HomeMy Public PortalAboutORD14329 BILL NO. 2007-155
• SPONSORED BY COUNCILMAN BROWN
Co-sponsored by Councilmen Crane, Harvey, Koon. Medin. Smith
i
ORDINANCE NO. ��
AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING THE
MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT WITH OSHKOSH CAPITAL
/ SCHUHMACHER FIRE FOR FIRE EQUIPMENT/VEHICLE LEASE/PURCHASE.
WHEREAS,the City of Jefferson is a political subdivision of the State Missouri(the"State")
and is duly organized and existing pursuant to the Constitution and laws of the State; and,
WHEREAS, pursuant to applicable law, the governing body of the City of Jefferson
("Governing Body") is authorized to acquire, dispose of and encumber real and personal
property, including,without limitation, rights and interest in property,leases and easements
necessary to the functions or operations of the City of Jefferson; and,
WHEREAS, the City of Jefferson hereby finds and determines that the execution of one
or more Master Lease-Purchase Agreements ("Leases") for the purpose of acquiring the
property ("Equipment") to be described in the Leases is appropriate and necessary to the
• functions and operations of the City of Jefferson; and,
WHEREAS, Pierce Manufacturing, Inc. ("Lessor") shall act as Lessor under said Leases;
and,
WHEREAS, Oshkosh Capital / Schuhmacher Fire has been selected as the firm best
qualified to lease/purchase fire equipment/vehicles;
NOW, THEREFORE, BE IT ENACTED BY THE COUNCIL OF THE CITY OF
JEFFERSON, MISSOURI, AS FOLLOWS:
Section 1. Oshkosh Capital / Schuhmacher Fire is hereby approved as the best
qualified firm to lease/purchase fire equipment/vehicles, and its proposal is hereby
accepted.
Section 2.The Mayor and City Clerk are hereby authorized to execute an agreement
with Oshkosh Capital / Schuhmacher Fire for Fire Apparatus Lease. All other related
documents and agreements necessary and incidental to the lease are also hereby
authorized.
Section 3. The agreement shall be substantially the same in form and content as
that agreement attached hereto as Exhibit A.
•
Section 4. By a written instrument signed by the Mayor may designate specifically
• identified officers or employees of the City of Jefferson to execute and deliver agreements
and documents relating to the Leases on behalf of the City of Jefferson.
Section 5. The aggregate original principal amount of the Leases shall not exceed
the amount stated in the agreement and shall bear interest as set forth in the Leases and
the Leases shall contain such options to purchase by the City of Jefferson as set forth
therein.
Section 6. The City of Jefferson's obligations under the Leases shall be subject to
annual appropriation or renewal by the Governing Body as set forth in each Lease and the
City of Jefferson's obligations under the Leases shall not constitute general obligations of
the City of Jefferson or indebtedness under the Constitution or laws of the State.
Section 7. As to each Lease, the City of Jefferson reasonably anticipates to issue
not more than $10,000,000 of tax-exempt obligations (other than "private activity bonds"
which are not"qualified 501(c)(3) bonds") during the fiscal year in which each such Lease
is issued and hereby designates each Lease as a qualified tax-exempt obligation for
purposes of Section 265(b) of the Internal Revenue Code of 1986, as amended.
Section 8. This Ordinance shall be in full force and effect from and after the date
of its passage and approval.
• Passed -v 2aig Approve �8
siding Officer Mayor
ST: APPROVED AS TO FORM:
ity 41k Ci ounselor
•
Exhibit A LESSOR'S
ORIGINAL
•
DELIVERY & ACCEPTANCE CERTIFICATE
Lease-Purchase Agreement: 108578000
Reference is made to the above Lease-Purchase Agreement ("Lease"), which has been
executed and delivered by the undersigned Lessee ("Lessee") and Oshkosh Capital ("Lessor").
This Certificate amends and supplements the terms and conditions of the Lease-Purchase
Agreement and is hereby made a part of the Lease. Unless otherwise defined herein, capitalized
terms defined in the Lease-Purchase Agreement shall have the same meaning when used
herein; provided, that"Equipment" shall mean the Equipment described in the Schedule A-1 and
in any attachment or exhibit to this Certificate.
Notwithstanding anything to the contrary, expressed or implied, in the Lease or its
Schedule A-1, Lessee agrees as follows:
1. ACCEPTANCE OF EQUIPMENT. As of the Acceptance Date stated below and as between
Lessee and Lessor, Lessee hereby agrees that: (a) Lessee has received and inspected all
Equipment; (b) all Equipment is in good working order and complies with all purchase orders,
contracts and specifications; (c) Lessee accepts all Equipment for purposes of the Lease "as-
is, where-is"; and (d) Lessee waives any right to revoke such acceptance.
ACCEPTANCE DATE:X, % 'M117y
•
2. RENT PAYMENTS. Lessee hereby agrees that Lessee will pay the Rent Payments for the
Equipment in the amounts and on the dates specified in Schedule A-1 to the Lease.
Citv of Jefferson
("Les ee")
By: (
Title:
•
MEMORi"IDUM
To: Phyllis Powell
From: Drew W. Hilpert
Date: Monday, March 10, 2008
Re: Ordinance# 14329
Phyllis.
Please attach this memo to ordinance number 14329.
The ordinance contains a scrivener's error.
• The actual leasing company is Oshkosh Capital and not Pierce Company.
The vehicles are purchased through Pierce the leaseholder is Oshkosh.
UAContract Files\misc k'sTierce Manufacturing\memompd
FINANCE DEPARTMENT
PURCHASING DIVISION
SUBJECT: Proposal No. 2375 - Lease/Turn In Fire Apparatus
Fire Department, Received February 1, 2008
PROPOSALS RECEIVED: 10 year Total Cost
Oshkosh/Pierce Manufacturing $4,681,139.56
A
In addition, 17 other firms were contacted but did not return responses.
FISCAL NOTE:
3503-9900-7350-2004 - Sales Tax E - Fire Apparatus
2007-2008 Budget $ 1,080,000.00
Proposal No. 2375* $ 385,331.90
Balance $ 694,482.06
*The amount listed is the year one cost.
PAST PERFORMANCE:
The City does not have prior experience with the financing agent; however the apparatus
manufacturer has provided a number of units of this type for the City in the past. The company
provided apparatus as specified and awarded.
RECOMMENDATION:
Staff recommends award of a contract to Oshkosh Capital of Columbus, Ohio for a tax-
exempt lease/turn-in program for the purchase of fire apparatus. The total ten year cost is
$4,681,139.56; however, the City may choose to buy out at an earlier date.
ATTACHMENTS - SUPPORTING DOCUMENTATION _.
Signature b f1
Purcha ing gent ire Chief
I
•
LEASE-PURCHASE AGREEMENT 108578000
("Turn-In" Lease for Pierce Equipment)
• Dated as of March 4, 2008
Lessee Name: City of Jefferson
Lessee Street Address: 320 E. McCarty Street Jefferson City, MO 65101
1. EQUIPMENT LEASE. Subject to the terms of this Lease, Lessee leases the Equipment from
Oshkosh Capital ("Lessor"). This Lease's term ("Lease Term") begins on the date Lessor designates
below (the "Acceptance Date") and, unless terminated early as expressly provided herein, continues until
Lessee fully pays and performs all of its obligations hereunder.
2. CERTAIN DEFINITIONS. All terms defined herein apply equally to both the singular and plural
form of such terms. (a) "Equipment" means the property described in the Schedule, together with all
attachments, additions, accessions, improvements, replacements and substitutions thereto. (b) "Lien"
means any security interest, lien, mortgage, encumbrance, attachment levy, other judicial process or
claim of any nature whatsoever by or of any person. (c) "Lease" means this Lease-Purchase Agreement,
together with the Schedule and the exhibits, schedules and addenda attached hereto and thereto and
made a part hereof. (d) "Schedule" means the Schedule A-1 executed by Lessee and Lessor that is
attached to this Lease.
3. RENT PAYMENTS. Lessee will pay to Lessor the rent payments as set forth in the Schedule
("Rent Payments"). Part of each Rent Payment represents the payment of interest as set forth in the
Schedule. Lessee's obligation to pay Rent Payments, including interest therein, accrues as of the
Accrual Date stated in the Schedule. Rent Payments will be paid in U.S. dollars, without notice or
demand, at Lessor's office (or such other place as Lessor designates from time to time in writing).
EXCEPT AS SPECIFICALLY PROVIDED IN SECTION 5, THE OBLIGATION TO PAY RENT
PAYMENTS IS ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS AND IS NOT SUBJECT TO ANY
SETOFF DEFENSE COUNTERCLAIM ABATEMENT OR RECOUPMENT FOR ANY REASON. If
Lessor receives any payment from Lessee after the due date, Lessee shall pay Lessor on demand as a
late charge 5% of such overdue amount, limited, however, to the maximum legal amount.
