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HomeMy Public PortalAbout001-2019 - Lease Purchase Agreement - TCF Equipment Finance RESOLUTION 1-2019 ORIGINAL • MASTER EQUIPMENT LEASE PURCHASE AGREEMENT NO. 714877 AND SCHEDULE NO. 001-0714877-301 THERETO A resolution authorizing the negotiation, execution, and delivery of Master Equipment Lease Purchase Agreement No. 714877 dated August 1, 2017 and Schedule No. 001-0714877-301 dated December 19, 2018 thereto, together with the related escrow agreement, if any (the 'Lease"), in principal amount not to exceed $239,500, between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Sanitary Commissioners, 50 N. 5th Street,Richmond,IN 47374, and TCF Equipment Finance, a division of TCF National Bank, 11100 Wayzata Blvd, Suite 801, Minnetonka, MN 55305; and prescribing other details in connection therewith. WHEREAS, the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Sanitary Commissioners (the "Lessee) is a political subdivision duly organized and existing pursuant to the Constitution and the laws of the State of Indiana; and WHEREAS, Lessee is duly authorized by applicable law to acquire such items of personal properly as are needed to carry out its governmental functions and to acquire such personal property by entering into lease-purchase agreements; and WHEREAS, Lessee hereby finds and determines that the execution of a Lease for the purpose of leasing with the option to purchase the properly designated and set forth in Schedule No. 001- 0714877-301 to the Lease is appropriate and necessary to the function and operations of the Lessee; and • WHEREAS, TCF Equipment Finance, a division of TCF National Bank, (the "Lessor) shall act as Lessor under said Lease; and WHEREAS, the Lease shall not constitute a general obligation indebtedness of the Lessee within the meaning of the Constitution and laws of the State; NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF RICHMOND, INDIANA, A MUNICIPAL CORPORATION, ACTING BY AND THROUGH ITS BOARD OF SANITARY COMMISSIONERS, THE GOVERNING BODY OF THE RICHMOND SANITARY DISTRICT: Section 1. The Lease, in substantially the form as presently before the Board of Sanitary Commissioners, the governing body of the Richmond Sanitary District of Lessee City of Richmond, Indiana, is hereby approved, and the.Director of the Richmond Sanitary District of the Lessee, is hereby authorized to negotiate, enter into, execute, and deliver the Lease and related documents in substantially the form as presently before:the.governing body of the Lessee, with such changes.therein as shall be approved by such officer,, and which Lease will be available for public inspection at the offices of the Lessee. Section 2. The Lessee shall, and the officers, agents and employees of the Lessee are hereby authorized and directed to take such further action and execute such other documents, certificated and instruments as may be necessary or desirable to carry out and comply with the intent of this Resolution, and to carry out, comply with and perform the duties of the Lessee with respect to the Lease. Section 3. The Lessee's obligations under the Lease shall be expressly subject to annual appropriation by Lessee; and such obligations under. the Lease shall not constitute a general . obligation of Lessee or indebtedness of Lessee within the meaning of the Constitution and laws • ofthe State of Indiana. Section 4. All other related contracts and agreements necessary and incidental to the Lease are hereby authorized,ratified and approved. • Section 5.This resolution shall take effect immediately upon its adoption and approval. Passed and Adopted this ' 3 day of January,2019 by the Board of Sanitary Commissioners - ofthe Richmond Sanitary District ofthe City of Richmond,Indiana. - BOARD OF SANITARY COMIVIISSIONERS Suz e Miller,President an a shi,Vice President • APPROVED: Member • Dated: 81 Dave . Snow, ayor Attest: l' D/ JAW Denise Johnson,Recording Se ary itcf: equipment finance the City of Richmond,Indiana,a municipal corporation acting by and through its Board of Sanitary Commissioners("City") 50 N.5th Street Richmond,IN 47374 RE:Schedule No.001-0714877-301 to Master Equipment Lease Purchase Agreement Number 714877 Dear Sir or Madam: Thank you for choosing TCF Equipment Finance,a division of TCF National Bank for your capital equipment financing needs! Enclosed are the lease documents necessary to close the above mentioned transaction. The purpose of this letter is to provide you with step-by-step instructions as to what is required with respect to each document. At any time,if you have any questions,please don't hesitate to contact Wendy Wilson at(317)328-1163 for assistance. A return FedEx air bill is provided for your convenience. Document Action_Required • Master Equipment Lease Purchase Agreement Authorized Signature of Lessee and Clerk or Secretary of Lessee;Clerk or Secretary signature must be someone other than the person providing Authorized Signature of Lessee • Schedule of Equipment No.001-0714877-301 Authorized Signature of Lessee • Attachment 1 to