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Home My WebLink AboutR2025-31 Lease Agreement for Golf Carts, Utility Hauler, Shuttle and Beverage Cart at Country Club (2)RESOLUTION 2025-31 LEASE NO. 20000035270 Dated as of July 14, 2025 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA, AUTHORIZING THE NEGOTIATION, EXECUTION AND DELIVERY OF LEASE NO. 20000035270 DATED JULY 14, 2025 (THE "LEASE") BETWEEN THE VILLAGE OF NORTH PALM BEACH, 501 U.S. HIGHWAY ONE (COUNTRY CLUB ADDRESS: 951 U.S. HIGHWAY ONE), NORTH PALM BEACH, FL 33408-3813 AND THE HUNTINGTON NATIONAL BANK, 11100 WAYZATA BOULEVARD, SUITE 700, MINNETONKA, HENNEPIN, MN 55305-5517 AND PRESCRIBING OTHER DETAILS IN CONNECTION THEREWITH; PROVIDING FOR CONFLICTS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Village of North Palm Beach, Florida (the "Lessee") is a municipal corporation and political subdivision duly organized and existing pursuant to the Constitution and laws of the State of Florida; and WHEREAS, Lessee is duly authorized by applicable law to acquire such items of personal property as are needed to carry out its governmental functions and to acquire such personal property by entering into lease -purchase agreements; and WHEREAS, Lessee hereby finds and determines that the execution of a Lease for the purpose of leasing with the option to purchase the property designated and set forth in the Lease is appropriate and necessary to the function and operations of the Lessee; and WHEREAS, The Huntington National Bank (the "Lessor") shall act as Lessor under said Lease; and WHEREAS, the Lease shall not constitute a general obligation indebtedness of the Lessee within the meaning of the Constitution and laws of the State. NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF NORTH PALM BEACH, FLORIDA as follows: Section 1. The foregoing recitals are hereby ratified and incorporated herein. Section 2. The Lease, in substantially the form as presently before the governing body of the Lessee, is hereby approved, and the Village Manager of the Lessee is hereby authorized to negotiate, enter into, execute, and deliver the Lease and related documents in substantially the form as presently before the governing body of the Lessee, with such changes therein as shall be approved by such officer, and which Lease will be available for public inspection at the offices of Lessee. Section 3. The Lessee shall, and the officers, agents and employees of the Lessee are hereby authorized and directed to take such further action and execute such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Resolution, and to carry out, comply with and perform the duties of the Lessee with respect to the Lease. Section 4. The Lessee's obligations under the Lease shall be expressly subject to annual appropriation by Lessee; and such obligations under the Lease shall not constitute a general obligation of Lessee or indebtedness of Lessee within the meaning of the Constitution and laws of the State of Florida. Section 5. All other related contracts and agreements necessary and incidental to the Lease are hereby authorized, ratified and approved. Section 6. All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. Section 7. This Resolution shall take effect immediately upon adoption and approval. PASSED AND ADOPTED THIS 24TH DAY OF JULY, 2025. NO... •IF C.••' •: ;e IDA 'W ATTEST: LLAGE CLERK R Docusign Envelope ID A6865E5E-19AD-43F5-8631-438D7C1 F2298 TORUIVIA, DONLON, GODDEAU & RUBIN, P.A. 701 Northpoint Parkway, Suite 209 West Palm Beach, Florida 33407-1950 56 I-686-8700 Telephone 1561-686-8764 Facsimile www.torcivialaw,cam Glen J. TUrtivin Lars Donlon Christy L.. ( oddeau • 1i'orsur1 G. Rubin" 'FLORIDA 13rllt BOARD CERTIFIED Cfll' CUUNIYANI) LOCAL OUVERNMENT ATTORNEY July 14, 2025 Jennifer II,R. lluneeke Elizabeth V. LenlIrau Ruth A. Holmes Tanya M. Earley Amelia Jadoo Daniel Harrell, Of Counsel Lessee: Village of North Palm Beach 501 U.S, Highway One (Golf Course Address: 951 U.S. Highway One) North Palm Beach, FL 33408-3813 Lessor- The Huntington National Bank 11100 Wayzata Boulevard, Suite 700 Minnetonka, MN 55305-5517 Re: Contract 20000035274, dated as of July 14, 2025, by and between the Village of North Palm Beath and Lessor Ladies and Gentlemen: I have acted as counsel to Lessee with respect to the contract described above (the "Lease") and various related matters, and in this capacity have reviewed a duplicate original or certified copy of the Lease and exhibit thereto. Based upon the examination of these and such other documents as I deem relevant, it is my opinion that: I . Lessee municipal corporation and political subdivision of the State of Florida (the "State") duly organized, existing and operating under the Constitution and laws of the State. The full, true and correct legal name of Lessee is "The Village of North Palm Beach, Florida." 2. The Uniform Commercial Code, as adopted in the State (the "UCCC"), and no other statute of the State, governs the creation, perfection, priority or enforcement of a security interest created by Lessee. 3. Lessee is authorized and has power under State law to enter into the Lease, and to carry out its obligations thereunder and the transactions contemplated thereby. Docusign Envelope ID. A6865E5E-19AD-43F5-8631-438D7C1F229i3 4. The Lease and the other documents described above have been duly authorized, approved, executed and delivered by and on behalf of Lessee, and the Lease is a valid and binding contract of Lessee enforceable in accordance with its terms, except to the extent limited State and Federal laws affecting remedies and by bankruptcy, reorganization or other laws of general application to or affecting the enforcement of creditors' rights. 5. The authorization, approval and execution of the Lease and all other proceedings of Lessee relating to the transactions contemplated thereby have been performed in accordance with all open meeting laws, public bidding laws and all other applicable State and Federal laws. 6. The execution of the Lease and the appropriation of moneys to pay the payments coming due under the Lease do not result in the violation of any constitutional, statutory or other limitation relating to the manner, form or amount of indebtedness which may be incurred by Lessee. 7. There is no litigation, action, suit, or proceeding pending or before any court, administrative agency, arbitrator or governmental body, that challenges the organization or existence of Lessee; the authority of the organization or existence of Lessee; the authority of its officers; the proper authorization, approval and execution of the Lease and other documents described above; the appropriation of monies to make Rental Payments under the Lease for the current fiscal year, or the ability of Lessee otherwise to perform its obligations under the Lease and the transactions contemplated thereby. This opinion of counsel may be relied upon by Lessor and its successors or assigns. Very truly yours, Leonard G. Rubin Village Attorney Torcivia, Donlan, Goddeau & Rubin, P.A., 701 Northpaint Parkway, Suite 209, West Palm Beach, Florida 33407 (S61) 686-B700 - (561) 686-B764 (facsimile)