4. ACCEPTANCE; FUNDING CONDITIONS. (a)°As between Lessee and Lessor, Lessee agrees
that (i) Lessee has received and inspected all Equipment; (ii) all Equipment is in good working
order and complies with all purchase orders, contracts and specifications; (iii) Lessee accepts all
Equipment for purposes of this Lease "as-is,where-is", and (iv) Lessee waives any right to revoke
its acceptance. (b) Lessor has no obligation to pay the Purchase Price of the Equipment as stated in the
Schedule (the "Purchase Price") unless all reasonable conditions established by Lessor ("Funding
Conditions") have been satisfied, including, without limitation, the following: (i) Lessee has signed and
delivered the Schedule; (ii) no Event of Default shall have occurred and be continuing; (iii) no material
adverse change shall have occurred in the Internal Revenue Code of 1986, as amended, and the related
regulations and rulings (collectively, the "Code"); (iv) no material adverse change shall have occurred in
the Lessee's financial condition or any supplier of the Equipment; (v) all representations of Lessee herein
remain true, accurate and complete; and (vi) Lessor has received all of the following documents, which
shall be reasonably satisfactory, in form and substance, to Lessor: (A) evidence of required insurance
coverage; (B) an opinion of Lessee's counsel; (C) reasonably detailed invoices for the Equipment; (D)
Uniform Commercial Code (UCC) financing statements; (E) copies of resolutions by Lessee's governing
body duly authorizing this Lease and incumbency certificates for the person(s) who have signed this
Lease; (F) such documents and certificates relating to the tax-exempt interest payable hereunder
(including, without limitation, IRS Form 8038G or 8O38GC) as Lessor may request; and (G) such other
documents and information previously identified by Lessor or otherwise reasonably requested by Lessor.
Lessee authorizes Pierce Manufacturing Inc. ("Manufacturer") or its dealer to complete the manufacturer's
statement of origin (MSO) and/or the certificate of title (COT) relating to the Equipment with Lessor's first
sole Lien noted thereon and to deliver such MSO or COT directly to Lessor.
5. TERMINATION FOR NON-APPROPRIATION. (a) Lessee represents and warrants: that it has
appropriated and budgeted the funds to make all Rent Payments for the remainder of the fiscal year in
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OUPUCATE
which the Lease Term commences and that it currently intends to make Rent Payments for the full Lease
Term if funds are appropriated for the Rent Payments in each succeeding fiscal year. Without
• contractually committing itself to do so, Lessee reasonably believes that moneys in an amount sufficient
to make all Rent Payments can, and will lawfully be, appropriated therefor. Lessee directs the person in
charge of its budget requests to include the Rent Payments payable during each fiscal year in the budget
request presented to Lessee's governing body for such fiscal year; provided, that Lessee's governing
body retains authority to approve or reject any such budget request. All Rent Payments shall be payable
out of the general funds of Lessee or out of other legally appropriated funds. The Lease will not be a
general obligation of Lessee and shall not constitute a pledge of either Lessee's full faith and credit or of
Lessee's taxing power. (b) If Lessee's governing body fails to appropriate sufficient funds in any fiscal
year for Rent Payments or other payments due hereunder and if other funds are not legally appropriated
for such payments, a "Non-Appropriation Event" will be deemed to have occurred. If a Non-Appropriation
Event occurs, then: (1) Lessee shall give Lessor immediate notice of such Non-Appropriation Event; (ii) on
the Return Date, Lessee shall return to Lessor all of the Equipment, at Lessee's sole expense, in
accordance with Section 19; and (c) the Lease shall terminate on the Return Date without penalty to
Lessee, provided, that Lessee shall pay all Rent Payments and other amounts payable under the Lease
for which funds shall have been appropriated, provided further, that Lessee shall pay month-to-month rent
at the rate set forth in the Schedule for each month that Lessee fails to so return the Equipment. "Return
Date" means the last day of the fiscal year for which appropriations were made for the Rent Payments
due hereunder.
6. NO WARRANTY BY LESSOR. Lessor hereby assigns to Lessee any assignable manufacturer's
or supplier's warranties. Lessor authorizes Lessee to obtain the customary services furnished in
connection with such warranties at Lessee's sole expense. The Equipment is sold "AS IS". LESSEE
ACKNOWLEDGES THAT LESSOR DID NOT MANUFACTURE THE EQUIPMENT. LESSOR DOES
NOT REPRESENT THE MANUFACTURER, OWNER, OR DEALER, AND LESSEE SELECTED THE
EQUIPMENT BASED UPON LESSEE'S OWN JUDGMENT. LESSOR MAKES NO WARRANTIES,
• EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE OR OTHERWISE OR AS TO THE EQUIPMENT'S VALUE, DESIGN,
CONDITION, USE, CAPACITY OR DURABILITY. LESSEE AGREES THAT REGARDLESS OF
CAUSE, LESSOR IS NOT RESPONSIBLE FOR, AND LESSEE WILL NOT MAKE ANY CLAIM
AGAINST LESSOR FOR, ANY DAMAGES, WHETHER CONSEQUENTIAL, DIRECT, SPECIAL OR
INDIRECT INCURRED BY LESSEE IN CONNECTION WITH THE EQUIPMENT OR THIS LEASE-
PURCHASE AGREEMENT. NEITHER THE MANUFACTURER, THE DEALER, NOR ANY
SALESPERSON, EMPLOYEE OR AGENT OF THE DEALER OR MANUFACTURER, IS LESSOR'S
AGENT OR HAS ANY AUTHORITY TO SPEAK FOR LESSOR OR TO BIND LESSOR IN ANY WAY.
Lessee agrees that (a) all Equipment will have been purchased in accordance with Lessee's
specifications from manufacturer's and suppliers selected by Lessee, (b) Lessor is not a manufacturer or
dealer of any Equipment and has no liability for the delivery or installation of any Equipment,.(c) Lessor
assumes no obligation with respect to any manufacturer's or supplier's product warranties or guaranties,
(d) no manufacturer or supplier or any representative of either is an agent of Lessor, (e) any warranty,
representation, or agreement made by any manufacturer or supplier or any representative thereof shall
not be binding upon Lessor, and (f) Lessor is paying the Purchase Price solely in connection with this
Lease.
7. TITLE; SECURITY INTEREST. (a) Title to the Equipment is vested in Lessee, subject to Lessor's
security interest therein and all of Lessor's other rights hereunder including, without limitation, Sections 5,
18, and 19. (b) As collateral security for the Secured Obligations, Lessee hereby grants to Lessor a first
priority security interest in the Equipment (now existing or hereafter acquired) and any and all proceeds
thereof. Lessee agrees to execute and deliver to Lessor all necessary documents to evidence and
perfect such security interest, including, without limitation, UCC financing statements. (c) "Secured
Obligations" means Lessee's obligations to pay all Rent Payments and all other amounts due and
payable hereunder and to perform and observe all covenants, agreements and conditions (direct or
indirect, absolute or contingent, due or to become due, or existing or hereafter arising) of Lessee
• hereunder.
8. MAINTENANCE; OPERATION. At its sole expense, Lessee will: (a) repair and maintain the
Equipment in good condition and working order in accordance with manufacturer's instructions; (b) supply
and install all replacement parts or other devices when required to so maintain the Equipment or when
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PAUPLICATE
required by applicable law or regulation, which parts or devices shall automatically become part of the
Equipment; (c) use all Equipment in a careful manner in the normal course of its operations and only for
• the purposes for which it was designed in accordance with the manufacturer's warranty requirements;
and (d) comply with all laws and regulations relating to the Equipment. Lessor will not provide any
maintenance or other service for any Equipment. Lessee will not make any alterations, additions or
improvements ("Improvements") to any Equipment without Lessor's prior written consent unless the
Improvements may be readily removed without damage to the operation, value or utility of the Equipment,
but any such Improvements not removed prior to this Lease's termination shall automatically become part
of the Equipment.
9. LOCATION; INSPECTION. The Equipment will not be removed from, or if the Equipment is rolling
stock, its permanent base will not be changed from, the location specified in the Schedule (the "Location")
without Lessor's prior written consent which will not be unreasonably withheld. The Equipment is, and will
remain, personal property and will not be deemed to be affixed or attached to real estate or any building.
Upon reasonable notice, Lessor may enter the Location or elsewhere during normal business hours to
inspect the Equipment.
10. LIENS; SUBLEASES; TAXES. (a) Lessee will keep all Equipment free and clear of all Liens
except those Liens created hereunder. Lessee shall not sublet or lend any Equipment or permit it to be
used by anyone other than Lessee or Lessee's employees. (b) Lessee will pay when due all Taxes which
may now or hereafter be imposed upon any Equipment or its ownership, leasing, rental, sale, purchase,
possession or use, upon the Lease or upon any Rent Payments or any other payments due under the
Lease. If Lessee fails to pay such Taxes when due, Lessor has the right, but not the obligation, to pay
such Taxes. If Lessor pays any such Taxes, Lessee will, upon demand, immediately reimburse Lessor
therefor. "Taxes" means present and future taxes, levies, duties, assessments or other governmental
charges that are not based on the net income of Lessor, whether they are assessed to or payable by
Lessee or Lessor, including, without limitation (i) sales, use, excise, licensing, registration, titling, gross
receipts, stamp and personal property taxes, and (ii) interest, penalties or fines on any of the foregoing.