Schedule-Equipment Description Authorized Signature of Lessee • Attachment 2 to Schedule-Payment Schedule Authorized Signature of Lessee • Lessee's Closing Certificate Complete all blanks for Titles,Dates and Specimen Signatures of Authorized Signors;Provide contact information for invoicing and. 8038 • Lessee's Payment Instructions and Acceptance Certificate Authorized Signature of Lessee and Date upon Equipment Acceptance • • Essential Use Certificate Please provide the requested information and obtain • Authorized Signature of Lessee • Insurance Coverage Requirements Authorized Signature of Lessee;please also provide the name and contact information for your property and liability insurance carrier(s) • Opinion of Counsel Opinion Letter must be reproduced in its entirety(with Lessee's legal name replacing the blank space in paragraph one)on Lessee's legal counsel's_letterhead and signed by Lessee's legal counsel • Resolution Resolution must be certified by an Authorized Signature of Lessee as a copy of resolution adopted by Lessee • IRS Form 8038 Please consult Lessee's tax or financial professional regarding completion and provide a copy of the filed form • Escrow Agreement and/or State Rider(if applicable) Authorized Signature of Lessee,if applicable ➢ Other Items Needed From Lessee: - POA-2 copies - Initial Payment(if applicable)as Indicated on TCF Invoice Muni Lease Master CoverLtr v 04.20.2016 366410 12/19/2018 10:43 AM lltcf equipment finance SCHEDULE OF EQUIPMENT NO.001-0714877-301 TO MASTER EQUIPMENT LEASE PURCHASE AGREEMENT NO.714877 The "Agreement": Schedule of Equipment No.'001-0714877-301 dated December 19, 2018 (the "Schedule"), to Master Equipment Lease Purchase Agreement No.714877 dated as of August 1,2017 "Lessee" the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Sanitary Commissioners("City"), 50 N.5th Street,Richmond,IN 47374 ' "Lessor" TCF Equipment Finance,a division of TCF National Bank, 11100 Wayzata Blvd,Suite 801,Minnetonka,MN 55305 1. Defined Terms. All terms used herein have the meanings ascribed to them in the Agreement. 2. Equipment. The Equipment included under this Schedule is comprised of the items described in the Equipment Description attached hereto as Attachment 1, together with all replacements, substitutions, repairs, restorations, modifications, attachments,accessions,additions and improvements thereof or thereto. 3. Payment Schedule. The Rental Payments and Purchase Prices under this Schedule are set forth in the Payment Schedule attached as Attachment 2 hereto. 4. Representations,Warranties and Covenants of Lessee. (a) Lessee hereby represents, warrants and covenants that its representations, warranties and covenants set forth in the Agreement are true and correct as though made on the date of commencement of Rental Payments on this Schedule. (b) Lessee has experienced no material change in its financial condition or in the revenues expected to be utilized to meet Rental Payments due hereunder since the date of the most recent audited financial statements reviewed by Lessor. (c) Lessee understands and acknowledges that Lessor has not acted and will not act as a fiduciary for Lessee or as Lessee's agent or municipal advisor;Lessor has not and will not provide financial,legal,tax,accounting or other advice to Lessee or to any financial advisor or placement agent engaged by Lessee with respect to this Schedule. Lessee, its financial advisor, placement agent or municipal advisor,if any,shall each seek and obtain its own financial,legal,tax,accounting and other advice with respect to this Schedule from its own advisors(including as it relates to structure,timing,terms and similar matters). - 5. Certification as to Arbitrage and Tax Covenants. Lessee hereby represents as follows: (a) The estimated total costs of the Equipment listed in this Schedule,together with any costs of entering into this Schedule that are expected to be financed hereunder, will not be less than the total Principal Portion of the Rental Payments listed in this Schedule. (b) The Equipment listed in this Schedule has been ordered or is expected to be ordered within six months of the commencement of this Schedule,and the Equipment is expected to be delivered and installed,and the Vendor fully paid, within eighteen months from the commencement of this Schedule. (c) Lessee has not created or established,and does not expect to create or establish,any sinking fund or other similar fund(i) that is reasonably expected to be used to pay the Rental Payments listed in this Schedule,or(ii)that may be used solely to prevent a default in the payment of the Rental Payments listed in this Schedule. (d) The Equipment listed in this Schedule has not been and is not expected to be sold or otherwise disposed of by Lessee, either in whole or in major part,prior to the last maturity of the Rental Payments listed in this Schedule. (e) To the best of our knowledge,information and belief,the above expectations are reasonable. (f) Lessee has not been notified of any listing or proposed listing of it by the Internal Revenue Service as an issuer whose arbitrage certificates may not be relied upon. (g) Lessee will comply with all applicable provisions of the Internal Revenue Code of 1986,as amended, including without limitation Sections 103, 141 and 148 thereof,and the applicable regulations of the Treasury Department to maintain the exclusion of the interest components of Rental Payments from gross income for purposes of federal income taxation. 6. The Agreement. This Schedule is hereby made as part of the Agreement, and Lessor and Lessee hereby ratify and confirm the Agreement. The terms and provisions of the Agreement (other than to the extent that they relate solely to other Schedules or Equipment listed on other Schedules)are hereby incorporated by reference and made a part hereof. the City of Richmond,Indiana,a municipal corporation acting TCF Equipment Finance,a division of TCF National Bank by and through its Board of Sanitary Commissioners("City") Name of Lessor ess H By: zBv: z Signature 2 Signature w Print Name and Title: cA Print Name andTitle:lbaya., �Zvb� b �r.YGTc'r w w a .a Muni Lease Master Schedule v.09.21.2017 366410 1/3/2019 8:18 AM .1 1tcf. equipment finance ATTACHMENT 1 TO SCHEDULE OF EQUIPMENT NO.001-0714877-301 TO MASTER EQUIPMENT LEASE PURCHASE AGREEMENT NO.714877 EQUIPMENT DESCRIPTION Description/Serial No./Model No. Location Total Cost One (1) 2018 Freightliner 114SD, VIN: 2380 Liberty Avenue,Richmond, $239,500.00 1FVAG3FE6JHJS1210 with a Vac-Con, S/N: IN 47374 12188398 together with all attachments and accessories thereto This Equipment Description shall be deemed to be supplemented by the descriptions of the Equipment included in the certificates of acceptance and payment requests submitted pursuant to the escrow agreement, if any, entered into among Lessor,Lessee and the escrow agent named therein,which descriptions shall be deemed to be incorporated herein. the City of Richmond,Indiana,a municipal corporation acting by and ���,r 1 Lessee: through its Board of Sanitary By: Print Name: yA Commissioners("City") Title: V X 2£c..-13$2 Muni Lease Master Schedule v.09.21.2017366410 1/3/2019 8:18 AM 2 lltc. equipment finance ATTACHMENT 2 TO SCHEDULE OF EQUIPMENT NO.001-0714877-301 TO MASTER EQUIPMENT LEASE PURCHASE AGREEMENT NO.714877 PAYMENT SCHEDULE Rental payments will be made in accordance with Section 4.01 and this Payment Schedule. LESSOR: TCF Equipment Finance,a division of TCF National Bank LESSEE: the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Sanitary Commissioners("City") COMMENCEMENT DATE*: INTEREST RATE: 4.71% PAYMENT FREQUENCY: Annual The first Rental Payment shall be due in advance on the Commencement Date, and subsequent Rental Payments shall be due annually on the same day of each year thereafter until paid in full: Rental Interest Principal Purchase Payment Portion Portion Price Lease Commencement 239,500.00 Due at Lease Commencement 31,590.00 0.00 31,590.00 212,068.20 Due One Year from Lease Commencement 31,590.00 9,792.29 21,797.71 189,834.54 Due Two Years from Lease Commencement 31,590.00 8,765.65 22,824.35 166,553.70 Due Three Years from Lease Commencement 31,590.00 7,690.65 23,899.35 142,176.36 Due Four Years from Lease Commencement 31,590.00 6,565.02 25,024.98 116,650.88 Due Five Years from Lease Commencement 119,750.00 5,386.39 114,363.61 0.00 Grand Totals 277,700.00 38,200.00 239,500.00 the City of Richmond,Indiana,a municipal corporation acting by and Lessee: through its Board of Sanitary B Print Name:IRA-r� ✓.� Commissioners("City") Title: `p • Lessee hereby authorizes Lessor to fill in the Commencement Date based on the earlier of the date that Lessor disburses funds to the Vendor of the Equipment following receipt of Lessee's executed acceptance certificate,or the date on which Lessor deposits funds for the purchase of the Equipment with an escrow agent. Muni Lease Master Schedule v.09.21.2017 366410 1/3/2019 8:18 AM 3 1tc• • equipment finance LESSEE'S CLOSING CERTIFICATE TO SCHEDULE OF EQUIPMENT NO.001-0714877-301 TO MASTER EQUIPMENT LEASE PURCHASE AGREEMENT NO.714877 The "Agreement": Schedule of Equipment No. 001-0714877-301 dated December 19, 2018 (the "Schedule"), to Master Equipment Lease Purchase Agreement No.714877 dated as of August 1,2017 "Lessee" the City of Richmond, Indiana,a municipal corporation acting by and through its Board of Sanitary Commissioners ("City"), 50 N.5th Street,Richmond,IN 47374 "Lessor" TCF Equipment Finance,a division of TCF National Bank, 11100 Wayzata Blvd,Suite 801,Minnetonka,MN 55305 I, the undersigned, the duly appointed qualified and cting C✓.e'Q" (Clerk or Secretary) of the above-captioned Lessee,do hereby certify as of et q, ✓ ,20 ,as follows:(1) Lessee did, at a meeting of the governing body of Lessee held 3A N. 8 , 20 q by motion duly made, seconded and carried, in accordance with all requirements of law,approve and authorize the execution and delivery of the above-referenced Agreement and the related escrow agreement,if any,on its behalf by the following named representatives of Lessee: Title Printed Name nature (2) The above-named representatives of Lessee held at the time of such authorization and holds at the present time the office designated above and the signature set forth opposite his or her name is the true and correct specimen of his or her genuine signature. (3) The meeting of the governing body of Lessee at which the Agreement was approved and authorized to be executed was duly called,regularly convened and attended throughout by the requisite majority of the members thereof or by other appropriate official approval and that the action approving the Agreement and authorizing the execution thereof has not been altered or rescinded. (4) No event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute,an Event of Default(as such term is defined in the Agreement)exists at the date hereof. (5) All insurance required in accordance with the Agreement is currently maintained by Lessee. (6) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current fiscal year to make.the Rental Payments scheduled to come due during the Original Term and to meet its other obligations for the Original Term (as such terms are defined in the Agreement), and such funds have not been expended for other purposes. (7) There is no proceeding pending or threatened in any court or before any governmental authority or arbitration board or tribunal that, if adversely determined, would adversely affect the transactions contemplated by the Agreement or the interest of Lessor or its assigns,as the case may be,in the Equipment. (8) The Equipment has not been the subject of a referendum that failed to receive the approval of the voters of Lessee within the preceding four years. (9) Lessee hereby designates the Agreement as a "qualified tax-exempt obligation" as defined in Section 265(b)(3)(B)of the Code. The aggregate face amount of all tax-exempt obligations(excluding private activity bonds other than qualified 501(c)(3)bonds)issued or to be issued by Lessee and all subordinate entities thereof during the current calendar year is not reasonably expected to exceed$10,000,000. Lessee and all subordinate entities thereof will not issue in excess of$10,000,000 of qualified tax-exempt obligations(including the Agreement but excluding private activity bonds other than qualified 501(c)(3) bonds) during the current calendar year without first obtaining an opinion of nationally recognized counsel in the area of tax- Muni Lease Muter Schedule v.09.21.2017 366410 1/3/2019 8:18 AM 4 exempt municipal obligations acceptable to Lessor that the designation of the Agreement as a"qualified tax-exempt obligation" will not be adversely affected. (10) The Equipment is located at the following address:2380 Liberty Avenue,Richmond,IN 47374 (11) The Equipment is located in the following county: (12) The correct billing address for Rental Payments is as follows: Street Address: 5 o , , h 6 1 s+. /2icti w.CJ) 4IN) t11 cl/ . Phone: 76 S- 9 ?3- -7 so Fax: 76 S 1 62-2.669 Email: 1 GA.Soh 0 r tc4.,an i,c ctrle.) t 3 dJ Attention. le✓`"'1-FQyr- 01kSo✓x (13) The contact information of person responsible for preparing and filing Lessee's Form 8038-G or 8038-GC.is as follows: L/ �% Name: - S e "t L ie I�s co A s+I S-6 Street Address: /Z:r,41h.1frIdLIA) L1737 Phone: 7&c--q F 3 "7 2-/ 1 Fax: 2.6 Z IL Email: d &) s @., r Ch kl,dn M.t H di klA7 i:Id d (14) Lessee's Tax ID number is:35-6001174. v IN WITNESS WHEREOF,I hereunto set my hand and the seal of the governing body of Lessee the day and year first above written. cw ature of Clerk r ecretary efi Sh kiSt IV Pri ed Name of Clerk or Secretary Muni Lease Master Schedule v.09.21.2017 366410 1/3/2019 5:18 AM 5 tc equipment finance LESSEE'S PAYMENT INSTRUCTIONS AND ACCEPTANCE CERTIFICATE TO SCHEDULE OF EQUIPMENT NO.001-0714877-301 TO MASTER EQUIPMENT LEASE PURCHASE AGREEMENT NO.714877 The "Agreement": Schedule of Equipment No. 001-0714877-301 dated December 19, 2018 (the "Schedule"), to Master Equipment Lease Purchase Agreement No.714877 dated as of August 1,2017 "Lessee" the City of Richmond,"Indiana,a municipal`corporation acting by and through its Board of Sanitary Commissioners("City"),50 N.5th Street,Richmond,IN 47374 "Lessor", TCF Equipment Finance,a division of TCF National Bank,11100 Wayzata Blvd,Suite 801,Minnetonka,MN 55305 Ladies and Gentlemen: In accordance with the Agreement, the undersigned Lessee hereby certifies and represents to, and agrees with,Lessor as follows: (1) Lessee has reviewed and approved the invoice(s) referenced in the table below. Pursuant to the Agreement,Lessee hereby irrevocably authorizes and requests Lessor to make payment of the invoice(s)to the vendor(s), licensor(s)or designee(s)of licensor(s)of the Equipment.Lessee agrees that all terms and conditions of the Lease are in full force and effect and Lessee shall make all payments when and as required thereby. Payee __ _ _ Invoice.Number:_ Amount Best Equipment Company D182798 -- - -$239,500.00 - Total _'_ $239,500.00 (2) All of the Equipment has been,or if this Lease includes an escrow agreement,all of the Equipment will be, delivered,installed and accepted,and is located at the following address:2380 Liberty