha Motor Corporation, U.S.A., Lessor and'their respective subsidiaries are not obligated to perform or provide any maintenance or service, under any circumstances, under the terms of the Lease. Maintenance and service are the responsibility of the Lessee. Failure by Lessee to maintain or service the equipment consistent with the terms. of the Lease shall not relieve Lessee of the responsibilities under the Lease. Signed Counterparts: The parties agree that this Exhibit A to the Lease may be signed in counterparts, that delivery of an executed counterpart of the signature page to this Exhibit A to the Lease by fax, email or other electronic means shall be as effective as delivery of a manually executed counterpart, and any failure to deliver the original manually executed counterpart sent by fax, email or other electronic means shall not affect the validity, enforceability or binding effect of this Exhibit A to the Lease. Notwithstanding any other provision of the Lease, the sole original of this Exhibit A to the lease and the Lease shall be the ones hearing the manually executed signature of the Lessor. The Lessee, by making any payment required under this Lease, ratifies all of the terms of this Exhibit A to the Lease and the Lease Master Lease: This Exhibit A to the Lease, Equipment Schedule, are issued pursuant to the Lease. Capitalized terms used herein and not otherwise defined shall have the meanings given them in the Lease. All terms and conditions, representations and warranties of the Lease are hereby ratified and incorporated herein and made apart hereof as if they were expressly set forth in this Exhibit A, Equipment Schedule and this Exhibit A, Equipment Schedule, constitutes a separate lease with respect to the Equipment described herein. LESSEE: CITY OF RICCHMOND B ; �,�_ Fr --- cSaguaturr-0 e T Name..' .. -W U -�I LESSOR: YAMAHA MOTOR FINANCE CORPORATION, U.S.A. By; Name: Jeff Young Title: president YA6liIAPrA MOTOR FINANCE CORPORATION, U.S.A. ("Yamaha") 6555 Katella Avenue, Cypress, CA 90630 E-MAIL: YMFUS_CFinsurance@yamaha-motor.com NAME OF INSURANCE AGENT: UJOL'Ar,a- Co.J— —Buz CaGB ADDRESS: PHONE: \ , FAX: _� (off- QI'3� - . Cc-I n I to _ �_— RE: HIGHLAND LAKE GOLF COURSE The Customer has leased or will be leasing equipment from Yamaha. February 07, 2020 Please Reference our Quote# 202379 (Customer) Account # _.- The Customer is required to provide Yamaha with the following insurance coverage: "All Risk" Property Insurance covering the property owned by or In which Yamaha has a security interest, in an amount not less than the full replacement cost of the property, with Yamaha Motor Finance Corp., U.S.A., its successors and assigns named as . LOSS PAYEE Public Liability Insurance naming Yamaha Motor Finance Corp., U.S.A., its successors and assigns as an ADDITIONAL INSURED with the proceeds to be payable first on the behalf of Yamaha to the extent of its liability, if any. The amount of the Public Liability Insurance. - shall not be less than $1,000,000.00 combined single limit. Each policy shall provide that: (i) Yamaha will be given not less than thirty (30) days prior written notice of cancellation or non -renewal, (ii) it Is primary insurance and any other insurance covering Yamaha shall be secondary or excess of the policy and (iii) In no event shall the policy be invalidated as against Yamaha or its assigns for any violation of any term of the policy or the Customer's application therefore. A Certificate evidencing such coverage should be mailed to Yamaha at the following address. YAMAHA MOTOR FINANCE CORPORATION, U.S.A. Attn: Commercial Finance Group 6555 Katella Ave Cypress, CA 90630 Your prompt attention will be appreciated Equipment Covered: 60-DR2E AAC Equipment Location: 1972 HIGHLAND RD RICHMOND. IN 47374 Very Truly Yours, CITY OF RICHMOND (Custome x By:6 ---- (Signature of Aut rized O er) Title: Human Resources Director Exhibit C Page 7 of 12 CERTIFICATE OF ACCEPTANCE This certificate is executed pursuant to Equipment Schedule No. 202379 dated February 07, 2020 to the Master. Lease Agreement dated February 07, 2020 jetween Yamaha Motor Finance Corporation, U.S.A. (the "Lessor") and CITY OF RICHMOND (the "Lessee"). . The Lessee hereby certifies that the Equipment set forth below, as also described in the above Equipment Schedule, has been delivered and. accepted by the Lessee on the Commencement Date EQUIPMENT SERIAL QUANTITY TYPE/MODEL NUMBER NMUSED LOCATION 60-DR2E AAC See NEW HIGHLAND LAKE GOLF COURSE N Attachment 1972 HIGHLAND RD RICHMOND, IN 47374 ADDITIONAL CONDITIONS/SPECIAL TERMS: Please return this certificate as your acknowledgment of the above Commencement Date and acceptability of the Equipment. CITY OF RICHMOND as L� e ( y Name' j� (''Title: , '� _�G1-�'`' l � r✓ n-"� �__.______�_ j __. Exhibit C Page 8 of 12 ®r" CITY OF RICHMOND 50 NORTH FIFTH STREET RICHMOND, IN 47374 PLEASE SEND YOUR PAYMENTS TO: YAMAHA MOTOR FINANCE CORP., U.S.A. 3362 Momentum Place Chicago, IL 60689.5333 INVOICE NUMBER: MAN 202379 Date Prepared: 021712020 Due Date Quote No Description Amount Due 202379 60-DR2E AAC for Municipal Lease Cars located at., HIGHLAND LAKE GOLF COURSE 0411512020 Payment $45,620.40 Payment Tax $6.00 YOUR ACCOUNT BALANCE IS $45,620.40 Please return the. bottom portion with your remittance. Include the lease number on your check., FOR BILLING QUESTIONS, CALL.YAMAHA Commercial Finance AT 1-800-551-2994. Payment for: CITY OF RICHMOND 50 NORTH FIFTH STREET RICHMOND, IN 47374 202379 fiber PLEASE SEND YOUR PAYMENTS TO: YAMAHA MOTOR FINANCE CORP., U.S.A. 3362.Momentum Place Chicago, IL 60689.5333 INVOICE NUMBER MAN 202379 . Date Prepared. 