• 11. RISK OF LOSS. (a) Lessee bears the entire risk of loss, theft, damage or destruction of the
Equipment in whole or in part from any reason whatsoever ("Casualty Loss"). No Casualty Loss to any
Equipment shall relieve Lessee from the obligation to make any Rent Payments or to perform any other
obligation hereunder. Proceeds of any insurance recovery will be applied to Lessee's obligations under
this Section 11. If a Casualty Loss occurs to any Equipment, Lessee shall immediately notify Lessor, and
Lessee shall, unless otherwise directed by Lessor, immediately repair the same. (b) If Lessor determines
that any item of Equipment has suffered a Casualty Loss beyond repair ("Lost Equipment"), Lessee shall
either (i) immediately replace the Lost Equipment with similar equipment in good repair, condition and
working order free and clear of any Liens (except Lessor's Liens), in which event such replacement
equipment shall automatically be Equipment hereunder, and deliver to Lessor true and complete copies
of the invoice or bill of sale covering the replacement equipment; or.(ii) on the earlier of 60 days after the
Casualty Loss or the next scheduled Rent Payment date, pay Lessor (A) all amounts owed by Lessee
hereunder, including the Rent Payments due on or accrued through such date plus (B) an amount equal
to the Termination Value as of the Rent Payment date (or if the Casualty Loss payment is due between
Rent Payment dates, then as of the Rent Payment date preceding the date that the Casualty Loss
payment is due) set forth in the Schedule. If Lessee is making such payment with respect to less than all
of the Equipment, Lessor will provide Lessee with the pro rata amount of the Rent Payment and
Termination Value to be paid by Lessee with respect to the Lost Equipment and a revised Schedule. (c)
To the extent not prohibited by State law, Lessee shall bear the risk of loss for, shall pay directly, and
shall defend against any and all claims, liabilities, proceedings, actions, expenses (including reasonable
attorney's fees), damages or losses arising under or related to any Equipment, including, but not limited
to, the possession, ownership, lease, use or operation thereof. These obligations of Lessee shall survive
any expiration or termination of this Lease. Lessee shall not bear the risk of loss of, nor pay for, any
claims, liabilities, proceedings, actions, expenses (including attorney's fees), damages or losses which
arise directly from events occurring after any Equipment has been returned by Lessee to Lessor in
• accordance with the terms hereof or which arise directly from Lessor's gross negligence or willful
misconduct.
12. INSURANCE. (a) Lessee at its sole expense shall at all times keep all Equipment insured against
all Casualty Losses in an amount not less than the Equipment's Termination Value. Proceeds of
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insurance covering damage or loss of any Equipment shall be payable to Lessor as loss payee. (b) The
Total Sale Price as set forth on the Schedule does not include the payment of any premium for any
• liability insurance coverage for bodily injury and/or property damage caused to others and no such
insurance will be purchased by Lessor. (c) Lessee at its sole expense shall at all times carry public
liability and third party property damage insurance in amounts reasonably satisfactory to Lessor
protecting Lessee and Lessor from liabilities for injuries to persons and damage to property of others
relating in any way to any Equipment. Proceeds of such public liability or property insurance shall be
payable first to Lessor as additional insured to the extent of its liability and then to Lessee. All insurers
will be reasonably satisfactory to Lessor. Lessee will promptly deliver to Lessor satisfactory evidence of
required insurance coverage and all renewals and replacements thereof. Each insurance policy will
require that the insurer give Lessor at least 30 days prior written notice of any such cancellation of such
policy and will require that Lessor's interests remain insured regardless of any act, error,
misrepresentation, omission or neglect of Lessee. The insurance maintained by Lessee shall be primary
without any right of contribution from insurance which may be maintained by Lessor.
13. PURCHASE OPTION. Upon 60 days prior written notice by Lessee to Lessor and if no Event of
Default then exists, Lessee may purchase the Equipment on any Rent Payment due date by paying to
Lessor all Rent Payments then due (including accrued interest, if any) plus the Termination Value amount
set forth on the Schedule for such date. Upon satisfaction by Lessee of the foregoing purchase
conditions, Lessor shall release its Lien on the Equipment and Lessee shall retain its title to such
Equipment"AS-IS, WHERE-IS", without representation or warranty by Lessor, express or implied, except
for a representation that the Equipment is free and clear of any Liens created by Lessor.
14. REPRESENTATIONS AND WARRANTIES. Lessee represents and warrants that: (a) Lessee has
full power, authority and legal right to execute and deliver the Lease and to perform its obligations under
the Lease, and all such actions have been duly authorized by appropriate findings and actions of
Lessee's governing body; (b) the Lease has been duly executed and delivered by Lessee and is a legal,
valid and binding obligation of Lessee, enforceable in accordance with its terms; (c) the Lease is
• authorized under, and the authorization, execution and delivery of the Lease complies with, all applicable
federal, state and local laws and regulations (including, but not limited to, all open meeting, public bidding
and property acquisition laws) and all applicable judgments and court orders; (d) the execution, delivery
and performance by Lessee of its obligations hereunder will not result in a breach or violation of, nor
constitute a default under, any agreement, lease or other instrument to which Lessee is a party or by
which Lessee's properties may be bound or affected; (e) there is no pending, or to the best of Lessee's
knowledge threatened, litigation of any nature which may have a material adverse effect on Lessee's
ability to perform its obligations under the Lease; and (f) Lessee is a state, or a political subdivision
thereof, as referred to in Section 103 of the Code, and Lessee's obligation hereunder constitutes an
enforceable obligation issued on behalf of a state or a political subdivision thereof.
15 TAX COVENANTS. Lessee covenants that it: (a) shall comply with all of the requirements of
Sections 149(a) and 149(e) of the Code, as they may be amended from time to time, including, but not
limited to, executing and filing Internal Revenue Form 8038G or 8038GC, as the case may be, and any
other information statements reasonably requested by Lessor; (b) shall not do (or cause to be done) any
act which will cause, or by omission of any act allow, the Lease to be an "arbitrage bond" within the
meaning of Section 148(a) of the Code or the Lease to be a "private activity bond" within the meaning of
Section 141(a) of the Code; and (c) shall not do (or cause to be done) any act which will cause, or by
omission of any act allow, the interest portion of any Rent Payments to be or become includable in gross
income for federal income taxation purposes under the Code.
16. ASSIGNMENT. (a) Lessee shall not assign, transfer, pledge, hypothecate, nor grant any Lien on,
nor otherwise dispose of, this Lease or any Equipment or any interest in this Lease or Equipment. (b)
Lessor may assign its rights, title and interest in and to this Lease or any Equipment, and/or may grant or
assign a security interest in this Lease and its Equipment, in whole or in part, to any party at any time.
Any such assignee or lien holder (an "Assignee") shall have all of the rights of Lessor under the
• applicable Lease. LESSEE WILL NOT ASSERT AGAINST ANY ASSIGNEE ANY CLAIMS,
ABATEMENTS, SETOFFS, COUNTERCLAIMS, RECOUPMENT OR ANY OTHER SIMILAR
DEFENSES WHICH LESSEE MAY HAVE AGAINST LESSOR. Unless Lessee agrees otherwise in
writing, any such assignment transaction shall not release Lessor from any of Lessor's obligations under
this Lease. An assignment or reassignment of any of Lessor's rights, title or interest in the Lease or its
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�.J,✓1;�e.�w3+Y11h1
Equipment will be enforceable against Lessee only after Lessee receives a written notice of assignment
which discloses the name and address of each such Assignee. For purposes of Section 149 of the Code,
• Lessee hereby appoints Lessor(or Lessor's designee) as the book entry and registration agent to keep a
complete record of any and all assignments of this Lease. Lessee agrees to acknowledge in writing any
such assignments if so requested. (c) Subject to the foregoing, this Lease inures to the benefit of and is
binding upon the heirs, executors, administrators, successors and assigns of the parties hereto.
17. EVENTS OF DEFAULT. "Event of Default" means the occurrence of any one or more of the
following: (a) Lessee fails to make any Rent Payment (or any other payment) as it becomes due
hereunder, and any such failure continues for 10 days after the due date thereof; (b) Lessee fails to
perform any of its obligations under Sections 10(a), 12, or 16(a); (c) Lessee fails to perform or observe
any other condition or agreement to be performed or observed by it hereunder and such failure is not
cured within 30 days after receipt of Lessor's written notice thereof; (d) any statement, representation or
warranty made by Lessee herein or in any writing delivered by Lessee in connection therewith proves at
any time to have been false or misleading in any material respect as of the time when made; (e) Lessee
applies for, or consents to, the appointment of a receiver, trustee, conservator or liquidator of Lessee or of
all or a substantial part of its assets, or a petition for relief is filed by Lessee under any federal or state
bankruptcy, insolvency or similar law, or a petition in a proceeding under any federal or state bankruptcy,
insolvency or similar law is filed against Lessee and is not dismissed within 60 days thereafter; or (f)
Lessee shall be in default under any other lease or under any other financing agreement executed at any
time with Lessor.
18 REMEDIES. (a) If any Event of Default occurs, Lessor may, at its option, do one or more of the
following: (i) require Lessee to pay all amounts then currently due hereunder and all remaining Rent
Payments to become due hereunder, together with interest on such amounts at the rate of 12% per
annum (but not to exceed the highest rate permitted by applicable law) from the date of Lessor's demand
for such payment; (ii) require Lessee to promptly return all Equipment to Lessor in the manner set forth in
Section 19, (iii) enter upon the premises where any Equipment is located and repossess such Equipment
. without demand or notice, without any court order or other process of law and without liability for any
damage occasioned by such repossession; (iv) sell, lease or otherwise dispose of any Equipment, in
whole or in part, in one or more public or private transactions, and if Lessor so disposes of any
Equipment, Lessor will retain the entire proceeds of such disposition free of any claims of Lessee,
provided, that if the net proceeds of the disposition of all the Equipment exceeds the applicable
Termination Value plus the amounts payable by Lessee under this Section's clauses (a)(i) and (a)(vii),
then such excess amount shall be remitted by Lessor to Lessee; (v) terminate, cancel or rescind this
Lease as to any and all Equipment; (vi) exercise any other right, remedy or privilege which may be
available to Lessor under applicable law or, by appropriate court action at law or in equity, Lessor may
enforce any of Lessee's obligations under the Lease; and/or (vii) require Lessee to pay all of Lessor) out-
of-pocket costs and expenses incurred as a result (directly or indirectly) of the Event of Default and/or of
Lessor's actions under this Section, including, without limitation, any attorney fees and expenses and any
costs related to the repossession, safekeeping, storage, repair, reconditioning or disposition of any
Equipment. (b) None of the above remedies is exclusive, but each is cumulative and in addition to any
other available remedy. Exercise of one or more remedies will not preclude its exercise of any other
remedy. No delay or failure in exercising any remedy hereunder shall operate as a waiver thereof nor as
an acquiescence in any default. No single or partial exercise of any remedy precludes any other exercise
thereof or the exercise of any other remedy.