Avenue,Richmond,IN 47374. (3) Lessee has conducted such inspection and/or testing of the Equipment as it deems necessary and appropriate and hereby acknowledges that it accepts the Equipment for all purposes, except that if this Lease includes an escrow agreement,Lessee will conduct such inspection and/or testing of the Equipment prior to authorizing disbursement from the escrow fund for such Equipment. (4) Lessee is currently maintaining,or if this Lease includes an escrow agreement,prior to Lessee's receipt of any Equipment,Lessee will maintain,the insurance coverage required by Section 7.02 of the Agreement. (5) No event or condition that constitutes,or with notice or lapse of time,or both,would constitute,an Event of Default(as defined in the Agreement)exists at the date hereof (6) We acknowledge that Lessor is neither the vendor nor manufacturer or distributor of-the Equipment and has no control,knowledge or familiarity with the condition,capacity,functioning or other characteristics of the Equipment. (7) The serial number for each item of Equipment that is set forth in the applicable Schedule is correct. DATED: —I ) .. 1 Ct the City of Richmond,Indiana,a municipal Lessee: corporation acting by and through its Board Print Name Gam' of Sanitary Commissioners("City") Title: l '2 Muni base Master'Schedule v.09.21.2017 366410 1/32019 6.16 AM 6 tC equtment ffnarozyx ESSENTIAL USE CERTIFICATE TO SCH1r,DULE OF EQUIPMENT NO.001-0714877-301 TO MASTER EQUIPMENT LEASE PURCHASE AGREEMENT NO.714877 December 19,2018 The "Agreement": Schedule of Equipment No. 001-0714877-301 dated December 19, 2018 (the "Schedule"), to Master Equipment Lease Purchase Agreement No.714877 dated as of August 1,2017 "Lessee" the City of Richmond,Indiana, a municipal corporation acting by and through its Board of Sanitary Commissioners("City"),50 N.5th Street,Richmond,IN 47374 "Lessor" TCF Equipment Finance,a division of TCF National Bank, 11100.Wayzata Blvd,Suite 801,.Minnetonka,MN 55305 I, �. -vyAN krZii N , a duly elected; appointed, or designated representative of the City of Richmond, Indiana, a muinicipal corporation acting by and through its Board of Sanitary Commissioners ("City") ("Lessee"), am qualified to answer the questions set forth below regarding the Equipment to be acquired by Lessee in connection with the above-referenced Agreement: 1. What is the specific use of the Equipment? 1) The use of this piece of equipment will be to perform preventative maintenance on our sewer lines throughout our sewer system. 2. What increased capabilities will the Equipment provide? 2) This piece of equipment is a smaller unit and will make excess in narrow alleys better for us.We will be able to clean more areas of our sewer system. 3. Why is the Equipment essential to your ability to deliver governmental services? 3) The City of Richmond maintains approximately 400 miles of sanitary and storm sewers.We perform preventative maintenance on the sewer lines on a daily basis. 4.: Does the Equipmentreplace existing equipment? (If so,please explain why you are replacing the existing equipment) 4) -Yes this truck will replace an existing Vac/flush truck that is old and worn out. 5.• Why did yon choose this speck Equipment? • 5) This truck was put out to bid and this one was the lowest in cost and will perform as good as the more expensive one. • 6. For how many years do you expect to utilize the Equipment? 6) We plan on leasing this piece of equipment.for 5 years. - 7. -What revenue source will be utilized to make Rental Payments due under the Agreement? 7) Revenues are collected through sewer users fees and storm water fees. the City of Richmond,Indiana,.a municipal Lessee: corporation acting by and through its Board By: Print Name:wry of Sanitary Commissioners("City") Title: Dia-z L— i`-- • Muni Lease Master Schedutev0921201736641012/19201810:36AM - 7 l tc equipment finance' . INSURANCE;COVERAGE DISCLOSURE TO SCHEDULE OF EQUIPMENT NO 0010714877=301 TO MASTER EQUIPMENT LEASE PURCHASE AGREEMENT NO.714877 RE: INSURANCE.COVERAGE REQUiREN1ENTS. 1. In accordance:with the Master Equipment Lease.Purchase Agreement, Lessee certifies-that it has ifi triicted the insurance agent named below(please fill in name,address,andteleplione numbed; Insurance Agent Name.' Business Phoni Company US Specialty Insurance Company Mary Griffin FAX # 765-9667531 Liability: . Insurance Agent Name: Business 1Phe ni COO** Fax:Phone.#` 765-9667531 Y US Specialty Insurance Company Mary Griffin_ Property; • ... to issue:(checkto indicate coverage) X _a. All Risk Physical Damage Insurance:on the Equipment evidenced by:a Certificate of Insurance and Long Form Loss Payable Clause natning:TCF Equipment Finance;a division of TCF National Bank and/or its assigns as:Loss:Fayee. Coverage Required: :$239;50000 • X b.. Public Liability Insurance evidenced by a Certificate of Insurance naming TCF Equipment Finance,a division of TGF National Bank and/or its assigns:as an Additional Insured. Minimum Coverage Required: .. $1,000,ObO per person. S14000;060 aggregate bodily injury liability $1,000,000 property damage liability. • Proof of insurance:coverage.•will be provided.to TCF Equipment Finance,a division of ICI?National Bank, 11100 Wayzata Blvd,Suite 801,Minnetonka;-MN 55305,prior to the lime that the Equipment;,is delivered to Lessee. Please fax a copy of the Certificate of Insurance.or binder to MarisaMeyers at.(866)465-3149. the City ofRichmond,Indiana,a municipal corporation acting byad n — - . " y,e-� Lessee By:.. sue, Print Nana: t' ijr through its Board of Sanitary: 4141 Commissioners("City") Title: b I2f.C,irrQ� ! Muni Lc*Masti Sera*v.0012Q173664101L/19/201670:36 AM ACORD .... .. .. . . . : - - - . __- DATE(MMIDDlYYYY) CERTIFICATE OF LIABILITY INSURANCE ker..!'. 146/2 019 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 CERTIFICATEOF 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(ies)must 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 rightsto the 'certificate holder in lieu of'such endorsement(e): • PRODUCER • NAME:LUNi' :,"- ,Griffin RMD.Patti Insolence and Financial Services PHONE (765)966=7531 FAX .. .l7ss)93s-zg� A IL e (A No.Exlli (A/C,No): 3'6,South 9th Street 'ADDRESS:' • - PO-BOx.1167 - INSURER(S)AFFORDING COVERAGE . NAIL0 • Richmond IN 47375 INSURERA:DS ,Specialty.`Insurance Company INSURED - INSURER B: - - - City.of. R10htsoi d, INSURERC:: Beth.Fields INSURERD:. ... -. 50 N 5;th, St_:: . INSURER E:. - - ' ... Richmond . IN 47374 INSURERF: _ . COVERAGES, CERTIFICATE'NUMBER:7/18-7/19,Master • REVISION NUMBER .. 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 CONTRACTOR OTHER DOCUMENT-WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE 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: INSR TYPE OF INSURANCE ADDL SUER - 'POLICY EFF POLICY EXP LTR - - - INSD WVD POLICY NUMBER-- ,(MMIDDIYYYY) (MMIDDIYYYY) "LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE : $U EACH I HENIE CLAIMS MADE OCCUR • PREMISES(Ea occurrence) .$- MED-DIP(Any-me person)&• $ • ---- - --. PERSONAL ADV-INJURY. .$ , - GEM_'AGGREGATE LIMIT APPLIES PER* _- .GENERAL AGGREGATE. S POLICY J 0. LOC. - PRODUJCTS-COMP/OPAGG. _S.. OTHER: - - $ .. --- - AUTOMOBILE LIABILITY - - - - _ - CONBINEDSINGLELIMIT $ lioao.000' • (Ea accident)- ` "' •x ANY AUTO BODILY INJURY'(Perperson) $ A — ALL OWNED —SCHEDULED IiR680110829 - - -'7/1/2018 AUTOS _ AUTOS % :7/1/2d19 BODILY INJURY.{Perecciderd) $ HIRED AUTOS NON-OWNED PROPERTY.DAMAGE $- AUTOS {Per accident) -- - - . Cote/Coll De ,$1,000 Ea .$- ,1,o0Q,000 B , Untl2nOsureO motadstMsIngle-Iiml - .. UMBRELLA LLB OCCUR EACH OCCURRENCE : $- EXCESS_LIAB, CLAJMS•MADE - AGGREGATE - , $ - CED. . RETENTION$r $ 'WORKERS COMPENSATION.. _ - ... .. PtH OTH- - ._ AND EMPLOYERS'LIABILITY STATUTE' ER N ANY'PROPRIETORIPARTNER/IXECUT1VE Y❑NIA' E.L.EACH ACCIDENT $ OFFICERIMEMBEREXCLUDED? '' - .. .(MendatoryInNH),.,-.. - ',E.L.DISEASE-EAEMPLOYEE i$ If yes,describe under DESCRIPTION OF:OPERATIONS below EL.DISEASE-POLICY LIMIT $ A Auto Physivaal-Damage VR090110929 7/1/2018 '7/1/2019 Comp/Coll $1;000 DESCRIPTION OF OPERATIONS!LOCATIONS!VEHICLES(ACORD 101;Additlonal Remarks Sch®duler may be attaeh"ed Irmore space Is'requlred) - The certificate holder is named as additional insured and loss payee in `regards to the 2018: Freightliner 114SD-VIN •1FVAG3FE6JHJS1210,,..Value $239,500. Per policy terms, 'conditions and exclusions. CERTIFICATE-HOLDER CANCELLATION SHOULD ANY.OF:THE ABOVE DESCRIBED.POLICIES BE CANCELLED.BEFORE TCE .Equipment Finance: THE EXPIRATION DATE THEREOF;NOTICE WILL BE DELIVERED IN its Successors and Assigns ACCORDANCE WITH THE POLICY PROVISIONS. 11100 Wayzata Boulevard Suite 'HO1 AUTHORIZED REPRESENTATIVE Minnetonka, MDT 55305. Greg Easley/MLG - ©1988.2014 ACORD CORPORATION. All rights:reserved. ,ACO,RD 25(2014101) .The ACORDname:and logo are registered marks of RD ACO INS025:(201401) 6. The execution of the Lease and the appropriation of moneys to pay the payments coming due under the Lease do not result in the violation of any constitutional,statutory or other limitation relating to the manner,form or amount of indebtedness which may be incurred by Lessee. 7. There is no litigation,action,suit,or proceeding pending or before any court,administrative agency,arbitrator or governmental body that challenges the organization or existence of Lessee;the authority of the Lessee or its officers; the proper authorization,approval and execution of the Lease and the other documents described above;the appropriation of monies to make Rental Payments under the Lease for the current fiscal year,or the ability of Lessee otherwise to perform its obligations under the Lease and the transactions contemplated thereby. 8. The equipment leased pursuant to the Lease constitutes personal property and when subject to use by Lessee will not be or become fixtures under applicable law. 9. The leasing of the equipment pursuant to the Lease is exempt from all sales,use and documentary stamp taxes against either Lessor or Lessee during the term of the Lease,and such equipment will be exempt from all state and local personal property or other ad valorem taxes. This opinion of counsel may be relied upon by TCF Equipment Finance,a division of TCF National Bank and its successors and assigns. Very truly yours, Muni_Lease Master_OpinionOfCounsel v.04.20.2016 36641012/19/2018 10:29 AM 2 11tcf equipment finance Titled Equipment Acknowledgement NOTE:Please retain a copy of this Acknowledgment for your titling purposes. The original of this Acknowledgment along with originals of the two(2)enclosed Limited Powers of Attorney must be signed and returned to TCF Equipment Finance,a division of TCF National Bank("TCFEF")with your Contract documents. Name and Address of Customer: Contract#: 001-0714877-301 the City of Richmond,Indiana,a municipal corporation acting by and through its Board of Sanitary Commissioners("City") 50 N.5th Street Richmond,IN 47374 Equipment Description: One(1)2018 Freightliner 114SD,VIN:1FVAG3FE6JHJS1210 with a Vac-Con,S/N:12188398 together with all attachments and accessories thereto Under the terms of your Contract,you are required to properly title the Equipment. The Equipment must be titled exactly as follows: Lienholder Name&Address: TCF National Bank,11100 Wayzata Blvd,Suite 801,Minnetonka,MN 55305 Owner Name&Address: the City of Richmond,Indiana,a municipal corporation acting by and through its Board of_Sanitary Commissioners("City"), 50 N.5th Street,Richmond,IN 47374 • If the Contract calls for co-borrowers,certificate(s)of title must include each co-borrowers'name as Owners with the word"AND"between their names. The word"OR"between the names is unacceptable and must be corrected at the Customer's expense. Party Responsible for Titling("Titling Party"): Please check if any apply: ❑ Customer will personally submit title work to state ❑ Agency will submit title work to state for processing ❑ Equipment is exempt from sales tax .for processing ❑ Dealer will submit title work to state for ❑ Trucking Company will submit title work to state for ❑ IRP processing processing Contact Information for Titling Party: Name: Street: City: State: Zip Code: Direct Phone Number: Fax Number: Email Address: By signing below,Customer agrees(1)to title the Equipment exactly as set forth above;(2)that even if not personally submitting the title work to the applicable state, Customer acknowledges responsibility for ensuring that the Titling Party designated above will apply for title(s)immediately upon funding;(3)that Customer has confirmed that the current party holding the original certificate(s)-of title or certificate(s)of origin for the Equipment referenced above,if not the Customer,will deliver them to Customer's designated Titling Party immediately upon funding;and(4)that Customer agrees to cause its Titling Party to send a copy of the processed title application receipt as endorsed by the applicable State to TCFEF at the address set forth below within sixty(60)days of funding. If Customer or Customer's Titling Party has not properly titled the Equipment and provided TCFEF evidence thereof within sixty(60)days of funding,Customer hereby agrees to pay TCFEF delinquent title fees in accordance with TCFEF's titling policy on a recurring basis until TCFEF has received all required certificate(s)of title for all Equipment under the above referenced Contract. TCF National Bank Attn:Title Administration Department 11100 Wayzata Blvd.,Ste 801 Minnetonka,MN 55305 Phone:866-311-2755 option#5 • If you need further assistance,please contact our Title Administration Department at 866-311-2755 option#5. Thank you for your prompt attention in titling the Equipment. Customer: the City of Richmond,Indiana,a municipal corporation acting by and through its Board of Sanitary Commissioners("City") By --144-1-�f 1 Title Dat • PowerOfAtt CustomerisOwner ver.05.31.2016 366410 12/19/2018 10:27 AM LIMITED POWER OF ATTORNEY the.City of Richmond,Indiana,a municipal corporation acting by and through its Board of Sanitary Commissioners("City"), 50 N.5th Street,Richmond,IN 47374(the"Title Holder") NOTE TO MOTOR VEHICLE DEPARTMENT This will authorize the person whose name and specimen signature appears below to act as agent and attorney-in-fact for and on behalf of the City of Richmond,Indiana,a municipal corporation acting by and through its Board of Sanitary Commissioners ("City")in all matters pertaining to the titling,sale and transfer of ownership,recording a lien and applying for an original or duplicate certificate of title to the vehicle(s)described below. The rights and authority of the limited power of attorney granted herein shall be applicable to the following motor vehicle(s)only: 1FVAG3FE6JHJS1210 COMPANY'S NAME: TCF Equipment Finance,a division of TCF National Bank, 11100 Wayzata Blvd,Suite 801, Minnetonka,MN 55305 SPECIMEN SIGNATURE OF AGENT/ATTORNEY IN FACT: (Title Holder should NOT sign here) PRINTED NAME OF AGENT/ATTORNEY IN FACT: NOTE TO CUSTOMER: ONLY SIGN BY YOUR NAME BELOW AND HAVE YOUR SIGNATURE NOTARIZED. DO NOT SIGN OR PRINT YOUR NAME ABOVE. Title Holder: the City of Richmond,Indiana,a municipal corporation State of / k ) acting by and through its Board of Sanitary Commissioners("City"), ,r� is-- 50 . ,Ric nd,IN 47374 County oflAi `( t/ ) BY: \ SUBSC BED AND SWO TO BEFORE ME THIS ( DAY OF �Al►iik-?1 ,20 I 1 TITLE: Autho ' S. Personally known to me. Q Proved to me o. 1• ,asis of satisfacto vi ce to be the \Iperson whoa..eare. before me. abMI All( NOTARY PUBLIC SIGNATU PowerOfAtt CustomerisOwnerver.05.31.2016 366410 12/192018 10:27 AM ., LIMITED POWER OF ATTORNEY the City of Richmond,Indiana,a municipal corporation acting by and through its Board of Sanitary Commissioners("City"), 50 N.5th Street,Richmond,IN 47374(the"Title Holder") NOTE TO MOTOR VEHICLE DEPARTMENT This will authorize the person whose name and specimen signature appears below to act as agent and attorney-in-fact for and on behalf of the City of Richmond,Indiana,a municipal corporation acting by and through its Board of Sanitary Commissioners ("City")in all matters pertaining to the titling,sale and transfer of ownership,recording a lien and applying for an original or duplicate certificate of title to the vehicle(s)described below. The rights and authority of the limited power of attorney granted herein shall be applicable to the following motor vehicle(s)only: 1FVAG3FE6JHJS1210 COMPANY'S NAME: TCF Equipment Finance,a division of TCF National Bank, 11100 Wayzata Blvd,Suite 801, Minnetonka,MN 55305 SPECIMEN SIGNATURE OF AGENT/ATTORNEY IN FACT: (Title Holder should NOT sign here) PRINTED NAME OF AGENT/ATTORNEY IN FACT: NOTE TO CUSTOMER: ONLY SIGN BY YOUR NAME BELOW AND HAVE YOUR SIGNATURE NOTARIZED. DO NOT SIGN OR PRINT YOUR NAME ABOVE. Title Holder: the City of Richmond,Indiana,a municipal corporation State of �i ) acting by and through its B and of Sanitary.Commissioners("City"), Av �50 N.5 , ' ond, i 47374 County of ) BY: � SUBSCR ED AND SWO TO B FPRE ME IS DAY OF Utw'i ,20 I TITLE: Author' ed SignPersonally known to me. u roved to me on e b sis of satisfacto evid ce to be the pers whoo�a�pp red Qefore me. 1 �V GLf X OTARY PUBLIC SIGNATUI PowerOfAtt CustomerisOwner ver.05.31.2016 366410 12/19201 S 10:27 AM BOARD AGENDA ITEM January 8,2019 Recommendation to Approve Resolution 1-2019 To: Richmond Sanitary District Board of Sanitary Commissioners From: Jeff Lohmoeller' Date: 01/08/2019 Re: Recommendation (History) Madam President and Board Members, At our October 25, 2016 Board Meeting you received bids for the Richmond Sanitary District Leasing a 2018 or Newer Sewer Vac/Flush Truck to clean and maintain our city sewers. We have reviewed the lease and maintenance costs and we are recommending to the board to award this five year option plan to Best Equipment of Indianapolis, Indiana and TCF National Bank, Leasing Company of Minnetonka MN. This option has an annual payment of$31,590.00 each year paid to TCF National Bank and an annual maintenance agreement with Best Equipment at the cost of$7,573.94 per year. This does include the trade-in of our 2006 International 7400— DT 530 Flush/Vac Truck. Best Equipment and TCF National Bank is the lowest and most responsive and responsible company to bid this lease agreement. The Richmond Sanitary District does reserve the right to purchase the truck at the end of the lease term. The leasing company guarantees the following purchase price of$119,750.00 at the end of five years. Recommendation: At our November 13, 2018 Board meeting this Board approved entering into a lease agreement with TCF on leasing a new VacCon Sewer Vac Truck. Resolution 1-2019 will authorize the negotiation, execution and delivery of Master Equipment Lease Purchase Agreement No. 714877 dated August 1, 2017 and Schedule No. 001-0714877-301 dated December 19, 2018. Together with the related escrow agreement if any, in principal amount not to exceed$239,500. The Richmond Sanitary District will pay TCF $31,590.00 annually for the next(5) five years. I am asking the Board to approve Resolution 1-2019 and to approve Bryan Ervin, Sanitary District Director to sign the lease agreement documents. Bid Tab. Vendor: Make and Model 3YR 4YR 5YR TCF National Bank: Vac-Con V250 $ 39,390.00 $ 34,661.00 311 °0,0 D Best Equipment: Annual Maintenance Contract $ 7,573.94 $ 7,573.94 $ 7,573.94 Total Annual Cost(Lease and Maintenance) $ 46,963.94 $ 42,234.94 $ 39,163.94 Guarantee purchase price from leasing company $143,700.00 $131,725.00 $119,750.00 Lead Time: 60—90 days ARO TCF National Bank: VacAll AJV 610 $ 56,769.00 $ 52,109.00 $ 47,863.00 Southeastern Co.: Annual Maintenance Contract $ 2,400.00 $ 3,300.00 $ 2,400.00 Total Annual Cost(Lease and Maintenance) $ 59,169.00 $ 55,409.00 $ 50,263.00 Guarantee purchase price from leasing company $150,000.00 $120,000.00 $ 96,000.00 Lead Time: 120-150 days ARO Huntington National Bank: Vactor 2103 $ 93,500.70 $ 71,527.92 $ 58,309.86 Jack Doheny Co.: Annual Maintenance Contract $ 3,800.00 $ 3,800.00 $ 3,800.00 Total Annual Cost(Lease and Maintenance) $ 97,300.74 $ 75,327.92 $ 62,109.86 Guarantee purchase price from leasing company $108,388.00 $ 94,839.00 $ 81,291.00 Lead Time: 180 days ARO Truck RSD is trading-in is: 2006 International 7400—DT 530 VIN: 1 HT WDAAR3 71422417 Vac-Con Model—V390LHA Serial No. 09074714 Financial Implication: This is in the 2018 budget. Board Action: