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HomeMy WebLinkAbout1984-09 Approving the Town's Leasing of Certain EquipmentRESOLUTION #9 SERIES OF 19$4) A RESOLUTION OF THE TOWN COUNCIL APPROVING THE TOWN'S LEASING OF CERTAIN EQUIPMENT; AUTHORIZING THE TOWN MANAGER TO EXECUTE A LEASE AGREEMENT AND ANY RELATED DOCUMENTS FOR THE LEASE OF SAID EQUIPMENT; DIRECTING THE TOWN CLERK TO ATTEST TO THE TOWN MANAGER'S SIGNATURE AND AFFIX THE SEAL OF THE TOWN TO ALL SAID DOCUMENTS. WHEREAS, the Town wishes to lease certain equipment from Case Power and Equipment as set forth in the Lease Agreement attached hereto as Exhibit "A" ; and WHEREAS, the Town Council is of the opinion that the terms of said Lease Agreement should be approved; NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF VAIL, COLORADO, THAT: Section 1. The Lease Agreement between the Town of Vail and Case Power and Equipment attached as Exhibit "A" be hereby approved. Section 2. The Town Manager is hereby authorized to execute for and on behalf of the Town said Lease Agreement and any other required documents pertaining to said Lease. Section 3. The Town Clerk is directed to attest to the signature of the Town Manager and to affix the seal of the Town to said documents. INTRODUCED, READ, APPROVED AND ADOPTED THIS ~~ day of , 1984. Rodney E. S~'ifer, il4ayor' ATTEST: Pamela A. Brandmeyer Town Clerk rr+raV.i r.+ v •r. f+11t11L1 1 h ~+-+r ~i.r.~rr~.Y s 1 + ~~ ~ rWnl r+ID.:1:fZt6 FI~'4. $ I~RIESMEF.. o~ end betwNn ~A~F Pr7Wfi1? ~t Fnj~ ~~tvr located tit ___.. 57'~ 5 Eudora St ~. Oit1- of Commerce ~ytv _ Stara of ~'~ 1 ~ $i147~ . tR"#t. ,. r sors, assigns. and/or nominees {hanintr.rrr' tilled "LESSOR"} and fife undersigned !Municipality {flerelnafler Called tfN "LESSEE"}, I.OEBCpIPT10N OF EQUIPMENT. LESSOR f-as purchaser! tf-e equipment described below {herteinafter referred to as `Equipment") front the t,rtanufacturerand simultaneously LE55EE hereby Isasas the Equipment from the LE550R subject to the Terms and conditions set forth below: 58t1 Sutler E 2 wheel drive with c~jg, heater. 2-~pvPr cor~Q~. r_C~1~ wp~~ ~f~t turbo and f 7 z.n ZJar3s ' Below orrice suh~ect t~ t;.he tr~riP ofJD30tt30tt GS# 106876T adn JD 910 SSA ~C3'~?~S?' 2.tERM OF AGREEMENT, The term of this Agreement shall be 48 months, beginning on pending pn , tg 84 ,and ending on tl? 88 3. pAYhAENT. a. LESSEE agrees to pay to LESSOR a total of payments pf S 2D.62D. 03 consisting of a principal amount of 17 , 714 . D7 ,plus interest applied b the principal at the rate of 8 Yo per annum which results in a finance charge of >) ~ ~ 9p5.9b according to the fallowing schedule: 1. An advance payment in the aum of ~ 429.58 to be applied to the first rental period. 2. The balance of thq~t~ of payments to be payable in 4s payments of S 429.58 each due at the beginning of each?~t• dx month portion beginning the day at 1Q $4 , b. LESSEE hereby agrees to pay interest on each payment past due more than ten {10) days at the highest contract rate allowed by law. 4.MUNICfPALITY'S OPTION TO PURCHASE. LESSOR hereby grants to LESSEE (Municipality) the optio~to purchase the Equipment. provided that LESSEE gives notice to L1=S50R. in writing of his intention to exercise the optit)n at least days prior to the expiration of this Agreement, and provided further that LESSEE'S right to so purchase the Equipment is conditioned on LESSEE'S complete performance of all the terms and provisions of this Agreement on its pars to be performed. including full compliance with the payment as specified herein. a. Should LESSEE exercise the option to purchase, 1D0 96 of the portion of each payment applied to principa! paid hereunder shatE be applied to the purchase price of the Equipment On receipt of the balance of the purchase price by LESS013, together with a sum equal to any new t)r applicable unpaid sales and use taxes, LESSOR will transfer title of the Equipment to LESSEE. and wiU delver, on wntten request, wntten evidence of the transfer at such title. 6. The Purchase Price of the Equipment applicable to this option to purchase is the sum of 3 ~'~' 714' 07 S.LOCATtON OF EQUIPMENT. TOWN OF VAIL, VAIL, COLO.a. The Equipment shall be located at during the entire term of this Agreement. LESSEE shat! riot, without the prior written consent of LES50R, permit the Equipment to be removed from this location. b. At the request of LESSOR, LESSEE will join LESSOR in executing one or more Financing Statements. pursuant tothe Uniform Commercial Cade or other registration law applicable to the location of the Equipment and/or the LE5SEE, in form safisfactoryto LESSOR; LESSEE will pay the cost of tiling the Financing Statement(s) in all public offices wherever filing i5 deemed by LESSOR to be necessary or desirable. ti. WARRANTY. LESSOR makes no representations or warranties with respect to the Equipment set forth herein. Arty warranties provided by LESSOR on the Equipment set forth herein Shall be given to LESSEE under separate agreement provided by the manufacturer of the Equipment, the receipt whereof i5 hereby acknowledged by LE5SEE. MUNICIPALiTY RESPONSIBILITIES. a. LESSEE assumes and will pay all costs and expenses of any character, arising from the use, possession, or maintenance of said Equipment. b. LESSEE shalt keep the Equipment free of all liens. razes, encumbrances and seizure or levy: sham not use same lfegaify, shall not damage. abuse. misuse, abandon or lose Said Equipment; shall not part with possession thereof, whether vofuntanly or involuntarily or transfer any interest therein. c. LESSEE at its own cost and expense shall maintain property damage insurance against "all-risk of physics? damage" in Such amounts as LESSflR may reasonably require Such insurance shall be in a form and with companiesas LESSOR shall approve. which approva! shall net be unreasonably withheld. shall name LESSOR as an addilronai insured and shall provide that such insurance may not be cancelled or altered as to LESSOR without at least ten (10) da ys prior written notice to LESSOR. LESSEE shall detiuer to LESSOR on or before the date on which the Equipment is delivered evidence satisfactory to LESSOR of such insurance. d. Upon execution of this Agreement, LESSEE shall provide LESSOfl with an OPINION OF COUNSEL substantially in the form annexed hereto as Exhibit A. B.LESSORS RIGHT OF INSPECTIDN. LESSOR shall have the right at any time to enter the premises occupied by the Equipment and shalt be given Tree access thereto and afforded necessary facilities for the purpose of inspection. 9. N ON-APPROPRIATION. If funds are not allotted by the LESSEE for the next fiscal period sufficient to continue making the payments set forth in Section "3" hereof, LESSEE may terminate this Agreement upon theexpiration of the then current frscaf year. LESSEEagrees to provide LESSOR immediate notice of its tntention to terminate. 1l).NQN-SUBSTITUTION. The Lessee agrees that in the event the Lessee exercises its right to terminate this lease in accordance with the non-appropriation provisions contained herein, the Lessee will not purchase, lease, or rent other equipment }or the purpose of performing the functions and projects which were to be performed by the leased equipment far a period of ninety (90) days from the date of termination of this Lease. 11. EXPIRATION OF AGREEMENT. a. At the expiration of the term of this Agreement as set forth in Section "2",and if LESSEE has elected not to exercise an option to purchase described rn section "~", LE5SEE shall ire responsible for the delivery of the Equipment to a place des~gnared by LESSOR, b. At its option, LESSOR may enter the premises pf LESSEE for the purpose of effecting the removal of ttte Equipment to the location designated by LESSOR. !f LESSDR exercises this option, LESSEE shall be responsible for the costs associated with the removal of the Equipment to the location designated by LESSOR. 12. EVENTS CONSTITUTING LESSEE bEFAULT. LESSOR may terminate this Agreement immediately upon the occurrence of any of the following events: a. LESSEE fails to pay whendueany o! the payments, or to perform, or rectify breach of, any obligationassume^ byLE55EE rnthis Agreement. b. LESSEE makes an assignment for benefit of creditors, or is subject to any receivership, insolvency ar bankruptcy proceedings. C. Any other event which causes LESSOR, in good laith, to deem itself insecure. tia.rsrGrittr wr+u gEMtP~.b yr LESSOR UPON DEFAULT. ~ ' Upon the occurrence ty of the wants of default described in5ection "' rnd a any time thetaafter, LESSOR may, in its dii ~on, exert; se any OM. Or ail, or sawing rights Or flntadiea: - a. •To accelerate,,,..,.rs payments described Natrln and daclan 1tM ,ntnediately dw and payabN. b. LESSEE ahaU be tiabts to LESSOR for an arnaunt equal to the sui of tM payrrwnts acceMntW purswnt to SuO, ..~~.fn "a` Im+r>•diately r shoot: acrd sum to be immediately due and payable as Hquldated damages and hat as a paw#ty. C. To re44uira LESSEE to aaaamble >quipment at LESSEE'S axpanae, and make !t available to LESSOR at a ce tobr designated by LESSOR. LESSOR msy enter the premises et LESSEE for the purpose of paacafutiy exorcising the rights Of LESSOR set forth in this subsection. 1,. WAIVER. Failure at LESSOR to exercise any right or remedy, Including but not limited to, the acceptance of partial or delinquent payments, shall not be a waiver of any obkgation at LESSEE w right of LESSOR ar constitute a waiver of any other similar default subsequently occurring. 15.A5SIGNMENT. a. ~Yt.ESSOR:LESSORmayassignthisAq-eementandinlheeventotsuchassignment.LESSEEshatiperformaiipromiseshereincontamed to such Assignee as the owner hereof. After LESSEE receives notice of assignment hereof, LESSEE shaft make atl payments hereunder direct to the holder hereof and LESSOR shall not be the agent of the holder tar transmission of payments or otherwise. b. ~Y LESSEE: LESSEE may not assign, transfer or delegate its rights or obligations under this Agreement without the consent of LESSOR in writing. 16. ENTIRE AGREEMENT. This Agreement is and shalt be deemed the complete and final expression of the agreement between the Parties as to matters herein contained and relative thereto, and supersedes all previous agreements between the Parties pertaining to such matters. It is clearly understood that no promise or representation not contained herein was sn inducement to either Party or was retied upon by either Pariy in entering into this Agreement. 17. MODIFICATION. No letter, or other form of communication, passing between the Parties hereto, covering any matter during the effective period of this Agreement, shat! be deemed a part of this Agreement, nor shat! it have the etiect of amending or modifying this Agreement, unless said communication distincuy states that said communication is to constitute a pars of this Agreement and is to be attached as a rider to this Agreement and is signed by the Parties hereto. 18. CAPTIONS. Captions contained in this Agreement are inserted only as a matter of convenience and in no way define, limit ar extend the scope or intent of this Agreement or any provision thereof. 1s. NoTICE. This deposit of written notice in the mails in an envelope certified or registered with postage prepaid and addressed to the LESSEE. et the sddress shown below, or to LESSOR at the address shown below, shall constitute notice pursuant to this Agreement. 20.AUTHORITY TO CONTRACT. The execution and delivery of this Agreement wit! not violate orconstitute a breach of any agreement or restriction to which LESSEE is a party or is sublect. iN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed on the 3xd day of Match 1c 89 LESSOR: gy CASE PQkER S E4UIPb~ENT Its Date 3-3-84 LESSOR'S address for notices under this Agreement: Street 5775 Eudora St. City Commerce City, State Co ~.o .80022 Z+p Cone LESSEEIMUNICIPALITY: gy Its bate LESSEE'S address for notices under this Agreement: Street City State ASSIGNMENT (With Full Recourse Z+p Gooe The within Agreement, together with the indebtedness and all rights therein desCrit>ed, is herebyassigned with full recourse, transferred, conveyed and set over unto J I CASE CREDIT CDR?ORATION for its successors or assigns, for its or their own use forever, with full powerand authority with regara thereto subject nevertheless to the conditions therein contained and to the rights therein granted according to taw and subject to the provisions of the current Retail 1=financing Agreement between Assignor and Assignee, and each assignor represents and warrants the said instrument as genuine and in ati respects what it purports to be and has no knpwledge of any tact impairing the validity thereof, and that there are no set-Oils or counterclaims against the same Payment of the within Agreement according to its terms is hereby guaranteed by the undersigned Lessor: ey:Assignor) Title.