19. EQUIPMENT RETURN. If Lessor is entitled to obtain possession of any Equipment under the
provisions of this Lease or if Lessee is obligated at any time to return any Equipment, then (a) title to the
Equipment shall vest in Lessor immediately upon Lessor's notice thereof to Lessee, and (b) Lessee shall,
at its sole expense and risk, immediately de-install, disassemble, pack, crate, insure and return the
Equipment to Lessor (all in accordance with applicable industry standards) at any location in the
continental United States selected by Lessor. The Equipment shall be in the same condition as when
Lessee received it (except reasonable wear, tear and depreciation resulting from normal and proper use);
• shall be in good operating order and maintenance as required hereunder; shall be free and clear of any
Liens (except Lessor's Lien); and shall comply with all applicable laws and regulations. Until the
Equipment is returned as required above, this Lease shall remain in full force including, without limitation,
the obligations to pay Rent Payments and to insure the Equipment. Lessee will execute and deliver to
Lessor all documents reasonably requested by Lessor to evidence the transfer of the Equipment's legal
5
and beneficial title to Lessor and to evidence the termination of Lessee's interest in the Equipment.
• 20. LAW GOVERNING. Each lease shall be governed by the laws of the state of the lessee (The
"State").
21. FINANCIAL INFORMATION; INDEMNITY; POWER OF ATTORNEY. As soon as they are
available after their completion in each fiscal year of Lessee during the Lease Term, Lessee will deliver to
Lessor upon Lessor's request the publicly available annual financial information of Lessee. Lessee shall
indemnify, hold harmless and, if Lessor requests, defend Lessor and its shareholders, affiliates,
employees, dealers and agents against all Claims directly or indirectly arising out of or connected with (a)
the manufacture, installation, use, lease, possession or delivery of the Equipment, (b) any defects in the
Equipment, any wrongful act or omission of Lessee, or its employees and agents, or (c) any claims of
alleged breach by Lessee of this Lease-Purchase Agreement or any related document. "Claims" means
all losses, liabilities, damages, penalties, expenses (including attorney's fees and costs), claims, actions
and suits, whether in contract, tort or otherwise. Lessee hereby appoints Lessor its true and lawful
attorney-in-fact (with full power of substitution) to (i) prepare any instrument, certificate of title or financing
statement covering the Equipment or otherwise protecting Lessor's interest in the Equipment, to sign
Lessee's name with the same force and effect as if signed by Lessee, and to file same at the proper
location(s); and (ii) make claims for, receive payment of, and execute and endorse all documents, checks
or drafts for loss, theft, damage or destruction to the Equipment under any insurance.
22. MISCELLANEOUS. (a) All section headings in the Lease are for reference only and do not define
or limit the scope of any provision hereof. (b) This Lease may be executed in several counterparts, each
of which shall be deemed an original, but all of which shall be deemed one instrument. Only one
counterpart of this Lease will be marked "Lessor's Original". All other counterparts will be deemed
duplicates. An assignment of, or security interest in, this Lease may be created through transfer and
possession only of the counterpart marked "Lessor's Original". (c) This Lease constitutes the entire
• agreement between the parties with respect to the lease of the Equipment. This Lease shall not be
modified or amended except with the written consent of Lessee and Lessor. Any provision of this Lease
found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the
remainder of the Lease. (d) All notices to be given hereunder shall be in writing and either personally
delivered or mailed by regular or certified mail or sent by an overnight courier delivery company to the
other party at its address set forth herein or at such address as the party may provide in writing from time
to time. Any such notices shall be deemed to have been received 5 days after mailing if sent by regular
or certified mail, or on the next business day if sent by overnight courier, or on the day of delivery if
delivered personally.
OPTIONS AT.END OF LEASE TERM. At the end of the Lease Term, Lessee.shall have the options set
forth in the End-Of-Lease Term Options Rider that is attached to and made a part of the Lease if and only
if said End-Of-Lease Term Options Rider has been executed by Lessee, Lessor and Manufacturer or
Manufacturer's designee.
City of Jefferso Oshkosh Capital
("Lessee") J ("Lessor")
By: B
can D. McAlister
Title: Title Sr.VinA President
320 E. McCarty Street 155 East Broad Street, Locator 16-0056
Jefferson City, MO 65101 Columbus, OH 45215
r
6
�66
SCHEDULE A-1 TO LEASE-PURCHASE AGREEMENT
• This Schedule A-1, (the "Schedule") is attached and made a part of the Lease-Purchase Agreement No.
108578000, together with all exhibits, schedules, addenda, and other attachments thereto, executed by Lessee
and Lessor (the "Lease"). Unless otherwise defined herein, capitalized terms will have the same meaning
ascribed to them in the Lease. To the extent that there is any conflict between the terms of the Lease and this
Schedule, the terms of this Schedule shall control.
1. EQUIPMENT DESCRIPTION. As used in the Lease, "Equipment" means all of the property described in
this Schedule and all attachments, additions, accessions, parts, repairs, improvements, replacements and
substitutions thereto.
2. ESSENTIAL USE; CURRENT INTENT OF LESSEE. Lessee represents that 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 and 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 authority. Lessee currently intends for the full
Lease Term: to use the Equipment; to continue this Lease; and (if applicable) to make Rent Payments if funds
are appropriated.in each fiscal year by its governing body.
3. BANK QUALIFIED. LESSEE CERTIFIES THAT IT HAS DESIGNATED THIS LEASE-PURCHASE
AGREEMENT 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.
4. EQUIPMENT LOCATION & DESCRIPTION.
• City of Jefferson, Missouri
305 E. Miller Street , Jefferson City, MO 65101, Cole County
(5) Pierce XT Pumpers VIN# VIN#
VIN# VIN# VIN#
(1) Pierce Arrow XT 100' Platform VIN#
(1) Pierce Arrow XT Heavy Duty Ladder VIN#
See Exhibit A-1 for the additional equipment listing
5. LEASE PAYMENT SCHEDULE.
(a) Accrual Date: March 7, 2008
(b) Amount Financed:
Equipment Purchase Price $3.435,140.00
Additional Equipment $86,742.00
ii. Purchase Price Deductions $0.00
Prepay Discounts $132.944.00
• Trade In $0.00
iii. Total Amount Financed (Cash Sale Price minus $3,388,938.00
Purchase Price Deductions)
(c) Payment Schedule:
i
Accrual Date: March 7, 2008
Rent Payment Rent Payment Rent Payment Interest Termination
Number Date Amount Portion Principal Portion Value
1 3/7/2009 373,074.71 169,070.83 204,003.88 3,248,632.80
2 3/7/2010 373,074.71 158,893.27 214,181.44 3,030,167.73
3 3/7/2011 373,074.71 148,207.97 224,866.74 2,800,803.66
4 3/7/2012 373,074.71 136,989.59 236,085.12 2,559,996.84
5 3/7/2013 373,074.71 125,211.53 247,863.18 2,307,176.39
6 3/7/2014 373,074.71 112,845.87 260,228.84 2,041,742.98
7 3/7/2015 373,074.71 99,863.31 273,211.40 1,763,067.35
8 3/7/2016 373,074.71 86,233.06 286,841.65 1,470,488.87
9 3/7/2017 373,074.71 71,922.81 301 151.90 1,163,313.93
10 3/7/2018 373,074.71 56,898.63 316,176.08 840,814.33
11 4/7/2018 827,820.56 3,492.79 824,327.77 0.00
City of Jefferson Oshkosh Capital
("Lessee") ("Lessor")
By: -
Sean D. McAlister
• Title: Title: Sr.Vice President
END-OF-LEASE TERM OPTIONS RIDER
(Including "Turn In" Option)
Lease-Purchase Agreement Number 108578000 Dated March 4, 2008
Lessee: City of Jefferson
Balloon Rent Payment: $827,820.56 (Payable at the End of the Lease Term)
Reference is made to the above Lease-Purchase Agreement together with its Schedule A-1 and
all related agreements ("Lease") between Oshkosh Capital ("Lessor") and the above Lessee ("Lessee").
Unless otherwise defined herein, capitalized terms defined in the Lease shall have the same meaning
when used herein. Lessee and Lessor agree that this Rider is attached to and made a part of the Lease.
1. THREE OPTIONS AT THE END OF THE LEASE TERM. At the end of the Lease Term, Lessee
shall have the following three options (provided, that if Lessee fails to furnish the advance written
notice as required in paragraphs 3 or 4 below, then Lessee shall automatically be obligated to pay
in full the amounts set forth in paragraph 2 below): (i) Lessee may pay the Balloon Rent Payment
and all other amounts set forth in paragraph 2 below; or (ii) subject to the requirements of paragraph 3
below, Lessee may turn in the Equipment to Pierce Manufacturing Inc. ("Pierce") and Lessee shall agree
to acquire a new fire truck supplied by Pierce or Pierce's designated dealer; or (iii) subject to the
requirements of paragraph 4 below, Lessee may re-finance the Balloon Rent Payment.
2. BALLOON RENT PAYMENT. Unless Lessee has made an effective and timely election under
paragraphs 3 or 4 below, at the end of the Lease Term, Lessee shall pay Lessor the Balloon Rent
Payment together with all other unpaid Rent Payments and all other amounts then due and payable by
Lessee under the Lease and thereafter the Lease shall terminate in accordance with Section 13 of the
• Lease. "Balloon Rent Payment" means the amount set forth above as the Balloon Rent Payment.
Lessee expressly agrees that if it fails to furnish the advance written notice as required in paragraphs 3 or
4 below, then Lessee shall automatically be obligated to pay to Lessor in full the amounts set forth in this
paragraph 2.
3. "TURN-IN" OPTION WITH RETURN & MAINTENANCE REQUIREMENTS. If and only if Lessee
sends written notice to Lessor and Pierce that Lessee elects to exercise Lessee's rights under this
paragraph 3 at least 18 months (but no more than 24 months) before the end of the Lease Term, then
Lessee agrees for the benefit of both Lessor and Pierce that: (a) Lessee shall return the Equipment to
Pierce in accordance with subparagraphs 3.1 and 3.2 below; (b) Lessee shall enter into a binding contract
with Pierce (or Pierce's designated dealer) to acquire a Replacement Fire Truck in accordance with
subparagraph 3.4 below; and (c) Lessee shall pay in full all amounts set forth in subparagraphs 3.1, 3.2
and 3.3 below. If and only if (i) Lessee complies in full with all of the requirements of this paragraph 3,
then Lessee shall not be obligated to pay Lessor the Balloon Rent Payment at the end of the Lease Term.
Lessee acknowledges that Pierce is the intended third party beneficiary of the terms and conditions of this
paragraph 3, and Lessee agrees that Pierce, directly in its own name and for its own benefit, may
demand performance of and enforce any or all of Lessee's obligations as set forth in this paragraph 3
3.1 If Lessee has made an effective and timely election under the above terms of this
paragraph 3, then at the end of the Lease Term, Lessee shall return the Equipment to Pierce at a
location selected by Pierce and Lessee agrees for the benefit of both Lessor and Pierce that the
Equipment shall comply with the following return and maintenance conditions on such date, all as
determined by Pierce in its sole discretion: (1) during the Lease Term, Lessee shall have properly
maintained the Equipment, including, without limitation, all oil supplies, lubrication, brake and hydraulic
fluids, refrigeration fluids, filters and pollution control devices of the Equipment; (2) all paint shall be in
normal condition without excessive scratches, dents and chips, all graphics must be professionally
removed so that the exterior is in "trade-in" condition, and any paint or body repair exceeding $500.00
• shall be completed at Lessee's expense; (3) all electrical components shall be fully operational and shall
pass the Pierce QSD113 electrical test (or its reasonable equivalent as determined by Pierce); (4) all
pumps must pass NFPA standard 1911 third-party certification (or its reasonable equivalent as
determined by Pierce); (5) engines shall perform according to original equipment manufacturer (OEM)
specifications without excessive fluid leaks or blow by (as specified in the owner's manual or its
equivalent); (6) the transmissions shall shift properly at rated loads and speeds and the mechanical
• drivelines, differentials and final drives shall be in good condition without leaks or excessive vibration; (7)
air conditioning units shall be fully functional and cooling to their rated capacity; (8) all environmental
equipment shall be fully functional; (9) the engine and exhaust systems shall conform to all federal and
state emissions standards; (10) replacement parts installed on the Equipment shall have been supplied
by approved OEM suppliers; (11) all brakes shall have at least 50% remaining useful life; (12) each tire
shall have at least 50% remaining useful life, shall be of original size and rated capacity and shall not
have any material damage, and any tire not satisfying said standards shall be replaced at Lessee's
expense; (13) frame and structural members must be structurally sound and without breaks or cracks;
(14) glass shall not be cracked or broken; (15) batteries must hold their rated charge for 72 hours; (16)
any cost to repair damage to the chassis interior (including seat surfaces, headliners, door panels, dash
and radio equipment mounting) exceeding $500.00 shall be paid by Lessee; (17) aerials must pass NFPA
standard 1914 third-party certification (or its reasonable equivalent as determined by Pierce); (18) any
cost exceeding $1,000.00 in total to repair physical damage to hosebed areas, crosslays, compartment
interiors and treadplate surfaces shall be paid by Lessee; (19) all gauges and meters shall be fully
operational; (20) Lessee shall pay all out-of-pocket costs incurred by Pierce or its agent to transport the
Equipment to the location specified by Pierce and to insure the Equipment during such transportation;
and (21) Lessee shall have maintained the Equipment in compliance with Section 8 of the Lease.
3.2 At the time of Lessee's return of the Equipment to Pierce, (a) Lessee shall provide a
historical record of all maintenance and repairs of the Equipment and periodic lubrication analyses done
during the Lease Term in order to verify Lessee's compliance with the foregoing return and maintenance
conditions, and (b) Lessee shall transfer good title to the Equipment free and clear of all Liens to
Oshkosh Capital (or its designee) and deliver a Certificate of Title and such other documents as
Oshkosh Capital reasonably requests in connection with such transfer of title. Within 20 days of Lessee's
return of the Equipment, Pierce and/or its authorized agents will conduct a comprehensive road test, take
lubrication testing samples from the engine, transmission and differential (and such lubricant tests must
• show no contaminants or excessive metal particles) and conduct other tests in order to determine
whether the Equipment complies with the foregoing return and maintenance requirements and Lessee
shall pay all costs and expenses necessary to make the Equipment comply with the foregoing return and
maintenance requirements. All sums due under this paragraph 3 shall be paid to Pierce promptly upon
Pierce's written demand and if said sums are not so paid by Lessee within 10 days from the demand
date, Lessee shall pay Pierce on demand as a late charge 5% of such overdue amount, limited, however,
to the maximum legal amount.
3.3 If Lessee intends to exercise its rights under this paragraph 3 and if at the time of Lessee's
return of the Equipment to Pierce at the end of the Lease Term the mileage recorded on the Equipment's
odometer is greater than the Maximum Mileage noted below, then Lessee shall pay to Pierce an excess
usage fee amount equal to the Excess Usage Fee stated below for each mile in excess of the Maximum
Mileage stated below:
Maximum Mileage at the End of the Lease Term: 100,000 miles per truck
Excess Usage Fee: Pumper$3.97 per mile per truck
100' Platform Ladder$8.05 per mile
100" Ladder$5.99 per mile
3.4 No later than 18 months before the end of the Lease Term, Lessee shall have entered into a
binding written contract with Pierce or Pierce's designated dealer(which contract remains in effect at all
relevant times) to acquire a new fire truck (a"Replacement Fire Truck") from Pierce or Pierce's
designated dealer; provided, that (a) the terms and conditions of said contract shall be reasonably
• satisfactory to Pierce or Pierce's designated dealer, and (b) the acquisition cost of the Replacement Fire
Truck shall not be less than the Balloon Rent Payment; and the acquisition shall be financed by Oshkosh
Capital.
3.5 After careful consideration of the Lessor's Cost of the Equipment, of the length of the Lease
Term, of the physical, technical and performance characteristics of the Equipment, of the anticipated
• obsolescence of and Lessee's intended use of the Equipment, and of all other relevant factors, Lessee
represents and warrants to Lessor and Pierce that Lessee has no current fixed intention to exercise its
option under this paragraph 3.
3.6 If Pierce determines that the "turn-in" conditions set forth herein have not been satisfied by
Lessee, then the "turn-in" option of Lessee set forth in this paragraph 3 shall be void and Lessee shall be
obligated to pay to Oshkosh Capital in full the amounts set forth in paragraph 2 above.
4. RE-FINANCE OPTION. If and only if Lessee sends written notice to Lessor that Lessee elects to
exercise Lessee's rights under this paragraph 4 at least 3 months (but no more than 6 months) before
the end of the Lease Term, then Lessor agrees to re-finance the Balloon Rent Payment with Lessee so
long as all of the following conditions are satisfied in full: (a) Lessor in its sole discretion approves in
writing the extension of credit to Lessee in connection with said re-financing; (b) the interest rate and term
of the re-financing shall be mutually acceptable to Lessor and Lessee (provided, that if for any reason
Lessor and Lessee fail to agree on the interest rate and term for the re-financing, then Lessor shall have
no obligation to re-finance the Balloon Rent Payment); (c) Lessee shall execute and deliver to Lessor
such agreements as Lessor reasonably requires for such re-financing including, but not limited to, (i) an
amendment of the Lease and its Schedule to reflect the terms of the re-financing approved by Lessor; (ii)
no Event of Default under the Lease shall have occurred and be continuing; (iii) no material adverse
change shall have occurred in the Internal Revenue Code of 1986, as amended, and the related
regulations and rulings (collectively, the "Code"); (iv) all representations of Lessee in the Lease remain
true, accurate and complete; and (v) Lessor has received all of the following documents, which shall be
reasonably satisfactory, in form and substance, to Lessor (A) evidence of required insurance coverage;
(B) an opinion of Lessee's counsel; (C) copies of resolutions by Lessee's governing body authorizing the
re-financing of the Lease and incumbency certificates for the person(s) who will sign the required
documents for the re-financing; (D) such documents and certificates relating to the tax-exempt interest
payable in connection with the re-financing (including, without limitation, IRS Form 8038G or 8038GC) as
Lessor may request; and (E) such other documents and information as are reasonably requested by
Lessor.
