Backup Documents 04/26/2016 Item #16E10 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
16t0
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1.
2.
3. County Attorney Office County Attorney Office SRT
:T. /
4. BCC Office Board of County -1PF
Commissioners / \z.A%L
5. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
4\2 `-V
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Artie Bay 239-252-375
Contact/ Department
Agenda Date Item was April 26,2016 Agenda Item Number 16E10
Approved by the BCC
Type of Document Collier County EMS +errrr Loan Lr, 1— Number of Original Two
Attached � � ,� �e , Documents Attached
PO number or account n/a
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A" in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature SRT
2. Does the document need to be sent to another agency for additional signatures? If yes, SRT
provide the Contact Information(Name; Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be ' •
signed by the Chairman, with the exception of most letters,must be reviewed and signed ‘� „�
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's SRT
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the SRT
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's SRT
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip SRT
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on gam,_ all changes made during SRT
the meeting have been incorporated in the attached document. The County
Attorney's Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the
BCC,all changes directed bythe BCC have been made, and the document is readyfor the I ti�> $`
Chairman's signature.
MINUTES AND RECORDS: PLEASE CONTACT ARTIE BAY WHEN READY.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
16E 10
MEMORANDUM
Date: April 26, 2016
To: Artie Bay, Supervisor
EMS Operations
From: Martha Vergara, Deputy Clerk
Minutes & Records Department
Re: Collier County EMS — Loan & Lease Agreement
US BANK— EQUIPMENT FINANCE
Attached for further processing is one (1) certified copy and one (1) original of the
document referenced above, (Agenda Item #16E10) approved by the Board of County
Commissioners on Tuesday, April 26, 2016.
The Board's Minutes and Records Office has kept a copy of the agreement as part of
the Board's Official Record.
If you have any questions, please feel free to call me at 252-7240.
Thank you.
.....
16E11 ,
_ bank Lease Agreement
AGREEMENT NO.
EQUIPMENT FINANCE
2055949
Send Account Inquiries to: 1310 Madrid Street•Marshall, MN 56258
Send Payments to: P.O. Box 790448•St.Louis. MO 63179-0448
The words Lessee,you and your refer to Customer. The words Lessor,we,us and our refer to U.S.Bank Equipment Finance,a division of
U.S.Bank National Association("U.S.Bank Equipment Finance").
CUSTOMER INFORMATION
FULL LEGAL NAME STREET ADDRESS
COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS 8075 LELY CULTURAL PKVW -
CITY STATE ZIP PHONE
NAPLES FL 34113 239-252-3756 DWIGHT E. BROCK, CLERK
EQUIPMENT LOCATION (IF DIFFERENT FROM ABOVE) E-MAIL - r ,-''
w •
BILLING STREET ADDRESS(IF DIFFERENT FROM CUSTOMER ADDRESS ABOVE) CITY �' ���.`' v'�
es ' • •
a.
EQUIPMENT SE;�IA,L NO. `
SEE SCHEDULE A - ' Q
On-site Comprehensive Coverage will be providee manufacture, Physic) Control, during,year two through fiv
the lease agreement.
togetherwpl air repiacements,pats,repairs,addiions,and alb Nroapouesd therein or attached thumb and any and air pexeeda d thefaregoing,inducting,without limitation,hattance recovedes. -
PAYMENTS & TERMS
12 Payments of$ 7,769.30 14 'Z
Advance Payment:$0.00 (plus applicable taxes)
(plus applicable taxes) II.
(p followed by 48 Payments of$ 11,616.95 -stf
If no Advance Payment is required,the first Payment is due 30 days after the (plus applicable taxes) 1
Agreement start date. Payments 13-60 includes a pass-through amount of$3,847.65 for Supplies and/or Services,as �' 0
The tots v, _•1:n b t,.r� .,.�:r O,arr.,. r,s c_,tie,-C ,r ,l '.r<cn ;.,,.not defined on page 2. t
exceed the equipment cost of 5466;158,00 one there are no additional casts to,finance The lease contract payment)Paymenr)period is monthly unless otherwise indicated.Interim rent/due date a
other than the taxes/ees :,-tined herein adjustments will be in an amount equal to 1/30I,of the Payment,multiplied by the number of days between the
A.reement start date and the first Payment duedate. ♦•
END OF LEASE OPTIONS
You may choose one of the following options,which you may exercise at the end of the original term,provided that no event of default under the Agreement has occurred and is continuing.If no box is checked,then Fair
Market Value will be your end of lease option.Leases with$1.00 or$101.00 purchase options will not be renewed.To the extent that any purchase option indicates that the purchase price will be the"Fair Market Value'(or
'FMV'),such term means the value of the Equipment in continued use.
❑1)Purchase all but not less than all of the Equipment for its Fair Market Value,2)Renew the Agreement per paragraph 1,or 3)Return the Equipment per paragraph 3. 1
®Purchase all but not less than all of the Equipment for$1.00.
Upon acceptance of the Equipment,THIS AGREEMENT IS NONCANCELABLE,IRREVOCABLE AND CANNOT BE TERMINATED.
1. AGREEMENT:For business purposes only,you agree to lease from us the goods(the'Equipment')and/or to finance certain licensed software and services("Financed Items',which are included In the wad
°Equipment'unless separately stated),all as described on this Agreement,as it may be supplemented from time to time.You agree to all of the terms and conditions contained in this Agreement and any
supplement,which(with the acceptance certification)is the entire agreement regarding the Equipment('Agreement')and which supersedes any purchase order or invoice.You authorize us to correct or insert ?
missing Equipment identification information and to make corrections to your proper legal name and address.This Agreement becomes valid upon execution by us and will start on the date we pay the supplier. •
Unless otherwise stated in an addendum hereto,this Agreement will renew for 3-month term(s)unless you send us written notice between 90 and 150 days(before the end of any term)that you want to purchase
or return the Equipment. If any provision of this Agreement is declared unenforceable in any jurisdiction,the other provisions herein shall remain in full force and effect in that jurisdiction and all others.
2. RENT,TAXES AND FEES: You will pay the Payments(as adjusted)when due,plus all applicable taxes,assessments and penalties related to this Agreement,whether levied or assessed on this Agreement,
on us(except on our income)or you,or on the Equipment,its lease,sale,ownership,possession,use or operation.The base Payment will be adjusted proportionately upward or downward:(1)by up to 10%to
accommodate changes in the actual Equipment cost;(2)if the shipping charges or taxes differ from the estimate given to you;(3)to comply with the tax laws of the state in which the Equipment is located;and/or
(4)if a down payment or deposit is deducted. If we pay any taxes,insurance or other expenses that you owe hereunder,you agree to reimburse us when we request and to pay us a processing fee for each \t
expense or charge we pay on your behalf.We may charge you a fee for filing,searching and/or titling costs required under the Uniform Commercial Code(UCC)or other laws.By the date the first Payment is
due,you agree to pay us an origination fee in the amount of$159.00 to cover us for all closing costs.We wit have the right to apply all sums received from you to any amounts due and owed to us under the •
terms of this Agreement.It for any reason your check is returned for nonpayment,you will pay us a bad check charge of$30 or,if less,the maximum charge allowed by law.We may make a profit on any fees,
estimated tax payments and other charges paid under this Agreement. •
CUSTOMER ACCEPTANCE
By signing below,you certify that you have reviewed and do agree to all terms and..4,. • sof this Ag -. on i•is page and on page 2 attached hereto. \1
`
COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS br r . J, ,.-,�Y4:ll`rt r`icktt'N
CUSTOMER(AS REFERENCED ABOVE) SIGNATIJRE TITLE
59—Goo 055S 12)o'r la\a 4kZco.\filo
FEDERAL TAX IDENTIFICATION NUMBER PRINT NAME DA ED
LESSOR ACCEPTANCE 7� ,/
U.S.Bank Equipment Finance ° / � .CS5vl h7C ,'��/��x 4/20/1,
LESSOR SIGNATURE ITLE 7 orrED
11023 REV 06/15 Page 1 of t
I6EIO
3. MAINTENANCE AND LOCATION OF EQUIPMENT;RETURN;SECURITY INTEREST:At your expense,you agree to keep the Equipment(1)in good repair,condition and working order,in compliance
with applicable manufacturers'and regulatory standards;(2)free and clear of all liens and claims;and(3)only at your address shown on page 1,and you agree not to move it unless we agree in writing.As long
as you have given us the written notice as required in paragraph 1 prior to the expiration or termination of this Agreements term,if you do not purchase the Equipment,you will return all but not less than all of the
Equipment and all related manuals and use and maintenance records to a location we specify,at your expense,in retail re-saleable condition,full working order and complete repair. You are solely responsible
for removing any data that may reside in the Equipment you return,including but not limited to hard drives,disk drives or any other form of memory.You grant us a security interest in the Equipment to secure all
amounts you owe us under any agreement with us,and you authorize us to file a financing statement(UCC-1)or be named on the vehicle title to show our interest.You will not change your state of organization,
headquarters or residence without providing prior written notice to us so that we may amend or file a new UCC-1.You will notify us within 30 days if your state of organization revokes or terminates your
existence.
4. COLLATERAL PROTECTION;INSURANCE;INDEMNITY;LOSS OR DAMAGE:You agree to keep the Equipment fully insured against risk and loss,with us as lender's loss payee,in an amount not less
than the original Equipment cost until this Agreement is terminated. You also agree to obtain a general public liability insurance policy with such coverage and from such insurance carrier as shall be satisfactory
to us and to include us as an additional insured on the policy.You will provide 10 days advance written notice to us of any modification or cancellation of your insurance policy(s). You agree to provide us
certificates or other evidence of insurance acceptable to us.If you fail to comply with this requirement within 30 days after the start of this Agreement,we may charge you a monthly property damage surcharge of
up to.0035 of the Equipment cost as a result of our credit risk and administrative and other costs,as would be further described on a letter from us to you.We may make a profit on this program.NOTHING IN
THIS PARAGRAPH WILL RELIEVE YOU OF RESPONSIBILITY FOR LIABILITY INSURANCE ON THE EQUIPMENT.We are not responsible for,and you agree to hold us harmless and reimburse us for and bo
defend on our behalf against,any claim for any loss,expense,liability or injury caused by or in any way related to delivery,installation,possession,ownership,use,condition,inspection,removal,return or storage
of the Equipment.You are responsible for the risk of loss or for any destruction of or damage to the Equipment You agree to promptly notify us in writing of any loss or damage.If the Equipment is destroyed
and we have not otherwise agreed in writing,you will pay to us the unpaid balance of this Agreement,including any future rent to the end of the term plus the anticipated purchase price of the Equipment(both
discounted at 2%).Any proceeds of insurance will be paid to us and credited,at our option,against any loss or damage.You authorize us to sign on your behalf and appoint us as your attorney-in-fact to endorse
in your name any insurance drafts or checks issued due to loss or damage to the Equipment All indemnities will survive the expiration or termination of this Agreement
5. ASSIGNMENT:YOU HAVE NO RIGHT TO SELL,TRANSFER,ASSIGN OR SUBLEASE THE EQUIPMENT OR THIS AGREEMENT,without our prior written consent.Without our prior written consent,
you shall not reorganize or merge with any other entity or transfer all or a substantial part of your ownership interests or assets.We may sell,assign,or transfer this Agreement without notice. You agree that if
we sell,assign or transfer this Agreement,our assignee will have the same rights and benefits that we have now and will not have to perform any of our obligations.You agree that our assignee will not be
subject to any claims,defenses,or offsets that you may have against us.You shall cooperate with us in executing any documentation reasonably required by us or our assignee to effectuate any such
assignment This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns.
6. DEFAULT AND REMEDIES:You will be in default if:(a)you do not pay any Payment or other sum due to us or any other person when due or if you fail to perform in accordance with the covenants,terms
and conditions of this Agreement or any other agreement with us or any of our affiliates or any material agreement with any other lender,(b)you make or have made any false statement or misrepresentation to
us,(c)you or any guarantor dies,dissolves or terminates existence,(d)there has been a material adverse change in your or any guarantor's financial,business or operating condition,or(e)any guarantor defaults
under any guaranty for this Agreement If any part of a Payment is more than 5 days late,you agree to pay a late charge of 10%of the Payment which is late or if less,the maximum charge allowed by law.If you
are ever in default,at our option,we can terminate this Agreement and require that you pay the unpaid balance of this Agreement,including any future Payments to the end of the term plus the anticipated
purchase price of the Equipment(both discounted at 2%).We may recover default interest on any unpaid amount at the rate of 12%per year.Concurrently and cumulatively,we may also use any or all of the
remedies available to us under Articles 2A and 9 of the UCC and any other law,including requiring that you:(1)return the Equipment to us to a location we specify;and(2)immediately stop using any Financed
Items. In addition,we will have the right,immediately and without notice or other action,to set-off against any of your liabilities to us any money,including depository account balances,owed by us to you,
whether or not due.In the event of any dispute or enforcement of rights under this Agreement or any related agreement,you agree to pay our reasonable attorney's fees(including any incurred before or at trial,
on appeal or in any other proceeding),actual court costs and any other collection costs,including any collection agency fee. If we have to take possession of the Equipment,you agree to pay the costs of
repossession,moving,storage,repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement YOU AGREE THAT WE WILL NOT BE
RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL,INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT,ACT OR OMISSION BY ANYONE.Any delay or failure to enforce our rights under this
Agreement will not prevent us from enforcing any rights at a later time.You agree that this Agreement is a"Finance Lease"as defined by Article 2A of the UCC and your rights and remedies are governed
exclusively by this Agreement You waive all rights under sections 2A-508 through 522 of the UCC.If interest is charged or collected in excess of the maximum lawful rate,we will refund such excess to you,
which will be your sole remedy.
7. SECURITY DEPOSIT:You will pay any security deposit on the date you sign this Agreement;you grant us a security interest in the security deposit.In the event this Agreement is not fully completed or is in
default,the security deposit will be retained by us to compensate us for our processing and other expenses.The security deposit is non-interest-bearing,and it or a part may be applied by us to satisfy any
amount owed to us by you,in which event you will promptly restore the security deposit to its full amount If you fully comply with all conditions herein and you have never been in default of this Agreement,the
security deposit will be refunded to you after the return of the Equipment in accordance with paragraph 3 or when we are fully paid.
8. INSPECTIONS AND REPORTS:We will have the right,at any reasonable time,to inspect the Equipment and any documents relating to its use,maintenance and repair.Within 30 days after our request,
you will deliver all requested information(including tax returns)which we deem reasonably necessary to determine your current financial condition and faithful performance of the terms hereof.This may include:
(i)compiled,reviewed or audited annual financial statements(including,without limitation,a balance sheet,a statement of income,a statement of cash flow,a statement of changes in equity and notes to financial
statements)within 120 days after your fiscal year end,and(i)management-prepared interim financial statements within 45 days after the requested reporting period(s).Annual statements shall set forth the
corresponding figures for the prior fiscal year in comparative form,all in reasonable detail without any qualification or exception deemed material by us.Unless otherwise accepted by us,each financial statement
submitted to us shall be prepared in accordance with generally accepted accounting principles consistently applied and shall fairly and accurately present your financial condition and results of operations for the
period to which itpertains.
9. USA PATRIOT ACT NOTICE; FAXED OR SCANNED DOCUMENTS;MISC.:To help the government fight the funding of terrorism and money laundering activities,federal law requires all financial
institutions to obtain,verify,and record information that identifies each customer who opens an account.When you enter in to a transaction with us,we ask for your business name,address and otherinformation
that will allow us to identify you.We may also ask to see other documents that substantiate your business identity.You agree to submit the original duly-signed documents with the security deposit to us via
overnight courier the same day of the facsimile or scanned transmission of the documents. Any faxed or scanned copy may be considered the original,and you waive the right to challenge in court the authenticity
or binding effect of any faxed or scanned copy or signature thereon.You agree to execute any further documents that we may request to carry out the intents and purposes of this Agreement.All notices shall be
mailed or delivered by facsimile transmission or overnight courier to the respective parties at the addresses shown on this Agreement or such other address as a party may provide in writing from time to time. By
providing any telephone number,now or in the future,for a cell phone or other wireless device,you are expressly consenting to receiving communications,regardless of their purpose,at that number, including,
but not limited to,prerecorded or artificial voice message calls,text messages,and calls made by an automatic dialing system from us and our agents.These calls and messages may incur access fees from your
provider.
10. WARRANTY DISCLAIMERS: YOU AGREE THAT YOU HAVE SELECTED THE SUPPLIER AND EACH ITEM OF EQUIPMENT BASED UPON YOUR OWN JUDGMENT AND YOU DISCLAIM ANY
RELIANCE UPON ANY STATEMENTS OR REPRESENTATIONS MADE BY US.WE DO NOT TAKE RESPONSIBILITY FOR THE INSTALLATION OR PERFORMANCE OF THE EQUIPMENT.THE
SUPPLIER IS NOT AN AGENT OF OURS AND WE ARE NOT AN AGENT OF THE SUPPLIER,AND NOTHING THE SUPPLIER STATES OR DOES CAN AFFECT YOUR OBLIGATION UNDER THIS
AGREEMENT. YOU WILL CONTINUE TO MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAIM OR COMPLAINT AGAINST ANY SUPPLIER, LICENSOR OR
MANUFACTURER, AND ANY FAILURE OF A SERVICE PROVIDER TO PROVIDE SERVICES WILL NOT EXCUSE YOUR OBLIGATIONS TO US UNDER THIS AGREEMENT. WE MAKE NO
WARRANTIES, EXPRESS OR IMPLIED, OF, AND TAKE ABSOLUTELY NO RESPONSIBILITY FOR, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, CONDITION, QUALITY,
ADEQUACY,TITLE, DATA ACCURACY, SYSTEM INTEGRATION, FUNCTION, DEFECTS, OR ANY OTHER ISSUE IN REGARD TO THE EQUIPMENT,ANY ASSOCIATED SOFTWARE AND ANY
FINANCED ITEMS.
11. LAW,JURY WAIVER:Agreements,promises and commitments made by us,concerning loans and other credit extensions must be in writing,express consideration and be signed by us to be
enforceable.This Agreement may be modified only by written agreement and not by course of performance. This Agreement will be governed by and construed in accordance with Minnesota law. You consent
to jurisdiction and venue of any state or federal court in Minnesota and waive the defense of inconvenient forum.For any action arising out of or relating to this Agreement or the Equipment,YOU AND WE
WAIVE ALL RIGHTS TO A TRIAL BYJURY.
12. MAINTENANCE,SUPPLIES AND SERVICES:You agree to pay the Payments under this Agreement and any supplements thereto,which may include charges for supplies("Supplies")and maintenance
and warranty services(collectively,the°Services")to be furnished by the supplier to you for use with the Equipment You agree that we are not a manufacturer or supplier of the Supplies or Services and you will
look only to the supplier for the furnishing of the Supplies and the performance of the Services.You further agree that your obligations under this Agreement are unconditional,notwithstanding any breach by the
supplier of any obligation to you to furnish the Supplies or to provide the Services.
13. COST ADJUSTMENTS: At the end of the first 12 months after the start of this Agreement,and once each successive 12-month period thereafter,the supplier may increase the Services and Supplies
portion of the Payments by up to a maximum of 15%of the then-existing charge.
11023 REV 06115 Page 2 of 2 CAD CUSTOMER INITIALS:71)e____
E10
SCHE E "A"
bank.
APPLICATION # AGREEMENT #
EQUIPMENT FINANCE 2055949
This Schedule"A" is to be attached to and become part of Agreement#2055949 dated IA\Z.L0 : by and
between the undersigned as Customer and U.S. Bank Equipment Finance, a division of U.S. Bank ational Association
("U.S. Bank Equipment Finance") as Lessor/Secured Party.
SUPPLIER-EQUIPMENT DESCRIPTION MODEL NO. SERIAL NO.
SUPPLIER: PHYSIO CONTROL INC
11811 WILLOWS RD NE
REDMOND,WA 98073
LUCAS 2.2 Chest Compression System
INCLUDES BASE UNIT WITH BACK PLATE,
99576-000024 CARRYING BAG,TWO(2) PATIENT STRAPS,
STABILIZATION STRAP, 3 SUCTION CUPS, 1 35.00
RECHARGEABLE BATTERY,AND INSTRUCTIONS
FOR USE WITH EACH DEVICE.
11576-000039 LUCAS 2 Battery-Rechargeable Lithium Polymer (LiPo) 70.00
11576-000055 LUCAS 2 Power Supply Cord 35.00
11576-000060 LUCAS 2 Stand-alone Battery Charger 35.00
together with all replacements,parts,repairs,additions,and accessions incorporated therein or attached thereto and any and all proceeds of the foregoing,including,without limitation,insurance recoveries.
•
ATTEST
DWIGHT E. BROCK, CLERK A)proved as and legality
BY: I / ' ' '
Attest as to Chairman's; 1 Scott R.Teach,Deputy County Attorney
signature only. . \).
A
CUSTOMER ACCEPTANCE
This Schedule"A"is hereby verified as correct by the undersigned Customer, f agrees
�t - -/m f_ ereof.
/�/� P C,�navt"vw��n
COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS ,
DATED CUSTOMER SIGNATURE TITLE
NOTE:SIGNER OF THIS DOCUMENT MUST BE SAME AS ON THE AGREEMENT.A FACSIMILE OF THIS DOCUMENT WITH SIGNATURE SHALL BE CONSIDERED
TO BE AN ORIGINAL. CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT,UNLESS SPECIFICALLY STATED OTHERWISE.
SCHA REV10/11
16 E10
arlbanko STATE AND LOCAL
GOVERNMENT ADDENDUM
EQUIPMENT FINANCE AGREEMENT #
2055949
Addendum to Agreement#2055949 dated4k12.i kb, between Collier County Board of County Commissioners, as Customer
and U.S.Bank Equipment Finance, a division of U.S. Bank National Association("U.S. Bank Equipment Finance"), as Lessor.
The parties wish to amend the above-referenced Agreement by adding the following language:
REPRESENTATIONS AND WARRANTIES OF CUSTOMER: You hereby represent and warrant to us that: (a) you have
been duly authorized by the Constitution and laws of the applicable jurisdiction and by a resolution or other authority of your
governing body to execute and deliver this Agreement and to carry out your obligations hereunder; (b) all legal requirements
have been met, and procedures have been followed, including public bidding, in order to ensure the enforceability of this
Agreement; (c)this Agreement is in compliance with all laws applicable to you, including any debt limitations or limitations on
interest rates or finance charges; (d) the Equipment will be used by you only for essential governmental or proprietary
functions of you consistent with the scope of your authority, will not be used in a trade or business of any person or entity, by
the federal government or for any personal, family or household use, and your need for the Equipment is not expected to
diminish during the term of this Agreement; (e) you have funds available to pay contracted Payments until the end of your
current appropriation period,and you intend to request funds to make contracted Payments in each appropriation period, from
now until the end of the term of this Agreement;and(f)your exact legal name is as set forth on page one of this Agreement.
NON-APPROPRIATION OR RENEWAL: If either sufficient funds are not appropriated to make contracted Payments or any
other amounts due under this Agreement or (to the extent required by applicable law) this Agreement is not renewed, this
Agreement shall terminate and you shall not be obligated to make contracted Payments under the Agreement beyond the
then-current fiscal year for which funds have been appropriated. Upon such an event, you shall, no later than the end of the
fiscal year for which contracted Payments have been appropriated, deliver possession of the Equipment to us. If you fail to
deliver possession of the Equipment to us,the termination shall nevertheless be effective but you shall be responsible, to the
extent permitted by law and legally available funds, for the payment of damages in an amount equal to the portion of
contracted Payments thereafter coming due that is attributable to the number of days after the termination during which you
fail to deliver possession and for any other loss suffered by us as a result of your failure to deliver possession as required.
You shall notify us in writing within seven days after your failure to appropriate funds sufficient for the payment of the
contracted Payments or(to the extent required by applicable law) this Agreement is not renewed, but failure to provide such
notice shall not operate to extend the Agreement term or result in any liability to you.
TITLE TO THE EQUIPMENT: If the selected purchase option for this Agreement is $1.00 or $101.00, unless otherwise
required by law, upon your acceptance of the Equipment, tine to the Equipment shall be in your name, subject to our interest
under this Agreement.
The parties wish to amend the above-referenced Agreement by restating the following language:
Any provision in the Agreement stating this Agreement supersedes any invoice and/or purchase order is hereby amended and
restated as follows: "You agree that the terms and conditions of the Agreement and any supplement or schedule thereto and
any related acceptance certificate constitutes the entire agreement regarding the financing or lease of the Equipment and
supersedes any purchase order, invoice, request for proposal or other related document."
Any provision in the Agreement stating that the Agreement shall automatically renew unless the Equipment is purchased,
returned or a notice requirement is satisfied is hereby amended and restated as follows: "This Agreement will renew for
month-to-month terms unless you purchase or return the Equipment (according to the conditions herein) or send us written
notice at least 30 days(before the end of any term)that you do not want it renewed."
Any provision in the Agreement stating that we may assign this Agreement is hereby amended and restated as follows: "We
may sell,assign,or transfer this Agreement with notice to you."
10162 REV 03/16 Page 1 of 3GC)
16 E 1 0
Any provision in the Agreement stating that you grant us a security interest in the Equipment to secure all amounts owed to us
under any agreement is hereby amended and restated as follows: "To the extent permitted by law, you grant us a security
interest in the Equipment to secure all amounts you owe us under this Agreement, and you authorize us to file a UCC-1
financing statement or be named on the vehicle title to show our interest."
Any provision in the Agreement stating that you shall indemnify and hold us harmless is hereby amended and restated as
follows: "You shall not be required to indemnify or hold us harmless against liabilities arising from the Agreement. However,
as between you and us,and to the extent permitted by law and legally available funds,you shall bear the risk of loss for, shall
pay directly,and shall defend against any and all claims, liabilities, proceedings, actions,expenses,damages or losses arising
under or related to the Equipment, including, but not limited to, the possession, ownership, lease, use or operation thereof,
except that you shall not bear the risk of loss of, nor pay for, any claims, liabilities, proceedings, actions,expenses, damages
or losses that arise directly from events occurring after you have surrendered possession of the Equipment in accordance with
the terms of the Agreement to us or that arise directly from our gross negligence or willful misconduct. Indemnification by the
Customer is subject to the limitation set forth in Section 768.25, Fla.Stat."
Any provision in the Agreement stating that a default by you under any agreement with our affiliates or other lenders shall be
an event of default under the Agreement is hereby amended and restated as follows: "You will be in default if: (i) you do not
pay any Payment or other sum due to us under the Agreement when due or if you fail to perform in accordance with the
covenants, terms and conditions of this Agreement, (ii) you make or have made any false statement or misrepresentation to
us, (iii) you dissolve, terminate your existence or file bankruptcy, or (iv) there has been a material adverse change in your
financial, business or operating condition."
Any provision in the Agreement stating that you shall pay our attorneys'fees is hereby amended and restated as follows: "In
the event of any dispute or enforcement of rights under this Agreement or any related agreement, the non-prevailing party
shall pay, to the extent permitted by law and to the extent of legally available funds, the prevailing party's reasonable
attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any
other collection costs, including any collection agency fee."
Any provision in the Agreement requiring you to pay amounts due under the Agreement upon the occurrence of a default,
failure to appropriate funds or failure to renew the Agreement is hereby amended to limit such requirement to the extent
permitted by law and legally available funds.
Any provision in the Agreement stating that the Agreement is governed by a particular state's laws and you consent to such
jurisdiction and venue is hereby amended and restated as follows: "This Agreement will be governed by and construed in
accordance with the laws of Florida. You consent to jurisdiction and venue of any state or federal court in Collier County,
Florida."
The parties wish to amend the above-referenced Agreement as follows:
Paragraph 2: RENT,TAXES AND FEES:
Sentence 2 has been modified to read as follows:
"The base Payment will be adjusted proportionately upward or downward: (1) if the shipping charges or taxes differ from the
estimate given to you; (2) to comply with the tax laws of the state in which the Equipment is located; and/or (3) if a down
payment or deposit is deducted."
The following sentence has been added to this paragraph:
"Payments are made upon receipt of a proper invoice and any applicable interest shall be in compliance with Section 218.70
Fla. Stat., otherwise known as the"Local Government Prompt Payment Act". Customer, as a political subdivision of the State
of Florida, is exempt from the payment of Florida sales tax to its vendors under Chapter 212, Florida Statutes, Certificate of
Exemption#85-8015966531C-1."
Page 2 of 3 45)
NOTE: SIGNER OF THIS DOCUMENT MUST BE SAME AS ON THE AGREEMENT. A FACSIMILE OF THIS DOCUMENT WITH SIGNATURE SHALL BE CONSIDERED
TO BE AN ORIGINAL. CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT,UNLESS SPECIFICALLY STATED OTHERWISE.
10162 REV 03/16
16E10
Paragraph 4: COLLATERAL PROTECTION; INSURANCE; INDEMNITY; LOSS OR DAMAGE:
The following sentence has been added after sentence 8:
"As permitted by law, indemnification by the Customer is subject to the limitation set forth in Section 768.28, Fla.Stat."
The 2nd to last sentence,as stated, has been removed in its entirety:
"You authorize us to sign on your behalf and appoint us as your attorney-in-fact to endorse in your name any insurance drafts
or checks issued due to loss or damage to the Equipment."
Paragraph 6: DEFAULT AND REMEDIES:
Sentence 2,as stated, has been removed in its entirety:
"If any part of a Payment is more than 5 days late, you agree to pay a late charge of 10%of the payment which is late or if
less,the maximum charge allowed by law."
Sentence 3 has been modified to read as follows:
"If you are ever in default,at our option,we can terminate this Agreement and require that you pay all unpaid Payments to the
end of your then-current budget year,to the extent appropriated,discounted at 2%."
Sentence 4,as stated, has been removed in its entirety:
"We may recover default interest on any unpaid amount at the rate of 12%per year."
Sentence 6, as stated,has been removed in its entirety:
"In addition,we will have the right, immediately and without notice or other action,to set-off against any of your liabilities to us
any money,including depository account balances,owed by us to you,whether or notdue."
Paragraph 7: SECURITY DEPOSIT:
This paragraph has been removed in its entirety.
Paragraph 13: COST ADJUSTMENTS:
This paragraph has been removed in its entirety.
The Agreement is subject to compliance with Florida Public Records Act, Chapter 119, Fla.Stat.,including specifically those
contractual requirements at F.S. 119.0701(2)(a)-(d)and(3).
By signing this Addendum, Customer acknowledges the above changes to the Agreement and authorizes Lessor to make such
changes. In the event of any conflict between this Addendum and the Agreement, this Addendum shall prevail. In all other respects,
the terms and conditions of the Agreement remain in full force and effect and remain binding on Customer.
U.S.Bank Equipment Finance Collier e• ntv Board of oupty Commissioners
Lessor { Custom'
- ,'2L` At X
Signature Signature'
Q.e_LS)g)iewtA:—beC, zi)e/i 4-\\-23...\ „
Date Title Date
ATTEST •Vroved as to, orm and legality
. IGHT E. BROCK,.CLE,RK •
•
•
"f
BY: --`; A - V , SCM
�'.Teach,Deputy County Attorney
�
Attest as to Chairman's
signature only. Page3of3 (D°
NOTE: SIGNER OF THIS DOCUMENT MUST BE SAME AS ON THE AGREEMENT. A FACSIMILE OF THIS DOCUMENT WITH SIGNATURE SHALL BE CONSIDERED
TO BE AN ORIGINAL. CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT,UNLESS SPECIFICALLY STATED OTHERWISE.
10162 REV 03)16
16 E 1 0
EML ]baflk® AMENDMENT TO START DATE
AGREEMENT #
EQUIPMENT FINANCE 2055949
This Amendment is to be attached to and become part of Agreement#2055949, between the undersigned as Customer
and U.S. Bank Equipment Finance, a division of U.S. Bank National Association as Lessor/Secured Party. The words you
and your refer to Customer. The words we, us and our refer to Lessor/Secured Party. If any terms hereof are inconsistent
with the terms of the Agreement,the terms hereof shall prevail.
The parties wish to amend the above-referenced Agreement as set forth below in the box marked with an"X":
The term of this Agreement shall start on the date that we receive the first signed delivery and
acceptance certificate for the Equipment that is the subject of this Agreement.
The term of this Agreement shall start on
X The term of this Agreement shall start on the booking date of this Agreement.
Except as amended herein,all other terms of the Agreement remain in full force and effect.
ACKNOWLEDGED AND AGREED:
COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS
Customer
s
X
Signature
G.\c'a `cYrNr4k1 z.lo\�t�
Title Date
era° roved as to form and legality
ATTEST., .J,..,
C4fi E. BROC E, CLERK
Scott R.Teach,Deputy County Attorney
PF
Attest as to Chairman's''
signature only.
NOTE:SIGNER OF THIS DOCUMENT MUST BE SAME AS ON THE AGREEMENT.A FACSIMILE OF THIS DOCUMENT WITH SIGNATURE
SHALL BE CONSIDERED TO BE AN ORIGINAL.CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT,UNLE - /
SPECIFICALLY STATED OTHERWISE.
11025 08/15
IÔE1O ..
bank PROPERTY TAX AND
AMOUNT FINANCED ADDENDUM
EQUIPMENT FINANCE AGREEMENT #
2055949
Addendum to Agreement# 2055949, between COLLIER COUNTY, as Customer and U.S. Bank Equipment Finance, a
division of U.S. Bank National Association ("U.S. Bank Equipment Finance"), as Lessor. The words you and your refer to
Customer. The words we, us and our refer to Lessor.
The parties wish to amend the above-referenced Agreement by adding the following language:
The Equipment, which is subject to this Agreement MAY BE located in a jurisdiction which imposes property tax.
Notwithstanding anything to the contrary in this Agreement, this Agreement shall be deemed to be a conditional
sales contract and we are not and shall not be deemed to be the owner of the Equipment for any purpose.
Therefore, we shall not be liable for personal property taxes assessed against the Equipment and shall not report
the Equipment to the applicable taxing authorities. As owner, you shall report and remit directly to the
applicable taxing authorities any and all personal property taxes assessed against the Equipment, in
accordance with applicable law, and shall maintain proof of payment. Please check with the appropriate taxing
authority for specific requirements or information. This notice has been provided to help ensure that your
transaction is processed in the most timely and accurate manner.
Equipment Cost $466,158.00
Sales Tax $
Total Amount Financed $466,158.00
By signing this Addendum, Customer acknowledges the above changes to the Agreement and authorizes Lessor to make
such changes. In the event of any conflict between this Addendum and the Agreement, this Addendum shall prevail. In
all other respects, the terms and conditions of the Agreement remain in full force and effect and remain binding on
Customer.
U.S. Bank Equipment Finance COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS
Lessor Customer
L`),c A heti X
Signature�� =/ Signature
4ALSAefrja,c -1/10-K .4/41)//C"
Title Datet
Title It a �t.`�A\YM"rL0.� Date �\23AkLc
ATTEST
qopro ed as to and legality
IC+IT E. BROCK, 0 RK
AA
ale
•
BY: � � .,� c 'oo
R.Teach,Deputy County Attorney
Attest as to Chairman's
signature only. 0
NOTE:SIGNER OF THIS DOCUMENT MUST BE SAME AS ON THE AGREEMENT.A FACSIMILE OF THIS DOCUMENT WITH SIGNATURE SHALL BE CONSIDERED
TO BEAN ORIGINAL.CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT,UNLESS SPECIFICALLY STATED OTHERWISE.
11044 REV 10/15
16E10
Ulbbank. SALES TAX EXEMPTION
CERTIFICATE REQUEST
AGREEMENT #
EQUIPMENT FINANCE 2055949
**** IF APPLICABLE ****
PLEASE ATTACH YOUR SALES TAX
EXEMPTION CERTIFICATE ALONG
WITH THE SIGNED DOCUMENTS.
10188 REV01/12
_ lbos/os/>_z
FLORIDA DR-14 •
Consumer's Certificate of Exemption R.04/11
t•-.7
RT IN Issued Pursuant to Chapter 212, Florida Statutes
OF REVENUE
85-8015966531C-1 " 10/31/2012 10/31/2017 .1
Certificate Number Effective Date Expiration Date "47� t''•: a"
`'g�;:� ��.::.v..,:;>:::::� ;�• �,, ..fes:••.,
This certifies that k> ' .:<=_. '•; V::r},,r^t::
COLLIER COUNTY B CC
3299 TAMIAMI TRL E STE 403
i.;}:2::}:; '._yri;• .r;;�}:.f`f:f�t`:.:�a: ::5�}•'x�:S jF�<:
NAPLES FL 34112-5746 >�>t:z{:.::,.:,Y::>::': M'"=�.:�:::.•`•:'•::':.;.
•tt•''•' �>•:�':ti:`.`rf%::i'::\i i`i;i:: .'?F vii:Y:ii.:Ci:}.'.:.Cry'
T.t.s�:';�'.G$:'•:,.at�},:<::'ikv`.:<3,•F:i�iiti5',.Ay(':,• '::i-.j�::'ff:3!J?i
:J���t:T�f.'�iy'•i,...\:5 } h•;e.e •: Pt:ti:'fi,$f;�Ifri'� s`'i�t: j
•
is exempt from the payment of Florida sales and use tax on real property rented, transient rentalPopertfr •rented, tangible
personal property purchased or rented, or services purchased.
FLORIDA DR-14
Important Information for Exempt Organizations R.04/11
DEPARTMENT
OF REVENUE
J�J
1. You must provide all vendors and suppliers with an exemption certificate before making tax-exempt purchases.
See Rule 12A-1.038, Florida Administrative Code(F.A.C.).
2. Your Consumer's Certificate of Exemption is to be used solely by your organization for your organization's
customary nonprofit activities.
3. Purchases made by an individual on behalf of the organization are taxable, even if the individual will be
reimbursed by the organization.
4. This exemption applies only to purchases your organization makes. The sale or lease to others of tangible
personal property,sleeping accommodations, or other real property is taxable. Your organization must register,
and collect and remit sales and use tax on such taxable transactions. Note: Churches are exempt from this
requirement except when they are the lessor of real property(Rule 12A-1.070, F.A.C.).
5. It is a criminal offense to fraudulently present this certificate to evade the payment of sales tax. Under no
circumstances should this certificate be used for the personal benefit of any individual. Violators will be liable for
payment of the sales tax plus a penalty of 200% of the tax, and may be subject to conviction of a third-degree
felony. Any violation will require the revocation of this certificate.
6. If you have questions regarding your exemption certificate, please contact the Exemption Unit of Account
Management at 800-352-3671. From the available options, select"Registration of Taxes,"then "Registration
Information,"and finally"Exemption Certificates and Nonprofit Entities." The mailing address is PO Box 6480,
Tallahassee, FL 32314-6480.
U
AUTHO
RIZA OR
bank AUTOMATIC PAYMENTS
AGREEMENT #
EQUIPMENT FINANCE 2055949
1. COLLIER COUNTY ("Customer") hereby authorizes and requests U.S. Bank Equipment Finance, a division of U.S. Bank National
Association ('U.S. Bank Equipment Finance') ("Lessor/Secured Party") or its assigns (the"Bank") to initiate debit entries ("withdrawals") from
the account indicated below and to transfer the withdrawn funds in accordance with the following instructions. Please note that your bank
statement will reference U.S.Bank Equipment Finance as the drawer of your payments.
2.The withdrawals shall be made from:
El Checking E Savings
Bank Name:
City: State: Zip:
Account Number: ABA No.:
Obtain this number from your bank
ON A SEPARATE PAGE, PLEASE PROVIDE A VOIDED CHECK COPY FOR ACCOUNT VERIFICATION.
3. The withdrawn funds shall be transferred to Bank for application to all lease, loan or other obligations of Customer to Bank ("the
Transaction(s)").
4. The amount of each withdrawal shall be an amount equal to each scheduled payment periodically due on the Transaction(s), plus any
applicable taxes and other amounts due and owing in connection with the Transaction(s)at the time of such withdrawal.
5. Withdrawals shall be made on each payment due date of the Transaction(s) (the "Due Date(s)"). Notwithstanding the foregoing, Customer
acknowledges that Bank will not make a withdrawal of the amount due in connection with any purchase option(s) and that Bank will bill
Customer for such payment.
6. If the Due Date falls on a Saturday, Sunday or legal holiday, withdrawals shall be made on the following business day. If there are
insufficient funds in the account described above to make any preauthorized debit, Bank may refuse to make the automatic debit, in which
case, Customer agrees to separately make payment of the amount then due. Customer agrees to pay all fees on the account resulting from
the automatic debits, including the amount of any resulting overdraft and any overdraft/NSF charges.
7. Customer acknowledges and agrees that Bank may cancel this automatic withdrawal service at any time upon five(5)days written notice to
Customer. Otherwise, this authorization shall remain in full force and effect until Bank has received written notification from Customer that this
authorization is terminated in such time as to afford Bank a reasonable opportunity to act on it. If the approval for the Transaction(s)
required that payments be made by automatic withdrawal, this authorization shall remain in full force and effect for so long as any
amounts remain owing on the Transaction(s)or until Bank gives its prior written consent to a termination hereof.
Please fax or email completed form and voided check to 800-328-9092 or efcustomersupport@usbank.com.
Dated this Z(01A-1 day of YA•t , 20 \b
COLLIER CO TY BOARD OF COUNTY COMMISSIONERS
Cu tomer •ceetsLJaeLIER CO TY BOARD OF CO
Signature �j �
Score .Teach,Deputy County Attorney
Orv:N.\r 14^,\o r\ 4\7-at le)
Title Date
NOTE: A FACStI4 �EtOgrIS'DOCUMENT WITH;,SIGNATURE SHALL BE CONSIDERED TO BE AN ORIGINAL.
10113 REV 11/14 A!
DWIGHT E. BROCK, CLERK
oro
BY: .
Attest as to Chairm 's
signature only.
(MbINSURANCE *6E10
IZATION
bank. AND VERIFICATION
AGREEMENT #
EQUIPMENT FINANCE 2055949
Date: December 28,2015
To: COLLIER COUNTY("Customer") From: U.S. Bank Equipment Finance, a division of U.S. Bank National
8075 LELY CULTURAL PKWY Association, and its successors and assigns("Creditor")
NAPLES, FL 34113 Attn: Insurance Department
1310 Madrid Street
Marshall, MN 56258
TO THE CUSTOMER: In connection with one or more financing arrangements, Creditor requires proof in the form of this
document, executed by both Customer* and Customer's agent, that Customer's insurable interest in the financed equipment (the
"Equipment") meets Creditor's requirements as follows,with coverage including,but not limited to,fire,extended coverage, vandalism,
and theft:
Creditor, AND ITS SUCCESSORS AND ASSIGNS shall be covered as both ADDITIONAL INSURED and LENDER'S LOSS
PAYEE with regard to all equipment financed or leased by policy holder through or from Creditor.
Customer must carry GENERAL LIABILITY(and/or,for vehicles,Automobile Liability)in the amount of no less
than $1,000,000.00.
Customer must carry PROPERTY Insurance (or, for vehicles, Physical Damage Insurance) in an amount no less
than the`Insurable Value' $466,158.00,with deductibles no more than $10,000.00.
*Customer:Please execute this form and return with your document package. Creditor will fax this form to your insurance agency for
endorsement. In lieu of agent endorsement, Customer's agency may submit insurance certificates demonstrating compliance with all
requirements. If fully executed form (or Customer-executed form plus certificates) is not provided within 15 days,we have the right to
purchase such insurance at your expense. Should you have any questions, please contact Insurance Department
at(800)828-8246 Ext. 1513727.
By signing,Customer authorizes the Agent named below: 1)to complete and return this form as indicated;and 2)to endorse
the policy and subsequent renewals to reflect the required coverage as outline. above.
Agency/Agent: COLLIE' I.UNTY BOA-, ) OJ COUNTY COMMISSIONERS
Address: ���� �f�
X By: s.��c-4G.0
Phone/Fax: P'INT NAME: 1jahr\q \ \cx\q
E-Mail: PRINT TITLE:_ C-.\Yt,,�y-\
TO THE AGENT: In lieu of providing a certificate,please execute this form in the space below and promptly fax it to Creditor
at(866)405-8329. This fully endorsed form shall serve as proof that Customer's insurance meets the above requirements.
CANCELLATION: Should any of the above described policies be cancelled before the expiration date thereof, please deliver
notice to U.S. Bank Equipment Finance, a division of U.S. Bank National Association ('U.S. Bank Equipment Finance') in
accordance with the policy provisions. ATTEST
Agent hereby verifies that the above requirements have been met in regard to the E Otilijiiewili e K, CLERK
Print Name Of Agency: JJ r
X }'
Attest as to.Chairman' *
By:X signature-only. ..
(Agent's Signature)
Print Name:X Date: X
Insurable Value: $466,158.00
EQUIPMENT DESCRIPTION FOR AGREEMENT NUMBER:2055949
SEE SCHEDULE A,
WITH ALL REPLACEMENTS, PARTS, REPAIRS, ADDITIONS, ACCESSIONS AND ACCESSORIES INCORPORATED THEREIN OR AFFIXED
OR ATTACHED THERETO AND ANY AND ALL PROCEEDS OF THE FOREGOING, INCLUDING, WITHOUT LIMITATION, INSURANCE
RECOVERIES.
Approved asp fo and legality
10975 REV 12/13 r Ut CAU
16 E 1 0
Office of the County Attorney
Jeffrey A. Klatzkow
&.f>iti0 k '
Deputy County Attorney•Scott R.Teach
Managing Assistant County Attorney•Heidi F.Ashton-Cicko* *Board Certified City,County and Local Government Law
Assistant County Attorneys•Jennifer A.Belpedio Colleen M.Greene Kevin L.Noell Emily R.Pepin Scott A.Stone
April 26,2016
U.S.Bank of Equipment Finance
1310 Madrid Street
Marshall,MN 56258
RE: Agreement#2055949 between U.S. Bank Equipment Finance and COLLIER COUNTY
BOARD OF COUNTY COMMISSIONERS.
Ladies and Gentlemen:
As counsel to the COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS
("Lessee"), in connection with Agreement #2055949, dated April 26, 2016, between
Lessee and U.S. Bank Equipment Finance, a division of U.S. Bank National
Association ("U.S. Bank Equipment Finance"), as Lessor, and any amendment or
addendum thereto, if any (together, the"Agreement"). We have examined the law and
such certified proceedings and other papers as we deem necessary to render this opinion.
Based upon the foregoing,we are of the opinion that,under existing law:
1. Lessee is a public body corporate and politic,duly organized and existing under the
laws of the State, and has a substantial amount of one or more of the following
sovereign powers: (a) the power to tax, (b) the power of eminent domain, and (c)
the police power.
2. Lessee has all requisite power and authority to enter into the Agreement and to
perform its obligations thereunder.
3. All proceedings of Lessee and its governing body relating to the authorization
and approval of the Agreement, the execution thereof and the transactions
contemplated thereby have been conducted in accordance with all applicable
open meeting laws and all other applicable state and federal laws.
4. The Agreement has been duly executed and delivered by Lessee and constitute
legal, valid and binding obligations of Lessee, enforceable against Lessee in
accordance with the terms thereof,except insofar as the enforcement thereof may
be limited by any applicable bankruptcy, insolvency, moratorium,
reorganization or other laws of equitable principles of general application, or of
application to municipalities or political subdivisions such as the Lessee,
affecting remedies or creditors' rights generally, and to the exercise of judicial
discretion in appropriate cases.
5. As of the date hereof,based on such inquiry and investigation as we have deemed
sufficient, no litigation is pending, (or, to our knowledge, threatened) against
3299 East Tamiami Trail,Suite 800 • Naples Florida 34112-5749 • (239)252-8400 • FAX:(239)252-6300
16 E10
Lessee in any court (a) seeking to restrain or enjoin the delivery of the
Agreement; (b) questioning the authority of Lessee to execute the Agreement,
or the validity of the Agreement (c) questioning the constitutionality of any
statute, or the validity of any proceedings, authorizing the execution of the
Agreement; or (d) affecting the provisions made for the payment of or security
for the Agreement.
This opinion may be relied upon by Lessor, its successors and assigns, and any other
legal counsel who provides an opinion with respect to the Agreement.
Very truly yours,
By:
Scott R. Teach
Deputy County Attorney
04-COA-01026/1081
3299 East Tamiami Trail,Suite 800• Naples Florida 34112-4902 • (239)252-8400 • FAX:(239)252-6300