2016-64 Police Motorcycles LeaseRESOLUTION 2016 -64
A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF
NORTH PALM BEACH, FLORIDA APPROVING A LEASE AGREEMENT
FOR TWO 2017 COMMANDER I STEALTH MOTORCYCLES FROM
VICTORY MOTORCYCLES, LLC AND AUTHORIZING THE VILLAGE
MANAGER TO EXECUTE THE LEASE AGREEMENT; AND PROVIDING
FOR AN EFFECTIVE DATE.
WHEREAS, the Police Department is requesting approval of a Lease Agreement for two (2)
2017 Victory Commander I Stealth Motorcycles from Victory Motorcycles, LLC; and
WHEREAS, the Lease Agreement is for a term of five years at a cost of $590.47 per motorcycle
per month for a total annual cost of $14,171.28; and
WHEREAS, the Village Council determines that the adoption of this Resolution is in the best
interests of the Village and its residents and waives any conflicting purchasing rules and regulations.
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE
OF NORTH PALM BEACH, FLORIDA as follows:
Section 1. The foregoing recitals are ratified as true and incorporated herein.
Section 2. The Village Council hereby approves a five -year lease for two (2) 2017 Victory
Commander I Stealth Motorcycles from Victory Motorcycles, LLC at a total cost of $14,171.28
per year and authorizes the Village Manager to execute the Lease Agreement on behalf of the Village.
The funds are budgeted and shall be expended from Account No. A5711 -34420 (Police —
Rental Equipment).
Section 3. This Resolution shall talce effect immediately upon its adoption.
PASSED AND ADOPTED THIS 13TH DAY OF (
(yElage &al)
ATTEST:
VILLAGE CLERK
p �Jyt[hL ICiE
VICTORY FINANCING PROGRAM
Legal Name of Obligor. The Village of North Palm Beach, FL Fed. Tax ID * 59- 6017984
Address: Sol U.S. Highway One
City: North Palm Beach County: Palm Beach State: FL Zip: 33408
Contact Person: Angela Dallesandro Title: Police Captain
Phone: ( 561 ) 841 -3300 Fax: ( 561 ) 881 -4425
Email Address: adallesanro9village -npb. org Alt Contact Email Address: Jlobosky@village-npb.org
Alternative Contact Person: Janny Michieka- Lobosky Title: Admin. Coordinator Phone: ( 561 ) 841 -3376
Date municipal entity was established: 19s6 Does the obligor self- insure for property & liability insurance? No
Total Cost of Equipment/Project: $66,145.30 Term (years): 5
*Down Payment: $NIA Source of Down Payment: NIA
Trade In: NIA Payment Amount: $14,171.28 Delivery Date: TBD
Other: ($4,711.10 interest) Payment Due: ® Advance ❑ Arrears
Amount to Finance: $66,145.30 Payments: ❑ Monthly ❑ Quarterly ❑ Semi - Annual ® Annual
'Obligor's first payment is due at signing
Has the obligor paid, or does obligor intend to pay, a vendor for any portion of the equipment being financed with the intent of being
reimbursed with proceeds from this financing? ❑ Yes ® No
How will the contract payments be made? ❑ P -Card *Addt'I Fees Will Apply* ® Check ❑ ACH ❑ Other (specify)
What fund will the remaining contract payments be made from? ® General ❑ Special (specify)
Will anx federal monies be applied to the contract payments? ❑ Yes ® No If yes, explain.
Equipment Description: 2 New Victory Police Motorcycles
New Equipment: ® Yes ❑ No If no, list age of equipment or date manufactured:
Refurbished: ❑ Yes ® No Year:
Replacement: ® Yes ❑ No Age of current equipment: Year purchased:
If not a replacement, why is the equipment needed?
Buyout Included: ❑ Yes ® No Amount of buyout included: $
Soft Costs Included: ❑ Yes ® No Amount of soft costs included (shipping, software, and sales tax): $
Physical location of equipment after delivery: Village Property
Describe the essential use of the equipment: Policing powers
Has the obligor ever defaulted or non - appropriated on a lease, bond, or legal obligation? ❑ Yes ®No
Will the obligor issue more than $10,000,000 in tax -exem t debt in this calendar year? ❑ Yes ® No
Financial information required (for all
funds ): GENERAL FUND ONLY
Fiscal Year End:
Current Year (Actual YTD)
Prior Year (Actual Not Budget)
Total Revenue:
$19,184,412 (thru June 2016)
$ 20 , 142 , 879
Total Expenditures:
$14,624,187 (thru June 2016)
$ 19,629,460
Net Income:Excess Revenue over exp.
$ 4,560,224 (thru June
$ 513,419
Total Fund Balance:
$ available after FY2016 audit
$ 11,410, 036
If the obligor's expenditures exceeded revenues for any one of the last three years, explain why and what measures were taken to correct the
shortfall: I
Completed By {signature): Printed Name and Title: - ,J� <<s, & t� date: /r)//,I A;
• Additional finan4l infdnnation maybe requested if eemed necessary daring credit review. U
• By signing this application Obligor representative grees to die fallowing statement: `Everything stated in this application is correct to the best of my knowledge. 1
understand Obli a will retain this application whether or not it is approved. Obligee is authorized to verify any information on this application with an appropriate third
party as necessary to omplete the credit review process."
• Please note that dq0nding on circumstances, we reserve the right to charge a reasonable fee to the Obligor, if this transaction Is not funded. This fee is for expenses
incurred and services performed related to the processing of the transaction. This fee will NOT be charged if the transaction is funded by Obligee.
THE VILLAGE OF NORTH PALM BEACH, FLORIDA
DOCUMENTATION INSTRUCTIONS
The instructions listed below should be followed when completing the enclosed documentation. Please print on single sided paper only.
Documentation completed improperly will delay funding. If you have any questions regarding the Conditions to Funding, instructions or the
documentation, please call us at (714) 928 -6080.
I. Attached Documentation
1. Government Obligation Contract
♦ An authorized individual that is with the Obligor should sign on the first space provided.
♦ A second authorized individual that is with the Obligor should attest the previous signature on the space provided.
2. Exhibit A — Description of Equipment
♦ Review equipment description. Complete serial number /VIN if applicable.
♦ List the location where the equipment will be located after delivery/installation.
3. Exhibit B — Payment Schedule
♦ Sign and print name and title
4. Exhibit C - Payment Request & Equipment Acceptance Form
♦ Do Not Return until you need to request funds from the Vendor Payable Account.
S. Exhibit D - Signature Card
♦ Sign and print name and title
♦ An additional individual may sign as an authorized individual, if desired.
6. Exhibit E - Obligor Acknowledgement
♦ Complete information as indicated.
7. Notice of Assignment
♦ Sign and print name and title.
8. Insurance Requirements
♦ Complete insurance company contact information where indicated.
9. Debit Authorization -- (Preferred)
♦ Complete form and attach a voided check
10. 8038GC IRS Form
♦ Please read 8038 Review Form
In Box 2, type Employer Identification Number
Sign and print name and title
II. Additional Documentation Required
1. First payment check as stated on attached invoice
III. Condition to Fund!
If, for any reason: (i) the required documentation is not returned by December 18, 2016, is incomplete, or has unresolved issues relating thereto, or
(ii) on, or prior to the return of the documentation, there is a change of circumstance which adversely affects the expectations, rights or security of
the Obligee or its assignees; then Obligee or its assignees reserve the right to adjust the quoted interest rate or withdraw /void its offer to fund this
transaction in its entirety. Neither KS StateBank nor Baystone Government Finance is acting as on advisor to the municipal entity /obligated person
and neither awes o fiduciary duty pursuant to Section 158 of the Exchange Act of 1934.
All documentation should be returned to:
Victory Police Motorcycles LLC
1400 South Aivernon Way
Tucson, Arizona 85711
FL Small Ticket Non -App BQ VPA
GOVERNMENT OBLIGATION CONTRACT
Obligor Obligee
The Village of North Palm Beach, Florida Victory Police Motorcycles LLC
501 U5 Highway One 1400 South Alvernon Way
North) Palm Beach, Florida 33408 Tucson, Arizona 85711
Dated as of November 18, 2016
This Government Obligation Contract dated as of the date listed above is between Obligee and Obligor listed directly above. Obligee desires to finance the purchase of the Equipment
described in Exhibit A to Obligor and Obligor desires to have Obligee finance the purchase of the Equipment subject to the terms and conditions of this Contract which are set forth below.
I. Definitions
Section 1.01 Definitions. The following terms will have the meanings indicated below unless the context clearly requires otherwise:
"Additional Schedule" refers to the proper execution of additional schedules to Exhibit A and Exhibit B, as well as other exhibits or documents that may be required by the Obligee all of
which relate to the financing of additional Equipment.
"Budget Year' means the Obligor's fiscal year.
"Commencement Date" is the date when Obligor's obligation to pay Contract Payments begins.
"Contract" means this Government Obligation Contract and all Exhibits attached hereto, all addenda, modifications, schedules, refinancings, guarantees and all documents relied upon by
Obligee prior to execution of this Contract.
"Contract Payments" means the payments Obligor is required to make under this Contract as set forth on Exhibit B.
"Contract Term" means the Original Term and all Renewal Terms.
"Exhibit" includes the Exhibits attached hereto, and any "Additional Schedule ", whether now existing or subsequently created.
"Equipment" means all of the items of Equipment listed on Exhibit A and any Additional Schedule, whether now existing or subsequently created, and all replacements, restorations,
modifications and improvements.
"Government" as used in the title hereof means a State or a political subdivision of the State within the meaning of Section 103(a) of the Internal Revenue Code of 1966, as amended
( "Code"), or a constituted authority or district authorized to issue obligations on behalf of the State or political subdivision of the State within the meaning of Treasury Regulation 1.103 -1(b),
or a qualified volunteer fire company within the meaning of section 150(e)(1) of the Code.
"Obligee" means the entity originally listed above as Obligee or any of its assignees.
"Obligor" means the entity listed above as Obligor and which is financing the Equipment through Obligee under the provisions of this Contract.
"Original Term" means the period from the Commencement Date until the end of the Budget Year of Obligor.
"Partial Prepayment Date" means the first Contract Payment date that occurs on or after the earlier of (a) the twenty-four month (24) anniversary of the Commencement Date or (b) the
date on which Obligor has accepted all the Equipment and all amounts have been disbursed from the Vendor Payable Account to pay for the Equipment.
"Purchase Price" means the total cost of the Equipment, including all delivery charges, installation charges, legal fees, financing costs, recording and filing fees and other costs necessary to
vest full, clear legal title to the Equipment in Obligor, subject to the security interest granted to and retained by Obligee as set forth in this Contract, and otherwise incurred in connection
with the financing of this Equipment.
"Renewal Term" means the annual term which begins at the end of the Original Term and which is simultaneous with Obligor's Budget Year and each succeeding Budget Year for the number
of Budget Years necessary to comprise the Contract Term.
"State" means the state in which Obligor is located.
"Surplus Amount" means any amount on deposit in the Vendor Payable Account on the Partial Prepayment Date.
"Vendor Payable Account" means the separate account of that name established pursuant to Section X of this Contract.
II. Obligor Warranties
Section 2.01 O_ bligor represents, warrants and covenants as follows for the benefit of Obligee or its assignees:
(a) Obligor is an "issuer of tax exempt obligations" because Obligor 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 ") or because Obligor is a constituted authority or district authorized to issue obligations on behalf of the State or political subdivision of the State within
the meaning of Treasury Regulation 1.103 -1(b), or a qualified volunteer fire company within the meaning of section 150(e)(1) of the Code.
(b) Obligor has complied with any requirement for a referendum and /or competitive bidding.
(c) Obligor has complied with all statutory laws and regulations that may be applicable to the execution of this Contract; Obligor, and its officer executing this Contract, are authorized
under the Constitution and laws of the State to enter into this Contract and have used and followed all proper procedures of its governing body in executing and delivering this
Contract. The officer of Obligor executing this Contract has the authority to execute and deliver this Contract. This Contract constitutes a legal, valid, binding and enforceable
obligation of the Obligor in accordance with its terms.
(d) Obligor shall use the Equipment only for essential, traditional government purposes.
(e) Should the IRS disallow the tax - exempt status of the interest portion of the Contract Payments as a result of the failure of the Obligor to use the Equipment for governmental
purposes, or should the Obligor cease to be an issuer of tax exempt obligations, or should the obligation of Obligor created under this Contract cease to be a tax exempt obligation for
any reason, then Obligor shall be required to pay additional sums to the Obligee or its assignees so as to bring the after tax yield on this Contract to the same level as the Obligee or its
assignees would attain if the transaction continued to be tax- exempt.
(f) Obligor has never non - appropriated funds under a contract similar to this Contract.
(g) Obligor will submit to the Secretary of the Treasury an information reporting statement as required by the Code.
(h) Upon request by Obligee, Obligor will provide Obligee with current financial statements, reports, budgets or other relevant fiscal information.
0) Obligor shall retain the Equipment free of any hazardous substances as defined in the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. 9601 et. seq.
as amended and supplemented.
G) Obligor hereby warrants the General Fund of the Obligor is the primary source of funds or a backup source of funds from which the Contract Payments will be made.
(k) Obligor presently intends to continue this Contract for the Original Term and all Renewal Terms as set forth on Exhibit 8 hereto. The official of Obligor responsible for budget
preparation will include in the budget request for each Budget Year the Contract 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 Contract Payments coming due therein. Obligor reasonably believes that moneys can and will lawfully
be appropriated and made available for this purpose.
(1) Obligor has selected both the Equipment and the vendor(s) from whom the Equipment is to be purchased upon its own judgment and without reliance on any manufacturer,
merchant, vendor or distributor, or agent thereof, of such equipment to the public.
(m) Obligor owns free and clear of any liens any additional collateral pledged, subject only to the lien described herein, Obligor has not and will not, during the Contract Term, create,
permit, incur or assume any levies, liens or encumbrances of any kind with respect to the Equipment and any additional collateral except those created by this Contract.
Section 2.02 Escrow Agreement. In the event both Obligee and Obligor mutually agree to utilize an Escrow Account, then immediately following the execution and delivery of this Contract,
Obligee and Obligor agree to execute and deliver and to cause Escrow Agent to execute and deliver the Escrow Agreement. This Contract shall take effect only upon execution and delivery
of the Escrow Agreement by the parties thereto. Obligee shall deposit or cause to be deposited with the Escrow Agent for credit to the Equipment Acquisition Fund the sum of N /A, which
shall be held, invested and disbursed in accordance with the Escrow Agreement.
III. Acquisition of Equipment, Contract Payments and the Purchase Option Price
Section 3.01 Acquisition and Acceptance. Obligor shall be solely responsible for the ordering of the Equipment and for the delivery and installation of the Equipment. The Payment Request
and Equipment Acceptance Form must be signed by the same authorized individual(s) who signed the Signature Card, Exhibit D. By making a Contract Payment after its receipt of the
Equipment pursuant to this Contract, Obligor shall be deemed to have accepted the Equipment on the date of such Contract Payment for purposes of this Contract. All Contract Payments
paid prior to delivery of the Payment Request and Equipment Acceptance Form shall be credited to Contract Payments as they become due as shown on the Contract Payment Schedule
attached as Exhibit B hereto.
Section 3.02 Contract Payments. Obligor shall pay Contract Payments exclusively to Obligee or its assignees in lawful, legally available money of the United States of America. The Contract
Payments shall be sent to the location specified by the Obligee or its assignees. The Contract Payments shall constitute a current expense of the Obligor and shall not constitute an
indebtedness of the Obligor. The Contract Payments, payable without notice of demand, are due as set forth on Exhibit B. Obligee shall have the option to charge interest at the highest
lawful rate on any Contract Payment received later than the due date for the number of days that the Contract Payment(s) were late, plus any additional accrual on the outstanding balance
for the number of days that the Contract Payment {s) were late. Obligee shall also have the option, on monthly payments only, to charge a late fee of up to 10% of the monthly Contract
Payment that is past due. Furthermore, Obligor agrees to pay any fees associated with the use of a payment system other than check, wire transfer, or ACH. Once all amounts due Obligee
hereunder have been received, Obligee will release any and all of its rights, title and interest in the Equipment.
SECTION 3.03 Contract Payments Unconditional. Except as provided under Section 4.01,THE OBLIGATIONS OF OBLIGOR TO MAKE CONTRACT PAYMENTS AND TO PERFORM AND OBSERVE
THE OTHER COVENANTS CONTAINED IN THIS CONTRACT SHALL BE ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS WITHOUT ABATEMENT, DIMINUTION, DEDUCTION, SET -OFF, OR SUBJECT
TO DEFENSE OR COUNTERCLAIM.
Section 3.04 Purchase Option Price. Upon thirty (30) days written notice, Obligor shall have the option to pay, in addition to the Contract Payment, the corresponding Purchase Option Price
which is listed on the same line on Exhibit B. This option is only available to the Obligor on the Contract Payment date and no partial prepayments are allowed. If Obligor chooses this option
and pays the Purchase Option Price to Obligee then Obligee will transfer any and all of its rights, title and interest in the Equipment to Obligor.
Section 3.05 Contract Term. The Contract Term shall be the Original Term and all Renewal Terms until all the Contract 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, Obligor has not non - appropriated as
provided for in this Contract then the Contract Term shall be extended into the next Renewal Term and the Obligor shall be obligated to make all the Contract Payments that come due
during such Renewal Term.
Section 3.06 Disclaimer of Warranties. OBLIGEE 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. OBLIGEE IS NOT A MANUFACTURER, SELLER, VENDOR OR DISTRIBUTER, OR AGENT
THEREOF, OF SUCH EQUIPMENT; NOR IS OBLIGEE A MERCHANT OR IN THE BUSINESS OF DISTRIBUTING SUCH EQUIPMENT TO THE PUBLIC. OBLIGEE 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 OBLIGOR.
rV. Non - Appropriation
Section 4.01 Non - Appropriation., if insufficient funds are available in Obligor's budget for the next Budget Year to make the Contract Payments for the next Renewal Term and the funds to
make such Contract Payments are otherwise unavailable by any lawful means whatsoever, then Obligor may non - appropriate the funds to pay the Contract Payments for the next Renewal
Term. Such non - appropriation shall be evidenced by the passage of an ordinance or resolution by the governing body of Obligor specifically prohibiting Obligor from performing its
obligations under this Contract and from using any moneys to pay the Contract Payments due under this Contract for a designated Budget Year and all subsequent Budget Years, If Obligor
non - appropriates, then all obligations of the Obligor under this Contract regarding Contract 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 Obligor of any kind provided that if Obligor has not delivered possession of the Equipment to Obligee as provided herein
and conveyed to Obligee or released its interest in the Equipment by the end of the last Budget Year for which Contract Payments were paid, the termination shall nevertheless be effective
but Obligor shall be responsible for the payment of damages in an amount equal to the amount of the Contract Payments thereafter coming due under Exhibit B which are attributable to the
number of days after such Budget Year during which Obligor fails to take such actions and for any other loss suffered by Obligee as a result of Obligor's failure to take such actions as
required. Obligor shall immediately notify the Obligee as soon as the decision to non - appropriate is made. if such non - appropriation occurs, then Obligor shall deliver the Equipment to
Obligee as provided below in Section 9.04. Obligor shall be liable for all damage to the Equipment other than normal wear and tear. If Obligor fails to deliver the Equipment to Obligee, then
Obligee shall have the right to obtain and enforce a judgment against Obligor in an amount not less than the sum of all Contract Payments then due plus the then applicable Purchase Option
Price.
V. Insurance, Damage, Insufficiency of Proceeds
Section 5.01 Insurance. Obligor shall maintain both property insurance and liability insurance at its own expense with respect to the Equipment. Obligor shall be solely responsible for
selecting the insurers) and for making all premium payments and ensuring that all policies are continuously kept in effect during the period when Obligor is required to make Contract
Payments. Obligor shall provide Obligee with a Certificate of Insurance which lists the Obligee and /or assigns as a loss payee and an additional insured on the policies with respect to the
Equipment.
(a) Obligor 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 Obligee in an amount at least equal to the then applicable Purchase Option Price of the Equipment. Alternatively, Obligor may insure the Equipment
under a blanket insurance policy or policies.
(b) The liability insurance shall insure Obligee from liability and property damage in any form and amount satisfactory to Obligee.
(c) Obligor may self- insure against the casualty risks and liability risks described above. If Obligor chooses this option, Obligor must furnish Obligee 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 Obligee and its assignees are named additional insureds and loss payees and that
all losses are payable to Obligor and Obligee or its assignees as their interests may appear. Each policy issued or affected by this Section shall contain a provision that the insurance
company shall not cancel or materially modify the policy without first giving thirty 1301 days advance notice to Obligee or its assignees. Obligor shall furnish to Obligee certificates
evidencing such coverage throughout the Contract Term.
Section 5.02 Damage to or Destruction of Equipment. Obligor assumes the risk of loss or damage to the Equipment. If the Equipment or any portion thereof is lost, stolen, damaged, or
destroyed by fire or other casualty, Obligor will immediately report all such losses to all possible insurers and take the proper procedures to obtain all insurance proceeds. At the option of
Obligee, Obligor 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 collected from all applicable insurance policies after deducting all expenses incurred in the
collection thereof.
Section 5.03 Insufficiency of Net Proceeds. If there are no Net Proceeds for whatever reason or if the Net Proceeds are insufficient to pay in full the cost of any replacement, repair,
restoration, modification or improvement of the Equipment, then Obligor shall, at the option of Obligee, either (1) complete such replacement, repair, restoration, modification or
improvement and pay any costs thereof in excess of the amount of the Net Proceeds or (2) apply the Net Proceeds to the Purchase Option Price and pay the deficiency, if any, to the Obligee.
Section 5.04 Obligor Negligence. Obligor assumes all risks and liabilities, whether or not covered by insurance, for loss or damage to the Equipment and for injury to or death of any person
or damage to any property whether such injury or death be with respect to agents or employees of Obligor or of third parties, and whether such property damage be to Obligor's property or
the property of others (including, without limitation, liabilities for loss or damage related to the release or threatened release of hazardous substances under the Comprehensive
Environmental Response, Compensation and Liability Act, the Resource Conservation and Recovery Act or similar or successor law or any State or local equivalent now existing or hereinafter
enacted which in any manner arise out of or are incident to any possession, use, operation, condition or storage of any Equipment by Obligor), which is proximately caused by the negligent
conduct of Obligor, its officers, employees and agents.
Section 5.05 Reimbursement. Obligor hereby assumes responsibility for and agrees to reimburse Obligee for all liabilities, obligations, losses, damages, penalties, claims, actions, costs and
expenses (including reasonable attorneys' fees) of whatsoever kind and nature, imposed on, incurred by or asserted against Obligee that in anyway relate to or arise out of a claim, suit or
proceeding, based in whole or in part upon the negligent conduct of Obligor, its officers, employees and agents, or arose out of installation, operation, possession, storage or use of any item
of the Equipment, to the maximum extent permitted by law.
VI. Title
Section 6.01 Title. Title to the Equipment shall vest in Obligor when Obligor acquires and accepts the Equipment. Title to the Equipment will automatically transfer to the Obligee in the
event Obligor non - appropriates under Section 4.01 or in the event Obligor defaults under Section 9.01. In such event, Obligor shall execute and deliver to Obligee such documents as Obligee
may request to evidence the passage of legal title to the Equipment to Obligee and Obligor will peaceably surrender possession of the Equipment to Obligee.
VII. Assignment
Section 7.01 Assignment by Obligee. All of Obligee's rights, title and /or interest in and to this Contract may be assigned and reassigned in whole or in part to one or more assignees or sub -
assignees by Obligee at any time without the consent of Obligor. No such assignment shall be effective as against Obligor until the assignor shall have filed with Obligor written notice of
assignment identifying the assignee. Obligor shall pay all Contract Payments due hereunder relating to such Equipment to or at the direction of Obligee or the assignee named in the notice
of assignment. Obligor shall keep a complete and accurate record of all such assignments.
Section 7.02 Assignment. Sale or Transfer by Obligor. None of Obligor's right, title and interest under this Contract and /or in the Equipment maybe assigned, sold or transferred by Obligor
unless Obligee approves of such assignment, sale or transfer in writing before such assignment, sale or transfer occurs and only after Obligor first obtains an opinion from nationally
recognized counsel stating that such assignment, sale or transfer will not jeopardize the tax - exempt status of the obligation.
VIII. Maintenance of Equipment
Section 8.01 Equipment. Obligor shall keep the Equipment in good repair and working order, and as required by manufacturer's and warranty specifications. If Equipment consists of
copiers, Obligor is required to enter into a copier maintenance /service agreement. Obligee shall have no obligation to inspect, test, service, maintain, repair or make improvements or
additions to the Equipment under any circumstances. Obligor will be liable for all damage to the Equipment, other than normal wear and tear, caused by Obligor, its employees or its agents.
Obligor shall pay for and obtain all permits, licenses and taxes related to the ownership, installation, operation, possession, storage or use of the Equipment. If the Equipment includes any
titled vehicle(s), then Obligor is responsible for obtaining such title(s) from the State. Obligor shall not use the Equipment to haul, convey or transport hazardous waste as defined in the
Resource Conservation and Recovery Act, 42 U.S.C. 6901 et, seq. Obligor agrees that Obligee or its Assignee may execute any additional documents including financing statements,
affidavits, notices, and similar instruments, for and on behalf of Obligor which Obligee deems necessary or appropriate to protect Obligee's interest in the Equipment and in this Contract.
Obligor shall allow Obligee 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 Contract:
ia) Failure by Obligor to pay any Contract 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 Contract at the time specified herein and a continuation of said failure for a period of fifteen (15) days after written
notice by Obligee that such payment must be made. If Obligor continues to fail to pay any payment after such period, then Obligee may, but will not be obligated to, make such
payments and charge Obligor for all costs incurred plus interest at the highest lawful rate.
(c) Failure by Obligor to observe and perform any warranty, covenant, condition, promise or duty under this Contract for a period of thirty (30) days after written notice specifying such
failure is given to Obligor by Obligee, unless Obligee agrees in writing to an extension of time. Obligee will not unreasonably withhold its consent to an extension of time if corrective
action is instituted by Obligor. Subsection (c) does not apply to Contract Payments and other payments discussed above.
(d) Any statement, material omission, representation or warranty made by Obligor in or pursuant to this Contract which proves to be false, incorrect or misleading on the date when made
regardless of Obligor's intent and which materially adversely affects the rights or security of Obligee under this Contract.
(e) Any provision of this Contract which ceases to be valid for whatever reason and the loss of such provision would materially adversely affect the rights or security of Obligee.
(f) Except as provided in Section 4.01 above, Obligor admits in writing its inability to pay its obligations.
(g) Obligor defaults on one or more of its other obligations.
(h) Obligor becomes insolvent, is unable to pay its debts as they become due, makes an assignment for the benefit of creditors, applies for or consents to the appointment of a receiver,
trustee, conservator, custodian, or liquidator of Obligor, or all or substantially all of its assets, or a petition for relief is filed by Obligor under federal bankruptcy, insolvency or similar
laws, or is filed against Obligor and is not dismissed within thirty )30) days thereafter.
Section 9.02 Remedies on Default. Whenever any Event of Default exists, Obligee shall have the right to take one or any combination of the following remedial steps:
(a) With or without terminating this Contract, Obligee may declare all Contract Payments and other amounts payable by Obligor hereunder to the end of the then current Budget Year to
be immediately due and payable.
(b) With or without terminating this Contract, Obligee may require Obligor at Obligor's expense to redeliver any or all of the Equipment and any additional collateral to Obligee as
provided below in Section 9.04. Such delivery shall take place within fifteen (15) days after the Event of Default occurs. if Obligor fails to deliver the Equipment and any additional
collateral, Obligee may enter the premises where the Equipment and any additional collateral is located and take possession of the Equipment and any additional collateral and charge
Obligor for costs incurred. Notwithstanding that Obligee has taken possession of the Equipment and any additional collateral, Obligor shall still be obligated to pay the remaining
Contract Payments due up until the end of the then current Original Term or Renewal Term. Obligor will be liable for any damage to the Equipment and any additional collateral
caused by Obligor or its employees or agents.
(c) Obligee may take whatever action at law or in equity that may appear necessary or desirable to enforce its rights, including but not limited to all rights listed in Section 4.01. Obligor
shall be responsible to Obligee for all costs incurred by Obligee in the enforcement of its rights under this Contract including, but not limited to, reasonable attorney fees.
Section 9.03 No Remedy Exclusive. No remedy herein conferred upon or reserved to Obligee is intended to be exclusive and every such remedy shall be cumulative and shall be in addition
to every other remedy given under this Contract 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 Obligor shall, at its own expense, surrender the Equipment, any additional collateral and all required documentation to evidence transfer of title from Obligor to the
Obligee in the event of a default or a non - appropriation by delivering the Equipment and any additional collateral to the Obligee to a location accessible by common carrier and
designated by Obligee. In the case that any of the Equipment and any additional collateral consists of software, Obligor shall destroy all intangible items constituting such software
and shall deliver to Obligee all tangible items constituting such software. At Obligee's request, Obligor shall also certify in a form acceptable to Obligee that Obligor has complied with
the above software return provisions and that they will immediately cease using the software and that they shall permit Obligee and /or the vendor of the software to inspect Obligor's
locations to verify compliance with the terms hereto.
(b) Delivery: The Equipment and any additional collateral shall be delivered to the location designated by the Obligee by a common carrier unless the Obligee agrees in writing that a
common carrier is not needed. When the Equipment and any additional collateral is delivered into the custody of a common carrier, the Obligor shall arrange for the shipping of the
item and its insurance in transit in accordance with the Obligee's instructions and at the Obligor's sole expense. Obligor at its expense shall completely sever and disconnect the
Equipment and any additional collateral or its component parts from the Obligor's property all without liability to the Obligee. Obligor shall pack or crate the Equipment and any
additional collateral and all of the component parts of the Equipment and any additional collateral carefully and in accordance with any recommendations of the manufacturer. The
Obligor shall deliver to the Obligee the plans, specifications, operation manuals or other warranties and documents furnished by the manufacturer or vendor on the Equipment and
any additional collateral and such other documents in the Obligor's possession relating to the maintenance and methods of operation of such Equipment and any additional collateral.
)c) Condition: When the Equipment is surrendered to the Obligee it shall be in the condition and repair required to be maintained under this Contract. It will also meet all legal regulatory
conditions necessary for the Obligee to sell or lease it to a third party and be free of all liens. If Obligee reasonably determines that the Equipment or an item of the Equipment, once it
is returned, is not in the condition required hereby, Obligee may cause the repair, service, upgrade, modification or overhaul of the Equipment or an item of the Equipment to achieve
such condition and upon demand, Obligor shall promptly reimburse Obligee for all amounts reasonably expended in connection with the foregoing.
(d) Storage: Upon written request by the Obligee, the Obligor shall provide free storage for the Equipment and any additional collateral for a period not to exceed 60 days after the
expiration of the Contract Term before returning it to the Obligee. The Obligor shall arrange for the insurance described to continue in full force and effect with respect to such item
during its storage period and the Obligee shall reimburse the Obligor on demand for the incremental premium cost of providing such insurance.
X. Vendor Payable Account
Section 10.01 Establishment of Vendor Payable Account. On the date that the Obligeo executed this Contract, which is on or after the date that the Obligor executes this Contract, Obligee
agrees to (i) make available to Obligor an amount sufficient to pay the total Purchase Price for the Equipment by establishing a separate, non - interest bearing account ithe "Vendor Payable
Account "), as agent for Obligor's account, with a financial institution that Obligee selects that is acceptable to Obligor )including Obligee or any of its affiliates) and (ii) to deposit an amount
equal to such Purchase Price as reflected on Exhibit B in the Vendor Payable Account. Obligor hereby further agrees to make the representations, warranties and covenants relating to the
Vendor Payable Account as set forth in Exhibit C attached hereto. Upon Obligor's delivery to Obligee of a Payment Request and Equipment Acceptance Form in the form set forth in Exhibit C
attached hereto, Obligor authorizes Obligee to withdraw funds from the Vendor Payable Account from time to time to pay the Purchase Price, or a portion thereof, for each item of
Equipment as it is delivered to Obligor. The Payment Request and Equipment Acceptance Form must be signed by an authorized individual acting on behalf of Obligor. the authorized
individual or individuals designated by the Obligor must sign the Signature Card which will be kept in the possession of the Obligee.
Section 10.02 Down Payment, Prior to the disbursement of any funds from the Vendor Payable Account, the Obligor must either it) deposit all the down payment funds that the Obligor
has committed towards the purchase of the Equipment into the Vendor Payable Account or (2) Obligor must provide written verification to the satisfaction of the Obligee that all the down
payment funds Obligor has committed towards the purchase of the Equipment have already been spent or are simultaneously being spent with the funds requested from the initial Payment
Request and Equipment Acceptance Form. For purposes of this Section, the down payment funds committed towards the Equipment from the Obligor are the down payment funds that
were represented to the Obligee at the time this transaction was submitted for credit approval by the Obligor to the Obligee.
Section 10.03 Disbursement upon Non - Appropriation or Default. If an event of non - appropriation or default occurs prior to the Partial Prepayment Date, the amount then on deposit in the
Vendor Payable Account shall be retained by the Obligee and Obligor will have no interest therein.
Section 10.04 Surplus Amount. Any Surplus Amount then on deposit in the Vendor Payable Account on the Partial Prepayment Date shall be applied to pay on such Partial Prepayment Date
a portion of the Purchase Option Price then applicable.
Spaign 10.Q5 Regitici,il iqn qf Cqn act Payments. Upon payment of a portion of the Purchase Option Price as provided in Section 10.04 above, each Contract Payment thereafter shall be
reduced by an amount calculated by Obligee based upon a fraction the numerator of which is the Surplus Amount and the denominator of which is the Purchase Option Price on such Partial
Prepayment Date. Withinn days after such Partial Prepayment Date, Obligee shall provide to Obligor a revised Exhibit B to this Contract, which shall take into account such payment of a
portion of the Purchase Option Price thereafter and shall be and become thereafter Exhibit B to this Contract. Notwithstanding any other provision of this Section 10, this Contract shall
remain in full force and effect with respect to all or the portion of the Equipment accepted by Obligor as provided in this Contract, and the portion of the principal) component of Contract
Payments remaining unpaid after the Partial Prepayment Date plus accrued interest thereon shall remain payable in accordance with the terms of this Contract, including revised Exhibit a
hereto which shall be binding and conclusive upon Obligee and Obligor.
X1. Miscellaneous
Section 11.01 Notices. All notices shall be sufficiently given and shall be deemed given when dehvered or mailed by registered mail, postage prepaid, to the parties at their respective places
of business as first set forth herein or as the parties shall designate hereafter in writing.
Section 11.02 Binding Effect. Obligor acknowledges this Contract is not binding upon the Obligee or As assignees unless the Conditions to Funding listed on the Documentation Instructions
have been met to Obligee's satisfaction, and Obligee has executed the Contract. Thereafter, this Contract shall inure to the benefit of and shall be binding upon Obligee and Obligor and
their respective successors and assigns.
Section 11.03 Severability, In the event any provision of this Contract 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 11,04 Amendments_ Addenda, Changes or Modifications. This Contract may be amended, added to, changed or modified by written agreement duly executed by Obligee and
Obligor. Furthermore, Obligee reserves the right to directly charge or amortize into the remaining balance due from Obligor, a reasonable fee, to be determined at that time, as
compensation to Obligee for the additional administrative expense resulting from such amendment, addenda, change or modification requested by Obligor.
Section 11.05 Execution in Counterparts. This Contract may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one
and the satire instrument.
Section 11.06 Captions. The captions or headings in this Contract do not define, limit or describe the scope or intent of any provisions or sections of this Contract.
Section 11.07 Master Contract. This Contract can be utilized as a Master Contract. This means that the Obligee and the Obligor may agree to the financing of additional Equipment under
this Contract at some point in the future by executing one or more Additional Schedules to Exhibit A and Exhibit B, as well as other exhibits or documents that may be required by Obligee.
Additional Schedules will be consecutively numbered on each of the exhibits which make up the Additional Schedule and all the terms and conditions of the Contract shall govern each
Additional Schedule.
Section 11.08 Entire Writing. This Contract constitutes the entire writing between Obligee and Obligor. No waiver, consent, modification or change of terms of this Contract 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 Contract, the Equipment or any
additionM collateral, Financed hereunder. Any terms and conditions of any purchase order or other documents submitted by Obligor in connection with this Contract which are in addition to
or inconsistent with the terms and conditions of this Contract will not be binding on Obligee and will not apply to this Contract.
Section 11.09 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 Obligor hereby
specifically designates the Contract 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 Obligor
hereby represents that the Obligor will not designate more than $10,000,000 of obligations issued by the Obligor in the calendar year during which the Contract 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 Obligor hereby represents that the Obligor (including all subordinate
entities of the Obligor within the meaning of Section 265(b)(3)(E) of the Code) reasonably anticipates not to issue in the calendar year during which the Contract 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.
Section By signing and attesting directly below, Obligor hereby warrants and certifies that: The Equipment
described on Exhibit A has not been delivered, installed or available for use as of the Commencement date of this Contract. Obligor acknowledges that Obligee has agreed to deposit into a
Vendor Payable Account an amount sufficient to pay the total purchase price (the "Purchase Price') for the Equipment so identified in such Exhibit A; The principal amount of the Contract
Payments in the Exhibit 8 accurately reflects the Purchase Price; Obligor agrees to execute a Payment Request and Equipment Acceptance Form authorizing payment of the Purchase Price,
or portion thereof, for each withdrawal of funds from the Vendor Payable Account
Section 11.11 Obligor further warrants and certifies that: Obligor's obligation to commence Contract Payments as set forth in Exhibit B is absolute and unconditional as of the
Commencement Date and on each date set forth in Exhibit B thereafter, subject to the terms and conditions of the Contract; immediately upon delivery and acceptance of all the
Equipment, Obligor will notify Obligee of Obligor's final acceptance of the Equipment by delivering to Obligee the Payment Request and Equipment Acceptance Form in the form set forth in
Exhibit C attached to the Contract; in the event that any Surplus Amount is on deposit in the Vendor Payable Account when an event of non-appropriation or default under the Contract
occurs, then those amounts shall be applied as provided in Section 10 of the Contract; regardless of whether Obligor delivers a final Payment Request and Equipment Acceptance Form, all
Contract Payments paid prior to delivery of all the Equipment shall be credited to Contract Payments as they become due under the Contract as set forth in Exhibit B.
Section 11.12 Resolution and Authorization. By signing and attesting directly below, Obligor hereby warrants and certifies that the Governing Body of the Obligor at either a special or
regular meeting or through some other approved method of authorization has determined that this Contract is in the best interests of the Obligor and the Governing Body did at such
meeting or through some other approval method approve the entering into of the Contract by the Obligor and specifically designated and authorized the individual(s) who have signed
directly below to execute this Contract on Obligor's behalf along with any related documents (including any Escrow Agreement) necessary to the consummation of the transaction
contemplated by the Contract.
Obligee and Obligor have caused'th is Contract to be executed in their names by their duly authorized representatives listed below.
The,Village of North aim ,11 rids Victory Police Motorcycles LLC
N
and Title
The Village of North Palm Beach, Florida
Attested By Authorized Individual:
Signature I
/0, �i A) A I
Printed Name Ad Title
Signature
Printed Name and Title
CYNTHIA A MEDEROS
k4y COMMISSION # EES78822
or EXPIRES February 20 2017
,401)3109 -0153
Schedule (01j
EXHIBIT A
DESCRIPTION OF EQUIPMENT
RE., Government Obligation Contract dated as of November 18, 2016, between Victory Police Motorcycles LLC (Obligee) and The Village of North
Palm Beach, Florida (Obligor)
Bellow is a detailed description of all the items of Equipment including quantity, model number and serial number where applicable:
Two (2) Victory Police Motorcycles
-6(eo U,5 11
Physical Address of Equipment after Delivery : /' 116AA paA 9( ' 0 7 3VO9
Schedule (01)
EXHIBIT B
;7TMI401iMA: 1011114
RE: Government Obligation Contract dated as of November 18, 2016, between Victory Police Motorcycles LLC (Obligee) and The Village of North
Palm Beach, Florida (Obligor)
Date of First Payment: At Closing
Original Balance: $66,145.30
Total Number of Payments; Five (5)
Number of Payments Per Year: One (1)
Pmt
Due
Contract
Applied to
Applied to
*Purchase
No.
Date
Payment
Interest
Principal
Option, Price
1
At Closing
$14,171.28
$0.00
$14,171.28
$53,531.28
2
18-Oct-17
$14,171.28
$1,770,38
$12,400.90
$40,551.96
3
18-Oct-18
$14,171.28
$1,452.90
$12,718,38
$27,35193
4
18-Oct-19
$14,171.28
$985.95
$13,185.33
$13,839,14
5
18-Oct-20
$14,171.28
$501.87
$13,669.41
$0.00
PrintedgNaVn
,Ajffle i ' i
*Assumes all Contract Payments due to date, are paid
Please list the Source of Funds (Fund Item in Budget) for the Contract Payments that come due under Exhibit B of this Contract.
Source of Funds : General Fund
Schedule (01)
EXHIBIT C
PAYMENT REQUEST AND EQUIPMENT ACCEPTANCE FORM
RE: Government Obligation Contract dated as of November 18,a016, between Victory Police Motorcycles LILC (Obligee) and The Village of North
Palm Beach, Florida (qbKigor)
In accordance with Section 10,01 bv executing this Payment neuve# and Equipment Acceptance ppnm the ob||«m hereby represents that the
Payee or Payees listed below who are requesting payment have delivered the Equipment u/a portion ,f the Equipment m performed the services
to the satisfaction of the Obligor and that the amounts requested below by the Payee or Payees are proportionate with the value of the Equipment
delivered o, services rendered bv the Payee o,Payees. The Obligor hereby represents and warrants for all purposes that:
1. Pursuant u, the invoice attached hereto, the amount umbedisbursed is $
Contract between Obligor and Vendor.
z Payment is tobe made to: Payee;
and this amount isconsistent with the
a. The undersigned certifies that the following documents are attached m this Payment Request and Equipment Acceptance Form when there is
a, request for rrelease of funds from the Vendor Payable Account to pay for a portion, o,all, of the Equipment: (z)Invoice from the Vendor,
(2) copy uf the Contract between Obligor and Vendor (if requested by the Obligee), (3) InsuranceCertificate (if applicable), (4) front and back
copy mf the original axso/ndo. By executing this Payment Request and Equipment Acceptance Form and attaching the documents as required
above, the Obligor shall he deemed to have accepted this portion of the Equipment for all purposes under the Contract, including, without
limitation, the obligation of Obligor m make the Contract Payments with, respect thereto in a proportionate amount of the total Contract
Payment.
4. No amount listed in, this exhibit was included in any such exhibit previously submitted.
5. each disbursement hereby requested has been incurred and is a proper charge against the Vendor Payable Account. mm amount hereby
requested to be disbursed will be paid to Obligor as reimbursement for any expenditure paid by Obligor more than 60 days prior to the date of
execution and delivery of the Contract.
G. The Equipment referenced m the attached has been delivered, in,#Uea' inspected and tested as necessary and in accordance with ob|i@p/a
specifications and accepted for all purposes.
/. That Obligor is or will be the title owner to the Equipment referenced in the attached, and that in the event that any third party makes aclaim
to such title that Obligor will take all measures necessary to secure title, including, without limitation, the appropriation of additional funds to
secure title to such Equipment, or portion thereof, and keep the [uotmcu in full force and effect. Furthermore, Obligor has obtained
insurance coverage as required under the Contract from an insurer qualified to do business in the State.
8. Obligor has appropriated and/or taken other lawful actions necessary to provide moneys sufficient to pay all Contract Payments required to
be paid under the Contract during the current Budget Year of Obligor, and such moneys will be applied in payment of all Contract Payments
due and payable during such current Budget Year,
s. mm event nr condition that constitutes or would constitute am Event of Default exists rsof the date hereof.
\ the undersigned, hereby certify that I am a dully qualified representative of Obligor and that I have been given the authority by the governing
body of Obligor to sign this Payment Request and Equipment Acceptance Form.
Please forward this document and any correspondence relating to vendor payment to:
Please call (714)g78-6080 if you have any questions.
Schedule (01
I
EXHIBIT D
SIGNATURE CARD
RE: Government Obligation Contract dated as of November 18, 2016, between Victory Police Motorcycles LLC (Obligee) and The Village of North
Palm Beach, Florida (Obligor)
The below signatures will be used for purposes of verifying the signature on a Payment Request and Equipment Acceptance Form prior to making
payments from the Equipment Acquisition Fund or Vendor Payable Account. By signing below, the undersigned represents and warrants that s/he
has received all appropriate authority from The Village of North Palm Beach, Florida,
The Village olf` North Palm
Printed Name
Signature of additional authorized individual (optional) of Obligor
Signature
Printed Name and Title
Schedule (01)
EXHIBIT E
OBLIGOR ACKNOWLEDGEMENT
RE: Government Obligation Contract dated as of November 18, 2016, between Victory Police Motorcycles LLC (Obligee) and The Village of North
Palm Beach, Florida (Obligor)
Obligor hereby acknowledges that it has ordered or caused to be ordered the equipment that is the subject of the above- mentioned Contract.
Please complete the below information, attach another page if necessary
Vendor Name:
Phone:
Contact Person:
Equipment:
Cost of Equipment:
Vendor Name:
Phone:
Contact Person:
Equipment:
Cost of Equipment:
Vendor Name:
Phone:
Contact Person:
Equipment:
Cost of Equipment:
Vendor Name:
Phone:
Contact Person:
Equipment:
Cost of Equipment:
Vendor Name:
Phone:
Contact Person:
Equipment:
Cost of Equipment:
Obligor will immediately notify Obligee if any of the information listed above is changed.
NOTICE OF ASSIGNMENT
NOVEMBER 18, 2016
Victory Police Motorcycles LLC (Obliigee/Assignor) hereby gives notice of an Assignment between Obligee/Assignor and KS StateBank (Assignee) of
the Government Obligation Contract (Contract) between Obligee/Assignor and The Village of North Palm Beach, Florida, dated as of November 18,
2016.
All Contract Payments coming due pursuant to the Contract shall be made to:
KS StateBank
1010 westloop, P.O. Box 69
Manhattan, Kansas 66505-0069
Victory Police Motorcycles LLC, Obligee/Assignor
Signature
Printed Name and Title
ACKNOWLEDGEMENT OF AND CONSENT TO ASSIGNMENT
The Village of North Palm Beach, Florida (Obligor) as party to a Government Obligation Contract dated as of November 18, 2016 between Obligor
and Victory Police Motorcycles LLC (Obligee), hereby acknowledges receipt of a Notice of Assignment dated November 18, 2016 whereby Obligee
gave notice of its assignment to KS StateBank of its right to receive all Contract Payments due from Obligor under the Contract and hereby consents
to that Assignment. Pursuant to the Notice of Assignment from Obligee, Obligor agrees to deliver all Contract Payments coming due under the
Contract to:
KS StateBank
1010 Westloop, P.O. Box 69
Manhattan, Kansas 66505-0069
The Viloge of North P I ,Vepcho,h�rida
ji na e
% 0A e- kellm) '-le
P'nifted d rfle
INSURANCE REQUIREMENTS
Pursuant tn Article V of the Government Obligation Contract, you have agreed to provide us evidence of insurance covering the
A Certificate of Insurance listing the information stated below should be sent to us no later than the date on which the equipment is
Insured: Certificate Holder:
The Village cf North Palm Beach, Florida K5StateBank
501 US Highway One 1O1DVVesdmop,P.O. Box 69
North Palm Beach' Florida 33408 Manhattan, Kansas 66505-0069
z. Equipment Description
# Two (z) Victory Police Motorcycles
0 Please include all applicable VIN's, seriall numbers, etc.
2. Deductible
# The deductible amounts nn the �nsurance policy should not exceed gz5,mmo.8n.
3. Physical Damage
^ All risk coverage wo guarantee proceeds nf°t least $66'z4s.an.
4. Liability
+ Minimum Combined Single Limit of $1,000,000.00 on bodily injury and property damage.
5. Additional Insured and Loss Payee
+ KS State8ank A01A (and/or Its Assigns) MUST be listed as additional insured and loss payee.
Please forward certificate ao soon ao possible to: Emai|:chuck@gpeenwoddhnance.com
Please complete the information below and return this form along with, the Contract.
The Village of North Palm Beach, Florida
Insurance Company�
Agent's Name:
�
Telephone� —T Q
Fax #:
Address
� ~-|
Ozy �t���p� 32 00 1
Emai|:
*PREFERRED*
*As an additional payment option for Obligor, we are now providing the option of ACH (Automatic Clearing House). By completing this form,
Obligor is authorizing Obligee to withdraw said payment amount on said date.
DEBIT AUTHORIZATION
11 hereby authorize KS StateBank Government Finance Department to initiate debit entries, and, if necessary, to reinitiate returned entries up to two
additional times, to the account indicated below at the financial institution named below and to debit the same to such account for:
. ........... . ........................... . . ............ ......
Contract Number Payment Amount Frequency of Payments
Frequency
3350644 $14,171.28 TAnnual
. ...... . . . ................ . ..........
Beginning Day of Month
Month Year 15th
I acknowledge that the origination of ACH transactions to this account must comply with the provisions of U.S. law.
. . . . ........ ..... ....... ...
Financial Insti, utiqn Name Branch
I . .......... .......... o r -)—
Bea p
---
Address city State i
Fmo c� 15(p <Lco��olrn
P. 0, 6o 130110 -S—W-L
Routing Number Account Number
?- '',
L............
Type of Account PfChecking ❑ Savings
This authority is to remain in full force and effect until KS StateBank has received written notification from any authorized signer of the account of
its termination in such time and manner as to afford KS StateBank a reasonable opportunity to act on it,
Obligor Name on Contract
The Village of North Palm Beach, Florida
F\
Signature Printed Name and Tale)
Tax ID Numh4rr date
59.E xie,
3
/PLEASE ATTACH COPY OF AVOIDED CHECK TO THIS FORM!
......... . .....
USA Patriot Act
USA Patriot Act requires identity verification for all new account5. This means that we may require information from you to allow us to make a
proper identification,
THE VILLAGE OF
North Pal:m
each
601 U.S. HIGHWAY 1
NORTH PALM BEACH, FL 33408
PAY
TO THE
ORDER
THE VILLAGE OF NORTH PALM BEACH
v Ejl- FD
NP
III I L LL,081il
THE VILLAGE OF NORTH PALM BEACH
Form LAPCA 877.749.2090
INVOICE
BILL TO:
THE VILLAGE OF NORTH PALM BEACH, FLORIDA
ATTN: ACCOUNTS PAYABLE
501 US HIGHWAY ONE
NORTH PALM BEACH, FLORIDA 33408
DATE SENT: 10 -19 -2016
REMIT TO:
KS STATEBANK
GOVERNMENT FINANCE DEPARTMENT
PO BOX 69
MANHATTAN, KS 66505 -0069
FOR INQUIRIES: (714) 928 -6080
GOVERNMENT OBLIGATION CONTRACT
DATED AS OF NOVEMBER 18, 2016
TWO (2) VICTORY POLICE MOTORCYCLES
PAYMENT AMOUNT:
Additional interest will be assessed on any payment received after the due date.
$14,171.28
$14,171.28
8038 REVIEW FORM
The 8038 form attached hereto is an important part of the documentation package and must be properly filled out and submitted to the
Department of the Treasury in order for you to receive the lower tax - exempt rate. Unless you instruct us otherwise, we have engaged a Paid
Preparer to assist in the filling out of this form. The Paid Preparer has filled out the relevant portions of this form based on the current
understanding of what is required by the Department of the Treasury. The responses on this 8038 form are based on the dates and amounts which
you have requested (structure of the transaction) and which are on the Payment Schedule.
1. Please review our responses for accuracy. If anything is inaccurate, please contact our office so that we can make proper revisions.
2. If the information provided to you on this form is accurate, please sign where indicated and return with the document package.
3. If there are any changes to the structure of the transaction that occur prior to funding which require a change to the 8038 form, we will make
such changes and provide notification to you.
4. We will return to you a copy of the 8038 form that was mailed to the Department of the Treasury.
For additional guidance on this 8038 form, you can refer to the Documentation Instructions located on the following government website:
htto _/ /_y- -ww.irs.gov /aoo /picklist /list /formsinstructions.html, or contact your local IRS office.
form 8038 -GC Information Return for Small Tax - Exempt
(Rev. January 2012) Governmental Bond Issues, Leases, and Installment Sales
Department of the Treasury ► Under Internal Revenue Code section 1491
Internal Revenue Service Caution: !f the issue price is $100,000 or more, use Form 8038 -G.
OMB No. 15450720
Reoortina Authority Check box if Amended Return ► ❑
1 Issuer's name
2 Issuer's employer ident� cation number (EIN)
The Village of North Palm Beach, Florida
59 6017984
3 Number and street (or P.O. box if mail is not delivered to street address)
Room /suite
501 US Highway One
4 City, town, or post office, state, and ZIP code
5 Report number (For IRS Use Only)
North Palm Beach Florida 33408
Paid
6 Name and title of officer or other employee issuer or designated contact person whom the IRS may call for more information
7 Telephone number of officer or legal representative
Ms. Angela Dallesandro, Police Captain
(561) 841 -3300
■;• Descrintion of Oblluations Check one: a sinale issue U or a consolidated return LJ .
8a
Issue price of obligation(s) (see instructions) . . . . . . . . . . . . . . . . . .
as 1 66,835
96
b
Issue date (single issue) or calendar date (consolidated). Enter date in mmlddlyyyy format (for
example, 0110112009) (see instructions) ► 1 111 812 01 6
Type or print name and title
Paid
9
Amount of the reported obligations) on line 8a that is:
Date
a
For leases for vehicles . . . . . . . . . . . . . . . . . . . . . . . . .
9a
H. Evan Howe
b
For leases for office equipment . . . . . . . . . . . . . . . . . . . . . . . .
9b
self employed
c
For leases for real property . . . . . . . . . . . . . . . . . . . . . . . . I I
9c
d
For leases for other (see instructions) . . . . . . . . . . . . . . . . . . . . . . . .
9d 66,835
96
e
For bank loans for vehicles . . . . . . . . . . . . . . . . . . . . . . . .
9e
Firm's Address ► 12980 Metcalf
f
For bank loans for office equipment . . . . . . . . . . . . . . . . . . . . . . .
9f
Who Must File
g
For bank loans for real property . . . . . . . . . . . . . . . . . . . . . . . .
9
line 11 instructions).
h
For bank loans for other (see instructions) . . . . . . . . . . . . . . . . . . .
9h
What's New
i
Used to refund prior issue(s) . . . . . . . . . . . . . . . . . . . . . . . . .
9i
Issuers of a tax - exempt governmental obligation
J
Representing a loan from the proceeds of another tax - exempt obligation (for example, bond bank). . .
9'
$100,000 that are not reported on a separate
k
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9k
Information about any future developments
10
If the issuer has designated any issue under section 265(b)(3)(B)(i)(l11) (small issuer exception), check this box
. . . . . . . ►
0
11
If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check this box (see instructions) . . . .
. . . . . . . ►
❑
12
Vendor's or bank's name: Victory Police Motorcycles LLC
GC for each of a number of small issues and
Purpose of Form
13
Vendor's or bank's employer identification number:
$100,000.
during the calendar year on one consolidated
Form 8038 -GC is used by the issuers of tax-
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,
Signature
g
hey are true, correct, and complete. I further declare that I consent to the IRS's disclosure of the issuer's return information, as necessary to
IRS with the information required by section
Form 8038 -GC for each issue to give notice to
must be filed to give the IRS notice of the
rooess this return, to the person that I have authorized above.
the IRS that an election was made to
election to pay a penalty in lieu of arbitrage
and
Consent
Signature of issuers authorized representative Date
Type or print name and title
Paid
Printfrype preparers name
Preparers signature
Date
Check ❑ if
PTIN
Preparer
H. Evan Howe
I��^"�' ��. «m
1 011912016
self employed
P01438994
Use Only
Firm's Name ► Ba stone Financial LLC I
Firm's EIN P. 48- 1223987
Firm's Address ► 12980 Metcalf
Suite 310, Overland Park, KS 66213
Phone no. 800 752 -3562
General Instructions
Who Must File
pay a penalty in lieu of arbitrage rebate (see the
Section references are to the lntemal Revenue
Issuers of tax- exempt governmental obligations
line 11 instructions).
Code unless otherwise noted.
with issue prices of less than $100,000 must file
Filing a consolidated return for multiple
What's New
Form 81
issues. For all lax - exempt governmental
The IRS has created a page on IRS.gov for
Issuers of a tax - exempt governmental obligation
obligations with issue prices of less than
information about the Form 8038 series and its
with an issue price of $100,004 or more must file
$100,000 that are not reported on a separate
instructions, at wwwJrs.gov4brm8038.
Form 8038 -G, Information Return for Tax-
Form 8038 -GC, an issuer must file a
Information about any future developments
Exempt Governmental Obligations.
consolidated information return including all
affecting the Form 8038 series (such as
Filing a separate return for a single issue,
such issues issued within the calendar year.
legislation enacted after we release it) will be
Issuers have the option to file a separate Form
Thus, an issuer may file a separate Form 8038 -
posted on that page.
8038 -GC for any tax - exempt governmental
GC for each of a number of small issues and
Purpose of Form
obligation with an issue price of less than
report the remainder of small issues issued
$100,000.
during the calendar year on one consolidated
Form 8038 -GC is used by the issuers of tax-
An Issuer of a tax-exempt bond used to finance
Form 8038-GC. However, if the issue is a
exempt governmental obligations to provide the
construction expenditures must file a separate
construction issue, a separate Form 8038 -GC
IRS with the information required by section
Form 8038 -GC for each issue to give notice to
must be filed to give the IRS notice of the
149(e) and to monitor the requirements of
the IRS that an election was made to
election to pay a penalty in lieu of arbitrage
sections 141 through 150.
rebate.
Gat. No. 64108B
Form 8038-GC (Rev. 1 -2012)