HomeMy WebLinkAbout20090444.tiffRESOLUTION
RE: APPROVE LEASE WITH OPTION TO PURCHASE AGREEMENT AND AUTHORIZE
CHAIR TO SIGN - KANSAS STATE BANK OF MANHATTAN
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Lease with Option to Purchase
Agreement between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Weld County Paramedic Service, and Kansas
State Bank of Manhattan, commencing January 30, 2009, with further terms and conditions being
as stated in said lease, and
WHEREAS, after review, the Board deems it advisable to approve said lease, a copy of
which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Lease with Option to Purchase Agreement between the County of Weld,
State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf
of the Weld County Paramedic Service, and Kansas State Bank of Manhattan be, and hereby is,
approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said lease.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 18th day of February, A.D., 2009, nunc pro tunc January 30, 2009.
i
ATTEST:
Weld County Clerk to the
BY.
AP
Count Attorney
Date of signature 31a -/xi
BOARD OF COUNTY COMMISSIONERS
WELD COUyTV COLORADO
Douglas;ademacher, Pro-Tem
EXCUSED
Sean P. Conway
of
arba
irkmeyer
c lV
David E. Long
@el I\cc flab
05
2009-0444
A 0020
2-O 09
CO Small Ticket 013009
LEASE WITH OPTION TO PURCHASE AGREEMENT
Lessee:
Weld County, Colorado
915 10th Street
Greeley, Colorado 80631
Lessor:
Kansas State Bank of Manhattan
1010 Westloop
Manhattan, KS 66502
Dated as of January 30, 2009
This Lease With Option to Purchase Agreement dated as of the date listed above is between Les
finance the purchase of the Equipment described in Exhibit "A" to Lessee and Lessee desire
subject to the terms and conditions of this Agreement which are set forth below.
I. Definitions:
Section 1.01. Definitions. The following terms will have the meanings indicated below unless the context clea
"Agreement" means this Lease with Option to Purchase Agreement. "Budget Year" means the Lessee's fiscal CSn n t s the date
when Lessee's obligation to pay rent begins. "Equipment" means all of the items of Equipment liste Exhibit and a re storations,
modifications and improvements. "Lessee" means the entity listed above as Lessee and which is le g Equipment from Lessor un provisions
of this Agreement. "Lessor" means the entity originally listed above as Lessor or any of its assig es. "L- erm" means the Original Term and all
Renewal Terms. "Original Term" means the period from the Commencement Date until the end oft "Renewal Term" means the
annual term which begins at the end of the Original Term and which is simultaneous with Lessee's Bu get ) " means the payments
Lessee is required to make under this Agreement as set forth on Exhibit "B". "State" means the state in which Lesse
and Lessee listed directly above. Lessor desires to
ce the purchase of the Equipment from Lessor
1
II. Lessee Warranties
Section 2.01. Lessee represents, warrants and covenants as follows for the benefit of Lessor or its assignees: (a) Lessee is an "issuer of tax exempt
obligations" because Lessee is the State or a political subdivision of the State within the meaning of Section 103(a) of the Internal Revenue Code of 1986,
as amended, (the "Code"). Lessee is authorized under the Constitution and laws of the State to enter into this Agreement, and has used such authority to
properly execute and deliver this Agreement. Lessee has followed all proper procedures of its governing body in executing this Agreement. The Officer of
Lessee executing this Agreement has the authority to execute and deliver this Agreement. This Agreement constitutes a legal, valid, binding and
enforceable obligation of the Lessee in accordance with its terms. (b) Lessee shall use the Equipment only for essential, traditional government purposes.
(c) Lessee has never non -appropriated funds under an Agreement similar to this Agreement. (d) Lessee presently intends to continue this Agreement for
the Original Term and all Renewal Terms as set forth on Exhibit "B" hereto. The official of Lessee responsible for budget preparation will include in the
budget request for each Budget Year the Rental Payments to become due in such Budget year, and will use all reasonable and lawful means available to
secure the appropriation of money for such Budget Year sufficient to pay the Rental Payments coming due therein. Lessee reasonably believes that
moneys can and will lawfully be appropriated and made available for this purpose. (e) Upon request by Lessor, Lessee will provide Lessor with current
financial statements. (f) Lessee hereby warrants that the General Fund of the Lessee is the primary source of kinds or a backup source of funds from
which the Rental Payments will be made.
III. Acquisition of Equipment, Rental Payments and the Purchase Option Price
Section 3.01. Acquisition. Lessee shall be solely responsible for the ordering of the Equipment and for the delivery and installation of the Equipment.
Section 3.02. Rental Payments. Lessee shall pay Rental Payments exclusively to Lessor or its assignees in lawful, legally available money of the United
States of America. The Rental Payments shall constitute a current expense of the Lessee and shall not constitute an indebtedness of the Lessee. The
Rental Payments are due as set forth on Exhibit B. Lessor shall have the option to charge interest at the highest lawful rate on any Rental Payment
received later than the due date for the number of days that the Rental Payment(s) were late, plus any additional accrual on the outstanding balance for
the number of days that the Rental Payment(s) were late. Lessor shall also have the option, on monthly payments only, to charge a late fee of up to 10%
of the monthly Rental Payment that is past due. The Rental Payments will be payable without notice or demand. Section 3.03. Rental Payments
Unconditional. Except as provided under Section 4.01, THE OBLIGATIONS OF LESSEE TO MAKE RENTAL PAYMENTS AND TO PERFORM AND
OBSERVE THE OTHER COVENANTS CONTAINED IN THIS AGREEMENT SHALL BE ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS WITHOUT
ABATEMENT, DIMINUTION, DEDUCTION, SET-OFF OR DEFENSE. Section 3.04. Purchase Option Price. Upon thirty (30) days written notice, Lessee
shall have the option to pay, in addition to the Rental Payment, the corresponding Purchase Option Price which is listed on the same line on Exhibit B.
This option is only available to the Lessee on the Rental Payment date and no partial prepayments are allowed. If Lessee chooses this option and pays
the Purchase Option Price to Lessor then Lessor will transfer any and all of its rights, title and interest in the Equipment to Lessee. Section 3.05. Lease
Term. The Lease Term of the Agreement shall be the Original Term and all Renewal Terms until all the Rental Payments are paid as set forth on Exhibit B
except as provided under Section 4.01 and Section 9.01 below. If, after the end of the budgeting process which occurs at the end of the Original Term or
any Renewal Term, Lessee has not non -appropriated as provided for in this Agreement then the Lease Term shall be extended into the next Renewal
Term and the Lessee shall be obligated to make all the Rental Payments that come due during such Renewal Term. Section 3.06. Disclaimer of
Warranties. LESSOR MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION,
MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE OR ANY OTHER WARRANTY WITH RESPECT TO THE EQUIPMENT. LESSOR SHALL
NOT BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGE ARISING OUT OF THE INSTALLATION, OPERATION,
POSSESSION, STORAGE OR USE OF THE EQUIPMENT BY LESSEE.
IV. Non -Appropriation
Section 4.01. Non -Appropriation. If insufficient funds are available in Lessee's budget for the next Budget Year to make the Rental Payments for the next
Renewal Term and the funds to make such Rental Payments are otherwise unavailable by any lawful means whatsoever, then Lessee shall have the
option to non -appropriate the funds to pay the Rental Payments for the next Renewal Term. Lack of a sufficient appropriation shall be evidenced by the
passage of an ordinance or resolution by the governing body of Lessee specifically prohibiting Lessee from performing its obligations under this
Agreement and from using any moneys to pay the Rental Payments due under this Agreement for a designated Budget Year and all subsequent Budget
Years. If Lessee chooses this option, then all obligations of the Lessee under this Agreement regarding Rental Payments for all remaining Renewal Terms
shall be terminated at the end of the then current Original Term or Renewal Term without penalty or liability to the Lessee of any kind provided that if
Lessee has not delivered possession of the Equipment to Lessor as provided herein and conveyed to Lessor or released its interest in the Equipment by
the end of the last Budget Year for which Rental Payments were paid, the termination shall nevertheless be effective but Lessee shall be responsible for
the payment of damages in an amount equal to the amount of the Rental Payments thereafter coming due under Exhibit "B" which are attributable to the
number of days after such Budget Year during which Lessee fails to take such actions and for any other loss suffered by Lessor as a result of Lessee's
failure to take such actions as required. Lessee shall immediately notify the Lessor as soon as the decision to non -appropriate is made. If such non -
appropriation occurs, then Lessee shall deliver the Equipment to Lessor as provided below in Section 9.04. Lessee shall be liable for all damage to the
2009-0444
Equipment other than normal wear and tear. If Lessee fails to deliver the Equipment to Lessor, then Lessor may enter the premises where the Equipment
is located and take possession of the Equipment and charge Lessee for costs incurred.
V. Insurance, Damage, Insufficiency of Proceeds
Section 5.01. Insurance. Lessee shall maintain both casualty insurance and liability insurance at its own expense with respect to the Equipment.
Lessee shall be solely responsible for selecting the insurer(s) and for making all premium payments. Lessee shall provide Lessor with a Certificate of
Insurance which lists the Lessor and/or assigns as a loss payee and an additional insured on the policies with respect to the Equipment. (a) Lessee shall
insure the Equipment against any loss or damage by fire and all other risks covered by the standard extended coverage endorsement then in use in the
State and any other risks reasonably required by Lessor in an amount at least equal to the then applicable Purchase Option Price of the Equipment. (b)
The liability insurance shall insure Lessor from liability and properly damage in any form and amount satisfactory to Lessor. (c) Lessee may self -insure
against the casualty risks and liability risks described above. If Lessee chooses this option, Lessee must furnish Lessor with a certificate and/or other
documents which evidences such coverage. (d) All insurance policies issued or affected by this Section shall be so written or endorsed such that the
Lessor and its assignees are named additional insureds and loss payees and that all losses are payable to Lessee and Lessor or its assignees as their
interests may appear. Lessee shall furnish to Lessor certificates evidencing such coverage throughout the Lease Term. Section 5.02. Damage to or
Destruction of Equipment. Lessee assumes the risk of loss or damage to the Equipment. At the option of Lessor, Lessee shall either (1) apply the Net
Proceeds to replace, repair or restore the Equipment or (2) apply the Net Proceeds to the applicable Purchase Option Price. For purposes of this Section
and Section 5.03, the term Net Proceeds shall mean the amount of insurance proceeds collect- • •m all applicable insurance policies after deducting all
expenses incurred in the collection thereof. Section 5.03. Insufficiency of Net Proceeds. If - no Net Proceeds for whatever reason or if the Net
Proceeds are insufficient to pay in full the cost of any replacement, repair, restoration, modifi' ove nt of the Equipment, then Lessee shall, at
the option of Lessor, either (1) complete such replacement, repair, restoration, modification n •rid pay any costs thereof in excess of the
amount of the Net Proceeds or (2) apply the Net Proceeds to the Purchase Option Price an =y d any, to the Lessor. Section 5.04.
Lessee Negligence. Lessee assumes all risks and liabilities, whether or not covered by insurance, fo lo o . Equipment and for injury to
or death of any person or damage to any property. Lessee hereby assumes responsibility for and agrees to r- I r all liabilities, obligations,
losses, damages, penalties, claims, actions, costs and expenses (including reasonable attorneys' incu ` , ddSSaa t sor that relate
to or arise out of a claim, suit or proceeding, based in whole or in part upon the negligent con essee, its officer , agents, to the
maximum extent permitted by law.
VI. Title and Security Interest
Section 6.01. Title. Title to the Equipment shall vest in Lessee when Lessee acquires and accepts the Eq I o Equipment will
automatically transfer to the Lessor in the event Lessee non -appropriates under Section 4.01 or in the event L e under Section 9.01. In either
of such events, Lessee shall execute and deliver to Lessor such documents as Lessor may request to evidence the p ge of legal title to the Equipment
to Lessor. Section 6.02. Security Interest. To secure the payment of all Lessee's obligations under this Agreement, L ssee hereby grants to Lessor a
security interest under the Uniform Commercial Code constituting a first lien on the Equipment described more fully on Exhibit "A". The security interest
established by this section includes not only all additions, attachments, repairs and replacements to the Equipment but also all proceeds therefrom. Lessee
authorizes Lessor to prepare and record any Financing Statement required under the Uniform Commercial Code to perfect the Security Interest created hereunder.
VII. Assignment
Section 7.01. Assignment by Lessor. All of Lessor's rights, title and/or interest in and to this Agreement may be assigned and reassigned in whole or in
part to one or more assignees or sub -assignees by Lessor at any time without the consent of Lessee. No such assignment shall be effective as against
Lessee until the assignor shall have filed with Lessee written notice of assignment identifying the assignee. Lessee shall pay all Rental Payments due
hereunder relating to such Equipment to or at the direction of Lessor or the assignee named in the notice of assignment.
VIII. Maintenance of Equipment
Section 8.01. Lessee shall keep the Equipment in good repair and working order. Lessor shall have no obligation to inspect, test, service, maintain, repair
or make improvements or additions to the Equipment under any circumstances. Lessee will be liable for all damage to the Equipment, other than normal
wear and tear, caused by Lessee, its employees or its agents. Lessee shall pay for and obtain all permits, licenses and taxes necessary for the
installation, operation, possession, storage or use of the Equipment. If the Equipment includes any titled vehicle(s), then Lessee is responsible for
obtaining such title(s) from the State and also for ensuring that Lessor is listed as First Lienholder on all of the title(s). Lessee shall not during the term of
this Agreement create, incur or assume any levies, liens or encumbrances of any kind with respect to the Equipment except those created by this
Agreement. Lessee agrees that Lessor or its Assignee may execute any additional documents including financing statements, affidavits, notices, and
similar instruments, for and on behalf of Lessee which Lessor deems necessary or appropriate to protect Lessor's interest in the Equipment and in this
Agreement. The Equipment is and shall at all times be and remain personal property. Lessee shall allow Lessor to examine and inspect the Equipment at
all reasonable times.
IX. Default
Section 9.01. Events of Default defined. The following events shall constitute an "Event of Default" under this Agreement: (a) Failure by Lessee to pay
any Rental Payment listed on Exhibit "B" for fifteen (15) days after such payment is due according to the Payment Date listed on Exhibit "B". (b) Failure to
pay any other payment required to be paid under this Agreement at the time specified herein and a continuation of said failure for a period of fifteen (15)
days after written notice by Lessor that such payment must be made. If Lessee continues to fail to pay any payment after such period, then Lessor may,
but will not be obligated to, make such payments and charge Lessee for all costs incurred plus interest at the highest lawful rate. (c) Failure by Lessee to
observe and perform any warranty, covenant, condition, promise or duty under this Agreement for a period of thirty (30) days after written notice specifying
such failure is given to Lessee by Lessor, unless Lessor agrees in writing to an extension of time. Lessor will not unreasonably withhold its consent to an
extension of time if corrective action is instituted by Lessee. Subsection (c) does not apply to Rental Payments and other payments discussed above. (d)
Any statement, material omission, representation or warranty made by Lessee in or pursuant to this Agreement which proves to be false, incorrect or
misleading on the date when made regardless of Lessee's intent and which materially adversely affects the rights or security of Lessor under this
Agreement. (e) Any provision of this Agreement which ceases to be valid for whatever reason and the loss of such provision would materially adversely
affect the rights or security of Lessor. (f) Lessee admits in writing its inability to pay its obligations. Lessee defaults on one or more of its other obligations.
Lessee applies or consents to the appointment of a receiver to manage its affairs or makes a general assignment for the benefit of creditors. Section 9.02.
Remedies on Default. Whenever any Event of Default exists, Lessor shall have the right to take one or any combination of the following remedial steps:
(a) Wth or without terminating this Agreement, Lessor may declare all Rental Payments and other amounts payable by Lessee hereunder to the end of the
then current Budget Year to be immediately due and payable. (b) Wth or without terminating this Agreement, Lessor may require Lessee at Lessee's
expense to redeliver any or all of the Equipment to Lessor as provided below in Section 9.04. Such delivery shall take place within fifteen (15) days after
the event of default occurs. If Lessee fails to deliver the Equipment, Lessor may enter the premises where the Equipment is located and take possession
of the Equipment and charge Lessee for cost incurred. Notwithstanding that Lessor has taken possession of the Equipment, Lessee shall still be obligated
to pay the remaining Rental Payments due up until the end of the then current Original Term or Renewal Term. Lessee will be liable for any damage to the
Equipment caused by Lessee or its employees or agents. (c) Lessor may take whatever action at law or in equity that may appear necessary or desirable
to enforce its rights. Lessee shall be responsible to Lessor for all costs incurred by Lessor in the enforcement of its rights under this Agreement including,
but not limited to, reasonable attorney fees. Section 9.03. No Remedy Exclusive. No remedy herein conferred upon or reserved to Lessor is intended to
be exclusive and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement now or hereafter
existing at law or in equity. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or shall be construed
to be a waiver thereof. Section 9.04 Return of Equipment and Storage. (a) Surrender: The Lessee shall, at its own expense, surrender the Equipment to
the Lessor in the event of a default or a non -appropriation by delivering the Equipment to the Lessor to a location accessible by common carrier and
designated by Lessor. In the case that any of the Equipment consists of software, Lessee shall destroy all intangible items constituting such software and
shall deliver to Lessor all tangible items constituting such software. At Lessor's request, Lessee shall also certify in a form acceptable to Lessor that
Lessee has complied with the above software return provisions and that they will immediately cease using the software and that they shall permit Lessor
and/or the vendor of the software to inspect Lessee's locations to verify compliance with the terms hereto. (b) Delivery: The Equipment shall be delivered
to the location designated by the Lessor by a common carrier unless the Lessor agrees in writing that a common carrier is not needed. When the
Equipment is delivered into the custody of a common carrier, the Lessee shall arrange for the shipping of the item and its insurance in transit in
accordance with the Lessors instructions and at the Lessee's sole expense. Lessee, at its expense, shall completely sever and disconnect the Equipment
or its component parts from the Lessee's property all without liability to the Lessor. Lessee shall pack or crate the Equipment and all of the component
parts of the Equipment carefully and in accordance with any recommendations of the manufacturer. The Lessee shall deliver to the Lessor the plans,
specifications operation manuals or other warranties and documents furnished by the manufacturer or on the Equipment and such other documents
in the Lessee's possession relating to the maintenance and methods of operation of such Equip t. (c' . onditio When the Equipment is surrendered
to the Lessor it shall be in the condition and repair required to be maintained under this Agr- en - o meet all legal regulatory conditions
necessary for the Lessor to sell or lease it to a third party and be free of all liens. If Lessor reas eKquipment or an item of the
Equipment, once it is returned, is not in the condition required hereby, Lessor may cause the repair, s ice p'5. w'i ' n or overhaul of the
Equipment or an item of the Equipment to achieve such condition and upon demand, Lessee shall promptly reim r ,p - issonably
expended in connection with the foregoing. (d) Storage: Upon written request by the Lessor, the Lesse shall pr. -:'s •!q pment or
any item of the Equipment for a period not to exceed 60 days after the expiration of its lease term turning it to the e ``.fir see shall
arrange for the insurance described to continue in full force and effect with respect to such item dur' its rye period and the Less: reimburse
the Lessee on demand for the incremental premium cost of providing such insurance.
X. Miscellaneous
Section 10.01. Notices. All notices shall be sufficiently given and shall be deemed given when delivered or mailed ail, postage prepaid, to
the parties at their respective places of business as first set forth herein or as the parties shall designate hereafter in wr'' Section 10.02. Binding
Effect. Lessee acknowledges this Agreement is not binding upon the Lessor or its assignees unless the Conditions to Funding listed on the
Documentation Instructions have been met to Lessors satisfaction, and Lessor has executed the Agreement. Thereafter, this Agreement shall inure to the
benefit of and shall be binding upon Lessor and Lessee and their respective successors and assigns. Section 10.03. Severability. In the event any
provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render
unenforceable any other provision hereof. Section 10.04. Amendments. Addenda. Changes or Modifications. This Agreement may be amended, added
to, changed or modified by written agreement duly executed by Lessor and Lessee. Section 10.05. Execution in Counterparts. This Agreement may be
simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument.
Section 10.06. Captions. The captions or headings in this Agreement do not define, limit or describe the scope or intent of any provisions or sections of
this Agreement. Section 10.07. Entire Writinq. This Agreement constitutes the entire writing between Lessor and Lessee. No waiver, consent,
modification or change of terms of this Agreement shall bind either party unless in writing and signed by both parties, and then such waiver, consent,
modification or change shall be effective only in the specific instance and for the specific purpose given. There are no understandings, agreements,
representations, conditions, or warranties, express or implied, which are not specified herein regarding this Agreement or the Equipment leased hereunder.
Any terms and conditions of any purchase order or other documents submitted by Lessee in connection with this Agreement which are in addition to or
inconsistent with the terms and conditions of this Agreement will not be binding on Lessor and will not apply to this Agreement. Section 10.08. Designation
as Qualified Tax -Exempt Obligation. Pursuant to Section 265(b)(3)(B)(i) of the Internal Revenue Code of 1986 as amended (the "Code"), the Lessee
hereby specifically designates the Agreement as a "qualified tax-exempt obligation" for purposes of Section 265(b)(3) of the Code. In compliance with
Section 265(b)(3)(D) of the Code, the Lessee hereby represents that the Lessee will not designate more than $10,000,000 of obligations issued by the
Lessee in the calendar year during which the Agreement is executed and delivered as such "qualified tax-exempt obligations°. In compliance with the
requirements of Section 265(b)(3)(C) of the Code, the Lessee hereby represents that the Lessee (including all subordinate entities of the Lessee within the
meaning of Section 265(b)(3)(E) of the Code) reasonably anticipates not to issue in the calendar year during which the Agreement is executed and
delivered, obligations bearing interest exempt from federal income taxation under Section 103 of the Code (other than "private activity bonds" as defined in
Section 141 of the Code) in an amount greater than $10,000,000.
Acceptance of Equipment Certification. By signing and attesting directly below, Lessee hereby certifies that the Equipment described directly
below in Exhibit A has been delivered and installed in accordance with Lessee's specifications. Lessee further certifies that they have
conducted such inspection and/or testing of the Equipment as it deems necessary and hereby acknowledges that it accepts the Equipment for
all intended purposes.
Resolution and Authorization. By signing and attesting directly below, Lessee hereby warrants and certifies that the Governing Body of the
Lessee at either a special or regular meeting or through some other approved method of authorization has determined that this Agreement is in
the best interests of the Lessee and the Governing Body did at such meeting or through some other approval method approve the entering into
of the Agreement by the Lessee and specifically designated and authorized the individual(s) who have signed directly below to execute this
Agreement on Lessee's behalf along with any related documents (Including any escrow agreement) necessary to the consummation of the
transaction contemplated by the Agreement.
WELD COUNTY, COL
DO KANSAS STATE BANK OF MANHATTAN
By: lit/ By:
Typed Name and Title:
Board of
Attested By:
Typed Name and Title:
By:
Deputy Cl k to
T3 BOARD OF MINTY_
_R tiiii(ATUR J, C LY
Typed Name and Title: MARK A. SK0CUD0P0LE
VICE PRESIDENT
EXHIBIT A - DESCRIPTION OF EQUIPMENT
RE: Lease With Option to Purchase Agreement dated as of January 30, 2009, between Kansas State Bank of
Manhattan (Lessor) and Weld County, Colorado (Lessee)
Below is a detailed description of all the items of Equipment including quantity, model number and serial number where
applicable:
New ZOLL Defibrillators
Physical Address of Equipment after Delivery:
EXHIBIT B —PAYMENT SCHEDULE
Date of First Payment:
Original Balance:
Total Number of Payments:
Number of Payments Per Year:
h 5, 2009
.10
Pmt Due Rental Applied to Applied t ,_Purchase
No. Date Payment Interest Principa Ae
1 5 -Mar -09 $1,236.83 $283.05 $953.78 N A
2 5 -Apr -09 $1,236.83 $276.14 $960.69 $38,.8
3 5 -May -09 $1,236.83 $269.18 $967.65 $37,871.3}
4 5 -Jun -09 $1,236.83 $262.17 $974.66 $36,803.69
5 5 -Jul -09 $1,236.83 $255.11 $981.72 $35,731.25
6 5 -Aug -09 $1,236.83 $248.00 $988.83 $34,654.02
7 5 -Sep -09 $1,236.83 $240.84 $995.99 $33,571.98
8 5 -Oct -09 $1,236.83 $233.62 $1,003.21 $32,485.10
9 5 -Nov -09 $1,236.83 $226.35 $1,010.48 $31,393.37
10 5 -Dec -09 $1,236.83 $219.03 $1,017.80 $30,296.76
11 5 -Jan -10 $1,236.83 $211.66 $1,025.17 $29,195.26
12 5 -Feb -10 $1,236.83 $204.23 $1,032.60 $28,088.84
13 5 -Mar -10 $1,236.83 $196.75 $1,040.08 $26,977.47
14 5 -Apr -10 $1,236.83 $189.21 $1,047.62 $25,861.14
15 5 -May -10 $1,236.83 $181.62 $1,055.21 $24,739.82
16 5 -Jun -10 $1,236.83 $173.98 $1,062.85 $23,613.49
17 5 -Jul -10 $1,236.83 $166.28 $1,070.55 $22,482.13
18 5 -Aug -10 $1,236.83 $158.52 $1,078.31 $21,345.72
19 5 -Sep -10 $1,236.83 $150.71 $1,086.12 $20,204.23
20 5 -Oct -10 $1,236.83 $142.84 $1,093.99 $19,057.65
21 5 -Nov -10 $1,236.83 $134.91 $1,101.92 $17,905.94
22 5 -Dec -10 $1,236.83 $126.93 $1,109.90 $16,749.09
23 5 -Jan -11 $1,236.83 $118.89 $1,117.94 $15,587.07
24 5 -Feb -11 $1,236.83 $110.79 $1,126.04 $14,419.86
25 5 -Mar -11 $1,236.83 $102.63 $1,134.20 $13,247.44
26 5 -Apr -11 $1,236.83 $94.42 $1,142.41 $12,069.78
27 5 -May -11 $1,236.83 $86.14 $1,150.69 $10,886.86
28 5 -Jun -11 $1,236.83 $77.80 $1,159.03 $9,698.66
29 5 -Jul -11 $1,236.83 $69.40 $1,167.43 $8,505.15
30 5 -Aug -11 $1,236.83 $60.95 $1,175.88 $7,306.31
31 5 -Sep -11 $1,236.83 $52.43 $1,184.40 $6,102.11
EXHIBIT B - PAYMENT SCHEDULE
(Continued)
RE: Lease With Option to Purchase Agreement dated as of January 30, 2009, between Kansas State Bank
of Manhattan (Lessor) and Weld County, Colorado (Lessee)
Pmt Due Rental Applied to Applied to *Purchase
No. Date Payment Interest Principal Option Price
32 5 -Oct -11 $1,236.83 $43.85 $1,192.98 $4,892.54
33 5 -Nov -11 $1,236.83 $35.20 $1,201.63 $3,677.56
34 5 -Dec -11 $1,236.83 $26.50 $1 - 3 $2,457.16
35 5 -Jan -12 $1,236.83 $17.73 $ @$1,231.31
36 5 -Feb -12 $1,236.83 $8.92 $1,
Weld County, Colorado
Signature
William F. Garcia, Chair, Board of County Commissioners
Typed Name and Title
"Assumes all Rental Payments due to date are paid
Y
ae
INSURANCE REQUIREMENTS
Pursuant to Article V in the Lease With Option to Purchase Agreement, you have agreed to provide us evidence
of insurance covering the property in the Agreement. A Certificate of Insurance naming all insured parties and
coverages must be returned to us as soon as possible, but no later than the date on which delivery of equipment
occurs. If you have not taken possession of the equipment, please complete the Insurance Memo
included with the documentation.
In the case of self-insurance, the amounts of liability and physical damage coverage are to be listed on
some form of certificate supplied by you. In addition, information regarding the nature of your self-
insurance program should also be forwarded to us as soon as possible.
INSURANCE REQUIREMENTS BY KANSAS STATE BANK OF MANHATTAN:
1. LIABILITY
➢ Minimum of $1,000,000.00 combined single -limit on bodily injury and property damage.
➢ Kansas State Bank and/or Its Assigns MUST be listed as additional insured and loss payee.
2. PHYSICAL DAMAGE
➢ All risk coverage to guarantee proceeds sufficient to pay the applicable Purchase Option Price as
set forth in Exhibit B of the Agreement Kansas State Bank and/or Its Assigns MUST be listed as
additional insured and loss payee.
3. ENDORSEMENT
➢ Lessor will receive at least thirty (30) days written notice from Insurer prior to alteration,
cancellation or reduction of insurance coverage.
PLEASE FAX THE CERTIFICATE TO US AS SOON AS POSSIBLE AT (785) 537-4806, AND MAIL THE
ORIGINAL TO:
Kansas State Bank and/or Its Assigns
P.O. Box 69, 1010 Westloop
Manhattan, Kansas 66505-0069
YOUR ASSISTANCE IS GREATLY APPRECIATED TO COMPLETE THIS TRANSACTION, IF YOU
HAVE ANY QUESTIONS, PLEASE GIVE US A CALL AT (800) 752-3562.
Weld County, Colorado
Insurance Company:
Agent's Name:
Telephone Number:
Fax Number:
Address:
Kansas State Bank
1010 Westloop, P.O. Box 69
Manhattan, KS 66505-0069
To:
Weld County, Colorado
915 10th Street
Greeley, Colorado 80631
ENVO0IC
DATE: January 30, 2009
Re:
Financing for New ZOLL Defibrillators
DESCRIPTION
AMOUNT
First rental payment due March 5, 2009.
$1,236.83
SUBTOTAL
SALES TAX
$1,236.83
SHIPPING & HANDLING
TOTAL DUE
$1,236.83
Make all checks payable to: Kansas State Bank of Manhattan
If you have any questions concerning this invoice, call: Lashelle Francis @ (800) 752-
3562
Forth 8038 -GC
(Rev. November 2000)
Department of the Treasury
Internal Revenue Same
Information Return for Small Tax -Exempt
Governmental Bond Issues, Leases, and Installment Sales
E Under Internal Revenue Code section 149(e)
Caution: Use Form 8038 -Gil the issue price of the issue is $100,000 or more
OMB No. 1545-0720
r —•••—� • we". v. • rt.uurv.ul
utttA UV z II nrrrenaSO rterum I I
1. Issuer's name
Weld County, Colorado
2. Issuers emplmeridentificanon number
84 I 6000813
a Number and sheet (or PO Box if mail is not delivered to street edtlress )
915 10th Street
Roorn/Suite
4. City, torn, or post office, state, and ZIP code
Greeley, Colorado 80631
5. Report number
5 _
6. Name and title of officer or legal repesentatrve whom the IRS may call for ore information
IMIIIIIIPIM
`k�
)�!
T hone number of officer or legal representative
rib lab 1
Description of Obligations (Check if reporting: a single issue n
8a Issue price of obligation(s) (see instructions)
b
9
a
b
10
11
12
Issue date (single issue) or calendar year (consolidated) (see instructions)
Amount of the reported obligation(s) on line 8a:
Used to refund prior issue(s)
Representing a loan from the proceeds of another tax-exempt obligation (e.g., bond bank ) .. . . . 19b
or on a cons`tilp'b�eis
If the issuer has designated any issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check this box
If any obligation is in the form of a lease or installment sale, check this box
If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check this box
Please
Sign
Here
n
Under penalties of perjury, I dedare 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.
GENERAL INSTRUCTIONS
Section references are to the Internal Revenue
Code unless otherwise noted.
Purpose of Form
Form 8038 -GC is used by the issuers of tax-exempt
governmental obligations to provide the IRS with
information required by section 149(e) and to
monitor the requirements of sections 141 - 150.
Who Must File
Issuers of tax-exempt governmental obligations with
issue prices of less than $100,000 must file Form
8038 -GC. Issuers of a tax-exempt govern -mental
obligation with an issue price of $100,000 or more
must file Form 8038-0, Information Return for Tax -
Exempt Governmental Obligations.
Filing a separate return —Issuers have the option to
file a separate Form 8038 -GC for any tax-exempt
governmental obligation with an issue price of less
than $100,000.
An issuer of a tax-exempt bond used to finance
construction expenditures must file a separate Form
8038 -GC for each issue to give notice to the IRS that
an election was made to pay a penalty in lieu of
arbitrage rebate (see the line 12 instructions).
Filing a consolidated return —For all tax-exempt
govemmental obligations with issue prices of less
than $100,000 that are not reported on a separate
Form 8038 -GC, an issuer must file a
consolidated information return including all such
issues issued within the calendar year.
a/iW07
Date
BaeemaA ay,rAfotL'('
Type or pont name and Ole
Thus, an issuer may file a separate Form 8038 -GC
for each of a number of small issues and report the
remainder of small issues issued during the calendar
year on one consolidated Form 8038 -GC. However,
a separate Form 8038 -GC must be filed to give the
IRS notice of the election to pay a penalty in lieu of
arbitrage rebate.
When to File
To file a separate return, file Form 8038 -GC on or
before the 15" day of the second calendar month
after the close of the calendar quarter in which the
issue is issued.
To file a consolidated return, file Form 8038 -GC on
or before February 15" of the calendar year in which
the issue is issued.
Late filing. An issuer may be granted an extension
of time to file Form 8038 -GC under Section 3 of Rev.
Proc. 88-10, 1988-1 C.B.635, if it is determined that
the failure to file on time is not due to willful neglect.
Type or print at the top of the form, "This Statement
is Submitted in Accordance with Rev. Proc. 88-10."
Attach to the Form 8038 -GC a letter briefly stating
why the form was not submitted to the IRS on time.
Also indicate whether the obligation in question is
under examination by the IRS. Do not submit copies
of any bond documents, leases, or installment sale
documents.
Where to File
File Form 8038 -GC with the Internal Revenue
Service Center, Ogden, UT 84201.
Other Forms that May be Required
For rebating arbitrage (or paying a penalty in lieu of
arbitrage rebate) to the Federal government, use
Form 8038-T, Arbitrage Rebate and Penalty in Lieu
of Arbitrage Rebate. For private activity bonds, use
Form 8038, Information Return for Tax -Exempt
Private Activity Bond Issues.
Rounding to Whole Dollars
You may show the money items on this retum as
whole -dollar amounts. To do so, drop any amount
less than 50 cents and increase any amount from 50
cents through 99 cents to the next higher dollar.
Definitions
Obligations. This refers to a single tax-exempt
govemmental obligation if Form 8038 -GC is used for
separate reporting or to multiple tax-exempt
governmental obligations if the form is used for
consolidated reporting.
Tax-exempt obligation. This is a bond, installment
purchase agreement, or finandal lease, on which
the interest is excluded from income under section
103.
Tax-exempt governmental obligation. A tax-
exempt obligation that is not a private activity bond,
(see below) is a tax-exempt govemmental obligation.
This includes a bond issued by a qualified volunteer
fire department under section 150(e).
Private activity bond. This includes an obligation
issued as part of an issue in which:
More than 10% of the proceeds are to be used for
any private activity business use
BAYSTONE FINANCIAL%
GROUP
Together, we keep communities running.
Sent via U.S. Postal
March 10, 2009
Weld County, Colorado
Barbara Connolly
915 10th St.
Greeley, CO 80631
Re: Lease with Option to Purchase Agreement dated as of January 30, 2009 between Weld
County, Colorado (Lessee) and Kansas State Bank of Manhattan (Lessor) / Lease #3341540
Dear Ms. Connolly:
Enclosed please find a duplicate original of the above -referenced Agreement for your files. If there are
any questions regarding this document, please do not hesitate to contact me.
Your second payment on this Agreement is due April 5, 2009 in the amount of $1,236.83. Please mail
all payments to Kansas State Bank, P.O. Box 69, Manhattan, Kansas 66505-0069, unless they
notify you otherwise.
It has been a sincere pleasure working with you on this lease.
Sinc9ely,
elle Francis
Documentation Associate
Enclosures
`Specialists in Lease Finance'
MAN HATTAN
CHICAGO ➢ PHOENIX
1680 CHARLES PLACE, MANI IATTAN, KANSAS 66502; 800.752.3562; 785.587.4050: FAX 785.537.4806
E-MAIL: BAYSTONFetEAYSTONE.NET: WEBSITE: WWW.BAYSTONE.NET
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