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HomeMy WebLinkAboutA T & T Lease-Purchase Agreement n at&t AT&T Capital Services, Inc. 2000 W. SSC Center Dr Hoffman Estates, IL 60196 Office 800/323-7311 June 8, 2006 MR. RUSS SEGRAVES CITY OF JEFFERSONVILLE 500 QUARTERMASTER CT. JEFFERSONVILLE, IN 47130 Dear RUSS: We at AT&T Capital Services, Inc. would like to thank you for your business. We have approved your application as submitted by your equipment supplier and have enclosed the following lease documents: [8J The Equipment Lease-Purchase Agreement [8J OPINION OF COUNSEL (Page 6 of Equipment Lease-Purchase Agreement) [8J Equipment and/or Service Schedule(s) [8J Equipment and/or Service Acceptance Certificate(s) - To be held until the items covered under the lease have been delivered and accepted. Upon acceptance, retum this executed document to commence the lease. * r [8J [8J [8J [8J [8J o o Request for Insurance - Please notify your insurance company to forward a copy of your insurance certificate to our office. ' Board Resolution/Minutes of Meeting - Please supply us with a copy. Tax Exemption Certificate - Please supply us with a copy. 8038-G or GC Form - Please process original and supply us with an executed copy. "Bill To" Address Form - To be completed by your Accounts Payable representative-see form for instructions. Invoice(s) - Please mail checkto:13160CollectionsCenterDr..Chicago.IL 60693 Other: To expedite delivery of your equipment, please take the following steps immediately: 1. Sign the lease documents (with the exception of the Acceptance Certificate) and fax to my attention at 847-427- 4953. 2. Mail the signed original lease documents to the following address: Robert Wood AT&T Capital Services, Inc. 2000 W. SBC Center Drive Location 4C31 B . Hoffman Estates, IL 60196 " * As soon as the items covered under the leas~ have been delivered and accepted, please sign and date the Acceptance Certificate, fax it to my attention, and mail the original to the address above. Thank you for your cooperation. If you should have any questions, please contact me at 800.346.8082, extension 6653. Sincerely, /' . ~/..' .~" :;?' ,.-/> .-/ ./;/ ~ ~ /. -------~ ...- /,;,./~,;; ':""-f.-~<::--,~.....;;<::._.,"--..---~ ~~-----\.,,----?-~/ ,~/ Robert Wood v Sales Associate r\! At Lessor's sole discretion, approvals may be withdrawn after one hundred and twenty (120) days following the date of this letter or sooner if, in Lessor's opinion, there are any adverse changes to Lessee's financial condition. Rev 02-02-06 CVR L TR - Equip LP r\ at&t EQUIPMENT LEASE-PURCHASE AGREEMENT Lease No. 001-4032700 Date: June 8, 2006 Lessee: Lessor: CITY OF JEFFERSONVILLE 500 QUARTERMASTER CT. JEFFERSONVILLE, IN 47130 AT&T Capital Services, Inc. 2000 W. SBCCenter Drive Hoffman Estates, IL 60196 TERMS AND CONDITIONS r 1. LEASE: Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the equipment described in any Equipment Schedule ("Schedule") which is executed from time to time by Lessor and Lessee and makes reference to this Equipment Lease-Purchase Agreement ("Agreement"). The terms and conditions contained herein shall apply to each Schedule. To the extent that any of the provisions of the Agreement conflict with any of the terms contained in any Schedule, the terms of the Schedule shall control. It is expressly understood that the term "Equipment" shall include, but is not limited to the equipment described on a Schedule and any associated items therewith, including all parts, wiring, replacements, additions, repairs and attachments incorporated therein and/or affixed thereto, all documentation (such as technical documentation and/or user manuals), operating system software and application software. Any reference to "Lease" shall mean this Agreement, including the Opinion of Counsel, Schedule, the Acceptance Certificate, and any riders, amendments and addenda thereto, and any other documents as may from time to time be made a part hereof. As conditions precedent to Lessor's obligation to purchase any Equipment, (a) Lessee shall execute this Agreement, and all Lease documents including the Schedule, the Acceptance Certificate, Opinion of Counsel, and any other documentation required by Lessor, and (b) there shall have been no material adverse change in Lessee's financial condition. 2. TERJ.'Vl: The lease term for each Schedule shall commence on the date of execution of an Acceptance Certificate or twenty (20) days after the delivery of the last piece of Equipment to the Lessee ("Commencement Date"), and unless earlier terminated as provided for in the Lease, shall continue for the number of whole months or other payment periods set forth in the applicable Schedule ("Term"), commencing on the first day of the month following the Commencement Date (or commencing on the Commencement Date if such date is the first day of the month). The Term may be earlier terminated upon: (a) the nonappropriation of funds pursuant to Section 4 herein, (b) an Event of Loss pursuant to Section 14, or (c) an Event of Default by Lessee and Lessor's election to cancel this Lease pursuant to Section 17. 3. RENT PAYMENTS: Lessee agrees to pay Lessor rent payments through the Term and throughout any extensions of the Term. Rent Payments shall be the amount equal to the Rent Payment amount specified in the Schedules multiplied by the amount of the total number of Rent Payments specified therein. Lessee shall pay Rent Payments in the amount and on the due dates specified by Lessor until all Rent Payments and all other amounts due under the Lease have been paid in full. If the Lease Commencement Date is other than the first day of a month, Lessee shall make an initial payment on the Lease Commencement Date in an amount equal to one-thirtieth of the Rent Payment specified in the Schedules for each day from the Lease Commencement Date (including the Lease Commencement Date) through the last day of such month (including r, that day). Page 1 of 6 Equipment Lease-Purchase-Non-Saleable 02-02-06 "Price" shall mean the actual purchase price of the Equipment. If the Price is increased or decreased as a result of a change in the actual purchase price of the Equipment, Lessee authorizes Lessor to adjust the Rent Payments accordingly. f\ Any sum received later than ten (10) days after its due date will bear interest from such due date at the rate of 11f2% per month, but not exceeding the lawful maximum, if any, until paid. All sums to be paid as provided herein shall be payable to Lessor at its address set forth above or such other place as Lessor directs in writing. 4. NONAPPROPRlATION: This Section is applicable only if the inclusion of such a nonappropriation provision is legally required. Lessee's obligations to pay Rent Payments and any other amounts due for each fiscal period is contingent upon approval of the appropriation of funds by its governing body. In the event funds are not appropriated for any fiscal period equal to amounts due under the Lease, Lessee may terminate the Lease effective on the first day of such fiscal period ("Termination Date"), if: (a) Lessee has used due diligence to exhaust all funds legally available; and (b) Lessor has received written notice from Lessee at least thirty (30) days before the Termination Date. Upon the occurrence of such nonappropriation, Lessee shall not be obligated for Rent Payments for any fiscal period for which funds have not been so appropriated, and Lessee shall deliver the Equipment to Lessor on the Termination Date, packed for shipment in accordance with the manufacturer's specifications, freight prepaid and insured to any location in the continental United States designated by Lessor. If Lessee terminates a Lease pursuant to this Section, unless the following would affect the validity of a Lease, Lessee will not purchase, lease, rent, seek appropriations for, or otherwise obtain equipment serving the same function as the Equipment for the fiscal period in which such termination occurs or the next succeeding fiscal period and such an obligation will survive termination of this Lease. 5. USE: Lessee shall at its expense, keep the Equipment in good working order, repair, appearance and condition, reasonable wear and tear excepted. Lessee shall comply with all laws, ordinances, insurance policies and regulations relating to the Equipment, and will pay all costs, claims, damages, fees and charges arising out of its possession, use or maintenance. The Equipment will not be removed from the Equipment Location without Lessor's prior written consent, which will not be unreasonably withheld. Lessor will be entitled to enter upon the premises where the Equipment is located during reasonable business hours to inspect the Equipment or observe its use and operation. r 6. DELIVERY: All transportation, delivery and installation costs shall be borne by Lessee. Lessor is not and shall not be liable for specific performance of this Lease or for damages if for any reason the supplier delays or fails to fill the order or if the Lessee negotiates in bad faith prior to payment by Lessor to the supplier. Any delay in delivery by the supplier shall not affect the validity of this Lease. 7. NON-CANCELLABLE NET LEASE: Subject only to the provisions of Section 4 herein, Lessee's obligations under the Lease are absolute and unconditional, and shall not be subject to any delay, reduction, setoff, defense, counterclaim or recoupment for any reason including any failure of the Equipment, or any misrepresentation of any supplier, manufacturer, installer, vendor or distributor. Lessor is not responsible for the delivery, installation, maintenance or operation of the Equipment. 8. WARRANTIES: Lessor and Lessee acknowledge that third-party warranties, if any, inure to the benefit of Lessee. Lessee agrees to pursue any warranty claim directly against such third party and shall not pursue any such claim against Lessor. Lessee shall continue to pay Lessor all amounts payable under any Lease under any and all circumstances. 9. QUIET ENJOYMENT: During the Term, Lessor shall not interfere with Lessee's quiet enjoyment and use of the Equipment provided that an Event of Default (as hereinafter defmed) has not occurred. 10. TAXES AND FEES: Lessee shall keep the Equipment free and clear of all levies, liens and encumbrances except those created under this Lease. Unless Lessee first provides proof of exemption therefrom, Lessee shall promptly reimburse Lessor, upon demand, as an additional sum payable under this Lease, or shall pay directly if so requested by Lessor, all license and registration fees, sales, use, personal property taxes and all other taxes and charges imposed by any federal, state, or local governmental or taxing authority, whether assessed against Lessee or Lessor, relating to the purchase, ownership, leasing, or use of the Equipment or the Rent Payments, excluding all taxes computed upon the net income of Lessor. /"""1 11. DISCLAIMER OF WARRANTIES AND DAMAGES: LESSEE ACKNOWLEDGES THAT (a) THE SIZE, DESIGN, CAPACITY OF THE EQUIPMENT AND THE MANUFACTURER AND SUPPLIER HAVE BEEN SELECTED BY LESSEE; (b) LESSOR IS NOT A MANUFACTURER, SUPPLIER, DEALER, DISTRIBUTOR OR Page 2 of 6 Equipment Lease-Purchase-Non-Saleable 02-02-06 INSTALLER OF THE EQUIPMENT; (c) NO MANUFACTURER OR SUPPLIER OR ANY OF THEIR REPRESENTATIVES IS AN AGENT OF LESSOR OR AUTHORIZED TO WAIVE OR ALTER ANY TERM OR CONDITION OF A LEASE; AND (d) EXCEPT FOR LESSOR'S WARRANTY OF QUIET ENJOYMENT, LESSOR HAS NOT MADE AND DOES NOT HEREBY MAKE ANY REPRESENTATION, WARRANTY OR COVENANT, WRITTEN OR ORAL, STATUTORY, EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER INCLUDING, WITHOUT LIMITATION, THE DESIGN, QUALITY, CAPACITY, MATERIAL, WORKMANSHIP, OPERATION, CONDITION, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, HIDDEN OR LATENT DEFECT OF THE EQUIPMENT OR ANY PORTION THEREOF, OR AS TO ANY PATENT, COPYRIGHT OR TRADEMARK INFRINGEMENT. LESSEE LEASES THE EQUIPMENT "AS IS, WHERE IS". LESSOR SHALL HAVE NO LIABILITY TO LESSEE OR ANY THIRD PARTY FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY SORT, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR PERSONAL INJURY, LOSS OF PROFITS OR SAVINGS, LOSS OF USE, OR ANY OTHER DAMAGES, WHETHER BASED ON STRICT LIABILITY OR NEGLIGENCE, AND WHETHER RESULTING FROM USE OF THE EQUIPMENT OR BREACH OF THE LEASE OR OTHERWISE, EXCEPT FOR DIRECT, SPECIFIC DAMAGES FOR LESSOR'S BREACH OF A LEASE OR FOR PERSONAL INJURY OR PROPERTY DAMAGE ONLY TO THE EXTENT CAUSED BY LESSOR'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. tl 12. REPRESENTATIONS AND WARRANTIES OF LESSEE: Lessee represents, covenants and warrants to Lessor that; (a) Lessee is a public body corporate and politic, duly organized and validly existing, and has the power to execute, deliver and perform each Lease; (b) the person executing this Agreement and any Schedules and related documents on behalf of Lessee has been given authority to bind Lessee; (c) this Agreement and all related documents have been duly authorized and constitute valid, legal and binding obligations of Lessee, enforceable in accordance with their terms; (d) there are no actions or proceedings pending or threatened against Lessee which, if adversely determined, will have a material adverse effect on the ability of Lessee to perform its obligations under a Lease; (e) Lessee qualifies as a state or a political subdivision of a state within the meaning of Section 103 of the Internal Revenue Code of 1986, as amended ("Code"); (f) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, the Lease to be an arbitrage bond within the meaning of Section l48(a) of the Code; (g) Lessee will not take any action which, or omit to take any action which, would adversely affect the exemption of the interest component of Rent Payments from federal income taxation; (h) Lessee shall file Internal Revenue Form 8038-G or Form 8038-GC, as applicable; and (i) Lessee will be the only entity to own, use and operate the Equipment during the Term and solely to perform essential governmental functions; and U) the obligation of Lessee to pay Rent Payments shall constitute a current expense of Lessee and is not in contravention of any applicable limitation of indebtedness. 13. INSURANCE: At its expense, Lessee shall keep the Equipment insured against all risks of loss and damage with companies acceptable to Lessor for an amount equal to the original cost of the Equipment, with Lessor named as a loss payee. Lessee shall also maintain comprehensive general liability insurance, with Lessor named as an additional insured. Lessee shall be liable for any loss not covered by insurance. All said insurance shall be in form and amount satisfactory to Lessor. Lessee shall pay the premiums therefor and deliver to Lessor certificates of insurance or other evidence satisfactory to Lessor of such insurance coverage. Evidence of such insurance coverage shall be furnished no later than the Lease Commencement Date of each Schedule and from time to time as Lessor may request. Each insurer shall agree by endorsement upon the policy or policies issued by it or by independent instrument furnished to Lessor that it will give Lessor thirty (30) days prior written notice of the effective date of any alteration or cancellation of such policy. Lessee may self-insure with respect to the required coverages with Lessor's prior written consent. Lessee hereby irrevocably appoints Lessor as Lessee's attorney-in-fact to make claim for, receive payment of, and execute and endorse all documents, checks or drafts received in payment for loss or damage under any said insurance policy. In case of the failure of Lessee to procure or maintain said insurance, Lessor shall have the right, but shall not be obligated, to effect such insurance or compliance on behalf of Lessee. In that event, all moneys spent by and expenses of Lessor in effecting such insurance or compliance shall be deemed to be additional sums due under the Lease, and shall become due and owed forthwith with interest at 18% per annum or such other maximum lawful contract rate as is otherwise allowed by law if less than 18% and Lessee will pay the same with the periodic Rent Payment next due after receipt of notice from Lessor. 14. CASUALTY LOSS: Lessee assumes all risk ofloss or damage to the Equipment from any cause whatsoever. If the Equipment, in whole or in part, is lost, stolen, damaged or destroyed, or is taken in any condemnation or similar proceeding ti (an "Event of Loss"), Lessee shall promptly notify Lessor. Lessee shall, at its option: (a) immediately place the affected Equipment in good condition and working order, (b) replace the affected item with like equipment of equal or greater value, Page 3 of 6 Equipment Lease-Purchase-Nan-Saleable 02-02-06 r r'\ r in good condition, and transfer clear title thereto to Lessor, or (c) to the extent permitted by law, pay to Lessor, within thirty (30) days of the Event of Loss, an amount equal to the Stipulated Loss Value ("SL V") (as hereinafter defined) for such affected Equipment, plus any other unpaid amounts then due under the Lease. If an Event of Loss occurs as to part of the Equipment for which the SL V is paid, a prorata amount of each Rent Payment shall abate from the date the SL V payment is received by Lessor. The SL V shall be an amount equal to the sum of all future Rent Payments from the last Rent Payment date to the end of the Term with such Rent Payments discounted to present value at the like-term Treasury Bill rate for the remaining Term in effect on the date of such Event of Loss, or if such rate is not permitted by law, then at the lowest permitted rate. 15. INDEMNITY: To the maximum extent permitted by applicable law, Lessee shall indemnify Lessor against, and hold Lessor harmless from, and covenants to defend Lessor against, any and all losses, claims, liens, encumbrances, suits, damages, and liabilities (and all costs and expenses including, without limitation, reasonable attorneys' fees) related to the Lease including, without limitation, the selection, purchase, delivery, ownership, condition, use, operation of the Equipment, or violation of the software sublicense, or arising by operation of law (excluding the gross negligence or willful misconduct of Lessor). Lessee shall assume full responsibility for, or at Lessor's sole option, reimburse Lessor for the defense thereof. This Section shall survive the termination of the Lease with respect to acts or events occurring or alleged to have occurred or otherwise attributable to the period prior to the return of the Equipment to Lessor. The Lease is entered into based upon the assumption that the interest portion of the Rent Payments will not be includable in Lessor's gross income for federal income tax purposes. If Lessee causes Lessor's after-tax economic yield to be adversely affected, to the extent permitted by law, Lessee shall pay Lessor, on demand, an amount which will cause Lessor to have the same economic return had such a loss not occurred. 16. DEFAULT: Lessee shall be in default under this Lease upon the occurrence of any one or more of the following events (each an "Event of Default"): (a) failure by Lessee to pay any Rent Payments or other amounts payable under any Schedule for a period of ten (10) days or more, (b) failure by Lessee to perform any term or condition hereunder, it being agreed that default under one Schedule shall constitute a default under this Lease and all associated Schedules with Lessor, (c) the inaccuracy of any material representation or warranty made by the Lessee or any guarantor hereof in connection with any Schedule hereunder, (d) Lessee's attempt to make an assignment of this Lease or any Schedule or sublease any Equipment without Lessor's prior written consent, (e) Lessee dissolves or ceases to exist or transfers a major part in value of its assets, (f) Lessee becomes insolvent, makes an assignment for the benefit of creditors, files a voluntary petition or has an involuntary petition filed or action commenced against it under the United States Bankruptcy Code or any similar federal or state law, (g) an adverse change in Lessee's or any guarantor's fmancial condition as will, in the good faith judgment of Lessor, impair the Equipment or increase the credit risk involved, (h) failure by Lessee to obtain or maintain any insurance required by Lessor under any Schedule hereunder, (i) any guarantor of any of Lessee's obligations under any Schedule defaults in the performance of any covenant or obligation hereunder, or (j) Lessee files a UCC-3 Termination Statement without the prior written authorization of Lessor. 17. REMEDIES. Upon the occurrence of an Event of Default, Lessor may, at its option do any or all of the following: (a) proceed by appropriate court action either at law or in equity to enforce performance by Lessee of the applicable covenants and terms of this Lease, (b) retake immediate possession of the Equipment, wherever located, and for such purpose, enter upon any premises without liability for so doing, (c) cause Lessee, and Lessee hereby agrees, to return the Equipment to Lessor as provided in this Lease, (d) recover from Lessee, as liquidated damages for loss of a bargain and not as a penalty, all sums owing hereunder and/or all Rent Payments immediately due and payable, (e) sell, lease, hold, use or otherwise dispose of any Equipment as Lessor in its sole discretion may determine and Lessor shall not be obligated to give preference to the sale, lease or other disposition of the Equipment over the sale, lease or other disposition of similar Equipment owned or leased by Lessor, or (f) by notice in writing to Lessee, cancel this Lease whereupon all right and interest of Lessee in or to the possession or use of the Equipment shall absolutely cease. In any event, Lessee shall, without further demand, pay to Lessor an amount equal to all sums due and payable for all periods up to and including the date on which Lessor has declared this Lease to be in default and as partial damages for breach, a sum equal to the unpaid balance of Rent Payments for the remaining Term. (discounted to present value at the prime rate in effect at the time of such default), less only the net proceeds of any such reletting or sale to the extent such rentals or proceeds are attributable to the balance of the Term. Further, Lessor shall be entitled to recover from Lessee and Lessee agrees to pay: (i) any and all damages which Lessor shall sustain by reason of any such default or breach by Lessee, (ii) a reasonable sum for attorneys' fees, and (iii) such expenses as shall be expended or incurred by Lessor in the seizure, rental, storage, transportation, sale of Equipment, or Page 4 of 6 Equipment Lease-Purchase-Non-Saleable 02-02-06 ~ ; enforcement of any right or privilege hereunder or collection of any sums due hereunder. Lessee further agrees that, in any event, it will be liable for any deficiency after any sale, lease or other disposition by Lessor. The remedies herein provided in favor of Lessor in the event of Lessee's default as hereinabove set forth shall not be deemed to be exclusive, but shall be cumulative and shall be in addition to all other remedies in its favor existing in law, in equity or in bankruptcy. 18. ASSIGNMENT: WITHOUT LESSOR'S PRIOR WRITTEN CONSENT, LESSEE SHALL NOT ASSIGN, SUBLEASE, TRANSFER, PLEDGE, MORTGAGE OR OTHERWISE ENCUMBER ("TRANSFER") THE EQUIPMENT OR THE LEASE OR ANY OF ITS RIGHTS THEREIN OR PERMIT ANY LEVY, LIEN OR ENCUMBRANCE THEREON. Any attempted non-consensual Transfer by Lessee shall be void ab initio. No Transfer shall relieve Lessee of any of its obligations under the Lease. Lessor may not sell or assign its right, title and interest in or to this Lease or the Equipment leased herein, and/or sell, grant, or assign a security interest in this Lease or Equipment. Any such sale, grant, or assignment shall be void and of no effect. 19. NOTICES: Notices, demands and other communications shall be in writing and shall be sent by hand delivery, certified mail (return receipt requested), or overnight courier service to Lessee or Lessor at their respective addresses stated above. Notices shall be effective upon the earlier of actual receipt or four days after the mailing date. Either party may substitute another address by written notice to the other party. 20. GOVERNING LAW: EACH LEASE SHALL BE GOVERNED BY THE LAWS OF THE STATE IN WHICH THE LESSEE IS LOCATED. r'i 21. TITLE TO EQUIPMENT; SECURITY INTEREST: Upon acceptance of the Equipment by Lessee hereunder, title to the Equipment shall vest in Lessee; provided, however, that (a) in the event of termination of this Lease pursuant to Section 4 hereof, or (b) upon the occurrence of an Event of Default as defined in Section 16 hereof, and as long as such Event of Default is continuing, title will immediately vest in Lessor. In order to secure all of its obligations hereunder, Lessee hereby grants to Lessor a first and prior security interest in any and all right, title and interest of Lessee in the Equipment and in all additions, attachments, accessions, substitutions thereto and on any proceeds therefrom. Lessee shall deliver to Lessor, upon Lessor's request, such instruments and documents as Lessor deems necessary or advisable for the confirmation or perfection of this Lease and Lessor's rights hereunder, and Lessee hereby irrevocably appoints Lessor and its agents, its true and lawful attorney-in-fact for the limited purpose of filing on behalf of Lessee any and all DCC financing statements, which in Lessor's sole discretion, are necessary or proper to secure Lessor's interest in the Equipment in all applicable jurisdictions. 22. MISCELLA.L~EOUS: (a) Any failure of Lessor to require strict performance by Lessee or any waiver by Lessor of any provision of the Lease shall not be construed as a consent to or waiver of any other breach of the same or of any other provision; (b) if there is more than one Lessee, the obligations of each Lessee are joint and several; (c) Lessee shall deliver to Lessor, from time to time, such additional financial information as Lessor may reasonably request; (d) any provision of this Lease prohibited by law in any state shall, as to such state, be ineffective to the extent of such prohibition without invalidating the remaining provisions of this Lease; (e) the obligations which Lessee is required to perform during the Term of any Lease shall survive the expiration or other termination of the Lease to the extent that such obligations remain unperformed as of the expiration or termination of the Lease; (f) in the event Lessee fails to payor perform any obligations under the Lease, Lessor may, at its option, payor perform such obligation, and any payment made or expense incurred by Lessor in connection therewith shall be due and payable by Lessee, upon demand by Lessor, with interest thereon accruing at the rate of 1 Y2 % per month, but not exceeding the lawful maximum, if any, until paid; (g) time is of the essence in each Lease and in each of the Lease provisions; (h) Lessee shall pay Lessor on demand all costs and expenses, including reasonable attorneys' and collection fees incurred by Lessor in enforcing the terms and conditions of a Lease or in protecting Lessor's rights and interests in the Lease or the Equipment; (i) no late charge, fee or interest, as applicable, is intended to exceed the maximum amount permitted to be charged or collected by applicable law; (j) this Agreement and/or any Lease hereunder may be executed in one or more counterparts, but only one shall be deemed an original, and it shall be stamped "Lessor Original" while all other counterparts shall be stamped "Lessee Copy"; (k) each Lease constitutes the entire agreement between Lessor and Lessee with respect to the subject matter thereof and supersedes all previous writings and understandings of any nature whatsoever. No agent, employee, or representative of Lessor has any authority to bind Lessor to any representation or warranty concerning the Equipment and, unless such representation or warranty is specifically included in the Lease, it shall not be enforceable by Lessee against Lessor. Page 5 of 6 Equipment Lease-Purchase-Non-Saleable 02-02-06 (' Except as otherwise provided in Section 3 of this Agreement, any modifications, amendments or waivers to a Lease shall be effective only if mutually agreed upon in writing and duly executed by authorized representatives of the parties. Title: LESSOR: AT&T Capital Services, Inc. By: (Signature) OPINION OF COUNSEL With respect to that certain Equipment Lease-Purchase Agreement ("Lease") dated June 8, 2006 by and between AT&T Capital Services, Inc. and the Lessee, I am of the opinion that: (i) the Lessee is, within the meaning of Section 103 of the Internal Revenue Code of 1986, as amended, a State or a fully constituted political subdivision or agency of the State of the Equipment Location described in the Schedule hereto; (ii) the execution, delivery and performance by the Lessee of the Lease have been duly authorized by all necessary action on the part of the Lessee; ~d, (iii) the Lease constitutes a legal, valid and binding obligation of the Lessee enforceable in accordance with its terms. . \ '~\ ~~~\J . ! Attorney for Lessee {' THE LOGO APPEARING ON THIS DOCUMENT IS A FEDERALLY REGISTERED TRADEMARK AND MAY NOT BE USED IN A,,'\IY WAY NOR MAY THIS DOCUMENT BE ALTERED OR MANIPULATED WITHOUT THE PRIOR EXPRESS WRITTEN CONSENT OF AT&T CAPITAL SERVICES, INC. LESSEE MAY TRANSFER THIS DOCUMENT FROM ELECTRONIC FORMAT TO A TANGIBLE ONE BY PRINTING IT IN ITS UNALTERED STATE. Page 6 of 6 Equipment Lease-Purchase-Non-Saleable 02-02-D6 at&t 0: SCHEDULE NO. 001-4032700-001 DATED: June 8. 2006 LESSEE: CITY OF JEFFERSONVILLE 500 QUARTERMASTER CT. JEFFERSONVILLE, IN 47130 LESSOR: AT&T CAPITAL SERVICES, INC. 2000 W. SBC Center Drive Hoffman Estates, IL 60196 (800) 323-7311 CONTACT: RUSS SEGRAVES PHONE: (812) 285-6415 SUPPLIER OF EQUIPMENT: SBC Business Comm Srvcs DESCRIPTION OF EQUIPMENT: BCM 4002 LAN, STANDARD, T7316E TELEPHONE SETS, BCM VOICE MESSAGING UNLIMITED SW, ALL RELATED PERIPHERALS, INSTALLATION, TRAINING AND SHIPPING ORIGINAL COST OF EQUIPMENT: $49.291.09 LOCATION OF EQUIPMENT (If different from above): AMOUNT TO FINANCE: $49,291.09 SIMPLE INTEREST RATE: 6.83% * AMOUNT OF ADVANCE PAYMENT(S): $0.00 (Due upon the execution of this Supplementary Schedule.) *AMOUNT OF EACH RENT PAYMENT: $1.518.17 *Rent Payment may be adjusted based upon Equipment cost, applicable freight charges, and rate indexing. .~.. i LEASE TERM (MONTHS): 36 TOTAL NUMBER OF RENT PAYMENTS: 36 RENT PAYMENT FREQUENCY: Monthly In Arrears The Lease Term commences on the earlier of: the date the Equipment is accepted by the Lessee or twenty (20) days after delivery of the last piece of Equipment to Lessee (Lease Commencement Date). LESSOR HEREBY LEASES TO LESSEE AND LESSEE HEREBY LEASES FROM LESSOR THE ABOVE-DESCRIBED EQUIPMENT ON THE TERMS AND CONDITIONS SET FORTH HEREIN AND IN THE EQUIPMENT LEASE-PURCHASE AGREEMENT DATED 6/8/2006 BETWEEN LESSOR AND LESSEE. TO THE EXTENT THAT ANY OF THE PROVISIONS OF THE EQUIPMENT LEASE-PURCHASE AGREEMENT CONFLICT WITH ANY OF' THE TERMS CONT AINEI> IN TillS SCHEDULE, THE TERMS OF THIS SCHEDULE SHALL CONTROL. . Title: Title: ~. AT&T CAPITAL SERVICES, INC. (Lessor) By: (Signature) THE LOGO APPEARING ON THIS DOCI::MENT IS A FEDERALLY REGISTERED TRADEMARK AND MAY T BE USED IN ANY WAY NOR MAY THIS DOCUMENT BE ALTERED OR MANIPULATED WITHOUT PRIOR EXPRESS WRITTEN CONSENT OF AT&T CAPITAL SERVICES, INC. LESSEE MAY TRANSFER THIS DOCUMENT FROM ELECTRONIC FORMAT TO A TANGIBLE ONE BY PRINTING IT IN ITS UNALTERED STATE. /"'..i Equipment Lease-Purchase 02-02-06 at&t (\ ACCEPTANCE CERTIFICATE FOR: SCHEDULE NO: 001-4032700-001 DATED: June 8. 2006 LESSEE: LESSOR: CITY OF JEFFERSONVILLE 500 QUARTERMASTER CT. JEFFERSONVILLE, IN 47130 AT&T CAPITAL SERVICES, INC. 2000 W. SBC Center Drive Hoffman Estates, IL 60196 (800) 323-7311 CONTACT: RUSS SEGRAVES PHONE: (812) 285-6415 SUPPLIER OF EQUIPMENT: SBC Business Comm Srvcs DESCRIPTION OF EQUIPMENT: BCM 400 2 LAN, STANDARD, T7316E TELEPHONE SETS, BCM VOICE MESSAGING UNLIMITED SW, ALL RELATED PERIPHERALS, INSTALLATION, TRAINING AND SHIPPING LOCATION OF EQUIPMENT (If different from above): ACCEPTANCE CERTIFICATE (\ The undersigned certifies that all Equipment described in the Schedule has been delivered to Lessee and installed; that the Equipment has been inspected by Lessee and is in good operating order; and that the Equipment is accepted on +- (date) by Lessee. Lessee hereby directs Lessor to pay the supplier for the Equipment and commence (he Lease. IMPORT ANT: Lessee must fill in date above. CITY OF (Lessee) THE LOGO APPEARING ON THIS DOCUMENT IS A FEDERALLY REGISTERED TRADEMARK AND MAY NOT BE USED IN ANY WAY NOR MAY THIS DOCUMENT BE ALTERED OR MANIPULATED WITHOUT PRIOR EXPR-ESS WRITTEN CONSENT OF AT&T CAPITAL SER.VICES, INC. LESSEE MAY TRANSFER THIS DOCUMENT FROM ELECTRONIC FORMAT TO A TANGIBLE ONE BY PRINTING IT IN ITS UNALTERED ST ATE. Equipment Lease-Purchase 02-02-06 iat&t ~. {:'\ REQUEST FOR INSURANCE SCHEDULE NO. 001-4032700-001 DATED: June 8. 2006 LESSEE: LESSOR: CITY OF JEFFERSONVILLE 500 QUARTERMASTER CT. JEFFERSONVILLE, IN 47130 AT&T CAPITAL SERVICES, INC. 2000 W. SBC Center Drive Hoffman Estates, IL 60196 (800) 323-7311 CONTACT: RUSS SEGRAVES PHONE: (812) 285-6415 SUPPLIER OF EQUIPMENT: SBC Business Comm Srvcs DESCRIPTION OF EQUIPMENT: BCM 400 2 LAN, STANDARD, T7316E TELEPHONE SETS, BCM VOICE MESSAGING UNLIMITED SW, ALL RELATED PERIPHERALS, INSTALLATION, TRAINING AND SHIPPING ORIGINAL COST OF EQUIPMENT: $49291.09 LOCATION OF EQUIPMENT (If different from above): Please notify your insurance company to forward a copy of your insurance certificate to our office. r> I Name of Insurance Company/Agency: "r-- ; Name of AQ:ent or Broker: -r- J Address: )1--- City: ~-- State: /--- Zip: '7l Phone: / 7----- Name ofInsurance Carrier: ~- Policy: -.L.- ,/ Exp Date >L---- . : Please amend the above policy to include coverage on the above-described Equipment as follows: PHYSICAL DAMAGE COVERAGE in the amount of: Original Cost of Equipment COMPREHENSIVE GENERAL LIABILITY COVERAGE in the amount of: $1,000,000 (combined single limit) The undersigned has agreed to request its insurance carrier to issue to Lessor at its address shown above, an endorsement to the above policy (l) naming Lessor as additional insured and loss payee, as its interest may appear on the Equipment, and (2) agreeing to give Lessor thirty (30) days prior written notice of the effective date of any alteration, renewal or cancellation of such policy. We appreciate your cooperation in attending to this matter as quickly as possible. CITY OF JE~. RSO (Lessee) .--,L'- .- ( I By: / - r'i . :! THE LOGO APPEARING ON THIS DOCUMENT ISA FEDERALLY REGISTERED TRADEMARK AND MAY OT BE USED IN ANY WAY NOR MAY THIS DOCUMENT BE ALTERED OR MANIPULATED WITHOUT PRIOR EXPRESS WRITTEN CONSENT OF AT&T CAPITAL SERVICES, INC. LESSEE MAY TRANSFER THIS DOCUMENT FROM ELECTRONIC FORMAT TO A TANGIBLE ONE BY PRINTING IT IN ITS UNALTERED STATE. Title: Equipment Lease-Purchase 02-02-06 Form 8038-GC Information Return for Small Tax-Exempt Governmental Bond Issues, Leases, and Installment Sales ~ Under Internal Revenue Code section 149(e) OMB No. 1545-0720 (", (Rev. November 2000) Caution: If the issue price of the issue is $100,000 or more, use Form B03B-G. Check box if Amended Return ~ 0 2 Issuer's employer identification number CITY OF JEFFERSONVILLE 3 Number and street (or P.O. box if mail is not delivered to street address) 500 QUARTERMASTER CT. 4 City, town. or post office. state. and ZIP code JEFFERSONVILLE, IN 47130 6 Name and title of officer or legal representative whom the IRS may call for more information $49,291.09 8a Issue price of obligation(s) (see instructions) . b Issue date (single issue) or calendar year (consolidated) (see instructions) ~ - - - - - - - -.. - - -.... _.- 9 Amount of the reported obligation(s) on line 8a: a Used to refund prior issue(s) . b Representing a loan from the proceeds of another tax-exempt obligation (e.g., bond bank) 9b 10 If the issuer has designated any issue under section 265(b)(3)(B)(i)(III) (small issuer exception). check this box ~ 0 11 If any obligation is in the form of a lease or installment sale, check this box . ~ hZI 12 If the issuer has elljl.ct-e ay penalt in lieu of arbitra e rebate. check this box ~ 0 Under T' "'~ of poj' .' ",re ".." , ,"W '''mOo"'. "" re m ,,'" ,~","'"g """"'" '"" ;""~"'. ,,'" · ", ,,,' of m, '""",- Sign and bell . they are tr , r ct. and complete. Here ~. ~-! (; { ;: '/ ~ Rjlj Iv If J Z , '" D," , "PO m p"" "m""".' ! (""": Section references are to the Internal Revenue Code unless otherwise noted. r\ Purpose of Form Form 8038-GC is used by the issuers of tax-exempt governmental obligations to provide the IRS with the information required by section 149(e) and to monitor the requirements of sections 141 through 150. Who Must File Issuers of tax-exempt governmental obligations with issue prices of less than $100.000 must file Form 8038-GC. Issuers of a tax-exempt governmental obligation with an issue price of $100.000 or more must file Form 8038-G, Information Return for Tax-Exempt Governmental Obligations. Filing a separate return. Issuers have the option to file a separate Form 8038-GC for any tax-exempt governmental obligation with an issue price of less than $100.000. An issuer of a tax-exempt bond used to finance construction expenditures must file a separate Form 8038-GC for each issue to give notice to the IRS that an election was made to pay a penalty in lieu of arbitrage rebate (see the line 1 2 instructions). Filing a consolidated return. For all tax-exempt governmental obligations with issue prices of less than $100,000 that are not reported on a separate Form 8038-GC, an issuer must file a consolidated information return including all such issues issued within the calendar year. Thus, an issuer may file a separate Form 8038-GC for each of a number of small issues and report the remainder of small issues issued during the calendar year on one consolidated Form 8038-GC. However, a separate Form 8038-GC must be filed to give the IRS notice of the election to pay a penalty in lieu of arbitrage rebate. When To File To file a separate return, file Form 8038-GC on or before the 15th day of the second calendar month after the close of the calendar quarter in which the issue is issued. To file a consolidated return, file Form 8038-GC on or before February 15th of the calendar year following the year in which the issue is issued. Late filing. An issuer may be granted an extension of time to file Form 8038-GC under Section 3 of Rev. Proc. 88-10, 1988-1 C.B. 635. if it is determined that the failure to file on time is not due to willful neglect. Type or print at the top of the form. "This Statement Is Submitted in Accordance with Rev. Proc. 88-10." Attach to the Form 8038-GC a letter briefly stating why the form was not submitted to the IRS on time. Also indicate whether the obligation in question is under examination by the IRS. Do not submit copies of any bond documents. leases, or installment sale documents. See Where To File below. Where To File File Form 8038-GC, and any attachments, with the Internal Revenue Service Center. Ogden. UT 84201. Room/suite 5 Report number 5 7 Telephone number of officer or legal representative o Other Farms That May Be Required For rebating arbitrage (or paying a penalty in lieu of arbitrage rebate) to the Federal government. use Form 8038- T, Arbitrage Rebate and Penalty in Lieu of Arbitrage Rebate. For private activity bonds. use Form 8038, Information Return for Tax-Exempt Private Activity Bond Issues. Rounding to Whole Dollars You may show the money items on this return as whole-dollar amounts. To do so, drop any amount less than 50 cents and increase any amount from 50 to 99 cents to the next higher dollar. Definitions Obligations. This refers to a single tax-exempt governmental obligation if Form 8038-GC is used for separate reporting or to multiple tax-exempt governmental obligations if the form is used for consolidated reporting. Tax-exempt obligation. This is a bond. installment purchase agreement. or financial lease, on which the interest is excluded from income under section 103. Tax-exempt governmental obligation. A tax -exempt obligation that is not a private activity bond (see below) is a tax-exempt governmental obligation. This includes a bond issued by a qualified volunteer fire department under section 150(e). Private activity bond. This includes an obligation issued as part of an issue in which: . More than 10% of the proceeds are to be used for any private activity business use. and Cat. No. 6410BB Form8038-GC (Rev. 11-2000) Form 8038-GC (Rev. 11-2000) Page 2 r\ \ . More than 10% of the payment of principal or interest of the issue is either (a) secured by an interest in property to be used for a private business use (or payments for such property) or (b) to be derived from payments for property (or borrowed money) used for a private business use. It also includes a bond. the proceeds of which (a) are to be used to make or finance loans (other than loans described in section 141 (c)(2)) to persons other than governmental units and (b) exceeds the lesser of 5% of the proceeds or $5 million. Issue. Generally, obligations are treated as part of the same issue only if they are issued by the same issuer, on the same date, and as part of a single transaction, or a series of related transactions. However, obligations issued during the same calendar year (a) under a loan agreement under which amounts are to be advanced periodically (a "draw-down loan") or (b) with a term not exceeding 270 days, may be treated as part of the same issue if the obligations are equally and ratably secured under a single indenture or loan agreement and are issued under a common financing arrangement (e.g.. under the same official statement periodically updated to reflect changing factual circumstances). Also, for obligations issued under a draw-down loan that meets the requirements of the preceding sentence, obligations issued during different calendar years may be treated as part of the same issue if all of the amounts to be advanced under the draw-down loan are reasonably expected to be advanced within 3 years of the date of issue of the first obligation. Likewise, obligations (other than private activity bonds) issued under a single agreement that is in the form of a lease or installment sale may be treated as part of the same issue if all of the property covered by that agreement is reasonably expected to be delivered within 3 years of the date of issue of the first obligation. Arbitrage rebate. Generally, interest on a state or local bond is not tax exempt unless the issuer of the bond rebates to the United States arbitrage profits earned from investing proceeds of the bond in higher yielding nonpurpose investments. See section 148(f). Construction issue. This is an issue of tax-exempt bonds that meets both of the following conditions: 1. At least 75% of the available construction proceeds of the issue are to be used for construction expenditures with respect to property to be owned by a governmental unit or a 501 (c)(3) organization. and 2. All of the bonds that are part of the issue are qualified 501 (c)(3) bonds, bonds that are not private activity bonds, or private activity bonds issued to finance property to be owned by a governmental unit or a 501 (c)(3) organization. In lieu of rebating any arbitrage that may be owed to the United States, the issuer of a construction issue may make an irrevocable election to pay a penalty. The penalty is equal to 1'12% of the amount of construction proceeds that do not meet certain spending requirements. See section 148(t)(4)(C) and the Instructions for Form 8038- T. r! Specific Instructions In general. a Form 8038-GC must be completed on the basis of available information and reasonable expectations as of the date the issue is issued. However, forms that are filed on a consolidated basis may be completed on the basis of information readily available to the issuer at the close of the calendar year to which the form relates, supplemented by estimates made in good faith. Part I-Reporting Authority Amended return. If this is an amended Form B038-GC, check the amended return box. Complete Part I and only those lines of Form B03B-GC that are being amended. Do not amend estimated amounts previously reported once the actual amounts are determined. (See the Part II instructions below.) line 1. The issuer's name is the name of the entity issuing the obligations, not the name of the entity receiving the benefit of the financing. In the case of a lease or installment sale, the issuer is the lessee or purchaser. Line 2. An issuer that does not have an employer identification number (EIN) should apply for one on Form SS-4, Application for Employer Identification Number. This form may be obtained at Social Security Administration offices or by calling 1-800-TAX-FORM. If the EIN has not been received by the due date for Form 8038-GC, write "Applied for" in the space for the E IN. lineS. After the preprinted 5, enter two self-designated numbers. Number reports consecutively during any calendar year (e.g.. 534, 535, etc.). Part II-Description of Obligations line 8a. The issue price of obligations is generally determined under Regulations section 1.148-1 (b). Thus, when issued for cash, the issue price is the price at which a substantial amount of the obligations are sold to the public. To determine the issue price of an obligation issued for property, see sections 127 3 and 127 4 and the related regulations. Line 8b. For a single issue, enter the date of issue, generally the date on which the issuer physically exchanges the bonds that are part of the issue for the underwriter's (or other purchaser's) funds: for a lease or installment sale, enter the date interest starts to accrue. For issues reported on a consolidated basis, enter the calendar year during which the obligations were issued. * Lines 9a and 9b. For line 9a, enter the amount of the proceeds that will be used to pay principal, interest, or call premium on any other issue of bonds, including proceeds that will be used to fund an escrow account for this purpose. Both line 9a and 9b may apply to a particular obligation. For example, report on line 9a and 9b obligations used to refund prior issues which represent loans from the proceeds of another tax-exempt obligation. line 11. Check this box if property other than cash is exchanged for the obligation, e.g.. acquiring a police car. a fire truck, or telephone equipment through a series of monthly payments. (This type of obligation is sometimes referred to as a "municipal lease.") Also check this box if real property is directly acquired in exchange for an obligation to make periodic payments of interest and principal. Do not check this box if the proceeds of the obligation are received in the form of cash, even if the term "lease" is used in the title of the issue. line 12. Check this box if the issue is a construction issue and an irrevocable election to pay a penalty in lieu of arbitrage rebate has been made on or before the date the bonds were issued. The penalty is payable with a Form 8038-T for each 6-month period after the date the bonds are issued. Do not make any payment of penalty in lieu of rebate with Form 8038-GC. See Rev. Proc. 92-22, 1992-1 C.B. 736, for rules regarding the "election document." Paperwork Reduction Act Notice We ask for the information on this form to carry out the Internal Revenue laws of the United States. You are required to give us the information. We need it to ensure that you are complying with these laws. You are not required to provide the information requested on a form that is subject to the Paperwork Reduction Act unless the form displays a valid OMB control number. Books or records relating to a form or its instructions must be retained as long as their contents may become material in the administration of any Internal Revenue law. Generally, tax returns and return information are confidential, as required by section 6103. The time needed to complete and file this form varies depending on individual circumstances. The estimated average time is: Learning about the law or the form Preparing the form Copying, assembling, and sending the form to the IRS . 16 min. If you have comments concerning the accuracy of these time estimates or suggestions for making this form simpler, we would be happy to hear from you. You can write to the Tax Forms Committee, Western Area Distribution Center, Rancho Cordova, CA 95743-0001. Do not send the form to this address. Instead, see Where To File on page 1. 1 hr.. 58 min. . 3 hr., 3 min. 'at&t AT&T Capital Services, Inc. 2000 W. SSC Center Dr Hoffman Estates, IL 60196 Office 800/323-7311 AUTHORIZATION AGREEMENT FOR DIRECT DEBIT PAYMENTS I (we) authorize AT&T Capital Services, Inc.("AT&T") to initiate debit entries, and if necessary, credit entries and adjustments for any debit entries in error to my (our) Checking Account indicated below at the depository financial institution named below for all obligations arising from our Lease Agreement (Lease) referenced below for the duration of the Lease. This shall include all charges for rent, sales and use tax, personal property tax, late charges, or the purchase of the leased equipment. I (we) acknowledge that any origination of ACH transactions to my (our) account must comply with the provisions of U.S. law. lessee's legal Name: CITY OF JEFFERSONVilLE lease Agreement No: 001-4032700-001 Depository (Bank) Name Branch City State Zip Name on Account Account Number ABA No. (9 digits between I: and I: on the bottom of your check): This authorization will remain in effect until revoked in writing by Lessee, its bank, or AT&T. All parties agree to provide notification within a reasonable time and in such manner as to afford each party an opportunity to act upon it. AGREED AS ABOVE: CITY OF JEFFERSONVILLE By: (signature) Title: Please mail the completed form, alonawitha copvofa voided check. to: Attention: Robert Wood AT&T Capital Services, Inc. 2000 W. SBC Center Drive, Location 4C31 B Hoffman Estates, IL 60196 Or fax both items to 847- 427-4953 r\! , Rev. 02-02-06 Bill To Address-Direct Debit Pro. r, THE CITY OF JEFFERSONVILLE DEPARTMENT OF LAW City-County Building 501 E. Court Avenue Jeffersonville, Indiana 47130 (812) 285-6491 (812) 285-6492 fax (812) 285-6468 Leslie D. Merkley City Attorney Sharon L. King Paralegal Facsimile Cover Sheet PLEASE DELIVER THE FOllOWING PAGES, Date: June 12, 2006 .1"'"\ Name: Cherie Brewer ~. Fax Phone: 866-725-0616 From: Sharon Subject: Request for Insurance (\ Total number of pages, including cover letter: Please find attached a Request for Insurance. Up discuss. Thanks, Sharon CONFIDENTIALITY NOT The materials in this facsimile transmission are private. and confidential and are the property of the sender. The information contained in the material is privileged and is intended only for the use of the individual(s) named above. If you are not the intended recipient, be advised that any unauthorized disclosure; copying, distribution or the taking of any action in reliance on the contents of this material is strictly prohibited. If you have received this facsimile transmission in error, please notify us immediately by telephone to arrange for return of the forwarded documents to us. IF YOU DO NOT RECEIVE ALL PAGES, PLEASE CALL (812) 285-6492 AS SOON AS POSSIBLE. TRANSMISSION VERIFICATION REPORT (' TIME : 06/12/2006 15:19 NAME : JEFF FAX: 2856468 TEL : SER.# : BROM4J192283 DATE, TIME FAX NO./NAME DURATION PAGE(S) RESULT MODE 06/12 15:19 918657250615 00:00:35 02 OK STANDARD ECM TJI~E CITY OF JEFFERSONVILLE _I DEPARTMENT OF LAW f\i City-County Building 501 E. Court Avenue Jeffersonville, Indiana 47130 (812) 285-6491 (812) 285..6492 fax (812) 285-6468 Leslie D. Merkley City Attorney Sharon L. King Paralegal Facsimile Cover Sheet PLEASE DELIVER: THE FOLLOWING PAGES TO: Date : June 12,2006 Name: Cherie Brewer r\1 Fax Phone; 86;6-725-0616 From; Sharon Subject: R'i:;!quest for Insurance Total number of II)ages, including cover letter: 2 . '._.10 1..____ _"'U ......._ 4-".,. at&t AT&T Capital Services, Inc. 2000 W. SSC Center Dr Hoffman Estates, IL 60196 Office 800/323-7311 /'. ( "BILL TO" ADDRESS FORM Please have an appropriate individual within your Accounts Payable organization complete this form and return it as indicated below. The purpose of this form is to assure accurate "bill to" addressing on all invoices that will be issued in conjunction with your lease, thus avoiding future Accounts Receivable issues as the result of invoices containing inade uate or incom lete in ormation. Lessee's Legal Name: Lease Agreement No: CITY OF JEFFERSONVILLE 001-4032700-001. Must your Purchase Order Number be referenced on your invoices? D Yes . '< No If "Yes", please enter the Purchase Order Number that corresponds to the above referenced lease: PURCHASE ORDER NO. PLEASE INDICATE YOUR ACCOUNTS PAYABLE ADDRESS BELOW. PLEASE BE SURE TO INCLUDE SPECIFIC LOCATION AND "ATTENTION TO" INFORMATION: Company Name: Is it the same as the "Company Legal Name" shown above? .zfYes DNo* * If "No ", please enter the Company Name below as it is to appear on your invoice: COMPANY NAME 6{)(j OUArL-ffEA'{) As1ft STREET ADDRESS OR P ~ 8pX IN STATE C,OlA. ~-r ~TE \J E: F f f fL, $0 N V { L L t CATV -- (d....ftr. i e..&ASLLP,t B A TTENTION TO Special Instructions/Comments Regarding Invoicing: 47/3tJ ZIP CODE "ATTENTION TO" PHONE # Is your company interested in participating in AT&T Capital Services, Inc.'s DIRECT DEBIT PAYMENT PROGRAM? DYes**;El No **If "Yes", please complete the attached "Authorization Agreement for Direct Debit Payments" form. This Form Has Been Completed By:~ uJM.LJ SIGN E g 1:1- / ),5'5 - [; 4J 1 PHONE NO. Please Return This Completed Form Please Record the Following "Remit To" As Soon As Possible To: Address in your Accounts Payable System: Attention: Robert Wood AT&T Capital Services, Inc. AT&T Capital Services, Inc. 13160 Collections Center Drive 2000 W. SBC Center Drive, Location 4C31B Chicago, IL 60693 Hoffman Estates, IL 60196 Or: Return it Via Fax at 847-427-4953 If you have any questions, please contact Robert Wood at 800-346-8082, extension 6653. THANK YOU FOR YOUR ASSISTANCE! Rev. 02-02-06 Bill To Address-Direct Debit Pro. Jun-21-2006 09:21 AM A d. cor 1a claims 8667250616 2/3 _1....-.lItUWOl",.:l;l e6/12/2ae6 15:19 tt_1IlI1 _ 28,56468 ~- JEFF PAGE 132/132 (' ,'-' ~ at&t CITY OF .JEFFERSONVILLE 500 QUARTERMASTER CT. JEFFERSONVILLE, IN 47130 REQUEST FOR INSIJRA.NCE SCHEDULE NO. 001-403Z700-001 DATED: :!lIJl~ 3. 20()6 LESSOR: AT&T CAPITAL SERVICES, IJ.'lC. !l)OO W. SBC Center Drive Hoffman Eltata. n:.. 60196 (800) 323-7311 LESSE.E: CONTACT: RUSS SEGRAVES PHONE: (812) 285-6415 StIPrL~ OF EQUlPMlEN'I: SBe Busines... Comm Srvcs .... DESCRlFTION OF' EQ~jIPMINT: BCM 400 2 lAN. ST AtIDARO. T7316E TELEPHONE SETS, BCM VOICE MESSAGING UNLIMITJID SW, AU. RELATED P:eR11'HERALS. tNST AJ,.LATION, ~1NG AND SHIPPING ORIGINAL COST OF EQUIl'MENT: $49.291.09 LOCATION OFEQUIPMEN'T (If diff~rent from above): r P1~lIse notify YQllr iJtflurartr.~e l:Ompany t.. ton'JlI:rd 3 copy of you~ il11U~nee I:erclfieate tG 81Ir offi~. Name ofInsurance Companyf Agencr- -J- St. :Pa.u..l-""'1fa v'tJe.(:; JYt SU r t1 Yl t1 ~ ~ Name..oiAlWl~orBro~i... ~- &or~ Itl 0+ l<.erttu ~ki Ad~!\s::f- q !)Q__Rre.cJu.n f!c.{j.0 ~ Y\ e..) .su I +e... So City: -+ Loui,s"j Ile.--'~Stllte: ~- ky. _Zip: y- 4-0;).07 Phone: Y- SO~_ NattteoflmlumnceCarr!;:r: ~.st; R.l.ltl Tr-avel~?o1i<iY; ,J- Q,PQQ3 '3~tp.Date:)l- g-fc -Db l'lealli! amend the :abovJ~ poUey to indllde (overage on the above-d~scribed Equipment itS (olloW8: PHYSICAL DAMA,QE COVERAGE in the amount of: Original Cost of Equipment COMPREJiENSIVE GE1'I"ERAL UABIUfV COVERAGE in the amount of: $1,000,000 (combif'led single-limit) The undc;m;ign~ hll.ll agreed to ~u~t it,~ Insl,lt'iUlce carrier to ;\lsue to Lessor at its address :mown above. at'l endorsemrmt to the I-l;lcve policy ( l) namiJ1 g Lessor as addifonal in9UteG and loos pa~ 9.'1 i13 interest may appear on the Equipment. and (Z) agreeing to givo LeJ~\'r tllirty (30) days prior writtal notice of th.e d'b:tI~ Qaf;e of 3fI)' a1teri;ltion. renewal (11' C3J'lccnation of such policy. We appreciate your co~{ion in attending to this mattor as q,uioldy 115 possible. CITY OF JEFli'EasONVIL'LE (lessee) By: -:;L-. (Si~~llllre) 'Title: :::- r: TIll;; LOGO APFtA1UNC or; nuS OOCT.lME~T 1$ A FEtll';RALL Y 1l.gc;un~V.D TRAl)tMARK AND M....l' NOT nF. USED IN ANY W ft. '( NOR ~i\ V TtffS oOCU1l-1I,~T lJE Al:rERED OR :o.tA1'(tJ'utA nD WlTHOu1' PRYOR EXl'R~M wtUTTEN C01'lSENT OP .\TAT CAt'lTAL SEIlVlCllS, INC. titS!!llt toTA v TRAi'lSFER. 'T~IS DOCUMIt~iT FROM ELECTRONIC FOOt;l.T '1'0 1\ T4NCTlB1.~ ON~ If,V PR:fNTtl'1G 11' 1N IT!; UNA~TF.KED STATE. June 1, 2006 City of Jeffersonville (1-24638752) 500 Quartermaster Ct. Jeffersonville, IN 47130 AT&T Capital Services, Inc. 2000 W. SSC Center Drive Hoffman Estates, IL 60196 Thank you for allowing AT&T Capital Services, Inc. the opportunity to provide you with a municipal proposal for the financing of the BCM system, shipping and installation. The City of Jeffersonville has been credit approved for the following terms. Total Cost $49,291.09 Lessee here Lease Term: Monthly Lease Payment: APR: Purchase Option: 36 months with monthly payments in arrears $1,518.16 6.83% Municipal - $1 Purchase Option _. Lessee hereby grants to Lessor permission to file any and all UCC Financing Statements, which in Lessor's , discretion are necessary or proper to secure Lessor's interest in the Equipment and/or Services in all applicable jurisdictions. This is a net lease proposal. Any applicable sales/use taxes are additional. The above implicit interest rates are indexed to the 3 year US Treasury Bills (currently = 4.93%). Any increase or decrease in the corresponding Treasury Bill will cause the lease rate factor to be adjusted point for point at the time of lease commencement. This proposal is subject to final investment committee approval. The above offer is valid for 30 days. If the above offer is acceptable to you, please indicate your desired option, approve below and fax back to me at 847- 290-9090. If you have any additional questions, please call me . 7-2 0-5084. I look forward to working with you. Sincerely, Lisa M. Plier Inside Sales Representative (Name) (Title) (Date) r\i ~oo!P