City of Jefferson Oshkosh Capital
(Lessee a ("Lessor")
By: By:
Sean D. McAlister
Title: a Title: Sr.Vice President
Pierce Manufacturing Inc.,solely for the purposes of
acknowledging the Balloon Rent Payment and its status as
Third-Party beneficiary under certain terms of this Agreement.
By:
Title:
•
3.5 After careful consideration of the Lessor's Cost of the Equipment, of the length of the Lease
Term, of the physical, technical and performance characteristics of the Equipment, of the anticipated
obsolescence of and Lessee's intended use of the Equipment, and of all other relevant factors, Lessee
represents and warrants to Lessor and Pierce that Lessee has no current fixed intention to exercise its
option under this paragraph 3.
.3.6 If Pierce determines that the "turn-in" conditions set forth herein have not been satisfied by
Lessee, then the "turn-in" option of Lessee set forth in this paragraph 3 shall be void and Lessee shall be
obligated to pay to Oshkosh Capital in full the amounts set forth in paragraph 2 above.
4. RE-FINANCE OPTION. If and only if Lessee sends written notice to Lessor that Lessee elects to
exercise Lessee's rights under this paragraph 4 at least 3 months (but no more than 6 months) before
the end of the Lease Term, then Lessor agrees to re-finance the Balloon Rent Payment with Lessee so
long as all of the following conditions are satisfied in full: (a) Lessor in its sole discretion approves in
writing the extension of credit to Lessee in connection with said re-financing; (b) the interest rate and term
of the re-financing shall be mutually acceptable to Lessor and Lessee (provided, that if for any reason
Lessor and Lessee fail to agree on the interest rate and term for the re-financing, then Lessor shall have
no obligation to re-finance the Balloon Rent Payment); (c) Lessee shall execute and deliver to Lessor
such agreements as Lessor reasonably requires for such re-financing including, but not limited to, (i) an
amendment of the Lease and its Schedule to reflect the terms of the re-financing approved by Lessor; (ii)
no Event of Default under the Lease shall have occurred and be continuing; (iii) no material adverse
change shall have occurred in the Internal Revenue Code of 1986, as amended, and the related
regulations and rulings (collectively, the "Code"); (iv) all representations of Lessee in the Lease remain
true, accurate and complete; and (v) Lessor has received all of the following documents, which shall be
reasonably satisfactory, in form and substance, to Lessor (A) evidence of required insurance coverage;
(B) an opinion of Lessee's counsel; (C) copies of resolutions by Lessee's governing body authorizing the
re-financing of the Lease and incumbency certificates for the person(s) who will sign the required
documents for the re-financing; (D) such documents and certificates relating to the tax-exempt interest
payable in connection with the re-financing (including, without limitation, IRS Form 8038G or 8038GC) as
Lessor may request; and (E) such other documents and information as are reasonably requested by
Lessor.
City of Jefferson Oshkosh Capital
(Lessee Name) ("Lessor")
By: By:
Title: Title:
Pierce Manufacturing Inc.,solely for the purposes of
acknowledging the Balloon Rent Payment and its status as
Third-Party bene ciary under certain terms of this Agreement.
Title
•
CERTIFICATE OF INCUMBENCY
•
Lessee: City of Jefferson
Lease Schedule No.: 108578000 Dated: March 4, 2008
I, the undersigned Secretary/Clerk identified below, do hereby certify that I am the duly elected or
appointed and acting Secretary/Clerk of the above Lessee (the "Lessee"), a political subdivision duly
organized and existing under the laws of the State where Lessee is located, that I have the title stated
below, and that, as of the date hereof, the individuals named below are the duly elected or appointed
officers of the Lessee holding the offices set forth opposite their respective names.
[NOTE: Use same titles as Authorized Representatives stated in Resolutions.]
Name Title f a ure
�4 � �ei2k '
Na 6— Title ignat e
• IN WITNESS WHEREOF, I have duly executed this certificate and affixed the seal of such
Lessee as of the date set forth below.
t
[SEAL]
01-6natureM Secretary/Clerk of Lessee
Print Name:
Official Title: Cam,�L,
Dater
•
THREE PARTY AGREEMENT
Dated as of March 4,2008
• "Lessee" means City of Jefferson
"Lease"means Lease-Purchase Agreement No. 108578000, dated March 4, 2008, together with
its Schedule A-1.
Reference is made to the Lease-Purchase Agreement ("Lease") described above
between Oshkosh Capital ("Lessor') and the Lessee identified above which relates to Equipment
described in the Schedule A-1, attached therein ("Equipment") to be supplied by Pierce
Manufacturing Inc. ("Supplier"). For good and valuable consideration, receipt of which is hereby
acknowledged, Lessee, Lessor and Supplier hereby agree as follows:
1. Notwithstanding anything to the contrary in the Lease, Lessee hereby notifies Lessor that the
Equipment has not yet been delivered to Lessee and the Equipment has not yet been accepted
by Lessee for purposes of the Lease. Lessee agrees to execute and deliver to Lessor a Delivery
and Acceptance Certificate in the form attached hereto as Exhibit A upon the circumstances set
forth in said Certificate.
2. All parties hereto agree that the Purchase Price of the Equipment shall be as set forth below
if said Purchase Price is paid on or before the Advance Payment Date set forth below:
Purchase Price: $3.435.140.00
Vendor Discounts: $ 132,944.00
Advance Payment Date: March 7, 2008
• 3. Upon execution of the Lease and delivery of all documents relating thereto required by
Lessor, Lessee agrees that it shall pay the Lessee Down Payment stated below and Lessor
agrees that it shall pay the balance of the Purchase Price (the "Amount Financed") stated below.
Lessee agrees that the Lease Term and Lessee's obligation to pay Rent Payments shall
commence on the date set forth in the Lease notwithstanding the delivery of the Equipment at a
later date.
Lessee Down Payment: $ 0.00
Trade.ln: $ 0.00
Amount Financed: $3.388,938.00
4. (a)Supplier anticipates that it shall deliver the Equipment to Lessee by the Anticipated
Delivery Date set forth below.
Anticipated Delivery Date: October 7, 2008
(b)Supplier hereby agrees that it shall deliver the Equipment to Lessee no later than the
Outside Delivery Date set forth below and that such Equipment shall comply with all
specifications and requirements of Lessee and with the terms and conditions of any purchase
order/purchase agreement relating thereto.
Outside Delivery Date: December 7, 2008
5. If Supplier delivers the Equipment to Lessee in accordance with subparagraph 4(b) hereof
after the Anticipated Delivery date but on or before the Outside Delivery Date, then
Supplier agrees to pay all interest that has accrued under the Lease from and including the
Anticipated Delivery date through the date that Supplier delivers the Equipment to Lessee in
• accordance with subparagraph 4(b) hereof.
6. If for any reason whatsoever Supplier fails to comply with its agreements set forth in
subparagraph 4(b) of this Agreement by the Outside Delivery Date, then Supplier hereby agrees
WIh9G 4.l�S:e:�i•a
as follows:
(a) On the first business day after the Outside Delivery Date, Supplier shall pay to Lessee the
• Lessee Down Payment plus interest at the Prime Rate plus one percent(1%) per annum
from the Advance Payment Date to the date of such payment;
(b) On the first business day after the Outside Delivery Date, Supplier shall pay to Lessor the
Amount Financed plus interest at the Prime Rate plus one percent(1%)per annum from the
Advance Payment Date to the date of such payment; and
(c)"Prime Rate" means the prime rate of interest as published from time to time in the Wall
Street Journal.
7. If Supplier makes the payments described in paragraph 6 above under the circumstances
set forth above and if Lessee has otherwise paid and performed its obligations under the Lease
as of such payment date, then Lessee and Lessor agree that the Lease shall terminate as of the
date of such payments by Supplier.
8. Supplier agrees that a Performance Bond will be issued which names the Supplier as
Principal, the Lessee as Obligee and the Lessor as Additional Obligee. This Performance Bond
will apply solely to the terms and conditions of the purchase order/purchase agreement, including
related equipment specifications and warranties, as issued by the lessee and accepted by the
Supplier. The"Contract Date" referred to in the Performance Bond shall be the date of the Three
Party Agreement. Except as expressly set forth herein, the Lease Schedule and the terms and
conditions of the purchase order/purchase agreement for the equipment remain unchanged and
in full force and effect.
9. Except as expressly set forth herein, the Lease and terms and conditions of the purchase
order/purchase agreement for the Equipment remain unchanged and in full force and effect.
• IN WITNESS WHEREOF, the duly authorized officers of the parties set forth below
hereby execute and deliver this Agreement as of the date first written above.
City of Jefferson Oshkosh Capital
("Less ("Lessor")
By. By:
Sean D. Mister
er
Title: Title: Sr Vice PrPSidPnt
Pierce Manufacturing Inc.
("Supplier")
By:
Title:
•
INSURANCE COVERAGE DISCLOSURE
. Oshkosh Capital, LESSOR
City of Jeffersoni, LESSEE
RE: INSURANCE COVERAGE REQUIREMENTS
1. In accordance with the Lease-Purchase Agreement, Lessee certifies that it has instructed the
insurance agent named below(please fill in name, address, and telephone number):
ero..11a.g A eR . -St Lo46-
/��l
to issue:
a. All Risk Physical Damage Insurance on the leased Equipment evidenced by a Certificate of Insurance
and Long Form Loss Payable Clause naming Oshkosh Capital and/or its assigns as Loss Payee.
Coverage Required: Termination Value Specified
b. Public Liability Insurance evidenced by a Certificate of Insurance naming Oshkosh Capital and/or its
assigns as an Additional Insured.
Minimum Coverage Required:
• $1,000,000.00 per person
$2,000,000.00 aggregate bodily injury liability
$1,000,000.00 property damage liability
Proof of insurance coverage will be provided to Oshkosh Capital, 155 East Broad Street, Locator
16-0056, Columbus, OH 43215; prior to the time that the property is delivered to Lessee.
OR
2. Pursuant to the Lease-Purchase Agreement, Lessee represents and warrants, in addition to other
matters under the Lease-Purchase Agreement, that it'is lawfully self-insured for: (check to indicate
coverage)
a. All risk, physical damage in the amount specified in 1(a) above.
b. Public liability for not less than the amounts specified in 1(b) above.
Lessee has attached a signed letter describing self-insurance.
LESSEE: Ci efferson, Missiouri
By:
•
AMU CERTIFICATE OF PROP_ E_ RTY INSURANCE 0°ATE(3/04/MM/D°""'
08
PRODUCER 1-314-965-4346 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Arthur J. Gallagher Risk Management Services, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
4 Powerscourt Drive
COMPANIES AFFORDING COVERAGE
St. Louis, MO 63131 COMPANY
Christina Steinhoff A St Paul Fire & Marine Ins Cc
INSURED
COMPANY
City of Jefferson B
320 Bast McCarty St. COMPANY C
Jefferson City, NO 65101 COMPANY
D
COVERAGES
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.
CO TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION
/W COVERED PROPERTY LIMITS
LTR DATE(MWDD/YY) DATE(MMIDD )
A X PROPERTY GPO6301127 11/01/07 11/01/08 BUILDING $
CAUSES OF LOSS PERSONAL PROPERTY $
BASIC BUSINESS INCOME $
BROAD EXTRA EXPENSE $
X SPECIAL BLANKETBUILDING $
EARTHQUAKE BLANKET PERS PROP $
FLOOD X BLANKET BLDG&PP $ 47,964,172
INLAND MARINE $
TYPE OF POLICY $
CAUSES OF LOSS $
NAMED PERILS $
OTHER $
CRIME $
TYPE OF POLICY $
BOILER&MACHINERY $
OTHER
$
LOCATION OF PREMISESIDESCRIPTION OF PROPERTY
SPECIAL CONDITIONS/OTHER COVERAGES
Oshkosh Capital, its successors and/or all assigns are shown as a Loss Payee solely with respect to
contents coverage as evidenced herein as required by written contract with respects to leased
office equipment.
CERTIFICATE HOLDER_ CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
Oshkosh Capital, Its successors and/or all assigns EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
1 Kennedy BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
t Broad Street
Locator 16-0056 OF ANY KIND UPON THE COMPANY, ITS AGENTS OR RCPRlSeNTxnVES.
Columbus, OH 43215 AUTHORIZED REPRESENTATIVE
I _ USA_
ACORD 24(1/95) catein 0ACORD CORPORATION 1995
8257063
- J
8038G Information Return for Tax-Exempt Governmental Obligations
_
Form ► Under internal Revenue Code section 149(e)
(Rev.November 2000) OMB NO.1545-0720
► See separate Instructions
Department of the Treasury
Internal Revenue Service Caution: If the issue price is under$100,000,use Form 8038-GC.
Reporting Authority If Amended Return,check here 110- ❑
1 Issuers name 2 Issuer's employer identification number
City of Jefferson 44 6000193
3 Number and street(or P.O.box if mail is not delivered to street address) Room/suite 4 Report number
320 East McCarty Street 3
5 City,town,or post office,state and ZIP code 6 Date of Issue
Jefferson City, MO 65101 3/7/2008
7 Name of issue 8 CUSIP number
Lease Agreement# 108578000
9 Name and title of officer or legal representative whom the IRS may call for more information 10Telephone umber of officer or legal representative
Robert Rennick 1 573-634-6401
—Tvpe of Issue check applicable box es and enter the issue rice See instructions and attach schedule
11 ❑ Education. ---------------------------------•--•--• 11
12 ❑ Health and hospital--------------------------- ------ ----------- ----------_---------------------------------- 12
13 ❑ Transportation-------------------------------------------------------------- ------------------------------- 13
14 ® Public safety------------------------------------- --------- .......................... 14 $3,388,938.00
15 ❑ Environment(including sewage bonds)___________________________________________________________________ 15
16 ❑ Housing...................... ---------------------------------•---------------------------•--•---------------- 16
17 ❑ Utilities.... 17
18 ❑ Other Describe ► 18
W17�7
19 If obligations are TANS or RANs,check box ► ❑ If obligations are BANS,check box ► ❑
20 If obligations are in the form of a lease or installment sale,check box•__________________ _ ►
Descri tions of Obligations. Complete forth entire issue for which this form is being filed.
(a)Final maturity date (b)Issue price (c)Stated redemption (d)Weighted price at maturity average maturity (e)Yield
•21 4/7/2018 $3,388,938.00 $ 10 yrs. 4.989%
Uses of Proceeds of Bond Issue (Including underwriters' discount
22 Proceeds used for accrued interest__________________________________________________________________________________________ 22
23 Issue price of entire issue(enter amount from line 21,column(b))................._........................._......... 23 3,388,938.00
24 Proceeds used for bond issuance costs(including underwriters'discount)........... 24
25 Proceeds used for credit enhancement 25
26 Proceeds allocated to reasonably required reserve or replacement fund--_-___. 26
27 Proceeds used to currently refund prior issues_______________________________________ 27
28 Proceeds used to advance refund prior issues_______________________________________ 28
29 Total(add line 24 through 28)........................... -------------------------------------------------------------------- 29
30 . Nonrefunding proceeds of the issue subtract line 29 from line 23 and enter amount here). ............ 30 3,388,938.00
UUM Description of Refunded Bonds (Complete this part only for refunding bonds.
31 Enter the remaining weighted average maturity of the bonds to be currently refunded___________________________.11111'. years
32 Enter the remaining weighted average maturity of the bonds to be advance refunded___________________________ years
33 Enter the last date on which the refunded bonds will be called....................._---------------------------------Poo,
34 Enter the date(s)the refunded bonds were issued ►
EMPLTAF—M
35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5)_______________________. 35
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract(see instructions) 36a
b Enter the final maturity date of the guaranteed investment contract ►
37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units 37a
b If this issue is a loan made from the proceeds of another tax-exempt issue,check box ► ❑ and enter the name of the
issuer ► and the date of the issue►
38 If the issuer has designated the issue under section 265(b)(3)(B)(i)(I11)(small issuer exception),check box,..........______•_--_...........►
39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate,check box........................................ ► ❑
40 If the issuer has identified a hedge,check box. _ _ _________________ ______
Under penalties of perjury,I declare that I have examined this return and accompanying schedules and statements,and to the best of my knowledge and belief,they
are true,correct,and complete.
Sign r� �./
Here 11111. /!�? � '3 r'7 �04 ►
Si-n tuare of issuers authorized representative Date Type or print name and title
For Paperwork Reduction Act Notice,see page 2 of the Instructions. Cat.No.637735 Form 8038-G (Rev.11-2000)
i
p s
g i g John Landwehr, Mayor
City of Jefferson _ �_
' City Counselor's Office
320 East McCarty Street VOICE(573)-634-6313
Jefferson City, MO 65101 - . s FAX(573)-634-6504
Date: March 4, 2008
Lessee: City of Jefferson
Lessor: Oshkosh Capital
RE: Lease-purchase Agreement No. 108578000 dated March 4,2008,by and between the above-
named Lessee and the above-named Lessor.
Gentleman:
I have acted as counsel to Lessee with respect to the Lease Schedule,the Lease-Purchase Agreement
and all other agreements described above or related thereto (collectively, the "Agreements") and
• various related matters, and in this capacity have reviewed a duplicate original or certified copy of
the Agreements and such other documents as I have deemed necessary for the purposes of this
opinion.
Based upon the examination of such documents, it is my opinion that:
1. Lessee is a political subdivision of the State of Missouri (the "State") duly organized,
existing and operating under the constitution and the laws of the State.
2. Lessee is authorized and has power under State law to enter into all of the Agreements, and
to carry out its obligations thereunder and the transactions contemplated thereby.
3. The Agreements and all other documents related thereto have been duly authorized,
approved, and executed by and on behalf of Lessee, and each of the Agreements is a valid
and binding contract of Lessee enforceable in accordance with its terms,except to the extent
limited by State and Federal law affecting creditor's remedies and by bankruptcy,
reorganization or other laws of general application relating to or affecting the enforcement
of creditors' rights.
4. The authorization, approval and execution of the Agreements and all other proceedings of
Lessee relating to the transactions contemplated thereby have been performed in accordance
with all applicable Local, State and Federal laws (including open meeting laws and public
• bidding and property acquisition laws).
5. To the best of my knowledge,there is no litigation or proceeding pending before any court,
r
administrative agency or governmental body,that challenges:the organization or existence
of Lessee; the authority of its officers; the proper authorization; approval and execution of
any of the Agreements or any documents relating thereto; the appropriation of monies to
make payments under the Agreements for the current fiscal year; or the ability of Lessee
otherwise to perform its obligations under the Agreements and the transactions contemplated
thereby.
6. Lessee is a political subdivision of the State as referred to in Section 103 of the Internal
Revenue Code of 1986, as amended, and the related regulations and rulings thereunder.
Lessor, its Assignee and any of their assigns may rely upon this opinion.
Very V.Nilko idus/
Nath
Cit y Counselor
i
II
n
Pierce Manufacturing lnc.
AN OSHKOSH TRUCK CORPORATION COMPANY•150 4001:2000 CERTIFIED
2600 AMERICAN[DRIVE
POST OFFICE BOX 2017
APPLETON,WISCONSIN 54412-2017
920-832-3000•FAX 920-832-3208
www.piercemfg.com
April 16, 2008
Fire Chief Robert Rennick
JEFFERSON CITY FIRE DEPARTMENT
305 East Miller Street
Jefferson City, MO 65201
Re: New Fire Apparatus- Job No. 20905, 20906, 20907
Dear Chief Rennick:
We would like to thank you for your recent purchase of ONE (1) PIERCE ARROW-XT PUC PUMPER,
ONE (1) PIERCE ARROW-XT 100' LADDER AND ONE (1) PIERCE ARROW-XT 100' PLATFORM.
We are pleased to formally accept this order and have enclosed a signed copy of the Agreement for your files.
The opportunity to place these PIERCE apparatus in your fire department is greatly appreciated. We are
certain they will fulfill your every requirement.
Pierce Manufacturing, Inc., and your authorized Pierce Representative, Schuhmacher Fire Equipment, thank
you for your business.
Sours very truly,
PIE LJ A RING, INC.
Jeff Resch
Vice President—National Sales
JR/kag
Enclosures
cc: Schuhmacher Fire Equipment, wlenclosures
,l
�....__..........._._......_...__._...__..:.................................._----............._................................:.."'........................................
...........
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i -
CONTRACT
THIS AGREEMENT, made by and between Pierce Manufacturing Inc., Appleton, WI, first party,
and the City of Jefferson by its
authorized representative, second party
WITNESSETH:
First. The said first party hereby agrees to furnish the apparatus and equipment according to
the specifications hereto attached and made a part of this contract and to deliver the same as
hereinafter provided.
Second. The first party agrees that all material and workmanship in and about said apparatus
and equipment shall comply with said specifications. In the event there is any conflict between
Customer Specifications and the Pierce Proposal, the Pierce Proposal will prevail. The standard
Pierce Warranty will apply.
Third. This contract for fire apparatus conforms with all Federal Department of
Transportation (DOT) rules and regulations in effect at the time of contract signing, and with all
National Fire Protection Association(NFPA)Guidelines for Automotive Fire Apparatus as published
at the time of contract signing, except as modified by customer specifications. Any increased costs
incurred by first party because of future changes in or additions to said DOT or NFPA standards will
be passed along to the customer as an addition to the price set forth below.
Fourth. The said apparatus and equipment shal lbe ready for delivery from Appleton,
Wisconsin within 9 Months after the receipt and acceptance of this contract.The first party shall not
be deemed in default for any causes beyond its reasonable control and not occasioned by its'
negligence,including,but not limited to,civil wars,insurrections,strikes,riots,acts ofterrorism,fire,
storms,floods,other acts ofnature,explosions,earthquakes.accidents,any act ofgovernment delays
in transportation, inability to obtain necessary labor, supplies or manufacturing facilities, allocation
regulations or orders affecting materials,equipment,or failure ofvendors to preform their contractual
obligations. The said apparatus and equipment shall be delivered to said parry of the second part to
Jefferson City. Missouri.
Fifth.A competent service man shall upon request,be furnished by first party to demonstrate
said apparatus for second party and to give its employees the necessary instructions in the operation
and handling of said apparatus.
Sixth. The second party hereby purchases and agrees to pay for said apparatus and
equipment,the sum of Three million five hundred twenty one thousand eight hundred eighty two and
00/100 Dollars ($ 3,521,882.00).
The amount is for Five Pierce PUC pumpers 1-10OFt aerial ladder and 1-100 Ft. Aerial platform
Rerproposal. The net amount for each piece is pumpers $411,731.00 each, 100 Ft ladder -
$624,989.00, and 10OFt. Platform$838,238.00.
Payment shall be made by Oshkkosh Capital on behalf of the City of Jefferson.
Seventh. In case the second party desires to test the apparatus such test shall be made within
ten (10) days after arrival at destination, and a written report of such test forthwith delivered to the
first party at its principal office at Appleton,Wisconsin. If no such test be made or if no such report
be made by the second party within ten (10) days after arrival, then said apparatus and equipment
shall be considered as fully complying with contract specifications.
Eighth. It is agreed that the Manufacturer's Statement of Origin("MSO") for the apparatus
and equipment covered by this contract shall remain in the possession of the first party until the entire
contract price has been paid,but if more than one piece of apparatus is covered by this contract then
the MSO for each piece shall remain in the possession of the first party until the above listed price for
such piece has been paid in full, and, in case of any default in payment the first party may take full
possession of the apparatus and equipment or of the piece or pieces upon which default has been
made. and any payments that have been made shall be applied as payment for the use ofthe apparatus
and equipment up to date of taking possession.
Ninth. This contract to be binding must be signed and approved by an officer of Pierce
Manufacturing Inc., or someone authorized by it to do so. This contract and specifications take
precedence over all previous negotiation and no representations are considered as entering into this
contract except as are contained herein or in the specifications attached. This contract cannot be
altered or modified except by mutual agreement signed by the parties.
IN WITNESS WHEREOF, the said parties have caused these presents to be executed and
the second party has caused its seal to be affixed, and attested by its authorized representatives on
this day of March, 2008.
PIE E C INC CUSTOMER
By B>----')Cftv of Je• rson Seal
Date o
TABULATIinPROPOSALS 9 •
City of Jeffe issouri
Proposal No.2375
Subject: Lease/rum In Fire Apparatus Pierce Manufacturing Pierce Manufacturing Pierce Manufacturing
Date: February 1,2008 Schuhmacher Fire Schuhmacher Fire Schuhmacher Fire
Dept: Fire Washington,MO Washington,MO Washington,MO
Item Option 1 Option 2 Option 3
Option 2 Option 3
Tax Exempt lease for: Tax Exempt lease Tax Exempt lease Tax Exempt lease
5 pumpers 5 pumpers 5 pumpers 5 pumpers
1 100'Plafform 1 100'Platform 1 100'Platform 1 100'Platform
1 100'Ladder 1 100'Ladder 1 100'Ladder 1 100'Ladder
Apparatus turn-in at end of lease or Buy out year 10 Buy out year 4 Buy out year 6
balloon pmt to retain.
Type Equipment Pierce Arrow XT Type Equipment Pierce Arrow XT Type Equipment Pierce Arrow XT
Equipment Cost $3,521,882.00 Equipment Cost $3,521,882.00 Equipment Cost $3,521,882.00
Trade In 0 Trade In 0 rade In 0
Down Payment 0 Down Payment 0 Down Payment 0
Lease Term 10 years Lease Term 10 years Lease Term 10 years
Lease Date 2/15/2008 Lease Date 2/15/-8 Lease Date 2/15/-8
Lease Pmts 10 ea $385,331.90 Lease Pmts 10 ea $385,331.90 Lease Pmts 10 ea $385,331.90
Balloon Pmt Yr. 10 $827,820.56 Balloon Pmt Yr 4 $2,574,217.99 Balloon Pmt Yr 6 $840,835.75
(must use prepay) (must use prepay) (must use prepay)
Total Cost $4,681,139.56 Total Cost $4,115,545.59 Total Cost $3,152,827.15
Alternate
Indexed Financing Rate: Lessor reserves Type Equipment Pierce Arrow XT Type Equipment Pierce Arrow XT Type Equipment Pierce Arrow XT
right to adjustto market conditions. Equipment Cost $3,521,882.00 Equipment Cost $3,521,882.00 Equipment Cost $3,521,882.00
Rate offered to be indexed to the 10-year Trade In 0 Trade In 0 Trade In 0
interest rate swap as published by fed. Down Payment 0 Down Payment 0 Down Payment 0
reserve. 1-28-08 the H.15 10 yr int.rate Lease Term 10 years Lease Terre 10 years Lease Term 10 years
swap is 4.19% Interest rate to be Lease Date 2/15/2008 Lease Date 2/15/-8 Lease Date 2/15/-8
adjusted up or down by chane in swap x Lease Pmts 10 ea $373,074.71 Lease Pmts 10 ea $373,074.71 Lease Pmts 10 ea $373,074.71
.065 3 bus.Days prior to lease funding. Balloon Pmt Yr 10 $827,820.56 Balloon Pmt Yr.4 $2,560,145.63 Balloon Pmt Yr.6 $2,041,961.79
(must use prepay) (must use prepay) (must use prepay)
Total w/no chgs. $4,558,567.66 Total w/no chgs $4,052,444.47 Total w/no chgs. $4,280,410.05