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2015-71 Golf Cart Lease AgreementRESOLUTION 2015 -71 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA ACCEPTING A PROPOSAL FROM CLUB CAR, LLC FOR THE LEASE OF EIGHTY GPS EQUIPPED GOLF CARS AND TWO UTILITY VEHICLES PURSUANT TO PRICING ESTABLISHED BY AN EXISTING U.S. COMMUNITIES CONTRACT AND AUTHORIZING THE VILLAGE MANAGER TO EXECUTE THE NECESSARY LEASE AGREEMENTS AND RELATED DOCUMENTS IN ACCORDANCE WITH THE TERMS OF THE PROPOSAL; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Village Administration recommended accepting a proposal from Club Car, LLC for the lease of eighty (80) 2016 Club Car Precedent i2 Excel Model Electric Powered Golf Cars equipped with Visage GPS and two (2) 2016 Club Car C500 Model Gasoline Power Utility vehicles pursuant to pricing established by U.S. Communities Contract No. EV2024 -02 between Club Car, LLC and the City of Kansas City, Missouri; and WHEREAS, the proposal is for a lease term of thirty -six (36) months and includes payment of up to $145,000 for the purchase of eighty (80) EZ -GO golf carts currently utilized by the Country Club that are in operable condition; and WHEREAS, the Village Council wishes to accept the proposal submitted by Club Car, LLC and authorize the Village Manager to execute the necessary lease agreements and related documents; and WHEREAS, the Village Council determines that the adoption of this Resolution is in the best interests of the residents and citizens of the Village of North Palm Beach. 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 accepts the proposal submitted by Club Car, LLC for the lease of eighty (80) 2016 Club Car Precedent i2 Excel Model Electric Powered Golf Cars equipped. with Visage GPS and two (2) 2016 Club Car C500 Model Gasoline Power Utility vehicles for a thirty -six (36) month term pursuant to pricing established by U.S. Communities Contract No. EV2024 -02 between Club Car, LLC and the City of Kansas City, Missouri at a total annual cost of $147,579.84. The proposal also includes payment of up to $145,000 for the purchase of eighty (80) EZ -GO golf carts currently utilized by the Country Club that are in operable condition. Section 3. Funds for the lease agreements with Ingersoll Rand Financial Services (Club Car's affiliated financing source) and Visage (for the GPS units) shall be expended from Account No. L8046 -33491 (Country Club /Golf Shop — Contractual Services). Page 1 of 2 Section 4. Subject to review and approval as to form and legal sufficiency by the Village Attorney, the Village Council further authorizes the Village Manager to execute lease agreements with Ingersoll Rand Financial Services and Visage and all related documents necessary to effectuate the transaction. Section 5. This Resolution shall be effective immediately upon adoption. PASSED AND ADOPTED THIS 8TH DAY OF OCTOBER, 2015. (Village Seal) ATTEST: VILLAGE CLERK Page 2 of 2 de lage landen LA9ricredit ,101 4) S 1 delagelanden( LEASEAGREEMENT( GolfEquipment — MunicipalEntities — FL ONLY) Lessee's Budget Year Ends in the Month of: September Lease Agreement Number: TO OUR VALUED CUSTOMER: This Lease Agreement (this 'Lease') has been written in "Plain English." The words "You" and "Your" are used in this Leese to mean the Lessee identified below. The words "We," "Us" and "Our" are used in this Lease to mean the Lessor who is Agricredit Acceptance LLC, Boot Birchwood Court, P.O. Box 2000, Johnston, IA 50131 and any of our affiliates, subsidiaries, successors and assigns. Name: Club Car Florida SUPPLIER Address: 3375 All American Blvd Phone: I Orlando FL 32810 TERM AND LEASE PAYMENT SCHEDULE Full Legal Name: The Village of North Palm Beach, FL LESSEE Mailing Address 501 U.S. Hwy 1 City North Palm Beach State Zip FL 33408 Name: Club Car Florida SUPPLIER Address: 3375 All American Blvd Phone: I Orlando FL 32810 TERM AND LEASE PAYMENT SCHEDULE You agree to the following terms: TERM Commencing on: ❑ OR ® the I st day ofthe month immediately fallowing Borrow er's sibnaturc on the Deli%ery and The Initial "Germ ( "Term ") shall be 37 months from Acceptance Ceniticate acrd Lender's tecei t therent' the "Commencement Date'), the Commencement Date, PAYMENT The aggregate sum due under this Lease includes lease payments and other amounts required to be paid under this Lease (each payment shall be referred to as a -Payment' and collectively as `the Payments ") and shall be payable as follows: The lease payment shall be as follows I "I -L'aSC Payumnt "): - The first scheduled payment will be die on: ® 0T101+2WlLOR ❑ the Commencenicnt Dare. Each payment thereafter will be r1m; ® on the Ist day ofthe mouth or as indicated below. Number of Payments: Payment Amount: Payment Frequency: ® Monthly © Quarterly; or 36 $9,898.32 On the following day(s) Use tax per Payment Total Payment Amount with Sales/ (estimated): Use Taxes (estimated): Security Deposit: TAXES Salestuse tax has been estimated above to provide an approximation of the taxes and total payment amount. The actual sales and use tax may vary and may be, depending on state law, collected at the time this Lease is entered into or added to each Payment on the terms of this Lease. Property tax will be billed annually and is due on invoice. If the use tax payment box above is empty or indicates $0, we anticipate receiving a valid exemption certificate. If such certiffcate is not received. Sales or use tax may be billed to you andlor added to the Payments. PAYMENTS. You agree to make all Payments due under this Lease to Us at P.O. Box 14535, Des Moines, IA 503C6 or at such other address as We may designate from time to time. Your Payments shall constitute a current expense and do not constitute a mandatory payment obligation of You in any fiscal year beyond Your current fiscal year. Your obligations hereunder shall not be construed to be a debt in contravention of any applicable constitutional or statutory limitation or requirement concerning the creation of indebtedness by You, nor shall anything contained herein constitute a pledge of Your general credit, lax revenues, funds. or moneys. INSURANCE & TAXES. You are required to provide and maintain insurance related to the Equipment (defined below) and other items described in this Lease and to pay any property, use, sales, excise, and other taxes related to this Lease or any Equipment and to pay all license and registration fees assessed against this Lease or any Equipment. You agree to furnish Us with satisfactory evidence of Your tax exemption. DELINQUENT PAYMENTS AND RETURNED CHECK CHARGE. Each Payment past due more than 10 days shall be subject to a late charge accrued at a rate equal to 1,75% per month from the due date until paid or $1, whichever is greater, but in no event shall any late charge exceed the maximum amount allowed by law. if any check or payment is returned or rejected for insufficient funds or any other reason, You shall pay to Us a fee of $25.00 or such other amount established by Us from time to time not to exceed the maximum amount permitted under applicable law. In Our discretion, such amount shall be paid on demand or added to the next Payment and You agree to pay such Increased Payment amount. TERMS AND CONDITIONS 1. Lease. We agree to lease to You and you agree to lease from Us, the equipment listed on the Equipment Schedule attached hereto and incorporated herein by reference, including all replacement parts, repairs, additions and accessories (the "Equipment') on the terms and conditions of this Lease and all exhibits, schedules and amendments hereto. 2. Term. Provided this Lease has been accepted end executed by both parties, this Lease shall become effective upon the Commencement Date and shall remain effective for an original term (the "Original Term') ending at the end of Your budget year in effect on the Commencement Dale and shall be continued by You for additional one -year terms (each, a `Renewal Term ") coinciding with Your budget year up to the total number of months indicated above as the Full Lease Term; provided, however, that at the end of the Original Term and at the end of each Renewal Term, You shall be deemed to have continued this Lease for the next Renewal Term unless You shall have terminated this Lease pursuant to Section 3. Payments under this Lease shall be due as set forth on the Payment Schedule until the balance of the Payments and any additional Payments or expenses chargeable to You are paid in full. Payment amounts and other amounts required to be paid under this Lease shall be referred to in this lease as "Payments." Unless otherwise indicated in the Payment schedule provided above, the first Payment under this Lease is due when this Lease is signed by You and the remaining Payments will be due on the first day of each subsequent month through the expiration of the Term. You agree to pay Us the amount of all search fees, filing fees and administration fees specified in this Lease at the time this Lease is executed and, in any event, upon demand by Us, and to reimburse Us for the amount of all search and filing fees incurred by Us in connection with this Lease upon demand by Us. EXCEPT AS PROVIDED IN SECTION 3, THIS LEASE IS NON - CANCELABLE AND YOUR OBLIGATION TO PAY IN FULL THE PAYMENTS AND ANY OTHER AMOUNT DUE HEREUNDER IS ABSOLUTE. IRREVOCABLE AND UNCONDITIONAL AND IS NOT SUBJECT TO AND SHALL NOT BE AFFECTED BY ANYABATEMENT, SET -OFF, DISPUTE, CLAIM, COUNTERCLAIM, DEDUCTION, DEFENSE OR OTHER RIGHT WHICH YOU MAY HAVE OR ASSERT AGAINST ANY SUPPLIER, DEALER, VENDOR OR MANUFACTURER OF THE EQUIPMENT OR ANY OTHER PARTY FOR ANY REASON WHATSOEVER, ALL OF WHICH YOU HEREBY EXPRESSLY WAIVE AS AGAINST US. YOU AGREE NOT TO ASSERT AGAINST US ANY CLAIMS OR DEFENSES YOU MAY HAVE WITH RESPECT TO ANY EQUIPMENT, In no case shall We be liable for any special. incidental or consequential damages based upon any legal theory, including, but not limited lo, foss of profits, loss of use of the Equipment, the claims of third parties or damage to the Equipment. AAC 4833.4 (04112) For municipal golf leases in FL ONLY Page 1 of 6 3. Nen•Appropriation of Funds. Notwithstanding anything to the contrary contained herein. You warrant that You have funds available to pay all Payments that are to be paid hereunder through the end of Your current appropriation period. If Your legislative body or other funding authority does not appropriate funds for Payments for any subsequent appropriation period and You do not otherwise have funds available to lawfully pay the Payments (a "Non Appropriation Event), You may, suhject to the conditions herein and upon prior written notice to Us (the 'Non- Appropriation Notice '), effective the later of (a) 60 days after such Non - Appropriation Notice, or (b) the end of Your then current appropriation period (the 'Non-Appropriation Date`), terminate this Lease and be released of Your obligation to make all Payments coming due after the Non - Appropriation Date, As a condition 10 exercising its rights under this Section, You shall (a) provide with the Non- Appropriation Notice.a sworn affidavit of a responsible official that a Non - Appropriation Event has occurred and that You have attempted to obtain funding, in good faith, from all available funding sources, but those efforts have failed to obtain funding for the Payments, (b) return the Equipment on or before the Non-Appropriation Date to Us or a location designated by Us, in the condition required by, and In accordance with the return provisions of, this Lease, at Your expense, and (c) pay Us all sums payable to Us under this Lease up to the Non - Appropriation Date. In the event of any Non - Appropriation Event, We shall retain all sums paid hereunder or under the Lease, including the security deposit, if any, specified in this Lease. Termination pursuant to this Section shall not constitute a Default under this Lease; provided that the Parties agree that this Section is not intended to permit You to terminate this Lease at will or for convenience. 4. Delivery and Acceptance; DISCLAIMER OF WARRANTIES. You agree to accept each item of Equipment in its as -is condition when delivered and to execute the Delivery and Acceptance Certificate supplied by Us as evidence thereof. YOU ACKNOWLEDGE THAT WE MAKE NO WARRANTY, EITHER EXPRESS OR IMPLIED WITH RESPECT TO ANY EQUIPMENT, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. You also agree that neither the manufacturer nor the supplier of the Equipment is an agent of Ours. If the Equipment Is covered by a manufacturer's warranty, such warranty shall be extended to You if automatically assignable. You agree that there shalt be no abatement of any Payment obligation because of unavailability of the Equipment during periods of its warranted or non- warranted repair. You agree to hold Us harmless from specific performance of this Lease and from damages, if, for any reason, the supplier, manufacturer, vendor or any other party fails to deliver, or delays in delivery of, the Equipment so ordered or if the Equipment is unsatisfactory for any reason whatsoever, You agree that any delay in delivery of or defect in the Equipment shall not affect the validity of this Lease or the obligation to make Payments hereunder. Your execution of a Delivery and Acceptance Certificate in the form attached hereto shall conclusively establish that the Equipment covered thereby is acceptable to You for all purposes of this Lease. 6. Use, Maintenance and Return of Equipment. So long as You are not in Default under this Agreement, We agree not to interfere with Your right of quiet enjoyment and use of the Equipment. You agree that all Equipment is to be used for commercial purposes and that the Equipment will not be moved outside of the contiguous forty -eight states of the United States and to notify Us of each change in the place where the Equipment is located or used not more than twenty (20) days following each change in location. You further agree as follows: (a) to operate the Equipment in a careful manner; (b) to maintain the Equipment in good repair and repair any damage thereto, (c) restrict the Equipment's use to experienced and competent operators employed by You; (d) to use the: Equipment only in the conduct of Your business; (o) properly house and store the Equipment when not in use; (r) not to rent or sub -lease the Equipment without Our prior written consent except as described in Section 17; (g) to not allow any lien, encumbrance or security interest (other than as created pursuant to this Lease, if any) attach to any Equipment; (h) to comply with all laws and regulations relating to the possession, operation and Use of the Equipment; and (i) to pay all license and registration fees and all sales, use, excise, property and all other federal, state and local taxes assessable against this Lease and/or any Equipment, including without limitation, its use or operation and to reimburse Us, upon demand, as additional rent, the amount of any such taxes or costs paid by Us. Upon the expiration or termination of the Lease, You agree to make the Equipment available for pick up by Us at Your cost and expense and in the same condition as when delivered, ordinary wear and tear excepted, free of any lien, encumbrance or security interest claimed by any person. You will not in any event subject the Equipment to any abrasive, corrosive or abnormal working conditions or any environmentally hazardous substance (under any applicable federal, state or local law, rule or regulation) without Our prior written consent. You shall notify Us of any change in the slate of Your location (as such term is defined in the Uniform Commercial Code) not more than twenty (20) days following each change. In addition to all other amounts payable hereunder, You hereby agree to pay to Us, upon demand, all charges for the late return of any Equipment, all charges incurred by Us to repair any excessive wear and tear to any Equipment (including but not limited to repair or replacement of engine, drive train, glass, metal work and trim. rips, tears, tires in an unsafe condition and any other unsafe or abnormal condition of the Equipment), plus an amount equal to the Rate Per Excess Hour multiplied by any units of use of any Equipment in excess of the Hours of Use During Lease Term shown on the Lease. You agree to be responsible for and to pay the entire cost of all necessary maintenance and repair of the Equipment. In maintaining and repairing any Equipment, You shall conform to the recommended practices and procedures of the manufacturer of the Equipment and shall not, without Our approval, effect any modification or alteration of or to any Equipment. You. shall comply with any mandatory or recommended product recalls issued by the manufacturer. All replacement parts and improvements incorporated into any Equipment shall become Our property. Should this Lease be terminated prior to the expiration of the Term, the applicable Hours of Use During Lease Term will be prorated by multiplying this unit total by the actual lease term in months divided by the Term in months and the Rate Per Excess Hour will apply to all units of use in excess of this prorated unit total. We may, at any reasonable time, access the premises where the Equipment is located so that We may inspect the Equipment's existence, location, installation, condition and/or maintenance. 6. Risk of Use, Damage and Destruction. You assume all risk arising from the possession and operation of the Equipment and agree to defend and indemnity Us and hold Us harmless from all claims, demands, damages and losses, including reasonable attorneys' fees and expenses, arising therefrom. In the event.ol the theft, destruction or other total loss with respect to any item of Equipment (each item of Equipment singularly referred to herein as the "machine') during the Term or any extension thereof, You shall provide Us prompt written notice. In the event of damage thereto from any cause which in Our judgment cannot be economically repaired, or in the event of the loss of the machine, its theft, or removal from Your possession by the operation of law or otherwise, then, but only with respect to that machine, this Lease shall terminate and You shall immediately pay to Us, only with respect to that machine, the sum of all past due and future Payments for the then - current Term and interest thereon, Taxes, fees and charges to be made but not yet due under the terms of this Lease for the then- current Term, plus the residual value associated with such machine, all as indicated in Our books and records. In the event the Lease covers two or more items of equipment, the Payment allocation shall be based on the pro-rata relationship of the Minimum Equipment Insurance Amount Required, as shown in this Lease, to the total Payments. The Payments due under this Lease on the remaining items of equipment following such termination shall be reduced by the unpaid balance of the Payments allocable to the lost piece of equipment as set forth above. The amount of any insurance proceeds received by Us because of such destruction or event, and the amount received by Us upon the disposition of the machine should it be recovered, shall be deducted (i) first, from the residual value of such machine as indicated in Our books and records (the -Residual Value'), and (ii) second, from the Payments, any excess amount over the Residual Value. In the event of damage to any machine, which damage in Our judgment can be economically repaired, (hen this Lease shall not be terminated with respect to the machine, but rather the machine shall be restored to its original condition by You, at Your expense. We shall apply the amount of any insurance proceeds received by Us because Of such damage first to the repair of the machine and any excess amount of insurance proceeds shall be credited to the Payments. 7, Insurance. You shall purchase and maintain, at Your expense: (a) standard all risk type property damage insurance (covering theft, destruction andlor damage) for the Equipment's full replacement value and in no event less than the Minimum Equipment Insurance Amount Required (as indicated on the Equipment Schedule) with a maximum deductible equal to the greater of $500.00 or five percent (5.096) of the adjusted loss; (b) liability insurance in an amount of at least one million dollars {$1,000,000) (five million dollars ($5,000,000) if the Equipment or any single machine is deemed a 'motor vehicle" under applicable law in the state where You are located) that protects You and Us against the risk of personal injury and physical damage (to property other than the Equipment itself) arising out of or resulting from or because of the operation of the Equipment; and (c) workers' compensation coverage as required by the laws of the state in which You are located. All insurance required herein must be in a form and from an insurer satisfactory to Us and You shall keep such insurance in effect during the Full Lease Term. Evidence of all such insurance shall be provided to Us and such insurance shall provide Us with 10 days advance notice of modification or cancellation and name Us as loss payee. It such insurance is modified, cancelled or allowed to lapse, We may (but shall not be obligated to) purchase or otherwise provide such insurance from an insurer of Our choice, which may be an affiliate of Ours. The costs, limits, terms, conditions and coverage of such replacement insurance, if any, may vary from any previous coverage. We may add the costs of acquiring and maintaining such insurance and Our fees for Out services in placing and maintaining such insurance (collectively "Insurance Charge) to the Payments and You agree to pay such amount, together with interest thereon at a rate per month of 1.75% from the date such insurance was purchased or provided by Us until paid. You agree that such Insurance Charge and additional amounts and the interest thereon shall, as specified by Us, either be paid on demand or be added to the Payments and You promise to pay the resulting increase in the Payments and agree that We may make a profit. We shall have no responsibility to You for the cost or appropriateness of the premium for any insurance, the creditworthiness of any insurance company, the rebate or refund of any insurance premium to which You may be entitled or any other matter relating to any Insurance even if any insurance was provided through a group policy arranged by Us. Nothing in this Lease will create an insurance relationship of any type between Us and/or any person or party. Insurance coverage for personal liability or physical damage caused to the property of others is not provided. 8. UCC FUings; Article 2A Provisions; Finance Lease Status. We are the owner of and will hold title to the Equipment under this Lease. Although the Equipment may become attached to real estate, it is and will remain personal property and will not become a fixture. If this Lease is deemed to be a security agreement, You grant us a security Interest in the Equipment, whether categorized as inventory, goods or otherwise, under the Uniform Commercial Code (-UCC "), as collateral to secure payment of all of Your present and future obligations owed to Us including without limitation, Your Payments and We shall be entitled to all rights of a secured party under the applicable UCC with respect thereto. You authorize Us to prepare and file against You a financing statement (not to attach this Agreement) describing the Equipment. You hereby authorize, ratify and approve any financing statement covering Equipment filed by Us on or prior to the date hereof, The parties intend this Lease to be a true lease and the filing of a financing statement shall not be construed as evidence to the contrary. You agree Article 2A- Leases of the UCC applies to this Lease, and this Lease will be considered a "Finance Lease' as that term is defined in Article 2A, By signing this Lease, You acknowledge and agree that the Supplier identified in the Lease is the supplier (as that term if defined in Article 2A of the UCC) of the Equipment and that You Have been informed that You are entitled to the promises and warranties provided by the manufacturer, dealer, vendor or other person supplying the Equipment in connection with the contract by which We acquired the Equipment (the "Supply Contract) and that You may Contact the manufacturer, supplier, dealer or vendor of the Equipment for a description of any rights cr warranties that You may he entitled to under the Supply Contract. With respect to this Lease, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY AND ALL RIGHTS AND REMEDIES CONFERRED UPON A LESSEE BY UCC ARTICLE 2A, including without limitation. Section 2A -508 through 2A- 522 of the UCC. You also represent that all trade -in property is free and clear of all security interests, liens and encumbrances. 9. Assignment 1 Sub - Lease. You may not assign this Lease or any of Your rights hereunder, nor may You sell,. transfer, sublease, rent or lend any Equipment or permit it to be used by anyone other than Your employees without Our prior written consent except as described in section 18. We may assign this Lease without notice or consent and the assignee shall succeed to all of Our rights. Any such assignee shall have all of Our rights, remedies, powers and privileges under this Lease, but shall have none of Our obligations. AAC 4833.4 (04/12) For municipal gaff leases in FL ONLY Page 2 of 6 10. Default. Each of the following is a 'Default" under this Lease: (a) You fail to pay any Payment or any other payment obligation when due under this Lease; (b) You do not perform any of Your other obligations under this Lease or in any other agreement with Us or with any of Our affiliates; (c) any representation or warranty made by You proves to be Incorrect in any material respect when made; (d) You become insolvent, or are generally unable to pay Your debts when due, You dissolve or are dissolved, or You assign Your assets for the benefit of Your creditors, You seek appointment of a receiver, custodian or other similar official for You or for Your assets, or You commence or have commenced against You any action for relief under any bankruptcy, insolvency or reorganization laws; (e) You sell all or substantially all of Your assets or property, (f) You shall or shall attempt to abandon, remove, sell, encumber, rent or sublet any item of Equipment except as described in section 18; (g) You shall suffer a material adverse change in Your financial condition or operations; (h) You shall cause or suffer to exist any sale or transfer of any interest which would result in a change in majority ownership of You; (i) You shall amalgamate, merge or consolidate with another entity without Our consent; (j) any guarantor of Your obligations under this Lease dies, does not perform such guarantor's obligations under the guaranty, or becomes subject to one of the events listed in clause (d), (a), (f}, (g), (h) or (i) above; or (k) any letter of credit required under this Lease is breached, canceled, accelerated, terminated or not renewed for any reason. 11. Remedies. In the event of a Default or an event which, with the passage of time, would constitute a Default hereunder, We may, at Our option: (a) cancel or terminate this Lease or any or all other agreements that We have entered into with You; (b) declare the entire unpaid balance of all Payments immediately due and payable without notice or demand and raquire You to immediately pay Us, as compensation for loss of Our bargain and not as a penalty, a sum equal to (i) all past due and future Payments and interest thereon for the then - current Term, (ii) Taxes, fees and charges to be made but not yet due under the terms of this Lease for the than - current Term, and (iii) the Residual Value of the Equipment: (c) require You to deliver the Equipment to Us; (d) peacefully repossess the Equipment without court order and You will not make any claims against Us or our agents for damages or trespass or any other reason; (a) appoint a receiver/manager; i charge You interest on all monies due to Us at the rate at 1,75% per month from the due date thereof until paid but in no event more than the maximum rate permitted by law; (g) advise any or all account parties and any of Your renters, lessees and borrowers of the Equipment to make all rental, lease and loan payments to Us and/or direct them to return the Equipment to Us upon the expiratian of the rental, lease or loan term; and (h) exercise any other right or remedy available at law or in equity. You agree to pay all of Our costs and expenses, including, without limitation, reasonable attomey's fees and expenses and collection agency fees and expenses, of enforcing Our rights against You, for the recovery or repossession of Equipment and In the collection of Your obligations to Us under this Lease. If We take possession of any Equipment, We may sell, release or otherwise dispose of it with or without notice, at a public or private sale, on Your premises or elsewhere and apply the net proceeds (after We have deducted all costs related to the sale or disposition of the Equipment) (i) first, to the Residual Value; (fl) second, to Payments, Taxes, fees and charges that would have become due in the course of the Full Lease Term; and (iii) to the amounts that Yeu owe Us. You agree Mat if notice of sale is required by taw to be given, 10 days' notice shall constitute reasonable notice. You will remain responsible for any amounts that remain due after We have applied such net proceeds. if You fail to deliver the Equipment upon demand by Us or fail to return the Equipment in a timely manner, as determined by Us, upon the termination or expiration of this Lease or upon Default and We do not recover the Equipment, then You shall be additionally liable to Us for the fair market vatue of the Equipment at the time of termination or expiration of this Lease or at the time of Default, whichever is earlier. The remedies provided by this Lease in favor of Us shall not be deemed exclusive, but shaft be cumulative and in addition to all other remedies in Our favor existing at law or equity or by statute or otherwise, and may be enforced concurrentiy or separately. No failure or deiay on Our part in exercising any right or remedy shall operate as a waiver thereof or modify the terms of this tease. A waiver of default shall not be a waiver of any other or subsequent default. Our recovery hereunder shall not exceed the maximum recovery permitted by law. 12. Renewal. Unless this Lease is earlier terminated pursuant to Section 3, You must give Us at least 60 (but not more than 180 unless waived by Us in Our sole discretion) days written notice before the end of the Full Lease Term that You will return the Equipment to Us. Until You give Us such written notice: (a) the Lease will automatically renew on a month -to -month basis (each a "Renewal Month Term ") until You provide Us 60 days priorwritten notice that You will return the Equlpment to Us (in which case the Lease will renew for two additional Renewal Month Terms), each Renewal Month Term will commence immediately upon the expiration of the then current term and (b) the terms of the Lease, including without limitation the amount of the Payment, will continue to apply and (c) Your security deposit, it any, will continue to be held to secure Your performance during the Renewal Month Term. 13. Indemnification. You are responsible for any losses, damages, penalties, claims, suits and actions, including, without limitation, court costs and attorney's fees and expenses, (colleclively "Claims'), whether based on a theory of strict liability or otherwise caused by or related to (e) the manufacture, installation, ownership, operation, use, lease, possession or delivery of the Equipment, (b) any defects in the Equipment or (c) this Lease (and any supplements and amendments hereol), To the maximum extent permitted by applicable law, You agree to reimburse Us for and, if We request, to defend Us against any Claims. This indemnification will continue even after the termination of this Lease or full payment of all obligations owed by You hereunder. 14. Representations, warranties and Covenants. You represent, warrant and covenant as follows: (a) You are a municipal corporation and political subdivision duly organized and existing under the constitution and laws of the state in which You are located; (b) You are authorized under the constitution and laws of said state to enter into this Lease and the transaction contemplated hereby and to perform all of Your obligations hereunder; (c) You have been duly authorized to execute and deliver this Lease by proper action and approval of Your governing body at a meeting duly called, regularly convened and attended throughout by requisite majority of the members thereof or by other appropriate official approval; (d) this Lease constitutes Your legal, valid and binding oKgalion enforceable in accordance with its terms. except to the extent limited by applicable bankruptcy, insolvency, reorganization or other laws affecting creditors' rights generally; (e) no event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute, a Default exists at the Commencement Date; (f) You have in accordance with the requirements of lawfully budgeted and appropriated sufficient funds for the current fiscal year to make the Payments scheduled to come due during the Original Term and to meet Your other obligations for the Original Term and such funds have not been extended for other purposes; (g) You will do or cause to be done all things necessary to preserve and keep in full force and effect Your existence as a corporate and body politic; (h) You have complied with such public bidding requirements as may be applicable to this Lease and Your acquisition of the Equipment hereunder; (i) there is no action suit, proceeding inquiry or investigation, at law or in equity, before or by any court, public board or body, pending or threatened against or affecting You or this Lease, nor to the best of Your knowledge is there any basis therefore wherein an unfavorable decision ruling or finding would materially adversely affect the transactions contemplated by this Lease or any other document, agreement or certificate which is used or contemplated for use in the consummation of the transactions contemplated by this Lease or materially adversely affect Your financial condition or properties; 6) You have obtained all authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution and delivery of this Lease or In connection with the performance of Your obligations hereunder; (k) the entering into and performance of this Lease or any other document or agreement contemplated hereby 10 which the You are or are to be a party will not violate any judgment, order, law or regulation applicable to You or result in any breach of, or constitute a default under, or result in the creation of any lien, charge, security interest of other encumbrance on any of Your assets or the Equipment pursuant to any indenture, mortgage, deed of trust, bank loan or credit agreement or other instrument to which You are a party or by which You or Your assets maybe be bound, except as herein provided; (1) the Equipment described in this Lease is essential to Your function or to the services You provide to Your citizens, You have an immediate need for, and expect to make immediate use of, substantially all of the Equipment, which need is not temporary or expected to diminish in the foreseeable future and the Equipment will be used by You only for the purpose of performing one or more of Your governmental of proprietary functions consistent with the permissible scope of Your authority and will not be used in the trade or business of any other entity or person; (m) You have never failed to appropriate or otherwise make available funds sufficient to pay rental or other payments coming due under any lease purchase, installment sale or other similar agreement. Your representations, warranties and covenants shall survive beyond the Full Lease Term and the termination of this Lease. 15. Choice of Law and Jurisdiction; Waiver of Jury Trial. The law of the state of Your address shown on the front page hereof shall govern all matters relating to this Lease. This Lease shall not be enforceable by You until signed by Us in our Johnston, Iowa offices. To the extent permitted by applicable law, You also waive Your right to a trial by jury. 16. Waivers. You acknowledge receipt of an executed copy of this Lease. Where permitted by law, You waive Your right to receive a copy of any financing statement, financing change statement, verification statement or other similar instrument filed or issued at any lime in respect of this Lease or any amendment hereof. To the extent permitted by taw, You, being fully aware of the rights and benefits afforded to You by statute, hereby waive the benefits of all provisions of any applicable statute, including, without fimitation, any statute relating to leases, conditional safes, or regulatory credit, and of any regulations made thereunder in any and all states of the United States, which would, in any manner, affect, restrict or limit Our rights hereunder. You also waive and assign to Us the right of any statutory exemption from execution or otherwise and further waive any rights to demand security tar costs in the event of litigation. 17. TAX TREATMENTS AND INDEMNIFICATION. Unless otherwise provided. this Lease is entered into on the assumption that We are the owner of the Equipment for income tax purposes and are entitled to certain federal and state tax benefits available to an owner of the equipment (collectively "Tax Benefile'), including without limitation, accelerated cost recovery deductions and deductions for interest incurred by the Lessor to finance the purchase of the Equipment, available under the Internal Revenue Code of 1986, as amended (the "Code ") - You represent, warrant, and eovenart to Us that (a) the Equipment will be used for a governmental or proprietary purpose; (b) You are a tax - exempt entity (as defined in Section 168(h) of the Code); (c) You will use all Equipment solely within the United Stales: and (d) You will take no position Inconsistent with the assumption that We are the owner of the Equipment for any lax purposes. You and Us contemplate that the Equipment will be exempt from all Taxes. 1f, however, because of any of Your acts or omissions or any party acting through You, or the breach or inaccuracy of any representation, warranty or covenant made by You, We reasonably determine that we cannot claim, are not allowed to claim, or that we may lose or must recapture any or all of the Tax Benefits otherwise available with respect to the Equipment subject to any Lease (a `Tax Loss'), then You will, promptly upon demand, pay to Us an amount sufficient to provide Us the same after -tax rate of return and aggregate after -tax cash Row through the end of the term of such Lease then in effect that We would have realized but for such Tax Loss. You will be responsible for as and when due and shall indemnify and hold Us harmless from and against all present and future taxes and other governmental charges, including, without limitation, those for sales, use, leasing and stamp taxes, license and registration fees, and amounts in lieu of such taxes and charges plus any penalties or interest on any of the above, (all of the foregoing era collectively the "Taxes "), imposed, levied upon, assessed in connection with, or as a result of the purchase, ownership, delivery, leasing, possession or use of the Equipment. or based upon or measured by the Payments or receipts with respect to this Lease. It You do not pay any of the Taxes. We have the right, but not the obligation, to pay them on Your behalf. You will not, however, be opiigated to pay any taxes on or measured by Our net income. You authorize Unto add to the amount of each Payment any Taxes that may be imposed an or measured by such Payment. We de not have to contest any Taxes, fires or penalties, We will file all personal property, use or other Tax returns as required by law under this Lease, In such case, You will pay to Us on demand, as an additional Payment, the amount of the personal property tax We are required to pay. You agree to reimburse Us with the next Payment for any Taxes We pay, plus a fee to Us for collecting and administering any Taxes and remitting them to the appropriate authorities on which we may make a profit and interest thereon at the highest legal rate allowed, from the date due until fully paid. If You do not pay (his reimbursement with the next Payment You agree to pay Us interest on those amounts at the highest legal rate allowed from the due date until paid in full. We make no recommendation, representation or warranty as Yo the treatment of this Lease for tax or accounting purposes. You acknowledge that You have consulted with Your tax and accounting advisors concerning the appropriate tax and accounting treatment of this Lease and have AAC 4833 -4 (04/12) For municipal golf leases in FL ONLY Page 3 of 6 not relied on advice from Us; and You hold Us harmless for any adverse consequences resulting from Your tax and accounting treatment of this Lease. 18. Gulf Cars. If the Equipment includes golf ears, with respect 10 the golf cars only, notwithstanding the limitations in Section 5, 9 and 10 You may rent the golf cars on a daily or per -round basis 10 Your patrons, in the ordinary course of Your business. To the extent You complete an exemption certificate relative to personal property taxes on the golf cars, You agree to indemnify Us from and against any Claims related to the failure to pay personal property taxes based on such representation and You agree that you are, responsible for remitting any and all required sales, use or other tax required as a result of the rental of the golf cars to patrons. 1s. Financial and Credit Information; Communication Methods, You authorize Us to obtain credit bureau reports and make other credit inquiries that We determine are necessary and agree that without further notice We may use or request additional credit bureau reports to update Our information so long as You have any outstanding indebtedness or obligations owed to Us. You further agree to provide Us, promptly after request therefor by Us, such income statements, balance sheets and other financial statements and Information and such federal and state income tax returns concerning You that We determine are necessary. Providing Your email address and/or telephone number in Your credit application or otherwise is Your acknowledgment that We may retain Your email address and/or telephone number for further communication with You, You agree to allow Us to conduct business with You using email or by calling You, regardless of the purpose of Our communication, which may include, without limitation, corrections and notices under Your agreements with Us. We reserve the right to use the method of communication We deem best in interacting with You. 20. Facsimilo. This Lease may be executed by a party and transmitted by facsimile or electronic mail. You agree that a copy of this Lease bearing Your signature which was transmitted by facsimile or printed from an electronic fife shall be admissible in any legal proceeding as evidence of its contents and its execution by the parties in the same manner as an original document. You further agree not to object to the admissibility of such copy into evidence under the business records to the hearsay rule or the best evidence rule or otherwise and expressly waive any right to do so. The original or a facsimile or electronic copy of this Lease which bears both a signature of Us and You and Our original signature shall be deemed the execution original of this Lease for the purposes of taking possession of this Lease for all other purposes. 21. Miscellaneous. You agree the terms and conditions contained in this Lease constitute the final agreement between You and Us and is the exclusive expression of our agreement regarding the lease of the Equipment. All earlier and contemporaneous negotiations and agreements between You and Us on the matters contained herein are expressly merged into and superseded by this Lease. Any modification or addition to the terms of this Lease must be in a written agreement identified as an amendment and signed by Us. You agree, however, We are authorized, without notice to You, to Insert In this Lease and/or the Equipment Schedule any serial number, model numbers and/or make of any item of Equipment, correct any errors in such Information reflected In this Lease and/or the Eauipment Schedule and correct anv other Datent errors or omissions In the description of any Item of Equipment reflected In the Equipment Schedule, to supply Information missing from this Lease or the Equipment Schedule and to correct any obvious errors in this Lease or In the Equipment Schedule. Without limiting the foregoing. You agree we may insert the date and Number of this Lease after Your execution of the Lease. If We delay or fail to enforce any of Our rights under this Lease, We will slilf be entitled to enforce those rights at a later time and such rights shall not be waived. Any waiver by Us of any breach or default will not constitute a waiver by Us of any additional or subsequent breach of default nor shall it be a waiver of any of Our rights. Any waiver of a remedy, term or condition or change to the terms and conditions of this Lease must be in writing and signed by Us. All notices shall be given in writing by the party sending the notice and shalt be effective when (a) deposited in the U,S. mail, with first class postage prepaid, or (b) sent by overnight courier of national reputation, in either case, addressed to the party, receiving the notice at the address shown on the front of this Lease (of to any other address specified by that party in writing). All of Our rights and indemnities will survive the termination of this Lease. Our rights, privileges and indemnities, to the extent they are fairly attributable to events or conditions occurring or existing during the Term of this Lease, shall survive and be enforceable by Us and Our successors and assignees. Payments received may be applied at Our discretion to obligations hereunder or to any other indebtedness owed by You to Us despite directions, if any, appearing on the remittance or communicated to Us otherwise, and to late charges first and then to the amount owing. It is the express intent of the parties not to violate any applicable usury laws or to exceed the maximum amount of time price differential or interest, as applicable, permitted to be charged or collected by applicable law, and any such excess payment will be applied to Payments in inverse order of maturity, and any remaining excess will be refunded to You. If You do not perform any or all of Your obligations under this Lease, We have the right, but not the obligation, to take any action or pay any amounts We believe are necessary to protect Our interest. You agree to reimburse Us immediately upon Our demand for any such amounts We pay. In the event any provision of this Lease shall be determined by a court of competent jurisdiction to be invalid, illega €, or unenforceable, the parties hereto agree such provision shall be ineffective and the remaining provisions of this Lease shale remain in full force if the essentia€ provisions of this Lease for each party remain valid, legal, and enforceable. Any provision of this Lease which is, for any reason, unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such unenforceatiCty without invalidating the remaining provisions hereof. This Lease and Equipment Schedule shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns. You shall promptly execute and deliver to Us such further documents and take such further action as We may request to more effectively carry out the Intent and purpose of this Lease and the Equipment Schedule. Words importing the singular include the plural and vice versa and words importing gender include all genders. If more than one lessee has signed this Lease, each of You agree Your liability is joint and several. Restrictive or similar endorsements contained on or provided in connection with any Payment You make shall not be binding on Us. Time is of the essence under this Lease. BY Si THIS AGREEMENT AND EACH SCHEDULE: (1) YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS ON EACH PAGE OF THIS AGREEMENT AND EACH SCHEDULE (II) YOU AGREE THAT EACH SCHEDULE THAT IS A LEASE IS A NET LEASE THAT, WITH RESPECT TO EACH SCHEDULE, YOU CANNOT TERMINATE OR CANCEL, YOU HAVE AN UNCONDITIONAL OBLIGATION TO MAKE ALL PAYMENTS DUE UNDER EACH SCHEDULE, AND YOU CANNOT WITHHOLD, SET OFF OR REDUCE ANY SUCH PAYMENTS FOR ANY REASON, INCLUDING, WITHOUT LIMITATION, FUNDAMENTAL BREACH, (ill) YOU WARRANT THAT THE PERSON SIGNING THIS AGREEMENT AND EACH SCHEDULE FOR YOU HAS THE AUTHORITY TO DO SO, (IV) YOU CONFIRM THAT YOU HAVE DECIDED TO ENTER INTO THIS AGREEMENT AND EACH SCHEDULE THAT IS A LEASE RATHER THAN PURCHASE THE EQUIPMENT FOR THE TOTAL PURCHASE PRICE AND (V) YOU AGREE THAT THIS AGREEMENT AND EACH SCHEDULE WILL BE GOVERNED BY THE LAWS OF THE STATE OF IOWA AND YOU CONSENT TO THE JURISDICTION OF THE FEDERAL AND STATE COURTS WITHIN POLK COUNTY. IOWA AND EXPRESSLY WAIVE ANY RIGHTS TO A TRIAL BY JURY. IN WITNESS WHFRFt7F the nirtipS havp executed this I nose e..NP.chVe as of the dot P. S ..t forth on the.. first nano of lhls I pn.%. AAC 4833 -4 (04112) For municipal golf leases in FL ONLY Page 4 of 6 Sr Village of North Palm Beach, F T Agricredit Acceptance LLC, , At: 8001 B h d Court, Johnston, IA 50131 L ui a LU a w z JC9 w A onz Sgnalur9 Aulhonx dSignatur e -I? C' C'/e/ s a q Print Name --Title V ate Print Name a Title Dafe AAC 4833 -4 (04112) For municipal golf leases in FL ONLY Page 4 of 6 Sr Equipment Schedule Note: Although the Equipment listed above may be described as "New', that description does not mean it was necessarily manufactured in the current year. I have reviewed and acknowledge and agree that the Equipment description above is accurate and complete. Th Village of North Palm Beach, FL w Minimum Las e 1 A`^u��lho ed Signature Equipment Jal'i'► co.xPau ini Wine Til ate Newt Make and Model of Equipment Serial Insurance Amount Hours at Hours during Rate per Used Number Required delivery Lease Term Excess Hour \us Club Car Puce Elec Go1FCar(QT)' 60) 5153,441.40 NIA NIA NIA Nav Chib Car CA50CG Gas U61hy (QTY 2) N/A NIA NIA Note: Although the Equipment listed above may be described as "New', that description does not mean it was necessarily manufactured in the current year. I have reviewed and acknowledge and agree that the Equipment description above is accurate and complete. AAC 4833.4 (04112) For municipal golf leases in FL ONLY Page 5 of 6 Th Village of North Palm Beach, FL w w Las e 1 A`^u��lho ed Signature Jal'i'► co.xPau ini Wine Til ate AAC 4833.4 (04112) For municipal golf leases in FL ONLY Page 5 of 6 *,12-112- NM lUn -4p-- p -- R " e-- 00-N18192- CO-1111608 De4Xq_rV_a_4c1 Appoplance CenifIcato CID-)4j (67ql MTrjmvM Equipment floum during Neyd Mako and Model of rzquiprnont Number I ftsuraw4 Amotint Hours at Lease Term, Rate per Ex0els Ljwd —___3wLuIrud doliverV How NOW 71-0 Car Pn= me ca Car pr� ebb $453441AQ N/A NfA WA New Club Car CASOW Gas Uli%_(qTy ?L----. .' WA NIA WA The undeisigned hrratrY Certifies that Lessee has leasedl an Elena dt--,rAbed In (the -EquiPmAnl) PUMUQW, to the Lease Agnoemril between AodcredR AwePlance LLC ("Lessor') and the Lessee kiciritiried lbalow and in the Lease Agrearperif No. P101515 (thQ'Laase') and further cerii(vas ghat; V) the Equipment has been delivarad to and bag boon Medjvod by LOSS (h) all Inswilation or other work necessary prior to jho Lee hereof has bftrt ecirripleted: (ii) a:] EqWprnAnI has been examined by Lessee, is in good operaflop order md oondItIon. and is fe all respects satisfachrV jo Lessee; (iV) the Equipment is ncmpIc4 by Lessee for all purposes under the Leasa Aweervont and the Lease. Thollo oftiod, Para, Bazd, cc V ft 1 rN. RAG 41833-4 (04,1112) rOr munIcIpQ1 golf leases FL ONLY Page 6 016 de cage landen (Lj LA9ricredit de loge landen 6 Master Maintenance Agreement (Golf Cars - Municipal) Lease Agreement Number. P101515 Lessor: Agricredit Acceptance LLC Lessee: The Village of North Palm Beach, FL Date: 1011412015 This Master Maintenance Agreement (the "Agreement ") relates to all E=quipment, as defined in the lease Agreement identified ah-ove lehveen the Lessee and Lessor iderititied above ([hc -'Lease "), Ali capitalized terns shall have the meanings ascribed to them in the Lease. Lessee agrees as follows with respect to each item of Equipment which is required to be returned: I, RETURN OF EQUIPMENT. Nolwithstandinganything to the contrary contained in [lie Lease and in addition to the terms and conditions contained therein and herein, Lessee shall, at Lessee's sole cost and expanse, return nh, but not less than all, ofthe Equipment described the Lease to Lessor, or its designee immediately upon the expiration of the 'Perm of the Lease pursuant to the terms and conditions contained in the Lease and with respect to each item of Equipment, as applicable, the following must be true: (A) A11 safety equipment must be in place and meet applicable federal, state and other governmental standards. (1)) All windscreens, covers and guards nuut be in place with no sheet metal, plastic, or cowling damage. (C) Ali parts, pieces, components and optional equipment must be present, installed and operational. All accessories that accompanied the units and/or were subject to the Lease, including without limitation battery chargers, GPS equipment, diagnostic and tuning equipment shall be returned in proper order. Upon request of Lessor, all tnain[enance records and manuals related to the L'quiptneni. (D) All motors shall operate smoothly without overheating and shall have good bearings and bushings. (li) All electronic controls shall operate per manuluctureCs specifications, Controls which bypass nortnal operations shall be repaired at Lessee's expense. IF) All electrical systems shall be able to provide electrical output as specified by the manufacturer. (G) All batteries shall he in good, sate operating condition with no dead cells or cracked cases. Batteries should hold a charge and provide adequate power to operate the equipment. (H) All Equipment shall have serviceable brakes and tires (retaining proper air pressure, and without repair patches) and the wheels shalt not be dented and/or bent. (1) All oil and grease seals trust contain lubrication in the manufacturers designed reservoir. O) All Equipment must have a relatively clean appearance. (K) All Equipment shall be free from excessive wear necessitating major component repair or replacemenl caused by lack of recommended maintenance as detailed in customer operatinglnraintenance manual furnisher) with each item of equipment. (L) All Equipment shall be free from structural damages and/or lent frames. (M) All 1.quipmem attachments, ifany, must be in good condition. 2. RF °rURN PERFORMANCE. Each item of Equipment must be able to complete the following tests: (A) Operate normally in forward and reverse directions through all the speed ranges ar gears. (E)) Steer normally both right and left in bath forward and reverse. (C) Have all functions and controls work in normal manner_ (n) Be able to stop with its service brakes in a safe distance in both forward and reverse. (E) Operates without leaking any fluids. (f) Perform its designed functions in a satisfactory manner. Notwithstanding the above, i f the total cost of the repairs for all items of Equipment subject to a Lease is less than $140. Lessor will not bill Lessee. 3. REPAIRS / REQUIREI) PURCIIASE, II', in the Lessor's sole judgment, any item of Equipment is damaged or does not meet the standards se[ Conti above, or if Lessee fails to discharge its obligations set forth above with regard to any item of Equipment, Lessee shall pay to Lessor, immediately upon demand, at Lessor's election, (a) the amount which Lessor determines will be necessary to rentm the Equipment to its required condition and/or to replace missing, damaged or non - performing items or equipment, or (b) Payments due and to become due under the terms of the Lease, Taxes, fees and charges due and to become due under the terms of the Lease, plus the residual value as indicated in Lessor's books and records associated with such item of Equipment. d, MISCCLLANEOUS. Lessee agrees that a copy ofthis Agreement bearing a signature of Lessee which was transmitted by facsimile or printed from aft electronic pile shall be admissible in any legal proceeding as evidence of its contents and its execution by the parties in the same manner as an original dOC mnl'nt. AAC 4821 -3 Muni (06110) Page 1 of 1 Accepted by: Agricredit Acceptance LLC, c Village of North Palm Beach At: 8001 Birch% • od Court, Johnston, IA 50 13 t v w � A i 'Wat C E- /3 � L •a U l rived Signature Au t zed Si rue C7 {7 7 e s P Ke I V` a e e r�� 1,Mifi Nn me Tidc ate Pri nt Nan :e R Ti e Data AAC 4821 -3 Muni (06110) Page 1 of 1 de lage landen (Lg' EA9 icredi� 48 [age tanden {{6 LEASE AGREEMENT SUPPLEMENT - PROPERTY TAX ACKNOWLEDGEMENT Name of Lessee: The Village of North Palm Beach, FL the "Lessee" Date of Lease Agreement! 10/14/2015 the "Lease" In order to induce Agricredit Acceptance LLC ("Lessor ") to enter into the Lease pursuant to which the Equipment will be leased to Lessee, the undersigned represents the following: • The Lessee acknowledges and understands that Lessor will file all personal property tax returns and Lessee shall reimburse Lessor for property taxes related to the Equipment. • Property taxes will be billed annually to Lessee and are due on invoice. Lessee acknowledges that property taxes may be billed to Lessee after the Term of the Lease. • If Lessee does not pay property taxes, Lessor has the right, but not the obligation, to pay them on Lessee's behalf and add to the amount of such taxes to the Lease Payments. All capitalized terms not otherwise defined herein shall have the same meanings as in the Agreement. Lessee agrees that Lessor's emphasis of the provisions of the Agreement contained herein are for the convenience of the Lessee and shall not minimize or waive any remaining provisions of the Agreement, all of which remain in full force and effect. Lessor, its successors and assigns, and any counsel rendering an opinion on the tax - exempt status of the interest components of the Payments are entitled to rely on this acknowledgement. Lessee's facsimile signature shall be considered binding as an original. Dated this 14th day of October 2015. AAG Golf 4935 (10110) Page 1 of 1 c Village of North Halm Heach, YL Less Ce w d' w � H � U z ed Signature " roes VdIa a Mange( db1 � Tu Zl Print Name nee Date AAG Golf 4935 (10110) Page 1 of 1 de lage landen S' I A - LAgricredit de lage landm {tq LEASE AGREEMENT SUPPLEMENT —OPINION Of COUNSEL Name of Lessee; The Village of Pahn Beach, FL (the "Lessee") Lease Agreement Number: /p /d/ 5-/6' the "A reernent' In order to induce Agricredit Acceptance 1.1,C ( "Lessor ") to enter into the Agreement pursuant to which the Equipment will be financed or leased to Lessee, the undersign represents the following: As legal counsel of Lessee, ll have examined (a) the Agreement and the corresponding documentation, which, among other things, provide for the financing or lease of the Equipment to Lessee; (b) an executed counterpart of the ordinance or resolution of Lessee which, among other things, authorizes Lessee to execute the Agreement, and (c) such other opinions, documents and ,natters of law as 1 have deemed necessary in connection with the following opinions. Based on the foregoing, 1 am of the following opinions: (a) Lessee is a public body corporate and politic, duly organized and existing under the laws of the State of Florida, and has substantial amount of one or more of [lie following sovereign powers (1) the power of eminent domain, and (2) police power; (b) Lessee has the requisite power and authority to purchase or lease the Equipment and to execute and deliver the Agreement and to perform its obligations under the Agreement; (c) the represcntative(s) of Lessee executing the Agreement has been duly authorized to do so; (d) the Agreement and the other documents either attached thereto or required therein have been duly authorized, approved and executed by and on behalf of Lessee and the Agreement is a valid and binding obligation of Lessee enforceable in accordance with its terms; (c) the authorization, approval and execution of the Agreement and all other documentation relating to the transactions contemplated thereby have been performed in accordance with all open meeting laws, public bidding laws and all applicable state and federal laws; (f) if applicable, a contract was properly awarded to the Supplier and there is no pending or threatened protest of such award or Lessee's compliance with public bidding laws; and (g) there is no proceeding pending or threatened in any court or before any governmental authority or arbitration board or tribunal that, if adversely determined, would adversely affect the transactions contemplated by the Agreement or the security interest of Lcssur or its assigns, as the case may be, in the Equipment. All capitalized terms not otherwise defined herein shall have the same meanings as in the Agreement. Lessor, its successors and assigns, and any counsel rendering an opinion on the tax - exempt status of the interest components of the Payments are entitled to rely on this opittion. Dated this 14`h day of October '2015. Sincerely, Print Name: XU' _> Admitted to Practice Law in the State ,e >C%o -lc% Address: 70/ Telephone: 6" " 7­2 /G, B_ AAC Golf 4932 (10110) Page 1 of 1 de lags landen 0' Lgric�edi dehgelandend LEASE AGREEMENT AMENDMENT This Lease Agreement Amendment is entered into on October 23, 2015 by and between The Village of North Palm Beach, FL ("Lessee ") and Agricredit Acceptance LLC ( "Lessor ") (each a "Party" and collectively the "Parties "). The Parties entered into the Lease Agreement of even date herewith (the "Agreement") and now desire to amend the Agreement as set forth below. NOW THEREFORE, INTENDING TO BE LEGALLY BOUND, and in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows: I. Integration. Except as amended herein, the terms and conditions of the Agreetent shall remain unchanged and in full force and effect. In the event of a conflict between the terms of this Amendment and the Agreement, the terms of this Anendment shall prevail. Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Agreement. 2. Amendment. The Agreement shall be amended as follows: a. The following sentence shall be inserted after the first sentence of Section 5 titled "Risk of Use, Damage and Destruction" and inserted at the end of Section 13 titled "Indemnification ": "Notwithstanding anything contained herein to the contrary, such indemnification by the Lessee shall not act as a waiver of the limitations of liability set forth in Section 768.28, Florida Statutes, nor shall it create a cause of action in favor of any third party." b. Section 8 titled "UCC Filings; Article 2A Provisions; Finance Lease Status" shall be deleted and replaced with the following: "8. UCC Filings; Article 2A Provisions; Finance Lease Status. We are the owner of and will hold title to the Equipment under this Lease. Although the Equipment may become attached to real estate, it is and will remain personal property and will not become a Fixture, This Lease shall not be construed as a security interest. You authorize Us to prepare and file against You a financing statement (not to attach this Agreement) describing the Equipment for notification purposes. You hereby authorize, ratify, and approve any financing statement covering Equipment filed by Us on or prior to the date hereof, The parties intend this Lease to be a true lease and the filing of a financing statement shall not be construed as evidence to the contrary. You agree Article 2A- Leases of the UCC applies to this Lease, and this Lease will be considered a "Finance Lease" as that term is defined in Article 2A. By signing this Lease, You acknowledge and agree that the Supplier identified in the Lease is the supplier (as that term if defined in Article 2A of the UCC) of the Equipment and that You Have been informed that You are entitled to the promises and warranties provided by the manufacturer, dealer, vendor or other person supplying the Equipment in connection with the contract by which We acquired the Equipment (the "Supply Contract') and that You may contact the manufacturer, supplier, dealer or vendor of the Equipment for a description of any rights or warranties that You may be entitled to under the Supply Contract. With respect to this Lease, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY AND ALL RIGHTS AND REMEDIES CONFERRED UPON A LESSEE BY UCC ARTICLE 2A, including without limitation, Section 2A -508 through 2A -522 of the UCC. You also represent that all trade -in property is free and clear of all security interests, liens and encumbrances." The second sentence of Section I I titled "Remedies" shall be deleted and replaced with the following: "You agree to pay all of Our costs and expenses, including, without limitation, reasonahle attorney's fees, in the event that we are the prevailing party, and expenses and collection agency fees and expenses, of enforcing Our rights against You, for the recovery or repossession of Equipment and in the collection of Your obligations to Us under this Lease." 3. Miscellaneous. This Amendment may be executed in counterparts, including facsimile counterparts, each of which will constitute an original, but which collectively will form one and the same instrument. "]'his Amendment constitutes the final agreement between the Parties and is the exclusive expression of the Parties' agreement on the matters contained herein. All earlier and contemporaneous negotiations and agreements between the Parties on the matters contained herein are expressly merged into and superseded by this Arnendment. Any modification or additions to the terms of this Amendment nwst be in a written agreement identified as an amendment and executed by both Parties. IN WITNESS WHEREOF the parties have executed this Amendment effective as of the date set forth on the first page of this Amendment The Village of North Palm Beach, FL Agricrodit Acceptance LLC, At: 8001 rchwood Court, Johnston, IA 50931 see Na yFuj w Aulze ignature ulhorize Signature / ?. K e ►� c /,, ,, Print Name 8 Tilfe Bale / Print Name 8 Till dale de lags landen LCD. L gcredit do loge landen6 Certificate of Incumbency (Golf) Abi far Use with General Parinerslups By signing below, I hereby certify the following to Agricredit Acceptance LLC ("AAC"), its successors and assigns: I. f am the aq Pit of The Village of North Palm Beach, (the "Town ") FL (Prim ode t ( taint amine of ruritr) and am familiar with the policies and the officers and authorized agents of the Town and ant authorized to provide this Certificate of Incumbency (this "Certificate "). 2. The individuals listed below, in addition to those persons possessing apparent authority under Iowa law (each an "Authorized Representative ") are each fully authorized and empowered, acting alone and in accordance with the organizational documents and /or authorizations, resolutions or actions of the governing body of the Town to enter into, from time to time, such agreements, including without limitation lease agreement(s) and loan agreements with AAC and such other agreements in favor of or required by AAC in connection with the acquisition, lease or sale of equipment or the financing of the acquisition of equipment as any one or more of the undersigned Authorized Representatives shall approve (each a "Transaction Document "): NAME OF AUTHORIZED REPRESENTATIVE 'TITLE OF AUTHORIZED REPRESENTATIVE 1. T e t' Keli 1, ViIaQe, r 2, 2. 3. 3. ' it mach additional pages if necessaq, 3. AAC may conclusively rely on the accuracy, genuineness, and good faith of any written communication bearing the signature of any Authorized Representative listed above for purposes of entering into, modifying, providing funds for and/or relying on each Transaction Document. The Town shall indemnify and hold harmless AAC for any loss suffered or liability incurred by it in reliance on this Certificate. 4. The authority conferred herein is not inconsistent or in conflict with any organizational documents or other applicable agreements or documents of the Town and is within the Town's power and authority, Resolutions evidencing the authorizations contained in this Certificate appear in the Town's books and records. 5. Until AAC receives notice in writing of any change or limitation of the authority of any Authorized Representative as designated in this Certification, AAC is authorized to rely upon the authority and power of any Authorized Representative as set forth in this Certification, Such notice, to be effective, must be received by AAC at the following address: 8001 Birchwood Court, PO Box 2000, Johnston, IA So 131. Such notice shall only be effective as to transactions entered into after AAC's receipt of such notice and shall trot have any effect on transactions entered into prior to the receipt of such notice. 6. A facsimile copy of this Certificate shall have the same force and effect as the original. This Certificate represents the entire agreement and understanding as to the subject matter hereof and supersedes all prior oral and written negotiations, a reements and understandings. I' '1'IIE PERSON SIGNING IN THE SIGNATURE 13LOCK BELOW MUST BE ONE OF 'THE PERSON'S LISTED IN THE TABLE BELOW!! IN WITNESS Wl lERFOF, I have hereunto gn d my ntunc as of the date 101.111 below: F- ,•:,fit Corporation President. Chief Executive Off icer (CEO), Chief Financial Officer (Ch0), O z Chief 0 eratin Oflicer COO . Treasurer, Secreta g -Limited Lisbility'Comppny = manager managed Manager, President, Chief Executiv Officer (CEO); Chief F_ inaneial'Officer is someone listed in the CFO) Chief O'crating Officer. COO :Treasurer, Secretary Limited Liability Company — member managed Member, Managing Member, President, Chid Executive Officer (CEO). Chief 0, e� Financial Officer CFO , Chief Operating Officer (COO). Treasurer, Secreta ' Litnited Partnership, Limited Liability General Partner,'ManagingPartner' '. Partnershili,,or Limited Liability Limited Partner'shipt Government Entity (other titles nray he acceptable CFO, COO, Mayor, Commissioner, Executive Director. Council President, I to AAC in its sole discretion) Ch y1Count • Manager. Cil XICount y Administrator IN WITNESS Wl lERFOF, I have hereunto gn d my ntunc as of the date 101.111 below: F- Please Note: An authorized signer nwst sign this section, s Au oriZC 5ignaturc O z An authorized signer is someone listed in the es. V f Ida rU/oll_x� — v above table. 0, e� tint i Tit AAC 4839 golf (04114) Page t of 1 *,12-112- NM lUn -4p-- p -- R " e-- 00-N18192- CO-1111608 De4Xq_rV_a_4c1 Appoplance CenifIcato CID-)4j (67ql MTrjmvM Equipment floum during Neyd Mako and Model of rzquiprnont Number I ftsuraw4 Amotint Hours at Lease Term, Rate per Ex0els Ljwd —___3wLuIrud doliverV How NOW 71-0 Car Pn= me ca Car pr� ebb $453441AQ N/A NfA WA New Club Car CASOW Gas Uli%_(qTy ?L----. .' WA NIA WA The undeisigned hrratrY Certifies that Lessee has leasedl an Elena dt--,rAbed In (the -EquiPmAnl) PUMUQW, to the Lease Agnoemril between AodcredR AwePlance LLC ("Lessor') and the Lessee kiciritiried lbalow and in the Lease Agrearperif No. P101515 (thQ'Laase') and further cerii(vas ghat; V) the Equipment has been delivarad to and bag boon Medjvod by LOSS (h) all Inswilation or other work necessary prior to jho Lee hereof has bftrt ecirripleted: (ii) a:] EqWprnAnI has been examined by Lessee, is in good operaflop order md oondItIon. and is fe all respects satisfachrV jo Lessee; (iV) the Equipment is ncmpIc4 by Lessee for all purposes under the Leasa Aweervont and the Lease. Thollo oftiod, Para, Bazd, cc V ft 1 rN. RAG 41833-4 (04,1112) rOr munIcIpQ1 golf leases FL ONLY Page 6 016 10 1 -- 141 -34Q) I A & CERTIFICATE OF LIABILITY INSURANCE 10/28/20151 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the pollcy(les) must he endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER conrACr Diane Crispin World Risk Management, LLC 141 Terra Mango Loop PH NNE (407) 445 -2414 ��Ne; (467)445 -266B -MAIL AI S�diane_crispin®wrmllc.com PRODUCER 00000464 _Cull -0mral N Ste A iNSURER(SI AFFORDING COVERAGE NAICN Orlando FL 32835 INSURED INSURERA:Public Risk Management JWesco 125011 INSURER B: Village of North Palm Beach 501 US Highway One € NSURER C: INSURER D: 11� INSURER E! I North Palm Beach FL 33408 INSURER F: i COVERAGES CERTIFICATE NUMBER:CL1111300415 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT VVITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR I TYPE OF INSURANCE LTR . ADDL SUER POLICY NUMBER POLICY EFF MMIOOIYYYY POLICY EXP mwoniYYYY LIMITS GENERAL LIABILITY X COMMERCIAL L ss GENERAL A I CLAIMS -MADE I n I OCCUR PRM 015 -002 10/1/2015 10/1/2016 EACH OCCURRENCE �s 2,000,000 DAMAGE TO RENTED P Ea oCCUnence S 2, 000, 000 MEDEXP Anyone person) S Excluded PERSONAL & ADV INJURY S 2,000,000 GENERAL AGGREGATE S GEN'L AGGREGATE LIMIT APPLIES PER. L POLICY PRO ED LOC PRODUCTS - COMP/OP AGG S 2,000,000 $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT accident) $ 2,000,000 LX(Ea A I� I ANY AUTO I ALL OWNED AUTOS SCHEDULED AUTOS P1tM 015 -002 10/1/2015 10/1/2016 BODILY INJURY (Per person) S BOD14Y INJURY per n4denl) 5 PROPERTY DAMAGE {Per accident} S X HIREO AUTOS X NON -OWNED AUTOS X AUTO PHYSICAL DAMAGE it COMPICOLL $1000 DEC). S A X I UMBRELLA LIAS X OCCUR EACH OCCURRENCE S 3,000,000 EXCESSLIAe CLAIMS-MADE PELM 015 -002 10/1/2015 10/1/2016 AGGREGATE 5 DEDUCTIPLE 5 ] i RETENTION S I ; i A j WORKERS COMPENSATION i X WC STATU- OTH. ZOEiY LIM17 I AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE Y1 N OFFICERIMEMBER EXCLUDED? ❑ (Mandatory In NHI Il yes deSCribe under D ESCRIPTION OF OPERATIONS below NIA 'f FM 015 -00 10/1/2015 10 /1 /20161 E.L. EACH ACC €DENT S 110001000 E.L. DISEASE - EA EMPLOYE S 1 000 0 00 E.L. DISEASE - POLICY LIMIT S 1 000,0()0 DESCRIPTION OF OPERATIONS! LOCATIONS f VEHICLES (Attach ACORD 401, AddiYonai Remarks Schedute, If more space is required) with respects to the listed coverages held by the named insured, as evidence of insurance in regards to Club Car Golf Cart Lease Agricredit Acceptance LLC P.O. Box 3000 Johnston„ BC 50131 -0300 P1 -10199 RLI IPJ91 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Cooper /PATTI c. AGUKU Lb (LUUWU9) O 1958 -2009 ACORD CORPORATION. All rights reserved. INS026(200WEII The ACORD name and logo are registered marks of ACORD de lage ianden QD­ Lgricredit de lags land on Q,4 CUSTOMER AGREEMENT TO PROVIDE Lessee's Name The Address 501 U.S. Hwy Lease Application # of North Palm P101515 with City North ICAL DA AGE INSURANCE Date: 1011412015 I Be State FL ZIP 33408 1c LLC 1 have entered into the above Lease agreement under which I am respansible for providing insurance against ALL RISKS of direct physical loss or damage for the actual cash value of the equipment described in the Lease Agreement, subject to common exclusions such as damage caused by corrosion, rust, mechanical or electrical breakdown, etc. The minimum amount of coverage required by Agricredit Acceptance LLC "AAC" is $453,441.40 LL A,11 be providing my own physical damage insurance coverage through: I1ranceAgent W&CU lks)L. fganutikm.+'l� Phone: qn7- 445_2y1`} TO CUSTOMER'S INSURANCE AGENT hereby instruct you to add Agricredit Acceptance LLC as a payee through a Lender's Loss Payable Clause which is a clause that provides that any acts of the Lessee will not void the policy as to the Lender. To my existing policy number with which now provides the coverage required, or To a policy which you are authorized to issue in my name which will provide the coverage required. Agricredit Acceptance LLC must be given written notice within 30 days of any cancellation or non - renewal. It is also understood and agreed that a breach of the insuring conditions by the Lessee, or any other person, shall not invalidate the insurance to Agricredit Acceptance LLC. PLEASE FORWARD A COPY OF THE POLICY, ENDORSEMENT, OR CERTIFICATE EVIDENCING COVERAGE TO AGRICREDIT ACCEPTANCE LLC, P.O. BOX 3000, JOHNSTON, IA 50131 -0300. FAX: 5'115- 334.5831 OR CALL 800- 863 -3660. PLEASE ATTACH A COPY OF THIS NOTICE TO THE PROOF OF INSURANCE. E: I acknowledge that conies of this document sent to AAC are for information purposes only. I am responsible for notifying my agent of my obligation to obtain physical damage insurance. I understand I am responsible for insurance coverage for personal liability or property damage caused to others. Se- d � i yLsvti (,a_,vL 4 A* cl, w J Insurance Agent's Name 141 Terra Street Address`` City flt� amgeixaA, - Wane, CrtSpif) Ramo Loop, Swi k 'T, �Fi 3zg�� State ZIP Code _(,(4.Pi0 @ W(M1If - Cant 1ako1- 44S- Z`lt'f . ✓J �lo� -N�lS- Z$bFS AAC 4334 -1 — golf (02113) Page 1 of 1