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HomeMy Public PortalAbout3-Lease Schedule No. 1LEASE SCHEDULE NO. 2 to Master Lease Purchase Agreement Dated March 2, 2017 This Lease Schedule (this "Lease Schedule") relates to the Master Equipment Lease Purchase Agreement dated as of March 2, 2017 (the "Agreement") between the undersigned Lessor and Lessee, together with the terms and conditions of the Agreement incorporated herein by reference, constitutes a Lease. Unless otherwise defined herein, capitalized terms will have the same meaning ascribed to them in the Agreement. All terms and conditions of the Master Lease are incorporated herein by reference. 1. Equipment Description. As used in the Lease, "Equipment" means all of the property described in Exhibit 1 attached to this Lease Schedule and all attachments, additions, accessions, parts, repairs, improvements, replacements and substitutions thereto. 2. Purchase Price. The Purchase Price for the Equipment is $141,232.00, which amount will be deposited in an account (the "Project Account") pursuant to a pay proceeds direction dated the date hereof from Lessee to Lessor. - 3. Rental Payments; Lease Term. The Rental Payments to be paid by Lessee to Lessor, the Lease Date of this Lease and the Lease Term of this Lease are set forth on the Payment Schedule attached to this Lease Schedule as Exhibit 2. 4. Project Account. (a) Disbursements from the Project Account shall be made for the purpose of paying the costs of acquiring the Equipment. No disbursement from the Project Account shall be made unless and until (i) Lessor has approved a requisition from Lessee in the form of Disbursement Request attached hereto as Exhibit 3, stating each amount to be paid and the name of the person, firm or corporation to whom payment thereof is due and with supporting invoices attached thereto, and (ii) Lessor has received evidence of insurance required by the Agreement in form and substance satisfactory to Lessor. Each such requisition shall be signed by an authorized representative of Lessee. When the Equipment is delivered, installed and accepted, Lessee shall promptly execute and deliver to Lessor an Acceptance Certificate for the Equipment. (b) Any portion of the this Lease Schedule on deposit in the Project Account not applied to costs of the Equipment and remaining on the date on which Lessee executes a final Acceptance Certificate, shall be applied by Lessor on any Payment Date to all or a portion of the Rental Payment due and owing in the succeeding twelve (12) months and any remaining amounts shall be applied by Lessor pro rata to the principal portions of the Rental Payments remaining outstanding hereunder. (e) Proceeds of this Lease Schedule on deposit in the Project Account upon an Event of Default shall be paid to Lessor and applied to the outstanding obligations of Lessee under the Lease. 5. Essential Use; Current Intent of Lessee. Lessee represents that (a) the use of the Equipment is essential to Lessee's proper, efficient and economic functioning or to the services that Lessee provides to its citizens, (b) the Equipment will be used by Lessee only for the purpose of performing its governmental or proprietary functions consistent with the permissible scope of its [Signature Page to Lease Schedule No. 2] WCSR 38965952v1 authority and will not be used in a trade or business of any person or entity, and (c) the useful life of the Equipment is not less than the stated full Lease Term of this Lease. Lessee has determined that a present need exists for the Equipment which need is not temporary or expected to diminish in the near future. Lessee currently intends for the full Lease Term: to use the Equipment; and to continue this Lease. 6. Representations, Warranties and Covenants. 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 execution of this Lease Schedule. 7. Bank Qualified. Lessee certifies that it has designated this Lease as a qualified tax-exempt obligation in accordance with Section 265(b)(3) of the Code, that it has not designated more than $10,000,000 of its obligations as qualified tax-exempt obligations in accordance with such Section for the current calendar year and that it reasonably anticipates that the total amount of tax-exempt obligations to be issued by Lessee during the current calendar year will not exceed $10,000,000. [The remainder of this page is intentionally blank. Signature page follows.] IN WITNESS WHEREOF, Lessor has caused this Lease Schedule to be executed in its corporate name by its duly authorized officer, and Lessee has caused this Lease Schedule to be executed in its name by its duly authorized officer. VILLAGE OF KEY BISCAYNE, FLORIDA CITY NATIONAL BANK OF FLORIDA Lessee By: N Ad C. i bert ge Manager lage Hall, Suite 210 West McIntyre Street Key Biscayne, FL 33149 Telephone: (305) 365-5514 E-mail address: jgilbert a keybiscayne.fl.gov Lessor By: Name: Lance Aylsworth Title: Senior Vice President Address: 25 West Flagler Street Miami, FL 33130 Attn: Michael Powers Senior Vice President Telephone: (410) 458-5747 E-mail address: mike.powers@encapitalfinance.com cncapitalfinance.com [Signature Page to Lease Schedule No. 2]