021712020 Amount Paid Date Paid k Check Number YAMAHA MOTOR FINANCE CORPORATION, U.S.A. 6555 KATELLA AVENUE CYPRESS, CALIFORNIA 90630-5101 800-551-2994 FAX 714-761-7363 February 27, 2020 CITY OF RICHMOND 40 dA-&u-al 50 NORTH FIFTH STREET RICHMOND, IN 47374 Dear Yamaha Customer: Enclosed you will find the documentation for your lease of 60-DR2E AAC Yamaha golf cars. The documents enclosed in the package include the following: Equipment Schedule #202379 Invoice For First Payment /. OTHER Please have these documents signed by an Authorized Officer and return them to me via fax or email. Our fax number is 714-761-7363. The insurance form should be forwarded to your insurance company and a copy returned to us with the other documentation. If the city requires the use of Purchase Orders, please provide one with your documents. However, if they are not required please include a signed statement on official city letterhead stating that a purchase order will not be required for this transaction. We appreciate your business and look forward to the opportunity to service your leasing needs. If you should have any questions, please give us a call at 800-551-2994. Sincerely, Stacey L. Stankey Yamaha Motor Finance Corporation d 1 l PLEASE SEND YOUR PAYMENTS TO: YAMAHA MOTOR FINANCE CORP., U.S.A. 3362 Momentum Place Chicago, IL 60689-5333 INVOICE NUMBER: MAN 202379 Date Prepared: 0217/2020 CITY OF RICHMOND 50 NORTH FIFTH STREET RICHMOND, IN 47374 M.h7i9/.a/r%O/F%:s�/lJ/&'%e%C+O.'.i/�x'Y96-%r-'.1:I?/C/%6Tii.�rC/CSL_� E�%C:: iC/G':.�^'/.9/wTi7Yl�w.l1/�%.:%G/.:+�JN/.:TJf!'6YlhX-%L'7/G:_istr:/.C%C'i.:%LiO.•[�:,G•.7/C.'d.:!✓'6Y.7:.:1s Z'__/�.d.'�� Due Date Quote No Description Amount Due c.5i .n. ;:a•.e..cam+c t2A�.r:u,;...Nrs,r<Sf/._.*;t7.,C/•:=J:L;k�V7/F'u _N: Z:. :.�a; •L�a/.-i s..''a:7. d � a'.a.„ i1:.1's ...:..ry=". _v/.543i'r.�.G::.7;'J n .•2/ram?:mY.tic:r r;/r-',•*:c•..`--.R c'.�,;r-.. 202379 60-DR2E AAC for Municipal Lease Cars located at: HIGHLAND LAKE GOLF COURSE 04/1512020 Payment $45,620.40 Payment Tax $0.00 YOUR ACCOUNT BALANCE IS $45,620.40 :s%x.a-•rr.:remrsr�a::�.r.��r�:raa�.�:ev:v:a:�t:a:.rfa;.r:.�•a,.���1.•r..vssrr�s:s-.rr.�:rncc n+�a:cx;cc�<�..ri�a..r:�x::errw;�x;;W�-oc:�i�:rlrivm°'s^iiE� �.'r.: Please return the bottom portion with your remittance. Include' the lease number on your check., FOR BILLING QUESTIONS, CALL.YAMAHA Commercial Finance AT 1-800-551-2994. Payment for: CITY OF RICHMOND 50 NORTH FIFTH STREET RICHMOND, IN 47374 202379 aber PLEASE SEND YOUR PAYMENTS TO: YAMAHA MOTOR FINANCE CORP., U.S.A. 3362 Momentum Place Chicago, IL 60689-5333 INVOICE NUMBER MAN 202379 Date Prepared: 021712020 Amount Paid Date Paid Check Number AMORTIZATION FOR-MUNICIPALITY LEASE FINANCIAL SERVICES LESSEE: CITY CE RICHMOND EQUIPMENT SCHEDULE # 202379 CITY OF RICHMOND nitialed Blo' Yield:4.600% Mon # Due Date Payment. Interest 1 04/15/2020 7 45,620.40 1,050.49 2 05/15/2020 0.00 884.72 3 06/15/2020 0.00 888.01 4 07/15/2020 0.00 891.32 5 08/15/2020 0.00 894.63 6 09/15/2020 0.00 897.96 7 "10/15/2020 0.00 .901.30 8 11/15/2020 0.00 904.65 9 12/15/2020 0.00 908.01 10 01/15/2021 0.00 911.39 11 02/15/2021 0.00 914.78 12 03/15/2021 0.00 918.18 13 04/15/2021 45,620.40 921.60 14 05/15/2021 0:00 755.36 15 06/15/2021 0.00 758.17 16 07/15/2021 0.00 760.99 17 08/15/2021 0.00 763.82 18 09/15/2021 0.00 766.66 19 10/15/2021 0.00 769.51 20 . i 11/15/2021 0.00 772.37 21 12/15/2021 0.00 775.24 22 01/15/2022 0.00 778.13 23 02/15/2022 0.00 781.02 24 03/15/2022 0.00 783.92 25 04/15/2022 " 45,620.40 .786.84 26 05/15/2022 0.00 620.10 27 06/15/2022 0.00 622.40 28 07/15/2622 0.00' 624.72 29 08/15/2022 0.00 627.04 30 09/15/2022 0.00 629.37 31 10/15/2022 0.00 631.71 32 11/15/2022 ' 0.00 634.06" 33 12/15/2022 0.00 636.42 . 34 'O1/15/2023 0.00 638.79 35 02/15/2023 0.00 641.16 36 03/15/2023 0.00 643.55 37 04/15/2023 45,620.40 645.94 38 05/15/2023 0.00 479.68 39 06/15/2023 0.00 480.46 40 07/15/2023 0.00 482.24 41 08/15/2023 0.00 484.04 42 09/15/2023 0.00 485.84 43 10/15/2023 0.00 487.64 44 11/15/2023 0.00 489.46 45 12/15/2023 0.00 491.28. 46 01/15/2024 0.00 493.10 47 02/15/2024 0.00 494.94 48 03115/2024 0.00 496.78 49 04/15/2024 45,620.40 498.63 50 05/15/2024 - 0.00 _ 330.81 51 06/15/2024 0.00 332.04 52 07/15/2024 .0.00 333.28 53 08/15/2024 0.00 .334.52 54 09/15/2024 0.00 335.76 55 10/15/2024 0.00 337.01 56 11/15/2024 0.00 338.26 57 12/15/2024 0.00 339.52 58 01/15/2025 0.00 340.78 59 02/15/2025 0.00 342.05 60 03/15/2025 0.00 343.32 Totals: 228,102.00 38,304.77 Yamaha Fin ancial Services Page 1 of I Commercial Finance MUNICIPAL MASTER LEASE AGREEMENT Page 1 of 4 Exhibit C Page 2 of 12 MLSE0906 YAMAHA MOTOR FINANCE CORPORATION, U.S.A. MASTER LEASE AGREEMENT dated February 7, 2020 between YAMAHA MOTOR FINANCE CORPORATION, U.S.A., having its principal place of business at 6555 Katella Avenue, Cypress, California - 90630 ("Lessor"), and CITY OF RICHMOND having its principal office at 60 NORTH FIFTH STREET, RICHMOND, IN 47374 ("Lessee"). Lessor and Lessee hereby agree as follows: 1. Lease of Equipment. Lessor leases to Lessee the equipment described on each attached Equipment Schedule (the "Equipment"), on the terms and conditions of this Lease, the applicable Equipment Schedule, and each rider attached hereto. 2. Term. The term of this lease for the Equipment described on a particular Equipment Schedule shall commence on the date set forth on such Equipment Schedule and shall continue for the number.of months indicated on such Equipment Schedule. 3. Rent. Lessee shall pay Lessor rent for the Equipment ("Rent") in the amounts and at the times set forth on the applicable Equipment Schedule. The amount of the Rent has been determined by amortizing the purchase price of the applicable Equipment (using the prices quoted in the Request for Proposal identified on the applicable Equipment Schedule ("RFP")), together with an interest factor at the rate specified in the applicable Equipment Schedule. Whenever any payment hereunder is not made when due, Lessee shall pay interest on such amount from the due date thereof to the date of such payment at the lower of Lessor's then prevailing rate for late payments specified in Lessor's invoice to Lessee for such payment or the maximum allowable rate of interest permitted by the law of the state where the Equipment . is located. 4. Selection, Delivery. and Acceptance. Lessee shall select the Equipment and take delivery thereof directly from Lessor or an authorized dealer of Lessor (the "Dealer"). All costs of delivery are the'sole responsibility of Lessee. Lessor shall not be liable for any loss or damage resulting from the delay or failure to have any Equipment available for delivery. Lessee shall inspect the Equipment to determine that the Equipment is as ordered and has been equipped and prepared in accordance with the RFP and any prior instructions given in writing by Lessee to Lessor or Dealer. Lessee shall accept the Equipment if it meets the criteria set forth in the preceding sentence and shall execute and deliver to Lessor or Dealer a Certificate of Acceptance, in form and substance satisfactory to Lessor, within 7 days of the delivery of the Equipment or the Equipment will be deemed accepted by the Lessee. For all purposes of this Lease, acceptance is conclusively established by Lessee's execution and delivery of a Certificate of Acceptance provided by Lessor. Lessee authorizes Lessor to insert in each Equipment Schedule the serial numbers and other identifying data of the Equipment. 5. Location, and Inspection. Lessee shall not move the Equipment from the locations specified in the applicable Equipment Schedule without Lessor's prior written consent. Lessor and its representatives shall have the right from time to time during business hours to enter upon the premises where the Equipment is located to inspect the Equipment and Lessee's records to confirm Lessee's compliance with this Lease. 6. Care, Use, and Maintenance. Lessee shall, at its expense, at all times during the term of this Lease, keep the Equipment clean, serviced, and maintained in good operating order, repair, condition; and appearance in accordance with Lessor's manuals and other instructions received from Lessor. Lessee will not use or operate the Equipment, or permit the Equipment to be used or operated, in violation of any law, ordinance or governmental regulations. The Equipment will be used and operated only as golf cars. Lessee shall safely store the Equipment when not in use and properly secure it at night and such other times when the golf course on which the Equipment is used is closed to play, and Lessee shall be solely responsible for such storage and safekeeping. If the Equipment is electrical, Lessee shall provide sufficient and adequate electrical charging outlets and water facilities for the batteries which are apart of the Equipment. 7. Insurance. Effective upon delivery of the Equipment to Lessee and until the Equipment is returned to Lessor as provided herein, Lessee relieves Lessor of responsibility for all risk of physical damage to or loss or destruction of all the Equipment, howsoever caused. During the continuance of this Master Lease, Lessee shall at its own expense, cause to be carried and maintained with respect to each item of Equipment designated in each Equipment Schedule, public liability insurance in an amount of not less than $1,000,000, and casualty insurance, in each case in amounts and against risk customarily insured against by Lessee in similar equipment and, in amounts and against risk acceptable to Lessor. All policies with respect to such insurance shall name.Lessor as additional insured and as loss payee, and shall. provide for at least thirty (30) days' prior written notice by the underwriter or insurance company to Lessor in the event of cancellation or expiration of any such policies. Lessee shall furnish appropriate evidence of such insurance to Lessor. Lessee shall bear the entire risk of loss, theft, destruction or damage to the Equipment from any cause whatsoever and shall not be relieved of the obligation to pay the total of the monthly payments or any other obligation hereunder because of any such occurrence. In the event of damage to any item of Equipment leased hereunder, Lessee, at its sole expense, shall immediately place the same in good repair and operating condition. In no event shall Lessor be liable for any loss of profit, damage, loss, defect or failure of any item of Equipment or the time which may be required to recover, repair, service, or replace the item of Equipment. 8. Storage. Lessee shall store the Equipment in such a manner as to prevent theft or damage from weather and vandalism. 9. Title. Title to the Equipment shall at all times remain with the Lessor. Lessee acquires only the interests of Lessee expressly described in this Lease, the applicable Equipment Schedule, and the riders attached hereto. Lessee shall not remove, move, or cover over in any manner any serial number on the Equipment. Lessee shall keep all Equipment free from any marking or labeling which might be interpreted as a claim of ownership thereof by Lessee or any party other than Lessor or anyone so claiming through Lessor. Lessor is hereby authorized by Lessee, at Lessor's expense, to cause this Master Lease, any Equipment Schedule or any statement or other instrument in respect of any Equipment Schedule as may be required by law showing the interest of Lessor in the Equipment to be filed and Lessee hereby authorizes Lessor or its agent to sign and execute on its behalf any and all necessary UCC-1 forms for such purpose. Lessor and Lessee hereby intend this transaction to be a lease. In the event that for any reason it is not deemed a lease, the Lessee hereby grants Lessor a security interest in the property shown on the Equipment Schedule. • Page 2 of 4 MLSE0906 Exhibit C Page 3 of 12 10. Warranties. The Equipment is warranted only in accordance with the manufacturer's warranty. EXCEPT AS EXPRESSLY PROVIDED IN THE MANUFACTURER'S WARRANTY, LESSOR DISCLAIMS ANY OTHER WARRANTY, EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON -INFRINGEMENT AND NON-INTERFERENCE. 11, Alterations and Attachments. Lessee may, with Lessor's prior written consent, make such. cosmetic modifications to the Equipment as Lessee may deem desirable in the conduct of its business; provided, however, that such alterations shall not diminish the value or utility of the Equipment, or cause the loss of any warranty thereon or any certification necessary for the maintenance thereof; and provided, further, that such modification shall be removable without causing damage to the Equipment. Upon return of the Equipment to Lessor, Lessee shall, if Lessor so elects, remove such modifications which have been made and shall restore the Equipment to its original condition, normal wear and tear and depreciation excepted. 12. Taxes. Lessee shall cooperate with Lessor in all reasonable respects necessary in order for Lessor to qualify for any exemption or exclusion from personal property tax on the equipment or sales or use tax on the leasing of the Equipment to Lessee hereunder. In the event that any such tax becomes payable by Lessor during the term of this Lease, Lessee shall pay to Lessor as additional rent, promptly on receipt of Lessor's invoice therefor, an amount equal to such tax. Lessee shall collect and remit any and all sales, use, and other taxes payable in any state, county, or city in respect of the rental or other use of the Equipment by Lessee. 13. Indemnity: Notice of Claim. To the extent permitted by applicable law, Lessee shall be liable for, and hereby, indemnifies Lessor and holds Lessor harmless from and against, any and "all claims, costs, .expenses, damages, losses, and liabilities (including, without limitation, attorneys' fees and disbursements) arising in any way from the gross negligence or willful misconduct of Lessee or Lessee's agents and independent contractors, or their respective employees, agents or representatives. Lessee shall give Lessor prompt written notice of any claim arising out of the possession, leasing, renting, operation, control, use, storage, or disposition of the Equipment and shall cooperate in all reasonable respects at Lessee's expense in investigating, defending, and resolving such claim. 14. Return of Equipment. Upon the termination of an Equipment Schedule for any reason, unless Lessee is thereupon purchasing the Equipment from Lessor, Lessee shall make the Equipment available for inspection and pick up by Lessor or Dealer at Lessee's location at which the Equipment was used hereunder. The Equipment shall be returned to Lessor at the termination of this Lease in the same operating order, repair, condition, and appearance as when received by Lessee, less normal depreciation and wear and tear (which shall not include damaged or missing tires or wheels). 15. Defaults. The occurrence of any one or more of the following events shall constitute an "Event of Default" under this Lease: (a) Default by Lessee in the payment of any Installment of rent or other charge payable by Lessee under any Equipment Schedule as and when the same becomes due and payable; or (b) Default by Lessee in the performance of any other material term, covenant or condition of this Lease or any Equipment Schedule or the inaccuracy in any material respect of any representation or warranty made by the Lessee in this Lease or any Equipment Schedule, or in any document or certificate furnished to the Lessor in connection therewith, which default or inaccuracy shall continue for a period of 10 days after notice; or (c) A petition under the Bankruptcy Code or under any other insolvency law providing for the relief of debtors shall be filed by or against Lessee; or (d) The voluntary or involuntary making of any assignment of a substantial portion of its assets by Lessee for the benefit of creditors shall occur; a receiver or trustee for Lessee or for Lessee's assets shall be appointed; or any formal or informal proceeding for dissolution, liquidation, settlement of claims against or winding up of the affairs of Lessee shall be commenced; or (e) Lessee shall default under any other lease or agreement between Lessee and Lessor for any of its assignees hereunder]; or (f) Lessee shall suffer a material adverse change in its financial condition from the date hereof, and as a result thereof Lessor deems itself or any of the Equipment to be insecure. 16. Remedies. Upon the occunence.of an Event of Default, Lessor, at its option, may pursue any one or more of the following remedies, in such order or manner as Lessor determines,'each such remedy being cumulative and not exclusive of any other remedy provided herein or under applicable law: (a) Terminate all or any portion of the Equipment Schedules to this Lease; (b) with or without terminating this Lease, take possession of the Equipment, with or without judicial process, Lessee hereby granting Lessor the right and license to enter upon Lessee's premises where the Equipment is located for such purpose; (c) proceed by appropriate court action, either at law or in equity, to enforce performance by Lessee of the applicable covenants and terms of this Lease, or to recover from Lessee any and all damages or expenses, including reasonable attorneys' fees, which Lessor shall have sustained by reason of Lessee's default in any covenant or covenants of this Lease, or on account of Lessor's enforcement of its remedies thereunder; without limiting any other damages to which Lessor may be entitled, Lessor shall be entitled upon an Event of Default to damages in an amount equal to all Rent then due but unpaid, plus the aggregate amount of Rent thereafter coming due.forthe remaining term of this Lease, plus Lessor's costs and expenses of pursuing its remedies hereunder (including, without limitation, attorneys' fees), minus. all amounts received by Lessor after using reasonable efforts to sell or re -lease the Equipment after, repossession or from any guaranty by the Dealer or any third -party; and (d) sell the Equipment or enter into anew lease of the Equipment. It is hereby agreed that no delay by Lessor in pursuing any remedy shall be treated as a waiver of or limitation on such remedy or any other remedy. 17. Assignment. Neither Lessee nor Lessor shall transfer, assign, or sublease (except for rentals to players as contemplated hereunder in the ordinary course of business), or create, incur, assume, or permit to exist any security interest, lien, or other encumbrance on, the Equipment, this Lease, or any interest of Lessee therein. 18. Lessee's Representations and Warranties. Lessee represents and warrants to Lessor that: (a) Lessee has the authority under applicable law to enter into and perform this Lease and each Equipment Schedule and rider hereto; (b) Lessee has taken all necessary action to authorize its execution, delivery, and performance of this Lease and each Equipment Schedule and rider hereto; (c) the Lease and each Equipment Schedule and rider hereto have been duly executed and delivered.by an authorized signatory of Lessee and constitute Lessee's legal, valid, and binding obligations, enforceable in accordance with their terms; (d). adequate funds have been budgeted and appropriated to enable Lessee to make all payments required under each Equipment Schedule to this Lease during the first twelve months of the term hereof; and (e) interest paid on indebtedness of Lessee held by Lessor would be excluded from Lessor's income for U.S. federal income tax purposes. Page 3 of 4 MLSE0906 Exhibit C Page 4 of 12 19. Non -Appropriation of Funds. Notwithstanding anything contained in this Lease to the contrary, in the event no funds or insufficient funds are budgeted and appropriated or are otherwise unavailable by any means whatsoever for Rent due under the Lease with respect to a Equipment Schedule in any fiscal period after the period in which the term of the lease with respect to such Equipment Schedule commences, Lessee will immediately notify Lessor in writing of such occurrence and the Lessee's obligations under the Lease shall terminate on the last day of the fiscal period for which appropriations have been received or made without penalty or expense to Lessee, except as to (i) the portions of Rent for which funds shall have been budgeted and appropriated or are otherwise available and (ii) Lessee's other obligations and liabilities under the Lease relating to the period, or accruing or arising, prior to such'termination. In the event of such termination, Lessee agrees to peaceably surrender possession of the Equipment to Lessor on the date of such termination in the manner set forth in the Lease and Lessor will have all legal and equitable rights and remedies to take possession of the Equipment. Notwithstanding the foregoing, Lessee agrees (1) that it will not cancel the Lease and the Lease shall not terminate under the provisions of this section if any funds are appropriated to it, or'by it, for the acquisition, retention or operation of the Equipment or other equipment or services performing functions similar to the functions of the Equipment for the fiscal period in which such termination would have otherwise occurred or for the next succeeding fiscal period, and (ii) that it will not during the Lease term give priority in the application of funds to any other functionally similar equipment or to services performing functions similar to the functions of the Equipment. This section is not intended to permit Lessee to terminate the Lease in order to purchase, lease, rent or otherwise acquire the use of any other equipment or services performing functions similar to the functions of the Equipment, and if the Lease terminates pursuant to this section, Lessee agrees that prior to the end of the fiscal period immediately following the fiscal period in which such termination occurs, it will not so purchase, lease, rent or otherwise acquire the use of any such other equipment or services. 20. Binding Effect: Successors and Assigns. This lease and each Equipment Schedule and rider hereto shall be binding upon and shall . inure to the benefit of Lessor and Lessee and their respective successors and permitted assigns. All agreements and representations of Lessee contained in this Lease or in any document delivered pursuant hereto or in connection herewith shall survive the execution and delivery of this Lease and the expiration or other termination of this Lease. 21. Notices. Any notice, request or other communication to either party by the other shall be given in writing and shall be deemed received only upon the earlier of receipt or three days after mailing if malled postage prepaid by regular mail to•Lessor or Lessee, as the case may be, at the address for such party set forth in this agreement or at such changed address as may be subsequently submitted by written notice of either party: 22. Governing Law. This Lease and each Equipment Schedule and rider hereto shall be governed by and construed in accordance with the laws of the State where Lessee's principal administrative offices are located without giving effect to the conflicts of laws principles of such state. 23. Severability. In the event any one or more of the provisions of this Lease or any Equipment Schedule or rider hereto shall for any reason be prohibited or unenforceable in any jurisdiction, any such provision shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, any such prohibition or unenforceability in any jurisdiction shall -not invalidate or render unenforceable such provision in any other jurisdiction. 24. Signed Counterparts. The parties agree that this Lease may be signed in counterparts, that delivery of an executed counterpart of the signature page to this Lease by fax, email or other electronic means shall be as effective as delivery of a manually executed counterpart, and' any failure to deliver the original manually executed counterpart sent by fax, email or other electronic means shall not affect the validity, enforceability or binding, effect of this Lease. Notwithstanding any other provision of this Lease, the sole original of this Lease shall be the Lease bearing the stamped or manually executed signature of the Lessor. The Lessee, by making any payment required under this Lease, ratifies all of the terms of this Lease/Agreement. 25. Article 2A. To the fullest extent permitted by applicable law, Lessee waives any and all rights and remedies conferred by Sections 2A- 508 through 2A-522 of Article 2A of the Uniform Commercial Code in effect in the state designated in Section 22 above, except to the extent that such right or remedy is expressly granted to Lessee herein. 26, Statute of Limitations. Any action by Lessee against Lessor or Dealer for any breach or default under this Lease must be commenced within one year after the cause of action accrues. 27. Entire Agreement. This Lease and all Equipment Schedules and riders hereto constitute the entire agreement between Lessor and Lessee with respect -to the subject matter hereof, and there are no agreements, representations, warranties, or understandings with respect to . such subject matter except as expressly set forth herein and therein. No alternation or modification of this Lease or any Equipment Schedule or rider hereto shall be effective unless it is in writing and signed by Lessor and Lessee. IN WITNESS WHEREOF, Lessor and Lessee have caused this Lease to be executed on the date first above written. CITY OF RICHMOND -Prnf Name:_' as Lessee YAMAHA MOTOR FINANCE CORPORATION. U.S.A.. as Lessor By: Print Name': Jeff Young Title: President Page 4 of 4 Exhibit C Page 5 of 12 MLSE0906 YAMAHA MOTOR FINANCE CORPORATION, U.S.A.("Yamahsl 6555 Katella Avenue, Cypress, CA 90630 E-MAIL: YMFUS_CFinsurance@yamaha-motor.com X, NAME OF INSURANCE AGENT: ADDRESS: `\ors `I��I-��crr__w► — � PHONE: \ _ FAX: �(p5- alms - (P I loLl �l — RE: HIGHLAND LAKE GOLF COURSE The Customerhas leased or will be leasing equipment from Yamaha. February 07, 2020 Please Reference our Quote# 202379 (Customer) Account # The Customer is required to provide Yamaha with the following insurance coverage: "All Risk" Property Insurance covering the property owned by or in which Yamaha has a security interest, in an amount not less than the full replacement cost of the property, with Yamaha Motor Finance Corp., U.S.A., its successors and assigns named as . LOSS PAYEE Public Liability Insurance naming Yamaha Motor Finance Corp., U.S.A., its successors and assigns as an ADDITIONAL INSURED with the proceeds to be payable first on the behalf of,Yamaha to the extent of its liability, if any. The amount of the Public Liability Insurance. - shall not.be.less than $1,000,000.00 combined single limit. Each policy shall provide that: (1) Yamaha will be given not less than thirty (30) days prior written notice of cancellation or non -renewal, (ii) it is primary insurance and any other insurance covering Yamaha shall be secondary or excess of the policy and (ill) in no event shall the policy be invalidated as against Yamaha or its assigns for any violation of any term of the policy or the Customer's application therefore. A Certificate evidencing such coverage should be mailed to Yamaha at the following address. YAMAHA MOTOR FINANCE CORPORATION, U.S.A. Attn: Commercial Finance Group 6555 Katella Ave Cypress, CA 90630 Your prompt attention will be appreciated Equipment Covered: 60-DR2E AAC Equipment Location: Very Truly Yours, CITY OF RICHMOND (Custome By: - — (Signature of Aut rized O er) 1972 HIGHLAND RD Title: Human Resources Director RICHMOND, IN 47374 Exhibit C Page 7 of 12 CERTIFICATE OF ACCEPTANCE This certificate is executed pursuant to Equipment Schedule No. 202379 dated February 07, 2020 to the Master Lease Agreement dated February 07, 2020 )etween Yamaha Motor Finance Corporation, U.S.A. (the "Lessor") and CITY OF RICHMOND (the "Lessee"). The Lessee hereby certifies that the Equipment set forth below, as also described in the above Equipment Schedule, has been delivered and. accepted by the Lessee on the Commencement Date EQUIPMENT SERIAL QUANTITY TYPE/MODEL NUMBER NEW/USED LOCATION 60-DR2E AAC SBe NEW HIGHLAND LAKE GOLF COURSE Attachment 1972 HIGHLAND RD RICHMOND, IN 47374 ADDITIONAL CONDITIONS/SPECIAL TERMS: Please return this certificate as your acknowledgment of the above Commencement Date and acceptability of the Equipment. CITY OF RICHMOND as L�sse 1 T 13 -- Exhibit C Page 8 of 12 ACH / ONLINE PAYMENTS AGREEMENT RECITALS Yamaha Motor Finance Corporation, U.S.A. ("Yamaha"), located at 6555 Katella Ave, Cypress, CA 90630, seeks to provide Customer with the ability to make payments electronically through the Automated 'Clearing House system ("ACH System") to the Account, as defined below, in satisfaction of Customer's payment obligations to Yamaha and Customer desires to use the ACH System to transfer funds from the Account, as defined below, to Yamaha in satisfaction of its payment obligations in accordance with the terms set forth below. NOW, THEREFORE, in consideration of the promises and the mutual covenants herein contained and other good and valuable consideration, receipt and sufficiency of which the parties hereto acknowledge, it is hereby agreed as follows: 1. Customer's Account. Customer shall complete the attached Authorization Agreement for Direct Payments form ("Application7% and allow Yamaha to initiate debit entries through the ACH System to Customer's Account, as defined below, to collect amounts owed by Customer to Yamaha. Customer shall provide certain information required'by the Application, including information regarding Customer's bank and bank account (the "Account") through which Yamaha will initiate the debit entries authorized pursuant to this Agreement. Customer will immediately complete and deliver to Yamaha an updated Authorization Agreement from time to time if any information regarding the Account is changed or is inaccurate. Yamaha will thereupon enter such new information regarding the Account into the ACH System. Customer will.execute such agreements that are required by Customer's bank to allow Yamaha to initiate the debit entries to Account, and to receive the corresponding payments. 2. Authorization for ACH Payment. By entering into this Agreement, Customer irrevocably authorizes Yamaha during the term of their Equipment Schedule, to initiate debit entries through the ACH System to the Account to pay Customer's obligations, and to take possession of funds in the Account for application to such obligations. If a Customer's debit transaction is rejected by the Customer's bank for reasons such as non -sufficient funds, Yamaha shall have the right to charge Customer's Account a fee of Fifty Dollars ($50) to cover administrative costs associated with the rejected payment. 3. Limitation of Liability for ACH System. Yamaha will not be liable for the act or omission of any Automated Clearing House,, financial institution, or any person who has obtained unauthorized access to the ACH System. Customer acknowledges that if any error occurs in the ACH System debiting process, and Customer will immediately notify Yamaha if the amount of any debit entry which Yamaha initiates exceeds the amount owed by Customer. Customer agrees, however, that Yamaha's liability for any such error will be limited to a credit by Yamaha to the Account in the amount of the entry which exceeds the amount owed by Customer, and in no event will Yamaha be liable to Customer for any consequential, special or incidental damages. 4. Notices. Any written notice or other written communication required or permitted to be given under this Agreement shall be delivered, or sent by United States certified mail, return receipt requested, to Yamaha unless another address is substituted by notice delivered or sent as provided herein. Any such notice will be deemed given wheri received. 5. Termination. This agreement, if required by Yamaha'as a credit condition of the account, will only be terminated at the end of the term of the Equipment Schedule or after all payments on the Equipment Schedule have been satisfied. If not a credit condition requirement, Yamaha or Customer may terminate this agreement at any time by giving thirty (30) days prior written notice to the other party. 6. Governing Law. This Agreement shall be governed by and construed in accordance withthe laws of the State of California without regard to conflicts of law principles thereof. Any disputes, claims and controversies arising out of or directly or indirectly relating to this Agreement, or the breach, invalidity or termination thereof, shall be settled by binding arbitration to be held in Orange County, California. 7. Entire Agreement. This Agreement embodies the entire agreement of the parties with respect to the subject matter hereof, and supersedes all previous negotiations, representations, and agreements with respect hereto, and shall be binding upon the parties hereto. This Agreement may be amended only by a writing signed by both parties. In the event that any provision of this Agreement shall be held invalid, illegal or otherwise unenforceable for any reason in any jurisdiction, the -validity, legality and enforceability of the remaining provisions or obligations, or of any such provision or obligation in any other jurisdiction, shall not in any way be affected or impaired thereby. Customer cannot assign this Agreement without Yamaha's prior written consent. Headings are used for reference purposes only, and are not part of this Agreement. The failure by either party to enforce or take advantage of any provision hereof shall not constitute a waiver of the right subsequently to enforce or take advantage of such provisions. The parties may rely on any facsimile copy, electronic data transmission or electronic data storage of this Agreement, which will be deemed an original, and the best evidence thereof, for all purposes. Address for Deliver of Notice: Yamaha Motor Finance Corporation, U.S.A. 6555 Katella Avenue, Cypress, CA 90630 Attention: Stacey Starkey, Assistant Department Manager Page 1 of 2 Exhibit C Page 10 of 12 ACH0906 AUTHORIZATION AGREEMENT FOR DIRECT PAYMENTS (ACH DEBITS) Customer Name CITY OFRICHMOND Customer Number 9837216 Contact Phone Number % l{ 5 - I (we) hereby authorize Yamaha Motor Finance Corporation, U.S.A., and its affiliates hereinafter called Yamaha, tL initiate debit entries to my (our) V' 1� Checking Account or Savings Account Indicated below at the depository financial institution named below, hereafter called Depository, and to debit the same to such account. I (we) acknowledge that the origination of ACH transactions to my (our) account must comply with the provisions of U.S. law. DepositoryNameje— te Branch . City Bank Routing Number Bank Account Number State Zip ir— Please indicate with a check -mark that there is no debit blocking on your account that would prevent Yamaha from debiting your account according to the provisions of the ACH agreement. This authorization is to remain in full force and effect and can only be terminated under the terms provided under Paragraph 5. By signing below, Customer acknowledges its agreement to the terms of the ACH / Online Payments Agreement sE forth on the reverse side of this document. .'Name(s)bal'n Position(s) G }° Signature(s) U Date QWT-o I (-e,K (must be an owner or officer of the company) INSTRUCTIONS FOR ESTABLISHING ACH ACCOUNT: Please forward this executed agreement, along with a voided check, to the following address: Yamaha Motor Finance Corporation, U.S.A. 6555 Katella Avenue Cypress, CA 90630 Or Fax to 714-761-7363 (Please Print) (Please Print) Page 2 of 2 Exhibit C Page 11 of 12 ACH0906 EXHIBIT A EQUIPMENT SCHEDULE # 202379 Dated 02/07/2020 . 1. This Schedule covers the following property ("Equipment") 60-DR2E AAC 2. Location of Equipment: HIGHLAND LAKE.GOLF COURSE 1972 HIGHLAND RD RICHMOND, IN 47374 3. The Lease term for the Equipmenf described herein shall commence on April 15, 2020 and shall consist of 60 months from the first day of the month following said date. 4. Rental payments on the Equipment shall be in the following amounts, payable on the following schedule: 5 ANNUAL PAYMENTS IN THE AMOUNT OF $45,620.46 (APPLICABLE TAKES TO BE BILLED). STARTING APRIL 2020 AND ENDING APRIL 2024. DUE THE 15TH DAY OF THE MONTH AS FOLLOWS: Apr-20 $45,620.40 Apr-21$45,620.40 Apr-22 $45,620A0 Apr-23 $45,620A0 Apr-24 $45,620.40 5. Interest Factor: 4.6 6. Other Terms: Lessee agrees to ieimburse Lessor, who shall pay any assessed property taxes' due on the equipment leased pursuant to Section 12 of the Master Lease Agreement dated . o2/o7l2o2o between the parties(the"Lease"). Yamaha Motor Corporation, U.S.A., Lessor and,their respective subsidiaries are not obligated to perform or provide any maintenance or service, under any circumstances, under the terms of the Lease. Maintenance and service are tbb responsibility of the Lessee. Failure by Lessee to maintain or service the equipment consistent with the terms. of the Lease shall not relieve Lessee of the responsibilities under the Lease. Signed Counterparts: The parties agree that this Exhibit A to the Lease may be signed in counterparts, that delivery of an executed counterpart of the signature page to this Exhibit A to the Lease by fax, email or other electronic means shall be as effective as delivery of a manually executed counterpart, and any failure to deliver the original manually executed counterpart sent by fax, email or other electronic means shall not affect the validity, enforceability or binding effect of this Exhibit A to the Lease. Notwithstanding any other provision of the L• ease, the sole original of this Exhibit A to the lease and the Lease shall be the ones bearing the manually executed signature of the Lessor. The Lessee, by making any payment required under this Lease, ratifies all of the terms of this Exhibit A to the Lease and the Lease Master Lease: This Exhibit A to the Lease, Equipment Schedule, are issued pursuant to the Lease. Capitalized terms used herein and not otherwise defined shall have the meanings given them in the Lease. All terms and conditions, representations and warranties of the Lease are hereby ratified and incorporated herein and made apart hereof as if they were expressly set forth in this Exhibit A, Equipment Schedule and this Exhibit A, Equipment Schedule, constitutes a separate lease with respect to the Equipment described herein. LESSEE: CI�T�Y OF RICHMOND �By ' — / r1 f / 5ignaturg Name:_ `Title: LESSOR: YAMAHA MOTOR FINANCE CORPORATION, U.S.A. By: Name: Jeff Young ------•—�--- ... . - --._ ._._ .__. Title: President -- T-_-•- •_ --�. _ �1 GOLFC-1 AIR®CERTIFICATE OF LIABILITY INSURANCF DATE(MMIDDIYYYY) 0 8/2972019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsements . PRODUCER 269-792-6730 United Insurance PO Box 444, 1131 W. Superior Wayland, MI 49348 Joseph Kwiatkowski corvTACT Joseph Kwiatkowski PHONE 269-792-6730 FAX A/c No, Ext : ac Ne .269-792-3590 E-MAIL AP INSURER S AFFORDING COVERAGE NAIC R INSURER A: The Hartford 29424 INSURED CCB'S LLC DBA GOLF CARS PLUS 607 NORTH MAIN ST PLAINWELL, MI49080 INSURER B: Mutual Casualty Co 21415 INSURERC: INSURERD: INSURER E : INSURER F : - --- '— — CYIJIUIV NumC4 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, IITR NSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS B X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE (OCCUR Y 5D87990 06/01/2019 06/0112020 EACH OCCURRENCE S 1,000,000 DAMAGETORENTED S 500,000 MED EXP (Any one erson S 10,006 PERSONAL & ADV I NJURY $ 1,000,000 GEMLAGGREGATE LIMIT APPLIES PER: X POLICYFI JECT LOC OTHER: GENERA LAGGREGATE S 2,000,000 PRODUCTS -COMPIOPAGG S 2,000,000 Emp Ben. S 1,000,000 B AUTOMOBILE X LIABILITY ANY AUTO OWNED SCHEDULED AU�TEOS ONLY AUTOS AUTOS ONLY AUTOS ONLD 5E87990 06/01/2019 06/01/2020 COMBINEDSINGLE LIMIT i�Flnll S 1,000,OOD BODILY INJURY Per Person BOORDILY INJURY(Peraceident S ROacaCentDAMAGE S B X UMBRELLA LIAB EXCESS LIPS X OCCUR CLAIMS -MADE 5J87990 06/01/2019 06/01/2020 EACH OCCURRENCE 5 4,000,000 AGGREGATE $ 4,000,000 DED I X I RETENTIONS S A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory In NH) If es, des -be under D S RIPTI N F OPERA IONS below NIA 81 W ECAB4POA - 04/18/2019 04/18/2020 X PER OTH- E L. EACH ACCIDENT 1,000 O $ , DD E.L DISEASE - E EMPLOYEE 1000 ,000 , E.DISEASE - P LI LI I S 1,000,000 A INLAND MARINE 1:1 5M87990 06/01/2019 06/01/2020 1 LIMIT 750,000 DESCRIPTION OF OPERATIONS LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Joseph Kwiatkowski A%'VICU co kAVIo/u-1) 9)1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD