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2006-073 Bid Award Lease of Golf Carts
RESOLUTION 2006-73 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA, AWARDING THE BID FOR THE LEASE OF 4-WHEEL GOLF CARTS TO CLUB CAR AND AUTHORIZING THE ISSUANCE OF A NOTICE OF INTENT FOR AWARD OF CONTRACT AND THE EXECUTION OF A CONTRACT IN ACCORDANCE WITH THE TERMS OF THE BID; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Village issued an Invitation to Bid for the lease or purchase of eighty (80) four wheel golf carts ("Golf Cart Bid") and related gas towing vehicles; and WHEREAS, having reviewed the bids submitted, the Village wishes to award the Golf Cart Bid to the responsive bidder whose bid is in the best interests of the Village. BE IT RESOLVED BY THE VILLAGE COUNCIL OF NORTH PALM BEACH, FLORIDA: Section 1. The Village Council of the Village of North Palm Beach, Florida, does hereby award the Golf Cart Bid to Club Car ("Successful Bidder") and authorizes the issuance of a written Notice of Intent for Award of Bid in accordance with the terms of the Invitation to Bid. The Village Council further authorizes the Mayor and Village Clerk to execute a contract with the Successful Bidder in accordance with the terms of the Invitation to Bid and the Successful Bidder's Response thereto. Section 2. This Resolution shall take effect immediately upon adoption. PASSED AND ADOPTED THIS 14TH DAY OF SEPTEMBER, 2006. (Village Seal.) ATTEST: ~-~ TC i ~~G~- Village Clerk THE PALM BEACH POST Published Daily and Sunday West Palm Beach, Palm Beach County, Florida PROOF OF PUBLICATION N0..6591460 INVITATION TO BID STATE OF FLORIDA LEASE OR PURCHASE OF 4-WHEEEgL GOLF CARTS TBeach will acCec i s e ec COUNTY OF PALM BEACH p bids in Its office located ai Before the undersigned authority personally appeared Marc Kramer, who on oath 501 U.S. Highway One, North Palm Beach, Florida sa s that he is Inside Sales Su ervisor of The Palm Beach Post, a dail and Sunda Y P Y Y 33408 unti12:00 .m., Sep- tember 6 200' newspaper, published at West Palm Beach in Palm Beach County, Florida; that the , , for the lease or purchase of eighty (BO) new lour-wheel golf attached copy of advertising for a ~ in the matter of 4 Wheel Golf Carts was carts for the VillageolNorth published in said newspaper in the issues of September 3. 2006. Affiant further Palm Beach Country Club. Bidsshoutdincludeallnec- sa sthat the said The Post is a news a er ublished at West Palm Beach, in said Palm Y p p P essary equipment as per specifications and shall also Beach County, Florida, and that the said newspaper has heretofore been continuously include two cart towing published in said Palm Beach County, Florida, daily and Sunday and has been entered vehicles. Bid specillcations are avail- as second class mail matter at the post office in West Palm Beach, in said Palm Beach able at the Village web site (wwW.village-npb.org) and County, Florida, for a period of one year next preceding the first publication of the et Village Hall Monday through Friday, between the attached copy of advertisement; and affiant further says that she/he has neither aid nor p hours of B:00 a.m. and 5:00 p.m. ,For information promised any person, firm or corporation any discount rebate, commission or refund , please contact Mickey Neal, Country Club Director at the for the purpose of securing this advertisement for publication in the said newspaper. village of North Palm Beach (561) 891.3422. Sealed bid envelopes should be marked "Lease or Pur- .Chase of 4•Wheel Golf Cart i Bid".~ Bids received after the time and dale specified will ~~- I V Ilage of North Palm Beach reserves (he right to re act ive e m Sworn to and subscribed before 5`h da of Se tember A.D. 2006 Y wa eriy nfor alit es and to choose the bid it deems best to meet the require- ~ ~~ d manta o! the Village Village of North Palm Beach Byy: Mark Bates Village Manager • PUB: The Palm Beach Post September 3 2006 Personally known XX or Produced Identification Type of Identification Produced NOTARY PUBIIC-STATE OF F'.ORfDA Kristen J. M'a.xfieid Commission ;~ DD52Sb~s; Expires: ?~2r,F?, 14 2010 Bonded Thru A~anuc Bonding Cu., Ir:c. Village of North Palm Beach, Florida Bid Summary Sheet ~~ a p .~ T~ t~ Bid Opening For: ~ DATE: Q ~ p~ "1('ime: - 'p~ ~~'PM No. of Bids Mailed Out: No. of Bids Received: ~ No. of Bids Qualified: NA Date Advertised: Due Date: ~ ~ ~ Department: Account Number: -z Go Vendors: ~/~ ~~- Description ~i~~ kS S t •~ recc 3 ~f3s ~/~ ~~ - 3 ~7• yY~-iy3 ~y ~ - ~ ev, ~~}- Izoo~~s~, '~/~D~~ '~ Leua.t - j Z 3 Z. 0 5 ~ f~ ~,,' . ~ ~` ~ 9/ ~ ~ ~' fro ~ l/~~-fie >°u,~ Y3/(~ -~ - t~»,o. 3 ~ 5% Bid Bond - Yes/No: Cost/Item (hall ): NA Total Item Cost: NA Frei ht: NA Grand Total: NA Delive Date/Time: NA Comment: Village Personnel Present: ~~~ ~ ~ ~~y~ Vendors Pres nt: ,_ - LEASE OR PURCHASE OF FOUR WHEEL GOLF CARTS BID PROPOSAL FORM PAGE 1 OF 2 I/We, the undersigned, agree to provide, at the prices proposed on the attached bid summary form, all supervision, labor, equipment, and materials to satisfactorily the Lease or Purchase of Golf Carts for the Villagc of North Palm Beach. For any response to this request for bid proposals to be considered responsive, pages 1 and 2 of the Bid Proposal Form must be signed and included as part of the proposal package submitted to the Village of North Palm Beach. 1/We have read all of the general and special conditions, all specifications, and instructions, and by the signature by a person authorized to contractually obligate the person or entity submitting this proposal in the space provided below are attesting to my/our agreement with all of the conditions stated herein as well as attesting to the prices quoted. The undersigned i~uriher agrees that submission of this bid constitutes a firm offer, and that this bid may not be withdrawn without consent of the Villagc of North Palm Beach for a period of sixty (60) days following the opening of this bid. Contractor submitting this proposal. Name: (t-iU t*'~i~~ ~~ Address: 337 /7CL ~rr'j~lC~iV ~~-11~.~ ~iPl-/fA/0~~ ~'L ~Z ~~O City State Zip Code ,.i' Authorized Signature: L ~t=7Qi~//~~r (~/~~~~ Name Title Printed Natne & Title: ~S DL~~ ~~~~ ~y~~~4'~-~ Name Title Date: `~ 5 ~~' Phone Number:.~tCN~7~~-~~~ ~ ~^ 1-4UC:~ _ ~~ J - ~.~ ~7 VILLAGE OF NORTH PALM BEACH REQUEST FOR BID PROPOSALS l4 ~%6~ LEASE-PURCHASE OF NEW GOLF CART FLEET BID PROPOSAL FORM PAGE 2 OF 2 PUK(:HASE OF FOUR-WHEEL~rOLF CARTS Unit Price $ ~.4-"~i~.t~/> ( ~~t~1T MoDt'x-)' ~ 3~z~. oy(l~$`M.; Ott) (including annual maintenance covering 36 months ~~~~~ t~er-C'c1r"~'r Mvr-.~Fh ~~ Mct~~l+~ncc:~Ca2 tc _ frcc . Add/Alternate Unit Price $ ~. Csl~~ %?~' (~cx-i p-~ /K ~/t ~y (inclxxding 48 mont}~ (or more) maintenance period ~S~-t' ~~ti~c~ (1k(~q'~t'.tarc•v C~j~~'Mr.[ t LEASE OF FOUR-WHEEL GOLF CARTS /~ n I Monthly Unit Price $ '14, I ~ ner Cyr (~'~~~~ ~ ~ `~' 6 v t"~~[C_;~1 C ~S~'Nrr~Fl ~ , `-, ' clyy~}r~ mainte ~ce'~v~i 3 months) ov P c -fir ~t a, Maio I ~ 3~ a~- ys nr~:,t~~ Add/Alternate Unit Price $ ~ (including 4$ month term & maintenance period jDS-Ma-pPl Unit Residual Value /Purchase Option $ -if an~-~, ~1~~ ~~~~ ~ `per `-' C36 alai m 7~eyt~ (at conclusion of Lease Ternt) ~ - (~c ,~.~ a,b ~~ ~l u.r2 PURCHASE BEVERAGE CART~C~~ ~~PK C ~ ~ ~~ f Unit trice $ ~Z.~S~. J4~c~ s2.~i,`"' r hfti'i1 ~ai /Llfirn 1'e•?a ~~ c e (including maintenance covering 3b LEASE BEVERAGE CART ~ ~s P~,, ~~:.~ t1/ Monthly Unit Price $ .3~~• ~~ .~/L.~. ~~:u,1n ~~ ~ ~.c~r ~~~ M e~-~ ~r ~-~.-t u .i ~-~ (including maintenance covering 36 months) ~,3 , =>`' .t ds ~ p. °~ ~~~t ~~ j Mir, ~ ~e~~r~ „ ~~ Add/Alternate Unit Price $ (including 48 mo. or more term & maintenance period) Unit Residual Value /Purchase Option $ -if any- ~/ ~~ '~' (at conclusion of Lease Term) G tt-~oc-~ ~ v~v t 7 CZ U ri c ~) PURCHASE TOWWG CART ---T~t.~= ~ 7~ Unit Price $ kU ~- ~~y ~ "" ~`.'~ (including maintenance covering 36 months) LEASE TOWWG CART Monthly Unit Price $ ~ C~ '~ CZ ~~ /9 t ~~ (including maintenance covering 36 months) ~D ~v ~4 ~~c per'- ,~,~,n ~ ~~ v~, ~ r Add/Alternate Unit Price $_ ~ ~~ ~ ~ ~~ ~ ~'4^'~ (including 48 mo. or more term & m//aintenance period) Unit Residual Value /Purchase Option $ -if any- NlP4 (at conclusion of ease Term) 15 PURCHASE AGREEMENT FOR GOLF CARS This Purchase Agreement is made as of theme day of ~ ~~' ~~ 2006, by and between the VILLAGE OF NORTH PALM BEACH, a Florida municipal corporation, having its main office at 501 U.S. Highway 1, North Palm Beach, Palm Beach County, Florida 33408, hereinafter referred to as the "VILLAGE", and CLUB CAR, INC., a foreign corporation licensed to do business in Florida, having a Florida office at 3375 All American Blvd., Orlando FL, hereinafter referred to as "CLUB CAR", whose Federal I.D. is /'~~~~ In consideration of the mutual promises contained herein, the VILLAGE and CLUB CAR agree as follows: ARTICLE 1-DESCRIPTION OF GOODS: CLUB CAR'S responsibility under this Purchase Agreement is to provide the VILLAGE with eighty (80) new 2007 Club Car® Precedent Professional electric model golf cars and two (2) new 2007 Club Car® Utility Turf 1 Gasoline model golf cars for towing purposes (hereinafter jointly referred to as the "golf cars") as more specifically set forth and detailed in Exhibit "A". ARTICLE 2-SCHEDULE: The golf cars shall be provided to the VILLAGE no later than November 8, 2006 unless mutnally aereed upon by the parties. There shall be no charge for delivery of the golf cars to the VILLAGE and no chazge for the two (2) new 2007 Club Car® Utility Turf 1 Gasoline model golf cars for towing. ARTICLE 3-PAYMENTS TO CLUB CAR: Payment for the golf cars shall be made under a separate Lease Agreement between the VILLAGE and CLUB CAR's primary third party leasing source, CitiCapital Commercial Leasing Corporation. The VILLAGE shall have no obligation for payment to CLUB CAR for any expense related to the golf cars under this Purchase Agreement. The VILLAGE's lease of the aforementioned goods and/or services shall be subject to the terms and conditions of its Lease Agreement with CitiCapital Commercial Leasing Corporation. Lease payments shall not begin until December 1, 2006. ARTICLE 4-TERMINATION: This Purchase Agreement may be terminated, in whole or in part, by the VILLAGE, only upon the default of CLUB CAR. CLUB CAR is in default of this Purchase Agreement if: (a) The equipment provided is encumbered by any lien other than a lien in favor of CitiCapital; (b) The filing of a petition by or against CLUB CAR for relief under the Bankruptcy Code; or, (c) CLUB CAR does not provide the required goods to the VILLAGE within the time set forth in this Purchase Agreement unless mutually extended by the VILLAGE and CLUB CAR. ARTICLE 5-FEDERAL AND STATE TAX: The VILLAGE is exempt from payment of Florida State Sales and Use Tax. The VII,LAGE will sign an exemption certificate submitted by CLUB CAR. CLUB CAR shall not be exempted from paying sales tax to its suppliers for materials used to fill Purchase Agreement obligations with the VILLAGE, nor is CLUB CAR authorized to use the VILLAGE'S Tax Exemption Number in securing such materials. ARTICLE 6-INDENINIFICATION: CLUB CAR shall indemnify and save harmless and defend the VILLAGE, its agents, servants, and employees from and against any and all claims, liability, losses, and/or cause of action which may arise from any negligent act or omission or willful misconduct of the CLUB CAR, its agents, servants, or employees in the performance of services under this Purchase Agreement provided that CLUB CAR is notified promptly in writing by the VILLAGE of any such claim and is given the opportunity to assume the defense of such claim. CLUB CAR'S indemnification obligations hereunder shall not extend to any claims arising out of the negligence or willful misconduct by the VILLAGE or any of its agents, servants or employees, nor any negligence or wrongful act by an operator or user of any car provided hereunder. Nothing contained in this provision shall be construed or interpreted as consent by the VILLAGE to be sued, nor as a waiver of sovereign immunity beyond the waiver provided in Section 768.28, Florida Statutes. ARTICLE 7-SUCCESSORS AND ASSIGNS: The VILLAGE and CLUB CAR each binds itself and its partners, successors, executors, administrators, and assigns to the other party of this Purchase Agreement and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Purchase Agreement. Except as above, neither the VILLAGE nor CLUB CAR shall assign, sublet, convey or transfer its interest in this Purchase Agreement without the written consent of the other. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the VILLAGE which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the VILLAGE and CLUB CAR. ARTICLE &REMEDIES: This Purchase Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Purchase Agreement will be held in Palm Beach County. LIIVIITATION OF LIABILITY: THE REMEDIES OF THE VILLAGE SET FORTH HEREIN ARE EXCLUSIVE, AND THE TOTAL CUMULATIVE LIABILITY OF CLUB CAR WITH RESPECT TO THIS PURCHASE AGREEMENT SHALL NOT EXCEED THE PAYMENTS MADE UNDER THE LEASE AGREEMENT BETWEEN THE VILLAGE AND CITICAPITAL EXCEPT CLAIMS FOR PERSONAL INJURY AND SUBJECT TO CLUB CAR'S INDEMNIFICATION OBLIGATION SET FORTH IN ARTICLE 6. NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, WHETHER OR NOT BASED ON THIS PURCHASE AGREEMENT, WARRANTY, NEGLIGENCE, INDEMNITY, STRICT LIABILITY OR OTHERWISE, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ARTICLE 9-INDEPENDENT CONTRACTOR RELATIONSHIP: CLUB CAR is, and shall be, in the performance of all work, services and/or activities under this Purchase Agreement, an Independent Contractor, and not an employee, agent, or servant of the VILLAGE. All persons engaged in any of the work, services and/or activities performed pursuant to this Purchase Agreement shall at all times, and in all places, be subject to CLUB CAR'S sole direction, supervision, and control. ARTICLE 10. ENFORCEMENT COSTS: If any legal action or other proceeding is brought for the enforcement of this Purchase Agreement, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Purchase Agreement, the successful or prevailing party or parties shall be entitled to recover reasonable attorney's fees, 2 court costs and all expenses (including taxes) even if not taxable as court awarded costs (including, without limitation, all such fees, costs and expenses incident to appeals), incurred in that action or proceeding, in addition to any other relief to which such party or parties maybe entitled. ARTICLE 11- SEVERABILTTY: If any term or provision of this Purchase Agreement, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, to remainder of this Purchase Agreement, or the application of such terms or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Purchase Agreement shall be deemed valid and enforceable to the extent permitted by law. ARTICLE 12- ENTIRETY OF PURCHASE AGREEMENTUAL AGREEMENT: T'he VILLAGE and CLUB CAR agree that this Purchase Agreement sets forth the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Purchase Agreement may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. ARTICLE 13- WARRANTY/GUARANTY: Club Car's Warranties and/or Guarantees for the golf cars are in full force and effect as stated in the owner's manual for the golf cars and incorporated herein by reference. CLUB CAR will provide a copy of the owner's manual for the golf cars to the VILLAGE at no expense. ARTICLE 14 - TIl«: Time is of the essence in all respects under this Purchase Agreement. ARTICLE 15 -WAIVER: Failure of the VILLAGE to enforce or exercise any right(s) tinder this Purchase Agreement shall not be deemed a waiver of VILLAGE's right to enforce or exercise said right(s) at any time thereafter. ARTICLE 16 -PREPARATION: This Purchase Agreement shall not be construed more strongly against either party regardless of who was more responsible for its preparation. ARTICLE 17 -INSURANCE: CLUB CAR is self insured for Products/Completed Operations and acts and/or omissions of CLUB CAR, and its officers, agents and employees. CLUB CAR will provide its standard Certificate of Insurance prior to the start of any work under this Purchase Agreement and said Certificate of Insurance will name the VILLAGE as the Certificate Holder rather than Additional Insured. f has full power, authority and legal right to execute and deliver is Purchase Agreement and perform all of its obligations under this Purchase Agreement. By signing this Purchase Agreement, hereby represents to the VII,LAGE that he/she has the authority and full legal power to execute this Purchase Agreement and any and all documents necessary to effectuate and implement the terms of this Purchase Agreement on behalf of the party for whom he or she is signing and to bind and obligate such party with respect to all provisions contained in this Purchase Agreement. ARTICLE 19 -PURCHASE AGREEMENT DOCUMENTS AND CONTROLLING PROVISIONS: This Purchase Agreement consists of the Invitation to Bid, Club Car's Bid and 3 the terms and conditions of this Purchase Agreement. CLUB CAR agrees to be bound by all the terms and conditions set forth in the aforementioned documents. To the extent that there exists a conflict between this Purchase Agreement and the remaining documents, the terms, conditions, covenants, and/or provisions of this Purchase Agreement shall prevail. Wherever possible, the provisions of such documents shall be construed in such a manner as to avoid conflicts between provisions of the various documents. ARTICLE 20 -LEGAL EFFECT: This Purchase Agreement shall not become binding and effective until approved by the VILLAGE Council of the Village of North Palm Beach. ARTICLE 21-SURVIVABILITY: Any provision of this Purchase Agreement which is of a continuing nature or imposes an obligation which extends beyond the term of this Purchase Agreement shall survive its expiration or earlier termination. VILLAGE OF NORTH PALM BEACH CLUB CAR, INC. BY: ATTEST: ,, BY: ~ MELI SA TEAL, VILLAGE CLERK APPROVED AS TO FORM AND LEGAL SUFFICIENCY VILLAGE ATT RNEY 0 BY: ~ ~~ (Print Name) `~ a ~ ~~~~~ (Print Title) ~ ~ ~~ ~ ~ ~~• 4 N~R4M BALM ~~A~EB C®t1NTRb Ct,~® RepGervotrer ~. 2~®6 PROPOSED EQUIPMENT PRFCE®€tJT PR®FFSSICIVAL Ei~9TIC~- Fighty (6gD new 2~0~ Club Card Precedent Professional electric model goif cars ~nc9~dorug the 6oVlowing standard stud optionai equiprruent: Standard Equipm@nt Ntonsooru Canopy Top wJ dater Drainage Frgo Contoured Seats 2©®/o Larger Sweater Basket urger Sagw+~ll area Prerniatm Tread Tires 412 Volt Battery/ ~6 Voit Systerxa Forward Speed Setting m 13.2 NEPH 36® Cegree E3urnper System Dupont® Surtyn Body Panels Custom Precedent Wheel Covers Includcd Optional Equipment Custom COub NarrrepUate Rear Rain Sag Cover Custorn Number Decals 1-60. 2 ea. Hinged VVindshieid Informati®n Holders e 1 per car Sand Buckets v 2 pot car Permanent ®n-Board T®wing System Two g2) cars w6th 19.6 MPH Forward Speed Setting ~ Foeld Installed for on Course Rangers FulUy Automatic Battery Chargers with 12 foot DC cords. Freogtvt & Installation Color: Beige, Blue, tlVhite, Gre@n or Grey PURCFiASET®VVIlNfti (:AR//T ~~~_" (Cf~BLe k'>` d/f1t T ~~ QJrt e ~., Ur9ot Pancg $ h~ l• 9 ~ a_-= Qi~cuudin~ rrwnnrcn~ncc cmveeun~ ~6 anonths) L~ASF `T'OVVII~7(°i CART _.Monthly Unit Price S~_~9~._ ~:'~ __-- - C ~ t. R P T~~ QineOudimg maintenance covering 3(n nlon~~) Add,~AlteenatE Unit PricE A_-_~~-' _ ti8'tr N I~~NQ'~: Qinc4uding 4ts rrco. ar tmor~ ter~ev &, maintenance period) Unut iZesnclt-al V~luc 1 Pauach~se ®ptio~ S -i$'aanv~ ~ f (at ¢:cane6uhion v~ ear Termg ~~ citicapital" EQUIPMENT LEASE-PURCHASE AGREEMENT Lessee: (Name and Address) Village of North Palm Beach 951 U.S. Highway 1 North Palm Beach, FL 33408 Lessor: ame and Address) citicapital Commercial Corporation 3950 Regent Boulevard Irving, TX 75063 Lessor agrees to lease to Lessee and Lessee agrees to lease from Lessor the Equipment described in Schedule A, now or hereafter attached hereto, and all replacements, repairs, restorations, modifications and improvements thereof or hereof ("Equipment") in accordance with the following terms and conditions of this Equipment Lease-Purchase Agreement ("Lease"). 1. TERM. This Lease will become effective upon the execution hereof by Lessor. The term of this Lease will commence on the Commencement Date set forth in Schedule B attached hereto and, unless earlier terminated as expressly provided for in this l.,ease, will terminate on the Termination Date set forth in Schedule B attached hereto (the "Lease Term"). 2. RENT. Lessee agrees to pay to Lessor or its assignee the Lease Payments, including the interest portion, in lawful money of the United States of America, equal to the amounts specified in Schedule B. The Lease Payments will be payable without notice or demand at the office of Lessor (or such other place as Lessor or its assignee may from time to time designate in writing), and will commence on the first Lease Payment Date as set forth in Schedule B and thereafter on the subsequent dates set forth in Schedule B. Any payments received later than ten (10) days from the due date will bear interest at the highest lawful rate from the due date. As set forth on Schedule B, a portion of each Lease Payment is paid as, and represents payment of, interest. Except as specifically provided in Section 6 hereof, the obligation of Lessee to make the Lease Payments hereunder and perform all of its other obligations hereunder will be absolute and unconditional in all events and will not be subject to any setoff, defense, counterclaim, abatement, deduction or recoupment for any reason whatsoever including, without limitation, any failure of the Equipment to be delivered or installed, any defects, malfunctions, breakdowns or infirmities in the Equipment or any accident, condemnation or unforeseen circumstances. Lessee reasonably believes that funds can be obtained sufficient to make all Lease Payments during the Lease Term and hereby covenants that it will do all things lawfully within its powers to obtain, maintain and properly request and pursue funds from which the Lease Payments may be made, including making provisions for such payments to the extent necessary in each budget submitted for the purpose of obtaining funding, using its bona fide best efforts to~ave such portion of the budget approved and exhausting all available administrative reviews and appeals in the event such portion of the budget is not approved. It is Lessee's intent to make Lease Payments for the full Lease Term if funds are legally available therefor and in that regard Lessee represents that the use of the Equipment is essential to its proper, efficient and economic operation. Lessor and Lessee understand and intend that the obligation of Lessee to pay Lease Payments hereunder shall constitute a current expense of Lessee and shall not in any way be construed to be a debt of Lessee in contravention of any applicable constitutional or statutory limitation or requirement concerning the creation of indebtedness of Lessee, nor shall anything contained herein constitute a pledge of the general tax revenues, funds or monies of Lessee. It is the intention of the parties hereto to comply with any applicable usury laws; accordingly, it is agreed that, notwithstanding any provisions to the contrary in this Agreement, in no event shall this Agreement require the payment or permit the collection of interest or any amount in the nature of interest or fees in excess of the maximum permitted by applicable law. 3. DELIVERY AND ACCEPTANCE. Lessee shall order the Equipment, cause the Equipment to be delivered and installed at the location specified on Schedule A ("Equipment Location") and pay any and all delivery and installation costs in connection therewith. Lessee will accept the Equipment as soon as it has been delivered and inspected. Lessee will evidence its acceptance of the Equipment by executing and delivering to Lessor a Delivery and Acceptance Certificate (in the form provided by Lessor) upon delivery of the Equipment. FLLease Rev. July 1, 2001 10/20/06 10:09 AM CITICAPiTAL is a service mark of Citigroup Page 1 of 7 A memberof attgrouQ7' 4. DISCLAIMER OF WARRANTIES. Lessee acknowledges and agrees that the Equipment is of a size, design and capacity selected by Lessee, that Lessor is neither a manufacturer nor a vendor of such equipment, that LESSOR LEASES AND LESSEE TAKES THE EQUIPMENT AND EACH PART THEREOF "AS-IS" AND THAT LESSOR MAKES NO REPRESENTATION, WARRANTY, OR COVENANT, EXPRESS OR IMPLIED, WITH RESPECT TO THE CONDITION, QUALITY, DURABILITY, VALUE, DESIGN, OPERATION, SUITABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OF THE EQUIPMENT 1N ANY RESPECT WHATSOEVER OR AS TO THE ABSENCE OF LATENT OR OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE, OR AS TO THE ABSENCE OF ANY INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT, OR AS TO ANY OBLIGATION BASED ON STRICT LIABILITY IN TORT OR ANY OTHER REPRESENTATION, WARRANTY, OR COVENANT OF ANY KIND OR CHARACTER, EXPRESS OR IMPLIED, WITH RESPECT THERETO. RISKS INCIDENT THERETO ARE TO BE BORNE BY LESSEE AND, IN NO EVENT SHALL LESSOR BE OBLIGATED OR LIABLE FOR ACTUAL, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR OTHER DAMAGES OF OR TO LESSEE OR ANY OTHER PERSON OR ENTITY ARISING OUT . OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE EQUIPMENT, THE MAINTENANCE THEREOF OR OF ANY SERVICES PROVIDED HEREIN. Lessor hereby assigns to Lessee during the Lease Term, so long as no Event of Default has occurred hereunder and is continuing, all warranties, if any, expressed or implied with respect to the Equipment, running from the manufacturer to Lessor and Lessor authorizes Lessee to obtain the customary services furnished in connection with such warranties at Lessee's expense. Lessee's sole remedy for the breach of any such manufacturer's warranty shall be against the manufacturer of the Equipment, and not against Lessor or its assigns. Lessee expressly acknowledges that Lessor makes, and has made, no representations or warranties whatsoever as to the existence or the availability of such warranties of the manufacturer of the Equipment. 5. RETURN OF EQUIPMENT. Unless Lessee shall have paid all Lease Payments and other amounts due hereunder or exercised its option to purchase as provided in Section 20 hereof, upon the expiration or earlier termination of this Lease pursuant to the terms hereof, Lessee shall, at its sole expense but at Lessor's option, convey the Equipment by bill of sale (and with respect to vehicles, also by endorsement of title certificate) to Lessor in the condition required by Section 9 hereof at any location in the continental United States designated by Lessor. 6. NON-APPROPRIATION OF FUNDS. Notwithstanding anything contained in this Lease to the contrary, in the events no funds or insufficient funds are appropriated and budgeted in any fiscal period of Lessee for Lease Payments due under this Lease, Lessee will immediately notify Lessor or its assignee in writing of such occurrence and this Lease shall terminate on the last day of the fiscal period of Lessee for which appropriations have been received or made without penalty or expense to Lessee, except as to Lessee's other obligations and liabilities under this lease relating to, or accruing or arising prior to, such termination. In the event of such termination, Lessee shall remain obligated to either return the Equipment to Lessor in accordance with Section S or, if Lessee refuses or fails to so voluntarily return the Equipment, to pay, on demand to Lessor, from legally available funds, the unpaid balance of the lease-purchase price thereof which is stipulated to be the applicable concluding payment set forth herein Schedule B. 7. REPRESENTATIONS, COVENANTS AND WARRANTIES. Lessee hereby represents, covenants and warrants to Lessor as of the date hereof and at all times during the Lease Term that (i) Lessee is a state or a fully constituted political subdivision thereof within the meaning of Section 103(a) of the Internal Revenue Code of 1986, as amended (the "Code"), or its obligations hereunder constitute obligations issued on behalf of a state or a political subdivision thereof, and Lessee shall do or cause to be done all things necessary to preserve and keep in full force and effect its existence and this Lease; (ii) Lessee has full power and authority under the constitution and laws of the state in which it is located to enter into this Lease and the transactions contemplated hereby, and to perform all of its obligations hereunder; (iii) each officer of Lessee executing this Lease has been duly authorized to execute and deliver this Lease by proper action and approval of its governing body at a meeting duly called, regularly convened and attended by a requisite majority of the members thereof, or by other appropriate official approval; (iv) the execution, delivery and performance of this Lease and all documents executed in connection herewith, including, without limitation, Schedules A and B hereto and the Delivery and Acceptance Certificate referred to in Section 3 hereof (this Lease together with all such documents shall be collectively referred to herein as the "Lease Documents") have been duly authorized by all persons, governmental bodies and agencies necessary to authorize and approve this Lease; (v) the Lease Documents constitute legal, valid and binding obligations of Lessee, enforceable against Lessee in accordance with their respective terms; (vi) the execution, delivery and performance of this Lease by Lessee shall not (a) violate any federal, state or local law or ordinance, or any judgment, order, writ, injunction, decree, rule or regulation of any court or other governmental agency or body applicable to Lessee; or (b) conflict with or result in the breach or violation of any term or provision of, or constitute a default under, or result in the creation of any lien, charge, security interest or other encumbrance on any assets of the Lessee or the Equipment pursuant to any note, bond, mortgage, indenture, agreement, deed of trust, bank loan or credit agreement, lease or other obligation to which Lessee is a party or by which it or its assets may be bound, except as herein provided; (vii) in authorizing and executing this Lease, Lessee has complied with all open meeting laws, public bidding requirements and other laws applicable to this Lease and the acquisition by Lessee of the Equipment; (viii) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current fiscal year of the Lessee to make the Lease Payments scheduled to coma due during such fiscal year, and such funds have not been expended for other purposes; (ix) the Equipment is essential to the function of the Lessee or to the service Lessee provides to its citizens and the Lessee has an immediate need for, and expects to make immediate use of, substantially all of the Equipment, which need is not temporary or expected to diminish in the foreseeable future; (x) no lease, rental agreement or contract for purchase to which Lessee has been a party at any time during the last five years, has been terminated by Lessee as a result of insufficient funds being appropriated in any fiscal year; (xi) the Equipment will be used by Lessee only for the purpose of performing one or more of Lessee's governmental or proprietary functions consistent with the permissible scope of Lessee's authority; (xii) 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 the Lessee, nor to the best knowledge of the Lessee is there any basis therefor, 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; and (xiii) no event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute, an Event of Default, exists at the Commencement Date. Lessee shall deliver to Lessor an opinion of Lessee`s counsel in form and substance attached hereto or as otherwise acceptable to Lessor. 8. TITLE TO EQUIPMENT. Upon acceptance of the Equipment by Lessee hereunder, title to the Equipment will vest in Lessee and Lessor shall have no security interest therein. 9. USE; REPAIRS. Lessee will use the Equipment in a careful manner for the use contemplated by the manufacturer of the Equipment. Lessee shall comply with all laws, ordinances, insurance policies and regulations relating to the possession, use, operation or maintenance of the Equipment. Lessee, at its expense, will keep the Equipment in good working order and repair and furnish all parts, mechanisms and devices required therefor. t0. ALTERATIONS. Lessee will not make any alterations, additions or improvements to the Equipment without Lessor's prior written consent unless such alterations, additions or improvements may be readily removed without damage to the Equipment. 11. LOCATION; INSPECTION. The Equipment will not be removed from or, if the Equipment consists of rolling stock, its permanent base will not be changed from the Equipment Location without Lessor's prior written consent, which will not be unreasonably withheld. Lessor will be entitled to enter upon the Equipment Location or elsewhere during reasonable business hours to inspect the Equipment or observe its use and operation. 12. LIENS AND TAXES. Lessee shall keep the Equipment free and clear of all levies, liens and encumbrances, other than the respective rights of Lessor and Lessee as herein provided. Lessee shall pay, when due, all charges and taxes (local, state and federal) which may now or hereafter be imposed upon the ownership, leasing, rental, sale, purchase, possession or use of the Equipment, excluding however, all taxes on or measured by Lessor's income. If Lessee fails to pay said chazges, or taxes when due, or to provide the insurance required by Section 15 hereof, Lessor may, but need not, pay said charges or taxes or purchase such insurance and, in such event, Lessee shall reimburse Lessor therefor on demand, with interest at the maximum rate permitted by law from the date of such payment by Lessor to the date of reimbursement by Lessee. 13. RISK OF LOSS; DAMAGE; DESTRUCTION. Lessee assumes all risk of loss of or damage to the Equipment from any cause whatsoever, and no such loss of or damage to the Equipment nor defect therein nor unfitness or obsolescence thereof shall relieve Lessee of the obligation to make Lease Payments or to perform any other obligation under this Lease. In the event of damage to any item of Equipment, Lessee will immediately place the same in good repair with the proceeds of any insurance recovery applied to the cost of such repair. If Lessor determines that any item of Equipment is lost, stolen, destroyed or damaged beyond repair, Lessee, at the option of Lessor, will either (a) replace the same with like equipment in good repair, or (b) on the next Lease Payment Date, pay Lessor: (i) all amounts then owed by Lessee to Lessor under this Lease, including the Lease Payment due on such date, and (ii) an amount equal to the applicable Concluding Payment set forth in Schedule B opposite such Lease Payment Date. In the event that Lessee is obligated to make such payment pursuant to subparagraph (b) above with respect to less than all of the Equipment, Lessor will provide Lessee with the pro rata amount of the Lease Payment and the Concluding Payment to be made by Lessee with respect to the Equipment which has suffered the event of loss. 14. PERSONAL PROPERTY. The Equipment is and will remain personal property and will not be deemed to be affixed or attached to real estate or any building thereon. If requested by Lessor, Lessee will, at Lessee's expense, furnish a waiver of any interest in the Equipment from any party having an interest in any such real estate or building. 15. INSURANCE. At its own expense, Lessee shall maintain (a) casualty insurance insuring the Equipment against loss or damage by fire and any other risks reasonably required by Lessor in an amount at least equal to the then applicable Concluding Payment of the Equipment, (b) liability insurance that protects Lessor from liability in all events in form and amount satisfactory to Lessor, and (c) workers' compensation coverage as required by the laws of the state; provided that, with Lessor's prior written consent, Lessee may self-insure against the risks described in clauses (a) and (b). All insurance proceeds from casualty losses shall be payable as hereinafter provided. Upon acceptance of the Equipment and upon each insurance renewal date, Lessee will deliver to Lessor a certificate evidencing such insurance. [n the event of any loss, damage, injury or accident involving the Equipment, Lessee will promptly provide Lessor with written notice thereof and make available to Lessor all information and documentation relating thereto and shall permit Lessor to participate and cooperate with Lessee in making any claim for insurance in respect thereof. All such casualty and liability insurance shall be with insurers that are acceptable to Lessor, shall name Lessee as named insured and Lessor or its assigns as an additional named insured and shall contain a provision to the effect that such insurance shall not be cancelled or modified materially without frst giving written notice thereof to Lessor at least thirty days in advance of such cancellation or modification. The Lessee may provide required insurance as part of "blanket" coverage maintained on its other assets. Required insurance coverage may also be provided in whole or in part by self-insurance, with written consent of the Lessor, which shall not be unreasonably withheld. If such consent is given, Lessee will furnish Lessor with a letter or certificate of self-insurance specifying the type and extent coverage. The proceeds of any such policies will be payable to Lessee and Lessor or its assigns as their interests may appear. In the event that Lessee has been permitted to self- insure, Lessee will furnish Lessor with a letter or certificate to such effect. 16. RELEASE AND INDEMNIFICATION. To the extent permitted by Florida taw, Lessee will indemnify Lessor against, and hold Lessor harmless from, any and atl claims, actions, proceedings, expenses, damages or liabilities, including attorneys' fees and court costs, arising in connection with the Equipment, including, but not limited to, its selection, purchase, ownership, delivery, possession, lease, use, operation, rejection, revocation of acceptance and/or return. The foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Florida Statutes, Section 768.28, nor shall the same be construed to constitute agreement by Lessee to be sued or indemnify Lessor for Lessor's negligent, willful or intentional acts or omissions. The indemnification arising under this paragraph shall continue in full force and effect notwithstanding the full payment of all obligations under this Lease or the termination of the Lease Term for any reason. 17. ASSIGNMENT. Without Lessor's prior written consent, Lessee will not either (i) assign, transfer, pledge, hypothecate, grant any security interest in or otherwise dispose of this Lease or the Equipment or any interest in this Lease or the Equipment or (ii) sublet or lend the Equipment or permit it to be used by anyone other than Lessee or Lessee's employees. Lessor may assign its rights, title and interest in and to the Lease Documents, the Equipment and/or grant or assign a security interest in this Lease and the Equipment, in whole or in part, and Lessee's rights will be subordinated thereto. Any such assignees shaft have all of the rights of Lessor under this Lease. Subject to the foregoing, this Lease inures to the benefit of and is binding upon the successors and assigns of the parties hereto. Lessee covenants and agrees not to assert against the assignee any claims or defenses by way of abatement, setoff, counterclaim, recoupment or the like which Lessee may have against Lessor. Upon assignment of Lessor's interests herein, Lessor will cause written notice of such assignment to be sent to Lessee which will be sufficient if it discloses the name of the assignee and address to which further payments hereunder should be made. No further action will be required by Lessor or by Lessee to evidence the assignment, but Lessee will acknowledge such assignments in writing if so requested. Lessee shall retain all notices of assignment and maintain abook-entry record which identifies each owner of Lessor's interest in the Lease. Upon Lessee's receipt of written notice of Lessor's assignment of all or any part of its interest in the Lease, Lessee agrees to attorn to and recognize any such assignee as the owner of Lessor's interest in this Lease, and Lessee shall thereafter make such payments, including without limitation such Lease Payments, as are indicated in the notice of assignment, to such assignee. Lessee waives and will not assert against any assignee of Lessor any claims, counterclaims, claims in recoupment, abatement, reduction, defenses, or set-offs for breach of warranty or for any other reason which Lessee could assert against Lessor, except defenses which cannot be waived under the Uniform Commercial Code. 18. EVENT OF DEFAULT. The term "Event of Default," as used herein, means the occurrence of any one or more of the following events: (i) Lessee fails to make any Lease Payment (or any other payment) as it becomes due in accordance with the terms of this Lease, and any such failure continues for ten (10) days after the due date thereof; (ii) Lessee fails to perform or observe any other covenant, condition, or agreement to be performed or observed by it hereunder and such failure is not cured within twenty (20) days after written notice thereof by Lessor; (iii) the discovery by Lessor that any statement, representation, or warranty made by Lessee in this Lease or in any writing ever delivered by Lessee pursuant hereto or in connection herewith was false, misleading, or erroneous in any material respect; (iv) Lessee becomes insolvent, or is unable to pay its debts as they become due, or makes an assignment for the benefit of creditors, applies or consents to the appointment of a receiver, trustee, conservator or liquidator of Lessee or of any of its assets, or a petition for relief is filed by Lessee under any bankruptcy, insolvency, reorganization or similar laws, or a petition in, or a proceeding under, any bankruptcy, insolvency, reorganization or similar laws is filed or instituted against Lessee and is not dismissed or fully stayed within twenty (20) days after the filing or institution thereof; (v) Lessee fails to make any payment when due or fails to perform or observe any covenant, condition, or agreement to be performed by it under any other agreement or obligation with Lessor or an affiliate of Lessor and any applicable grace period or notice with respect thereto shall have elapsed or been given; or (vi) an attachment, levy or execution is threatened or levied upon or against the Equipment. 19. REMEDIES. Upon the occurrence of any Event of Default, and as tong as such Event of Default is continuing, Lessor may, at its option, by written notice to Lessee, declare an amount equal to all amounts then due under the Lease, and all remaining Lease Payments due during the fiscal period of Lessee in which the default occurs to be immediately due and payable, whereupon the same shall become immediately due and payable. Further, if an Event of Default shall have occurred, upon written request by Lessor, Lessee shall within thirty (30) days cause the Equipment (together with all documents necessary to transfer legal and beneficial title thereto to Lessor} to be delivered to Lessor in the condition required by Section 9 hereof at any location in the continental United States designated by Lessor. If Lessee fails or refuses to voluntarily transfer the Equipment to Lessor as herein provided, Lessor shall have the right to obtain a judgment against Lessee for compensatory damages in the amount of the then applicable Concluding Payment amount set forth in Exhibit B, plus interest thereon in accordance with Section 12 to the date of payment. If the Equipment has been destroyed or damaged beyond repair, Lessee shall pay the applicable Concluding Payment amount set forth in Exhibit B to Lessor. Following an Event of Default, or upon failure of Lessee to voluntarily comply with Section S hereof following a termination of the Lease pursuant to Section 6, Lessor shall have whatever rights and remedies are available at law against Lessee's legally available funds for compensatory damages and Lessor's damages shall include, without limitation, all legal fees and other costs and expenses, including court costs, incurred by Lessor with respect to the enforcement hereof and the collection of any judgment; provided, however, that Lessor and Lessee agree that there is no intention to create under this Lease a right in Lessor to dispossess Lessee involuntarily of the legal title to or the use of the Equipment. Lessor hereby irrevocably waives any right to specific performance of Lessee's covenant to transfer legal title to and return possession of the Equipment to Lessor. If Lessor terminates this Lease and receives possession of the Equipment, Lessor shall within sixty (60) days thereafter use its best efforts to sell the Equipment in a commercially reasonable manner at public or private sale and apply the proceeds of such sale to pay the following items in the following order: (a) all costs and expenses of receiving possession of the Equipment and completing the sale thereof, (b) the applicable Concluding Payment amount, and (c) the balance of any Lease Payments owed by Lessee during the fiscal period of Lessee then in effect. Any sale proceeds remaining after the requirements of clauses (a), (b) and (c) have been met shall be for the account of Lessee and shall be remitted to Lessee. If the proceeds of sale of the Equipment are not sufficient to pay the balance of any Lease Payments owed by Lessee during the fiscal period of Lessee then in effect, Lessor may pursue such other remedies as are available at law or in equity to collect the balance of such Lease Payments from Lessee's legally available funds. Lessor may sell the Equipment without giving any warranties as to the Equipment and may disclaim any warranties of title, possession, quiet enjoyment, or the like. This procedure will not be considered to adversely affect the commercial reasonableness of any sale of the Equipment. 20. PREPAYMENT OPTION. Upon thirty (30) days prior written notice from Lessee, and provided that there is no Event of Default, or an event which with notice or lapse of time, or both, could become an Event of Default, then existing, Lessee will have the right to purchase the Equipment prior to the Termination Date on any Lease Payment Date set forth in Schedule B by paying to Lessor, on such. date, the Concluding Payment as set forth in Schedule B. Upon satisfaction by Lessee of such purchase conditions, Lessor will transfer any and all of its right, title and interest in the Equipment to Lessee AS IS, WITHOUT WARRANTY, EXPRESS OR IMPLIED. 21. TAX ASSUMPTION; COVENANTS. Lessee hereby covenants with respect to this Lease that (i) neither the payment of the Lease Payments hereunder nor any portion thereof is secured by any interest in property used or to be used in a trade or business of anon-exempt person (within the meaning of Section 103 of the Code) or in payments with respect to such property or is derived from payments with respect to property, or borrowed money, used or to be used in a trade or business of anon-exempt person (within the meaning of Section 103 of the Code); (ii) no portion of the Equipment will be used directly or indirectly in any trade or business carried on by any non-exempt person (within the meaning of Section 103 of the Code); (iii) it will not take any action or permit or suffer any action to be taken or condition to exist if the result of such action or condition would be to cause its obligation to make Lease Payments to be guaranteed, directly or indirectly, in whole or in part, by the United States or by any agency or instrumentality thereof; (iv) it will neither take any action (including, without limitation, entering into any lease, sublease, output contract, management contract, take-or-pay contract or other arrangement) nor omit to take any action if the result of such action or omission would be to cause the interest portion of each Lease Payment to become includable in the income of Lessor for purposes of federal, state or local income tax; (v) it will provide (or cause to be provided) to Lessor such other information as Lessor may reasonably request from Lessee to enable Lessor to fulfill tax filing, audit and litigation obligations, including, but not limited to, federal and state income tax filing obligations; (vi) it will timely file a statement with respect to this Lease in the form required by Section 149(e) of the Internal Revenue Code of 1986, as amended (the "Code"); and (vii) neither take any action or omit to take any action if the result of such action or omission would be to cause this Lease to be an "arbitrage bond" within the meaning of Section 148 of the Code. If this Lease is accompanied by an Escrow Agreement, Lessee will execute and deliver to Lessor an Arbitrage Certificate (in the form provided by Lessor). If Lessor receives notice, in any form, from the Internal Revenue Service or it is determined based on an opinion of independent tax counsel selected by Lessor and approved by Lessee, which approval shall not be unreasonably withheld, that the interest portion of any Lease Payment is includable in the income of Lessor for purposes of federal, state or local income tax, Lessee, at its option, shall either (i) pay the Concluding Payment as provided in Section 20 hereof and terminate the Lease or (ii) within 30 days after notice from Lessor, pay Lessor an amount which will restore to Lessor its after-tax yield as contemplated by this transaction from the date that the interest portion became taxable through the date of such additional rental payment and will further pay additional rent to Lessor on each succeeding Lease Payment Date in such amount as will maintain Lessor's after-tax yield as contemplated by this transaction. 22. NOTICES. All notices to be given under this Lease shall be made in writing and mailed by certified mail, return receipt requested, to the other party at its address set forth herein or at such address as the party may provide in writing from time to time. Any such notice shall be deemed to have been received five days subsequent to mailing. 23. SECTION HEADINGS. All section headings contained herein are for the convenience of reference only and are not intended to define or limit the scope of any provision of this Lease. 24. GOVERNING LAW. This Lease shall be construed in accordance with, and governed by, the laws of the state of the Equipment Location. 25. DELIVERY OF RELATED DOCUMENTS. Lessee will execute or provide, as requested by Lessor, such other documents and information as are reasonably necessary with respect to the transaction contemplated by this Lease. 26. ENTIRE AGREEMENT; WAIVER. The Lease Documents constitute the entire agreement between the parties with respect to the lease of the Equipment and shall not be contradicted by any oral representations made prior to, contemporaneously with or subsequent to [he date hereof nor do any oral agreements presently exist between the parties which have not been reduced to writing. This Lease shall not be modified, amended, altered, or changed except with the written consent of Lessee and Lessor. Any provision of this Lease found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of this Lease. The waiver by Lessor of any breach by Lessee of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach thereof. ]THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] IN WITNESS WHEREOF, the parties have executed this Lease. Lease Date: LESSEE: Village o rth a each By: Title: ®~ Date- _ /~!t7/~®Y/ LESSOR: CitiCapital Commercial Corporation B: Y ~ tiD ~ Date: (~ ~ ~ ~' ATTEST: a °~~ ~ ~~, VILLA E CLERK citicapital~ REQUEST AND AUTHORIZATION SY THE UNDERSIGNED FOR THE ACCEPTANCE AND EXECUTION OF A FAXED COPY OF THE CONTRACT OF EVEN DATE HEREWITH EXECUTED BY THE UNDERSIGNED In order to expedite the acceptance and execution by CitiCapital Commercial Corporation ("CitiCapital") of the security agreement or lease ("Contract") executed by the undersigned as Debtor or Lessee on even date herewith; the undersigned has requested that a copy of the Contract and supporting documents be faxed to CitiCapital at its office at the following fax number (hereinafter, "CitiCapital's Location"): Fax Number: ~-ses~~o~ta~ The undersigned requests that CitiCapital review the faxed copy of the Contract and supporting documents. If the transaction is approved by CitiCapital, the undersigned requests that CitiCapital (i) accept the transaction at CitiCapital's Location based upon the faxed documents and (ii) execute, at CitiCapita's Loca#ion, the faxed copy of the Contract and supporting documents. The undersigned further agrees (a) to be bound by the faxed copy of said Contract as executed and accepted by CitiCapital at CtiCapital's Location; (b) that the original will also be forwarded to CitiCapital at CitiCapital's Location together with the supporting documents and (c) that. the original can then be executed and accepted by CitiCapital at CitiCapital's Location and substifiuted for the faxed copies which shall be binding upon the undersigned until the original documen#s have been received and executed. Date: /O~a26~®~0 821828 5.04 DBl20~8 C[TlCAPfTAL is a service mark of Citicory~. Amem6erOfGtltp'OUp~'' 1 ~9D&42.3.0 XC:2D06Q$10155055 VILLAGE OF NORTH PALA9 BEACH LESSEE: VILLAGE OF tiORTH PAL14i BEACI~ FL ©PI:~iIO`~i OF CGi31SEL ~3Jith respect to #hat .certain Equipment Lea~Furchase Agreement ("Lease") dated by and beh~•een Lesso and Lessee; I .am of the opinion that: (I) Lessee is a taxexempt entity ender Sec.tian lU3 of the Inteixtal revenue Code o; 1986: as amended; (II) the execution, delivery and performance by Lessee of the Lease have been duly authorized by a1 necessary action on the part of Lessee; (III) the Lease constitutes a legal, valid and binding obligation of Lessee enforceabTi in accordance with tetxtts and .all statements contained in the Lease and all related instruments are true;tlL') there are no suits proceedings ar investigakions pending or, to my lrnowledge, threatened against or affecting Lessee, at lscv; or in equity , o~ before or by any goverunzental oi• adntinisti~ti~=e agency or instxuruentality ~ti=bleb, if adverseli determined, u=mild have t material adverse effect ou the transaction contemplated in the Lease or the ability of Lessee to perform i#s obligations nude: the Lease and Lessee is not in default. under any material obligation for the payment of borrowed money. for the deferrer ptu-chase price of property or for the payment of an}= rent under any lease agreement which either iudividuaily or in the aggregate wa-ild have the same such effect; and (V) all required public bidding procedures regarding the award of the Lea3i have been followed by Lessee and no governmental orders, permissions, consents, approvals or authorizations are require to be obtained and no registiutions or declarations are required to be bled in connection ~~=ith fire execution and deli~,-erg oI'th Lease. Co~u~sel for Lessee: l~._ ~/ B~=: Date: The Law O f f ice o f Glen J. Tarciula and Associates, P.A. Northpoint Corporate Center 701 Narthpoint Parkway Suite 2C9 West Palm Becteh,l~iorida 33407-1950 Glen J, TCrcivia Ltva Donlon C}tris:y Gotideau CitiCapital Commercial Corporation 3950 Regent Boulevard Irving, Tx 75063 Ladies and Gentlemen: October 20, 2006 ~, .. ' ? ~ 1 '~J ~0 5c q r , Teiephane {56 t) 686-8700 Telefax ;561) 686-87'64 Ematt; glenQtorcivialaw, com Glcn J. Torcivia & Associates, P.A., is co-counsel for the Village of l~Torth Palm Beach, a Florida municipal corporation ("Lessee"), with respect to that certain Equipment Lease-Purchase Agreement fbr golf cars to be provided by Club Cars, Inc., by and between CitiCapitat Commercial Corporation ("L.essvr") and Lessee. In connection therewith, we have been asked to delivex this opinion with respect to certain aspects of the Lcasc. Capitalised terms used hetEin and not othcrwisc defined shall have the meanings ascribed Ehereto in the Lease. OYI11T[DN t,'1~' COLJ!'tSEL 'With.teapeat tv'that oruia+ia Equnp~mem Leaas.Pwzu.se ..A~s+tuoeat ("L~ease"I dated try aadbehveemLensor srnd Lesxe. I s>a at the opinioa that: (i) 3.sstree is a tatt'eaempt eatlty mndn• Scctl~a 143 of flee latesnal revenue Cage of l98tS. as emealMd; t~ tin saceentaatt. tib8iti'ery sad pedoamaaae by Lsssee of Hera Leave baps bees duly .atsth by e19. naacassaey satins an the part oSLeesot+; {III) the 3.ease eaaat~nbef a kaAt, wwlid sad biaadiag abligatoots of l.esaea artbtreabte is sieetNhtmat with t+Gb'me and tQ! stateraRasi Coataitted lathe Lesae Had sIt rElated ilnit[alIIen79 eee trul;(IV) tlutr are ao sstits, proceediass or irr esti=aturar peadin~ or, to lay lraoewledga, tbrmtmed. t ar eSShCting I.aasee, at lsvr ar in egaity , or befas+ tx by erry Eeval ar odmiaiafastiyw sgaacy or amity which, if advenety determiae~l, would have a tnsts~riel adaensse ellMcc oa the tsttaaaction oootemglated is tlse Leaao yr toe ai>l'tity ot? Lessee to per~C its oblifatiaas render the LeR~e rayd Lessee sa sat is default under saty saslsaie! vbli`sriva Yar ffia paytaent oR baraved money. t+u flue detierrett purchase price of property at• Rat else payment of lay :eai Hades ecy lea,a agrwraneut which oithas istdividtss4ly at in t}:s a~gre;ak x~antd haw ttne Beau mach Y~iCt: and (V; a!! negnst+t4 ptabiis bidding Nrocedrrcrs re®nrdiag the s'.~rd of :he Lwe hatro beep fOltavrttd by Lease sad ao ,govatamcntntl ordara. ~pae~ni»ioas. Ls, approvals as attthanizatioa: me sarltstod to bs~ ~aiasd and ao ngisttatioats or declaratirms era required to be filed ill t:tsttoeetinawi th tine ~ezectuion sad delivrry of tie Lease. Sincerely, ~/ .,..: ~s` ~~' Christy L. Goddcau, Esq. SCHEDULE A EQUIPMENT DESCRIPTIQN nl s- I ~~'' C~ Lessor hereby leases to Lessee under and pursuant to the Lease and Lessee hereby leases from Lessor iu~der and ptusuant to the Lease the following items of Equipment: DESCRIPTION (MANUFACTURfiR, ~/IODEL AI~~ SERIAL I~iO_~`) SUPPLIER • I.essaa•shall.ya-,-atliesie~tioiusrriSerial?\o~.atiiaieflfDe;e~zryc4a.Acceptance. CLLiBCr1R I1VC -FLORID (80) CLUB Gr1R GOLF G_AR -ELECTRIC PR.OE , . CLUB C.4R GOLF C_+llZ - UTILITY'T1G 3375 ALL AD4ERICAN BLVD AL COivFPLETE t~~ITFI.4TTACHIvIEN"TS .~Iv~ ACCESSORIES ORLANDO FL 32810 Equipu~eut Locatioa: 951 U.S. HIGHWAY 1 NORTH PALM BEACH FL 33408 SCHEDLTL& B - V3LL:aGE OF NORTH PALM BEgCH, FL Catnpound Pet~iod: Monthly Nominal Annual Rate: 5.600 °rSr CASH FL4ttr DATA EE~ent Date :mount ?ti'umber Peri©d End Date 1 Loan 12+01,2006 274,8{10.00 1 2 Payment 12,x0112006 5,.929.72 36 Monthly 11;'OIf3009 3 Pay~eut 12!4112009 92,000.00 1 Ai~iORTT2ATION SCHEDULE -Normal Aszortization Lease Lease Interest Principal Coneludiug Payment Pa~~nent Balance Date Loan 12x0112006 274,800.00 1 12.,x0112006 5,929.72 0.00 5,929.72 268,87028 20116 fiotaLy 7 929.72 0.00 ?,929.72 2 fl110ii7007 5.929.72 1754.73 4,674.99 264,195.29 3 02;'01.x20417 5,929.72 1,232,91 4,696.81 259,49$.48 4 02101/2007 5,929.72 1,210.99 4:.718.73 254,7'x9.75 5 04,x01; 2007 5;929.72 1:.188.97 4 740,75 250,0:39.00 b 0.5.10112007 5929.72 1:166.85 4,762.87 245 76.13 7 06.101,•'2007 5929.72 1,144.6? 4,755.10 240,191.03 3 01!01,x7007 5929.72 1,.122.29 4,807.43 235,683.60 9 08;+'0112007 5.,929.72 1,099.86 4.329.86 230,853.74 10 09.10112007 5,929.72 1;077,32 4;852._40 226,001.34 it 10;'0112007 5,929.72 1,054.67 4,875.05 221,126.29 12 11,x01.!2007 5,929,72 1,031.,92 4,397,80 216,228.49 13 12x0117007 5,929.72 1,009.07 4,920.65 211,307.84 2007 TotaLi 71,156.b4 13,594,20 57,562A4 14 0110112008 5,929.72 986.10 4,943.63 206,364.22 15 02f0ix'2008 5.929.72 963.03 4,966.69 201,397,53 lb 0310117008 5.929.72 939.85 4;989.8:7 195,407.66 17 04101/2008 5,929.72 916,57 5,013.15 191394.51 18 05101.12008 5 929.72 893.17 5,036:55 186,357.96 1.9 05;0117008 529.77 869.67 5,060A5 181,297.91 20 07,x01!2008 5.929.72 346.06 5,083.66 176,214.25 21 0&'01.12008 5,929.72 822.33 5;107.39 171,106.86 ?2 09/0112008 5,;929,77 798.50 5;.131.23 165,975.64 73 14.1OLx2008 5,929.72 174.55 5,155.17 160,820.47 24 11;'0117008 5;929.77 750.49 5;179.23 155,641.24 5 12/01/3008 5:929.72 726.32 5,203.40 150,437.84 2008 Totals 71,156.64 10,286.64 60,870.00 26 01/0112009 5.929.72 702.04 5,227.68 145,210.16 2'7 02101.12009 5,929.72 677.65 5,252.47 139,958.09 23 03/0112009 5 929.72 553.14 5„275.58 134,681.51 29 04101,+7009 5,924.72 528.51 5,301.21 129,380.30 30 05,x01.12009 5,92.9.72 503.77 5,325.95 124,054.3 31 06,'0112009 5,929,72 578.97 5,350.80 11$,"s 03.55 32 07.01/2009 5,929.72 553.95 x,375.77 113,327,78 33 08/01/2009 5:929.72 628.86 5.400.86 107,926.9? 34 09/01,'2009 5,929.72 503.66 5,426.06 102,500.86 35 /0101/2009 5,929.72 478.34 5:451.38 97,0#9.48 36 11/0112009 5,929.72 452.90 5,476.82 91,572.66 37 12/OL/2009 92,OOO.flO 427.34 91,572.66 0.00 2009 Totals 157;22b_92 6,7$9.08 150,=137.84 09t`20;'2006 2:48:56 PM Page 2 Grand Totals 305,4b9.92 30,66992 274,800A0 SC1iEDULE C DELIVERY At~D ACCEPTANCE CERTI~'tCATE Ptusuartt to that certain Egiuptnent Lease-Purchase Agreement dated as of ("Lease"), the undersigned Lessee hereby acknowledges receipt. of the egtupinent, as snore fully described in Schedule A to the Lease ("Equupment") is installed and in good working condition and Lessee hereby accepts the Equipment after full uispection thereof as satisfactory for all purposes raider the Lease executed by Lessee. and Lessor as of the. date set forth Uelo«~: (80) CLUB CAR GOLF CAR -ELECTRIC PROE .CLUB CAR GOLF CAR - U'"TIL.ITY Tl G C-~ ALL COIviFLETE ~?ITH ATTA.GHMENTS AND ACGESSGRIES ~~~-~.. ~~_ (Please cote Serial ?Vuinber next to unit) LESSEE: VIL~.A~E QF FORTH PALM BEACH, FL By: TITLE: DATE ACCEPTED: INCUMBENCY CERTIFICATE 1 do hereby certify that I am the duly elected or appointed and acting Secretary/Clerk of VILLAGE OF NORTH PALM BEACH ("Lessee"), a body corporate and politic duly organized and existing under the laws of the State of FL that [have custody of the records of Lessee, and that, as of the date hereof, the individuals named below are the duly elected or appointed officers of Lessee holding the offices sei forth opposite their respective names. 1 further certify that the individuals named below have a thori d the Mayor by Village Resolution to enter into that certain Equipment Lease Agreement dated or to be dated ~ a1 d f'O ,between Lessee and CitiCapital Commercial Leasing Corporation. NAME David B. Norris Edward M. Eissey William Manuel Charles R. O'Meilia Darryl Aubrey TITLE Mayor Vice-Mayor President Pro Tem Councilman Councilman I, the undersigned, duly qualified and appointed Clerk do hereby certify the above: ~~. Melissa Teal, Village Clerk LESSEE: VILLAGE OF NORTH PALM BEACH, FL ~,' _ ~ . WITNESSED Y: T[TLE: (Village personnel listed above) Form $~3S-~ information Ret de ~n°terna RevenuepCode sect~an 149('4bligations G~d6 t@a. 154.E--0720 (Rev. May 1999) - See separate instructions. ~epanmentotme7reacury Caution: {1se Form 8038-GClI the issue price f.S under$i00,000) lnlsmal Rt?wtrve SertRt~ r Qeh.,h~.,~ ns.t-{~nr;ty men a Btflrn, c ec ere - 1 Issues name 2 Issuer's errrployer identification number VILLAGE OF NORTH PALM BEACH, FL 3 Number and street {or P.t7. box i# mail is Hat delivered to street address) co sane q ~p©rt number 951 U.S_ HIGHWAY 1 G 2fl02- 5 City, tovrn, or post office, state, and Ztf3 code , 6 Gate of issue NORTH PALM BEACH FL 33408 7 Name of Issue 8 CUS1P number Egtupuient Lease`Ptuchase Agreement Dated t~ra. 9 Name and fitlG of officer er tegan representative u!hcm the IRS may call for more ir>farmaatron e3ephcre Hum er o sorer ca egar represe ar:~•e ' • T e of Issue check a iicable box es and enter the issue nee See instn,ctians and attach schedule 11 Educairon. . .. _ 11 12 ^ Hearth arnd hospital. .. 12 13 ^ Transportation . 13 14 ^ Public safety 14 15 ^ Ern~ironrnent {including sewage bonds) 15 16 ^ Housing . . .. 16 47 ^ U#diites 17 18 ®Other. Describe Club Car Golf Gars ti3 18 If obligations are TAN or RANs, check box - ^ t# obligations are BANS, check box - ^ ~" ~' 2i} If obligations are in the farm o€ a lease or irtstalfn~ent sale, check box . - ' : Descrr lion oT VDIt aeons. mom fete ror the etnlre rssue ror wrncn uu~ rtrrtrt is uenr rrreu. f (a) Finer -Aa;urly date {b) tssane price {o) Stated redernptien price at maturity {d) Weghted average maturity {e) Yield 21 N'JA $ 274,800.Q0 $NIA 3 years 1month 5.60% tt~o~ .,~ P>•.,.-Doric of Rnn~l IsStre fincludinn underwriters' d iscount) 22 ---- - Proceeds used for accrued interest .. 22 N/A 23 Issue price of entire issue (enter amount from line 21; colunat {b)} 23 N(A 24 Proceeds used for bond issuance costs (including undern~riters' discount} . 24 ht(A 25 Proceeds used for credit enhancement .. 25 (.t/fs, 26 Proceeds allocated #o reasonab{y required reserve or replacement fund . _ 26 ~/A 27 Proceeds used to currently refund prior issues 27 hiJrq ~ ~ . 28 Proceeds u..ed to advance refund prior issues 28 NIA 29 Total {add fines 24 through 2l3) 29 NJA 30 Nonrefunding proceeds of the issue (subtract line 25 from I"sne 23 and enter amount here) 30 31 er t e rentarnmg werg average mate o e on s to a Curren y re n ed - NfA years 32 Enter the remaining vreighted average maturity of the bonds to be advance refunded - N years 33 Enter the Fast date on vrhich the refunded bonds tivrll be called - NdA 34 Enter the dates} the refunded bonds Here issued - NCA 35 Enter the amount of the state volume cap aarocateo m ere rssue unucr accav,r ~~ ~tufti..r ., 3tia Enter the amount of gross proceeds invested or to bE invested in a guaranteed investment contract {see enstruct~ons) 36a b Enter the final maturity date of the guaranteed investment contract - ~x2~~i~: ~..`. 37 Pooled. financings: a Proceeds of this issue that are to be used to make loans to other grn+ernmental units 37a b If this issue is a loan made from the proceeds of another tax-exempt issue, check box - ^ and en er a Hanle o e issuer - and the date of the issue - 3g If the issuer has designated the issue under section 265{b)(3){Syi){lil) {small issuer exception), check box - ^ 39 If the issuer has erected to pay a penalty in lieu of arbitrage rebate, check box - ^ qQ If the suer has identified a hedge, check box .. .. .. .. .. - ^ Under penalties of perjury, f declare that I have examined {his return and accompanying schedules and statements, and to the be: of my knowledge and Please Sign Here Signature see page J ~~ {Ftev.r~~) INSURANCE FACT SHEET VALUE PRICE: ~'~ `~~ ~pc ~` fUfUNICIPAUTY: ;:l i llr?~j~ ;;-% lV'~~`>`h 1'~!~-r, >`~~(,i c.h ~ ;~ , CONTACT: ~Ci;-,-r~~~ Jane u~, hrt ~~rr~f~•r PHONE: ~'>~/ ~ ~'`/~'-,3~7~` EQUIPtv1ENT DESCRIPTION: Pursuant to Sec#ion 't3 of the Equipment Lease-Purchase Agreement dated as of ,Lessee is obligated to provide insurance coverage naming CitiCapita[ Commercial Leasing Corporation as Loss Payee and Additional Insured. Please complete this form and return it with your documentation package and contact your insurance agent to forward a Certificate of Insurance showing coverage. If you are self insured, please note as such belot~r. PARENT INSURANCE COMPANY: ~1~~, ici'C~t (~-~u~,;~L ~.~ ~ifirs..,7i~~ ADDRESS: ~«!,lic h'l.rk .)a~4•lc.~-~ /', C, n~~~t. )Pr y/u^S CITY: ~'r l ~-t n t~c STATE: Fl- ZIP: : ~ :;, ~'_,;-.? - GC~~- 5 PHONE: UNDERINRITERIAGENTOOMPANY: ADDRESS: CITY: STATE: ZIP: CONTACT: hl-~. ~Ar~ ~~ fr, ~ h PHONE: s7~ / -.~°,S` (~ - i7c POLICY NO: EXPfRAT ION DATE: PUBLIC LIABILITY Ai~~lOUNT: DEDUCTIBLE: PHYSICAL DAMAGE AI~~10UNTS: COMPREHENSIVE: `/ DEDUCTIBLE: PHYSICAL DAlvfAGE AMOUNTS: COLLISION: / DEDUCTIBLE: OTHER COVERAGE: AMOUNTS: DEDUCTIBLE: OTHER CDVERAGE: AMOUNTS: DEDUGTIBLE: INDICATE IF SELF-INSURED, OR !F POLICY IS CONTINUOUS:: SELF-INSURED: / YES NO LIABILITY: / PHYSICAL DAMAGE: ~ OTHER: ~ ALL: CONTINUOUS UNTIL END OF LEASElPURGHASE AGREEiV1ENT: YES: NO: FACT SHEET PLEASE RETURN THIS SHEET WITH THE FINANCIAL STATEMENTS LEGAL NAME OF ENTITY: V'r l l a cl~ ~,.~ ~.10~- i-/~ j~: /:>> ~~G~ cj-~ DEPARTMENT USING EQUIPMENT: i~c:, ~h i~~/n; .~3~c~h ~-~'~~~~fi-y ~%~th FEDERAL lD NUMBER: 'S9 - ~ c: ~ ~ `1 Stf NAME OF COUNTY: I cclm t?~~:.~c 1•~ STREET ADDRESS: Please give complete physical street address. Do not give address with P.O. Box as express delivery will not deliver to it. ~7 1 ct:S . t7i~h~~c~ ~ / ~; ~~~ ~ 1, P?/, n /3c°c< t h BILLING ADDRESS: Please indica#e any special billing instructions that are required to avoid late payments and subsequent late charges.. S'[L~'nC CAS ctf~tul.(~ ACCOUNT PAYABLE: CONTACT ,~ci~niQ ~T~lniucz TELEPHONE #:15~/, Sy3'-_3._~-:~~ SIGNATURES: Please print or Type names exactly as. the person wrill be signing the Document. Signatures are not required here. ~c1~iC~ tic~r~5 (`(l:~r K P~[tit5 .ScErr~ ~ ~ -T1n ~ u-~- AUTHORIZED OFFICIAL:. Name: n~2~'~cl 1JL,~ , ; s Title: r-~~.~~ ATTORNEY SIGNING OPINION OF COUNSEL: Name: MAJOR REVENUE SOURCE BANK REFERENCE: TELEPHONE #: N~rt1~ 1'Ctlrn ESecu!'1 Cz.~ur~~1-rV Cluk~ i"~.~~~:L CONTACT NAME: TELEPHONE #: NORTH PALM BEACH COUNTRY CLUB 951 U.S. Highway One, North Palm Beach, FL 33408 (561) 691-3420 (561) 626-9570 fax CitiCapital Commercial Corporation 3950 Regent Blvd S2A-210 Irving TX 70563 Gentlemen: RE: Equipment Lease-Purchase Proposal I am furnishing the following information to facilitate the credit review process for the proposed Equipment Lease-Purchase transaction. A detailed explanation of the use and application of the equipment is as follows: The equipment is essential to the organization for the following reasons: This equipment replaces previous equipment. Yes If yes, the previous equipment was originally purchased in 2002. Other equipment being used for the same purpose consists of: none The useful life of the equipment in the operation of the department is: 3 years The future plans for the equipment are: customer use The program/department has been in operation for 50 years. The source of funds for the payments due under the Equipment Lease-Purchase Agreement for the current fiscal year is the North Palm Beach Country Club fund(s). The fund(s) generates its revenue from: North Palm Beach Country Club customer fees. VILLAGE OF NORTH PALM BEACH, FL Purchaser: 951 U,S. HIGHWAY 1 Address: NORTH PALM BEACH FL 33408 State of Sales Tax Registration: ~,; G - ,~ 3 - -. ~ ~7 (R ~ ,3 '" 7 ~(C, BLANKET CERTIFICATE OF RESALE This is to certify that all material, merchandise, or goods purchased by the undersigned from: CLUB CAR, INC. -FLORIDA 3375 ALL AMERICAN BLVD ORLANDO FL 32870 after /V~:7 t•'~rYl r~ c' f~ ~ ~? c:('~~s' is purchased for the following purpose: (Date) Resale as tangible personal property _~ Rental as tangible personal property To be incorporated as a material part of other tangible personal property to be produced for sale by manufacturing, assembling, processing or refining. To be exported for sale, use or consumption outside the continental limits of the United States. -~_ Exemption under Federal, State, or Locat Governmental Laws. Other: This certificate shall be considered a part of each order which we shall give unless otherwise stated. This certificate is to continue in force until revoked. CERTIFICATE NUMBER: / ~~ ~7 ~ y ~ BY: ~~~ _~ - ----_- AS ITS: _~e_~~~3 ~ - ~~~~------- INSTRUCTIONS: (Please print or Type) 1. PURCHASER -Fill in Company's Legal Name including "dba". 2. ADDRESS -Complete mailing address 3. STATE OF REG. -The State with which yourcertificate number is filed. Please complete one form for each state of registration 4. DATE -Fill in approximate date of first purchase with Club Car, Inc. 5. Check the most appropriate intended purpose of the purchase 6. CERTIFICATE NUMBER -Indicate your certificate number issued by the state in which you are registered. 7. BY -Signature of person authorized by your Company. 8. AS ITS -Title of authorized person signing. NOTE: PLEASE RETURN THIS CERTIFlCATE ALONG WITH YOUR CONTRACT DOCUMENTS70: CIIICAPRAL COMMERCIAL CORPORATION Goff 8~ Turf Documentation 3950 Regerrt 8Nd S2A-210 Irving, TX 75063 PROFEssroNA~ Go~F c~R coRP .. AUTHORIZED pEALER www.progoifcar.com MARTIN/OKEECHOBEE PALM BEACH COUNTY ST. LUCIE/INDIAN RIVER 1705 SE Indian St. 5385 Lake Worth Rd. 6420 U.S. Highway 1 Stuart, FL 34995 Greenacres, FL 33463 Port St. Lucie, FL 34952 Phone: (772)463-1705 Local: (561)433-2500 Phone: (772)460-7700 Fax: (772) 463-1828 Toll-Free: (800) 334-5058 Fax: (772) 460-2288 Fax: 561 433-2919 Addendum to CitiCapital/IRFS 2006 Golf Car Lease Resolution 2006-73 At the end of Lease/Purchase term (36 months), a $1,150.00 per car balloon note will be due to CitiCapital. The Village of North Palm Beach wilt have two (2) options, 1) Pay the $92,000.00 balloon note and take full possession of the eighty (80) car golf car fleet and two (2) Turt 2 utility vehicles. (see schedule B amortization schedule and month thirty-seven (37)) OR 2) Walk away and pay nothing. Professional Golf Car Corporation (PGC), North Palm Beach's authorized dealer and service provider, will be responsible for making the final balloon payment of $92,000.00 to CitiCapital and (PGC) would then take full possession of golf car fleet and two Turf 2 utility vehicles. All Cars must be in full operating condition with no major damage and each car must have a working charster. This Addendum is binding upon and inures to the benefit of the Village of North Palm Beach and PGC and their legal representatives, successors, and assigns. By Date: ~ ® ~ ~ ® ~ Earle Johnston President Professi Got r or atio By Date: /0~~?(/O~o DAVID B. NORRIS, MAYOR VILLAGE OF NORTH PALM BEACH