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Home My WebLink AboutC36220 - Equip Lease Agmt b-w DWGR and PNC Equipment Finance Contract No. C36220 CITY OF PALM DESERT STAFF REPORT REQUEST: APPROVE A MASTER EQUIPMENT LEASE-PURCHASE AGREEMENT (CONTRACT NO. C36220) BETWEEN THE DESERT WILLOW GOLF RESORT AND PNC EQUIPMENT FINANCE, LLC FOR TURF STAR, INC., GOLF COURSE MAINTENANCE EQUIPMENT IN THE AMOUNT OF $1,508,484.00 ($301,696.80 PER YEAR) FOR A TERM OF 60 MONTHS SUBMITTED BY: Mark Greenwood, P.E., Director of Public Works APPLICANT: Turf Star, Inc. 79-253 Country Club Drive Bermuda Dunes, CA 92203 DATE: July 13, 2017 CONTENTS: National Intergovernmental Purchasing Alliance Information Master Equipment Lease-Purchase Agreement List of Turf Star, Inc., Equipment List of Trade-In Equipment Recommendation By Minute Motion: 1. Approve a Master Equipment Lease-Purchase Agreement (Contract No. C36220) between the Desert Willow Golf Resort (Desert Willow) and PNC Equipment Finance, LLC (PNC) for Turf Star, Inc., golf course maintenance equipment in the amount of $1,508,484.00 ($301,696.80 per year) for a term of 60 months (includes tax and interest); 2. Authorize the Mayor to sign the Master Equipment Lease-Purchase Agreement; and 3. Declare the list of Trade-In Equipment as surplus and apply the trade-in value of $108,261.00 to the cost of the new equipment. Funds are available in Account No. 5204195-4809100, Golf Course Expenses. Strategic Plan Objective Procuring maintenance equipment does not specifically contribute to the goals of the Strategic Plan. However, on-going maintenance of the Desert Willow golf courses sustains one of the City's premier recreational facilities. By preserving and enhancing this facility, the Staff Report Golf Course Maintenance Equipment for the Desert Willow(Contract No. C36220) Page 2 of 3 July 13, 2017 City furthers its goals of continuing the high quality of life that our residents and visitors expect, and providing recreational and exercise opportunities pervasive in all public spaces. Executive Summary The new lease agreement will provide golf course maintenance equipment for a term of 60 months. The current equipment has provided superior work and warranty performance. The parameters of the lease are as follows: Equipment Cost $ 1,411,575.60 Trade-in Value $ (108,261.00) Tax(7.75%) _ $ 101,006.08 Amount Financed $ 1,404,321.48 Term Monthly Payment (months) Total Cost $ 25,141.40 60 $ 1,508,484.00 Amount Financed $ 1,404,321.48 Interest Cost $ 104,162.52 Total Annual Payments $ 301,696.80 Background The previous four-year lease agreement for golf course maintenance equipment at Desert Willow has expired. In accordance with the terms of that lease agreement, at the end of the term Desert Willow purchased the existing equipment for $1, and is now using the trade-in value as part of the negotiation for the new equipment. Desert Willow is a nationally recognized golf destination that accommodates more than 80,000 rounds of golf per fiscal year, bringing in more than $6,000,000 in gross green fee revenues for both courses. The purpose of the lease agreement is to provide Desert Willow with equipment to maintain the approximately 215 acres of grounds. The high volume of golf rounds requires constant maintenance and course repair. If the greens and fairways are not properly cared for, play will be adversely affected. The City would like to enter into a lease agreement with PNC for the Turf Star, Inc., equipment through the National Intergovernmental Purchasing Alliance (National IPA) program. National IPA is a cooperative purchasing organization, established through a collaborative effort of public agencies across the United States with the specific purpose of reducing procurement costs by leveraging group volume. The program is similar to the California Multiple Award Schedule (CMAS), which is a state program allowing public agencies to procure goads or services at prices that have been assessed to be fair, reasonable, and competitive. Public Contract Code Sections 10290 et seq. and 12101.5 include approval for local government agencies to use CMAS. Staff Report Golf Course Maintenance Equipment for the Desert Willow (Contract No. C36220) Page 3 of 3 July 13, 2017 National IPA aggregates purchasing volume of participating agencies in order to receive larger volume discounts from suppliers. Master agreements are publicly solicited and awarded through a request for proposals process, and held by a principal procurement agency. National IPA serves as a government cooperative purchasing organization for agencies nationwide. Under the provisions set forth in the City of Palm Desert Municipal Code, section 3.30.260 Other governmental agencies, the City is allowed to participate in the National IPA program. The City of Palm Desert would utilize the competitively solicited and ultimate award by the City of Mesa, Arizona, the principal procurement agency, for the purposes of entering into the lease agreement. Turf Star, Inc., provided three financing bids and Kemper Sports, in consultation with the City's Finance Department, has chosen PNC based on the lowest cost, straight 60-month bid. Staff recommends approval of the lease agreement between Desert Willow and PNC for the lease of golf course maintenance equipment for a term of 60 months. Desert Willow and Finance Department staffs have thoroughly reviewed the proposed terms of the lease agreement. The terms are reasonable, and the proposed costs are in accordance with the previous agreement and current market conditions. The Finance Department and the City Attorney have determined that the National IPA program meets the provisions set forth in the City of Palm Desert Municipal Code and Purchasing Policy. Fiscal Analysis The total net principal cost for the equipment is $1,404,321.48, which will be financed through a municipal lease at a monthly lease payment of $25,141.40, or $301,696.80 per year. This results in an overall/inclusive cost for the equipment for the 60-month lease term of $1,513,220.40. Dep e t ead: Mark G e nwood, P. . Director o Public Works an t Moore, Dire or of Finance Approval: La 4 lyaian, City Manager /bl NATIO\ALPPA Grounds Maintenance Equipment, Parts,Accessories,Supplies, Related Services and Equipment Executive Summary Lead Agency: City of Mesa,AZ Solicitation: RFP#2017025 RFP Issued: October 25,2016 Pre-Proposal Date: November 15,2016 Response Due Date: December 14,2016 Proposals Received:3 Awarded to: Thlio, The City of Mesa,AZ Purchasing Division issued RFP#2017025 on October 25, 2016,to establish a national cooperative contract for Grounds Maintenance Equipment,Parts,Accessories,Supplies,Related Services and Equipment. The solicitation included cooperative purchasing language in the Scope of Work,#2 National Contract: NATIONAL CONTRACT:The City of Mesa, as the Principal Procurement Agency, as defined in Attachment D, has partnered with the National Intergovernmental Purchasing Alliance Company("National IPA)to make the resultant contract(also known as the"Master Agreement"in materials distributed by National IPA)from this solicitation available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit ("Public Agencies"),through National IPA's cooperative purchasing program.The City of Mesa is acting as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with National IPA as a Participating Public Agency in National IPA's cooperative purchasing program.Attachment D contains additional information an National IPA and the cooperative purchasing agreement. Page 1 of 2 Notice of the solicitation was sent to potential offerors, as well as advertised in the following: • City of Mesa,AZ website • National IPA website • USA Today, nationwide • Arizona Business Gazette,AZ • San Bernardino;Sun,CA • Honolulu Star-Advertiser, HI • The Advocate—New Orleans,LA • New Jersey Herald, NJ • Times Union, NY • Daily Journal of Commerce,OR • The State,SC • Houston Community Newspapers, Cy Creek Mirror,TX • Deseret News,UT • Richmond Times,VA • Seattle Daily Journal of Commerce,WA • The Herald News, IL On December 14, 2016 proposals were received from the following offerors: • Jacobsen Textron Company • Harper Industries, Inc • The Toro Company The proposals were evaluated by an evaluation committee. Using the evaluation criteria established in the RFP, the committee elected to enter into negotiations with the Toro Company.The City of Mesa,AZ, National IPA and the Toro Company successfully negotiated a contract and the City of Mesa,AZ executed the agreement with a contract effective date of April 1, 2017. Contract includes: Sports Fields and Grounds Equipment,Golf Course Maintenance Equipment,Related Equipment Parts, Used Equipment and Balance of Line to include:Golf Irrigation, Residential Commercial Irrigation, Landscape Contractor,Site Works Systems and Boss Snow Removal.Equipment Lines. Value Added Services:Used Equipment, Financing Options and Smart Value Program volume incentive program. Term: Five year agreement beginning April 1, 2017 and ending March 31, 2022.Two(2)annual renewals are available through March 31, 2024. Pricing/Discount: Discount off Toro MSRP.Serviced and supported by local Toro distributors/dealers. National IPA Web Landing Pages:www.nationalipa.org/Vendors/Pages/TheToroCompany.aspx Page 2 of 2 Contract No. C36220 B05 MASTER EQUIPMENT LEASE—PURCHASE AGREEMENT Dated as of June 21, 2017 This Master Equipment Lease-Purchase Agreement (this "Master Lease") is made and entered into by and between PNC Equipment Finance,LLC ("Lessor") and the Lessee identified below("Lessee"). Lessee: City of Palm Desert 1. Lease of Equipment. Subject to the terms and conditions of this Master Lease, Lessor agrees to sell, transfer and lease to Lessee, and Lessee agrees to acquire, purchase and lease from Lessor, all Equipment described in each Schedule signed from time to time by Lessee and Lessor. Each Schedule signed and delivered by Lessor and Lessee pursuant to this Master Lease shall constitute a separate and independent lease and installment purchase of the Equipment therein described. This Master Lease is not a commitment.by Lessor or Lessee to enter into any Lease not currently in existence, and nothing in this Master Lease shall be construed to impose any obligation upon Lessor or Lessee to enter into any proposed Lease, it being understood that whether Lessor or Lessee enter into any proposed Lease shall be a decision solely within their respective discretion. 2. CERTAIN DEFINITIONS. All terms defined in the Lease are equally applicable to both the singular and plural form of such terms. (a) "Equipment"means the property described in each Schedule, together with all attachments, additions, accessions, parts, repairs, improvements, replacements and substitutions thereto. (b) "Lease"means each Schedule and the terms and conditions of this Master Lease incorporated therein. (c) "Lien" means any security interest, lien, mortgage, pledge, encumbrance, judgment, execution, attachment, warrant, writ, levy, other judicial process or, claim of any nature whatsoever by or of any person. (d) "Schedule" means each Lease Schedule signed and delivered by Lessee and Lessor,together with all addenda,riders,attachments,certificates and exhibits thereto, as the same may from time to time be amended, modified or supplemented and, in the case of a Tax-Exempt Lease, in substantially the form attached to this Master Lease as Lease Schedule A or, in the case of a Taxable Lease, under which Lessee finances its acquisition and installment purchase of the related Equipment during the term of such Lease on anon-federally tax- exempt basis, in substantially the form attached to this Master Lease as Lease Schedule B or, in the case of a Taxable Lease under which Lessee rents the use of the Equipment for the term of the Lease subject to Lessee's right to exercise its option to purchase such Equipment for its fair market value, in substantially the form attached to this Master Lease as Lease Schedule C. (e) "Taxable Lease" means a Lease that is not a Tax-Exempt Lease. (f) "Tax- Exempt Lease"means a Lease for which the interest component of Rent Payments is excludible from gross income of the owner or owners thereof for federal income tax purposes. 3. LEASE TERM. The term of each Lease ("Lease Term") commences on, and interest accrues from, the date identified in the related Schedule as the Commencement Date and, unless earlier terminated as expressly provided in the Lease, continues until Lessee's payment and performance in full of all of Lessee's obligations under such Lease. Contract No.C36220 4. RENT PAYMENTS. 4.1. For each Lease,Lessee agrees to pay to Lessor the rent payments ("Rent Payments")in the amounts and on the dates set forth in the Payment Schedule A-J attached to the Schedule (a "Payment Schedule"). A portion of each Rent Payment under a Tax-Exempt Lease is paid as and represents the payment of interest as set forth in the applicable Payment Schedule. Rent Payments under each Lease are payable out of the general and other funds of Lessee that are legally available therefor ("Legally Available Funds") in U.S. dollars, without notice or demand, at the office of Lessor identified below(or such other place as Lessor may designate from time to time in writing). 4.2. EXCEPT AS SPECIFICALLY PROVIDED IN SECTION 6 HEREOF, LESSEE'S OBLIGATION TO PAY RENT PAYMENTS UNDER EACH LEASE SHALL BE ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS AND SHALL NOT BE SUBJECT TO ANY SETOFF, DEFENSE, COUNTERCLAIM, ABATEMENT OR RECOUPMENT FOR ANY REASON WHATSOEVER, INCLUDING (WITHOUT LIMITATION) BY REASON OF EQUIPMENT FAILURE, DISPUTES WITH THE VENDOR(S) OR MANUFACTURER(S)OF THE EQUIPMENT OR LESSOR,ACCIDENT OR ANY UNFORESEEN CIRCUMSTANCES. 4.3. Lessor and Lessee understand and intend that the obligation of Lessee to pay Rent Payments under each Lease shall constitute a current expense of Lessee and shall not in any way be construed to be a debt of Lessee in contravention of any applicable constitutional or statutory limitations or requirements concerning the creation of indebtedness by Lessee, nor shall anything contained in any Lease constitute a pledge of the full faith and credit or taxing power of Lessee. 4.4. If Lessor receives any Rent Payment from Lessee after its due date, Lessee shall pay Lessor on demand from Legally Available Funds as a late charge 5%of such overdue amount, limited,however,to the maximum amount allowed by law. 5. DELIVERY;ACCEPTANCE;FUNDING CONDITIONS. 5.1. Lessee shall, at its sole expense, arrange for the transportation, delivery and installation of all Equipment to the location specified in the Schedule ("Location") by Equipment suppliers ("Suppliers") selected by Lessee. 5.2. Lessee shall accept Equipment for purposes of the.related Lease as soon as it has been delivered and is operational. Lessee shall evidence its,acceptance of any Equipment by signing and delivering to Lessor the applicable Schedule. If Lessee signs and delivers a Schedule and if all Funding Conditions have been satisfied in full, then Lessor will (a)pay or cause to be paid the costs to acquire and install the Equipment as stated in the Schedule ("Purchase Price') to the applicable Supplier or(b)reimburse Lessee for all or any portion of the Purchase Price to the extent previously paid by Lessee,in either case as Lessee shall direct. 5.3. Lessor shall have no obligation to pay any Purchase Price unless all reasonable conditions established by Lessor ("Funding Conditions") have been satisfied, including, without limitation, the following: (a)Lessee has signed and delivered to Lessor the Schedule and its related Payment Schedule; (b)no Event of Default or Non- Appropriation Event shall have occurred and be continuing under any Lease; (c)no material adverse change shall have occurred in the financial condition of Lessee or any Supplier; (d)the Equipment is reasonably satisfactory to Lessor and is free and clear of any Liens(except Lessor's Liens);(e)all representations of Lessee in the Lease remain true, accurate and complete; ()the amount (if any) that Lessor may require in advance that Lessee apply to the payment of Equipment costs has been paid; and(g) Lessor has received all of the following documents,which shall be reasonably satisfactory, in form and substance, to Lessor: (l)evidence of insurance coverage or self-insurance required by the Lease; (2)an opinion of Lessee's counsel; (3)reasonably detailed invoices for the Equipment; 2 Contract No. C36220 (4) Uniform Commercial Code (UCC) financing statements with respect to the Equipment; (5)to the extent applicable, certificates of title or certificates of origin (or applications therefor) noting Lessor's interest thereon; (6)real property waivers as Lessor may deem necessary; (7)copies of resolutions by Lessee's governing body, duly authorizing the Lease and incumbency certificates for the person(s) who will sign the Lease; (8) for a Tax-Exempt Lease only, such documents and certificates as Lessor may request relating to federal tax-exemption of interest payable under such Lease, including(without limitation)IRS Form 8038-G or 8038-GC and evidence of the adoption of a reimbursement resolution or other official action in the event that Lessee is to be reimbursed for expenditures that it has paid more than sixty days prior to the date on which the Funding Conditions are satisfied; and (9)such other documents and information previously identified by Lessor or otherwise reasonably requested by Lessor. 6. TERMINATION UPON NON-APPROPRIATION EVENT. 6.1. For each Lease, Lessee represents and warrants that (a) it has appropriated and budgeted Legally Available Funds to make all Rent Payments required pursuant to such Lease for the remainder of the fiscal year in which the Lease Term commences; (b) it currently intends to make Rent Payments for the full Lease.Term as scheduled on the applicable Payment Schedule so long as funds are appropriated for each succeeding fiscal year by its governing body; and(c)during the ten fiscal years prior to the date of the applicable Lease,its governing body has not failed (for whatever reason) to appropriate amounts sufficient to pay its obligations that are subject to annual appropriation. Lessee reasonably believes that moneys in an amount sufficient to make all Rent Payments can and will lawfully be appropriated and made available therefor. 6.2. If Lessee's governing body fails to appropriate sufficient funds in any fiscal year for Rent Payments and other amounts to be paid under a Lease in the next succeeding fiscal year, then a "Non-Appropriation Event" shall have occurred. if a Non-Appropriation Event occurs, then: (a) Lessee shall give Lessor written notice at least 30 days prior to the end of the then current fiscal year of such Non-Appropriation Event and provide written evidence of such failure by Lessee's governing body; (b)on the Return Date, Lessee shall return to Lessor all, but not less than all, of the Equipment covered by the affected Lease, at Lessee's sole expense, in accordance with Section 21 hereof; and (c)the affected Lease shall terminate on the Return Date without penalty or expense to Lessee,provided, that Lessee shall pay all Rent Payments and other amounts payable under the affected Lease for which funds shall have been appropriated, and provided further, that Lessee shall pay month-to-month rent at the rate set forth in the affected Lease for each month or part thereof that lessee fails to return the Equipment under this.Section 6.2. "Return Date" means the last day of the fiscal year for which appropriations were made for the Rent Payments due under a Lease. 7. NO WARRANTY BY LESSOR. LESSEE ACQUIRES AND LEASES THE EQUIPMENT UNDER EACH LEASE"AS IS." LESSEE ACKNOWLEDGES THAT LESSOR DID NOT MANUFACTURE THE EQUIPMENT UNDER ANY LEASE. LESSOR DOES NOT REPRESENT THE MANUFACTURER,SUPPLIER,OWNER OR DEALER,AND LESSEE SELECTED THE EQUIPMENT BASED UPON LESSEE'S OWN JUDGMENT. LESSOR MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE OR AS TO THE EQUIPMENT'S VALUE, DESIGN, CONDITION, USE, CAPACITY OR DURABILITY. LESSEE AGREES THAT REGARDLESS OF CAUSE, LESSOR IS NOT RESPONSIBLE FOR, AND LESSEE WILL NOT MAKE ANY' CLAIM AGAINST LESSOR FOR, ANY DAMAGES, WHETHER CONSEQUENTIAL, DIRECT, SPECIAL OR INDIRECT INCURRED BY LESSEE IN CONNECTION WITH THE EQUIPMENT UNDER ANY LEASE. NEITHER THE MANUFACTURER, SUPPLIER OR DEALER NOR ANY SALESPERSON,EMPLOYEE OR AGENT OF THE MANUFACTURER,SUPPLIER OR DEALER IS LESSOR'S AGENT OR HAS ANY AUTHORITY TO SPEAK FOR LESSOR OR TO BIND LESSOR IN ANY WAY. For and during the Lease Term under each Lease, Lessor assigns to Lessee any manufacturer's or Supplier's product warranties, express or implied, applicable to any Equipment and Lessor authorizes Lessee to obtain the customary services furnished in connection 3 Contract Flo. C36220 with such warranties at Lessee's sole expense. Lessee agrees that (a)all Equipment will have been purchased by Lessor in accordance with Lessee's specifications from Suppliers selected by Lessee, (b)Lessor is not a manufacturer or dealer of any Equipment and has no liability for the delivery or installation of any Equipment,(c)Lessor assumes no obligation with respect to any manufacturer's or Supplier's product warranties or guaranties, (d)no manufacturer or Supplier or any representative of said parties is an agent of Lessor and(e)any warranty,representation, guaranty or agreement made by any manufacturer or Supplier or any representative of said parties shall not be binding upon Lessor. 8. TITLE;SECURITY INTEREST. 8.1. Upon Lessee's acceptance of any Equipment under a Lease, title to such Equipment shall vest in Lessee, subject to Lessor's security interest therein and all of Lessor's other rights under such Lease including, without limitation, Sections 6, 20 and 21 hereof. 8.2. As collateral security for Lessee's obligations to pay all Rent Payments and all other amounts due and payable under each Lease and to perform and observe all covenants, agreements and conditions (direct or indirect, absolute or contingent, due or to become due or existing or hereafter arising) of Lessee under such Lease, Lessee hereby grants to Lessor a first priority, exclusive security interest in any and all of the Equipment (now existing or hereafter acquired)under each Lease and any and all proceeds thereof. Lessee agrees to execute and deliver to Lessor all necessary documents to evidence and perfect such security interest, including, without limitation, Uniform Commercial Code (UCC) financing statements and any amendments thereto and certificates of title or certificates of origin(or applications thereof)noting Lessor's interest thereon. 9. PERSONAL PROPERTY. All Equipment is and will remain personal property and will not be deemed to be affixed or attached to real estate or any building thereon. 10. MAINTENANCE AND OPERATION. Lessee shall, at its sole expense: (a)repair and maintain all Equipment in good condition and working order, in accordance with manufacturer's instructions, and supply and install all replacement parts or other devices when required to so maintain the Equipment or when required by applicable law or regulation, which parts or devices shall automatically become part of the Equipment; (b)use and operate all Equipment solely for the purpose of performing one or more governmental functions of Lessee and in a careful manner in the normal course of its operations and only for the purposes for which it was designed in accordance with the manufacturer's warranty requirements; and (c)comply with all laws and regulations relating to the Equipment. If any Equipment is customarily covered by a maintenance agreement, Lessee will furnish Lessor with a maintenance agreement by a party reasonably satisfactory to Lessor. No maintenance or other service for any Equipment will be provided by Lessor. Lessee will not make any alterations, additions or improvements ("Improvements-) to any Equipment without Lessor's prior written consent unless the Improvements may be readily removed without damage to the operation,value or utility of such Equipment, but any such Improvements not removed prior to the termination of the applicable Lease shall automatically become part of the Equipment. 4 Contract No. C36220 11. LOCATION;INSPECTION. Equipment will not be removed from,or if Equipment is rolling stock its permanent base will not be changed from, the Location without Lessor's prior written consent which will not be unreasonably withheld. Upon reasonable notice to Lessee, Lessor may enter the Location or elsewhere during normal business hours to inspect the Equipment. 12. LIENS,SUBLEASES AND TAXES. 12.1. Lessee shall keep all Equipment free and clear of all Liens except those Liens created under each Lease. Lessee shall not sublet or lend any Equipment or permit it to be used by anyone other than Lessee or Lessee's employees. 12.2. Lessee shall pay when due all Taxes that may now or hereafter be imposed upon: any Equipment or its ownership, leasing, rental, sale, purchase, possession or use; any Lease; or any Rent Payments or any other payments due under any Lease. If Lessee fails to pay such Taxes when due, Lessor shall have the right, but not the obligation, to pay such Taxes. If Lessor pays any such Taxes, then Lessee shall, upon demand, immediately reimburse Lessor therefor. "Taxes" means present and future taxes, levies, duties, assessments or other governmental charges that are not based on the net income of Lessor,whether they are assessed to or payable by Lessee or Lessor, including,without limitation (a) sales, use, excise, licensing, registration, titling, gross receipts, stamp and personal property taxes and (b) interest,penalties or fines on any of the foregoing. 13. RISK OF Lass. 13.1. Lessee bears the entire risk of loss, theft, damage or destruction of any Equipment in whole or in part from any reason whatsoever("Casualty Loss"). No Casualty Loss to any Equipment shall relieve Lessee from the obligation to make any Rent Payments or to perform any other obligation under any Lease. Proceeds of any insurance recovery will be applied to Lessee's obligations under this Section 13. 13.2. If a Casualty Loss occurs to any Equipment, Lessee shall immediately notify Lessor of the same and Lessee shall, unless otherwise directed by Lessor, immediately repair the same. 13.3. If Lessor determines that any item of Equipment has suffered a Casualty Loss beyond repair ("Lost Equipment"), then Lessee shall either: (a)immediately replace the Lost Equipment with similar equipment in good repair, condition and working order free and clear of any Liens (except Lessor's Liens) and deliver to Lessor a purchase order, bill of sale or other evidence of sale to Lessee covering the replacement equipment, in which event such replacement equipment shall automatically be Equipment under the applicable Lease, or (b)on the next scheduled Rent Payment due date, pay Lessor (i)all amounts owed by Lessee under the applicable Lease, including the Rent Payment due on such date, plus (ii)an amount equal to the applicable Termination Value set forth in the Payment Schedule to the applicable Lease. If Lessee is making such payment with respect to less than all of the Equipment under a Lease, then Lessor will provide Lessee with the pro rata amount of the Termination Value to be paid by Lessee with respect to the Lost Equipment. 13.4. Lessee shall bear the risk of loss for, shall pay directly and shall defend against any and all claims, Iiabilities, proceedings, actions, expenses (including reasonable attorney's fees), damages or losses arising under or related to any Equipment, including, but not limited to, the possession, ownership, lease, use or operation thereof. These obligations of Lessee shall survive any expiration or termination of any Lease. Lessee shall not bear the risk of loss of, nor pay for, any claims, liabilities, proceedings, actions, expenses (including attorney's fees), damages or losses which arise directly from events occurring after any Equipment has been returned by Lessee to Lessor in 5 Contract No. C36220 accordance with the terms of the applicable Lease or which arise directly from the gross negligence or willful misconduct of Lessor. 14. INSURANCE. 14.1. (a) Lessee at its sole expense shall at all times keep all Equipment insured against all risks of loss or damage from every cause whatsoever (including collision in the case of vehicles) for an amount not less than the Termination Value of the Equipment under each Lease. Lessor shall be named as loss payee with respect to all insurance covering damage to or loss of any Equipment, and the proceeds of any such insurance shall be payable to Lessor as loss payee to be applied as provided in Section 13.3. (b)The Total Amount Financed as set forth on the applicable Payment Schedule does not include the payment of any premium for any liability insurance coverage for bodily injury and/or property damage caused to others and no such insurance will be purchased by Lessor. (c)Lessee at its sole expense shall at all times carry public liability and property damage insurance in amounts reasonably satisfactory to Lessor protecting Lessee and Lessor from liabilities for injuries to persons and damage to property of others relating in any way to any Equipment. Lessor shall be named as additional insured with respect to all such public liability and property damage insurance,and the proceeds of any such insurance shall be payable first to Lessor as additional insured to the extent of its liability,and then to Lessee. 14.2. All insurers shall be reasonably satisfactory to Lessor. Lessee shall promptly deliver to Lessor satisfactory evidence of required insurance coverage and all renewals and replacements thereof. Each insurance policy will require that the insurer give Lessor at least 30 days' prior written notice of any cancellation of such policy and will require that Lessor's interests remain insured regardless of any act, error, misrepresentation, omission or neglect of Lessee. The insurance maintained by Lessee shall be primary without any right of contribution from insurance which may be maintained by Lessor. 14.3. If Lessee is self-insured under an actuarially sound self-insurance program that is acceptable to Lessor with respect to equipment such as the Equipment under a Lease, Lessee shall maintain during the Lease Term of such Lease such actuarially sound self-insurance program and shall provide evidence thereof in form and substance satisfactory to Lessor. 15. PURCHASE OPTION. Upon 30 days' prior written notice by Lessee to Lessor, and so long as there is no Event of Default then existing,Lessee shall have the option to purchase all,but not less than all,of the Equipment subject to a Lease on any Rent Payment due date by paying to Lessor all Rent Payments then due (including accrued interest, if any) plus the Termination Value set forth on the Payment Schedule to the applicable Lease for such date. Upon satisfaction by Lessee of such purchase conditions,Lessor shall release its Lien on such Equipment and Lessee shall retain its title to such Equipment "As-Is, WHERE-Is," without representation or warranty by Lessor, express or implied, except for a representation that such Equipment is free and clear of any Liens created by Lessor. 16. LESSEE'S REPRESENTATIONS AND WARRANTIES. With respect to each Lease and the Equipment subject thereto, Lessee hereby represents and warrants to Lessor that: (a) Lessee has full power, authority and legal right,to execute and deliver the.Lease and to perform its obligations under the Lease, and all such actions have been duly authorized by appropriate findings and actions of Lessee's governing body; 6 Contract No. C36220 (b) the Lease has been duly authorized, executed and delivered by Lessee and constitutes a legal, valid and binding obligation of Lessee,enforceable in accordance with its terms;. (c) the Lease is authorized under, and the authorization, execution and delivery of the Lease complies with, all applicable federal, state and local laws and regulations (including, but not limited to, all open meeting, public bidding and property acquisition laws)and all applicable judgments and court orders; (d) the execution, delivery and performance by Lessee of its obligations under the Lease will not result in a breach or violation of, nor constitute a default under, any agreement, lease or other instrument to which Lessee is a party or by which Lessee's properties may be bound or affected; (e) there is no pending, or to the best of Lessee's knowledge threatened, litigation of any nature that may have a material adverse effect on Lessee's ability to perform its obligations under the Lease;and (f) Lessee is duly organized and legally existing as a political subdivision, municipal corporation or similar public entity under the Constitution and laws of the State in which it is located and will do or cause to be done all things necessary to preserve and keep in full force and affect its existence as such. I7. TAX COVENANTS APPLICABLE ONLY To TAX-EXEMPT LEASES;TAX INDEMNITY PAYMENTS. Lessee hereby covenants and agrees that: (a) The parties anticipate that Lessor can exclude the interest component of the Rent Payments under each Tax-Exempt Lease from federal gross income. Lessee covenants and agrees with respect to.each Tax-Exempt Lease that it will (i)complete and timely file an information reporting return with the Internal Revenue Service ("1R5") in accordance with Section 149(e) of the Internal Revenue Code of 1986 (the "Code"); (ii)not permit the Equipment to be directly or indirectly used for a private business use within the meaning of Section 141 of the Code including, without limitation, use by private persons or entities pursuant to contractual arrangements which do not satisfy IRS guidelines for permitted management contracts,as the same may be amended from time to time; and(iii)comply with all provisions and regulations applicable to establishing and maintaining the excludability of the interest component of the Rent Payments under each Tax-Exempt Lease from federal gross income pursuant to Section 103 of the Code. (b) If Lessor either(i)receives notice, in any form, from the IRS; or(ii)reasonably determines,based on an opinion of independent tax counsel selected by Lessor and approved by Lessee, which approval Lessee shall not unreasonably withhold,that Lessor may not exclude the interest component of any Rent Payment under a Tax-Exempt Lease from federal gross income because Lessee breached a covenant contained herein, then Lessee shall pay to Lessor, within 30 days after Lessor notifies Lessee of such determination, the amount which, with respect to Rent Payments previously paid and taking into account all penalties, fines, interest and additions to tax (including all federal, state and local taxes imposed on the interest component of all Rent Payments under such Tax-Exempt Lease due through the date of such event) that are imposed on Lessor as a result of the loss of the exclusion, will restore to Lessor the same after-tax yield on the transaction evidenced by such Tax-Exempt Lease (assuming tax at the highest marginal corporate tax rate) that it would have realized had the exclusion not been lost. Additionally, Lessee agrees that upon the occurrence of such an event with respect to a Tax-Exempt Lease,it shall pay additional rent to Lessor on each succeeding Rent Payment due date in such amount as will maintain such after-tax yield to Lessor. Lessor's determination of the amount necessary to maintain its after-tax yield as provided in this subsection (b) shall be conclusive (absent manifest error). Notwithstanding anything in a Tax-Exempt Lease to the contrary, any payment that Lessee is required to make pursuant to this subsection(b)shall be made only from Legally Available Funds. 7 Contract No.C36220 This Section 17 shall be inapplicable and of no force or effect with respect to any Taxable Lease. 18. ASSIGNMENT. 18.1. Lessee shall not sell, assign, transfer, pledge, hypothecate or grant any Lien on, nor otherwise dispose of, any Lease or any Equipment or any interest in any Lease or Equipment. 18.2. Lessor may assign its rights, title and interest in and to any Lease or any Equipment, andlor may grant or assign a security interest in any Lease and its Equipment, in whole or in part,to any party at any time and from time to time without Lessee's consent. Any such assignee or lien holder(an "Assignee")shall have all of the rights of Lessor under the applicable Lease. LESSEE AGREES NOT TO ASSERT AGAINST ANY ASSIGNEE ANY CLAIMS, ABATEMENTS, SETOFFS, COUNTERCLAIMS, RECOUPMENT OR ANY OTHER SIMILAR DEFENSES WHICH LESSEE MAY HAVE AGAINST LESSOR. Unless otherwise agreed.by Lessee in writing,any such assignment transaction shall not release Lessor from any of Lessor's obligations under the applicable Lease. An assignment or reassignment of any of Lessor's right,title or interest in a Lease or its Equipment shall be enforceable against Lessee only after Lessee receives a written notice of assignment that discloses the name and address of each such Assignee. Lessee shall keep a complete and accurate record of all such assignments in the form necessary to comply with Section 149(a) of the Code with respect to Tax- Exempt Leases and Section 163(f) of the Code with respect to Taxable Leases. Lessee agrees to acknowledge in writing any such assignments if so requested. 18.3. Subject to the foregoing, each Lease inures to the benefit of and is binding upon the successors and assigns of the parties hereto. 19. EVENTS OF DEFAULT. For each Lease, "Event of Default" means the occurrence of any one or more of the following events as they may relate to such Lease: (a)Lessee fails to make any Rent Payment (or any other payment) as it becomes due in accordance with the terms of the Lease, and any such failure continues for ten days after the due date thereof; (b) Lessee fails to perform or observe any of its obligations under Section I2.1, 14 or 18.1 hereof; (c)Lessee fails to perform or observe any other covenant, condition or agreement to be performed or observed by it under the Lease and such failure is not cured within 30 days after receipt of written notice thereof by Lessor; (d)any statement, representation or warranty made by Lessee in the Lease or in any writing delivered by Lessee pursuant thereto or in connection therewith proves at any time to have been false, misleading or erroneous in any material respect as of the time when made; (e)Lessee applies for or consents to the appointment of a receiver,trustee,conservator or liquidator of Lessee or of all or a substantial part of its assets, or a petition for relief is filed by Lessee under any federal or state bankruptcy, insolvency, moratorium or similar law; or (f)Lessee shall be in default under any other Lease or under any other financing agreement executed at any time with Lessor. 20. REMEDIES. If any Event of Default occurs, then Lessor may, at its option, exercise any one or more of the following remedies: (a) Lessor may require Lessee to pay (and Lessee agrees that it shall pay) all amounts then currently due under all Leases and all remaining Rent Payments due under all Leases during the fiscal year in effect when the default occurs together with accrued interest on such amounts at the respective rates provided in such Leases from the date of Lessor's demand for such payment; 8 Contract No.C36220 (b) Lessor may require Lessee to promptly return all Equipment to Lessor in the manner set forth in Section 2] (and Lessee agrees that it shall so return the Equipment), or Lessor may, at its option, enter upon the premises where any Equipment is located and repossess such Equipment without demand or notice, without any court order or other process of law and without liability for any damage occasioned by such repossession; (c) Lessor may sell, lease or otherwise dispose of any Equipment, in whole or in part,in one or more public or private transactions, and if Lessor so disposes of any Equipment, then Lessor shall apply the entire proceeds of such disposition as follows: first, to pay costs that Lessor has incurred in connection with exercising its remedies; second, to payment of amounts that are payable.by Lessee under clause (a) above; and then to payment of the Termination Value set forth in the applicable Payment Schedule for the last Rent Payment due date for the fiscal year in which the related default occurs;provided, however, that any disposition proceeds in excess of payment of all of the foregoing amounts shall be paid promptly by Lessor to Lessee; (d) Lessor may terminate,cancel or rescind any Lease as to any and all Equipment; (e) Lessor may exercise any other right, remedy or privilege that may be available to Lessor under applicable law or, by appropriate court action at law, or in equity, Lessor may enforce any of Lessee's obligations under any Lease;and/or (f) Lessor may require Lessee to pay (and Lessee agrees that it shall pay) all out-of-pocket costs and expenses incurred by Lessor as a result(directly or indirectly)of the Event of Default and/or of Lessor's actions under this Section, including, without limitation, any attorney fees and expenses and any costs related to the repossession, safekeeping,storage,repair,reconditioning or disposition of any Equipment. None of the above remedies is exclusive,but each is cumulative and in addition to any other remedy available to Lessor. Lessor's exercise of one or more remedies shall not preclude its exercise of any other remedy. No delay or failure on the part of Lessor to exercise any remedy under any Lease shall operate as a waiver thereof, nor as an acquiescence in any default, nor shall any single or partial exercise of any remedy preclude any other exercise thereof or the exercise of any other remedy. 21. RETURN OF EQUIPMENT. If Lessor is entitled under the provisions of any Lease, including any termination thereof pursuant to Section 6 or 20 hereof, to obtain possession of any Equipment or if Lessee is obligated at any time to return any Equipment, then (a)title to the Equipment shall vest in Lessor immediately upon Lessor's notice thereof to Lessee,and (b)Lessee shall, at its sole expense and risk, immediately de-install, disassemble,pack,crate, insure and return the Equipment to Lessor(all in accordance with applicable industry standards) at any location in the continental United States selected by Lessor. Such Equipment shall be in the same condition as when received by Lessee (reasonable wear, tear and depreciation resulting from normal and proper use excepted), shall be in good operating order and maintenance as required by the applicable Lease, shall be free and clear of any Liens (except Lessor's Lien)and shall comply with all applicable laws and regulations. Until Equipment is returned as required above,all terms of the applicable Lease shall remain in full, force and effect including, without limitation, obligations to pay Rent Payments and to insure the Equipment. Lessee agrees to execute and deliver to Lessor all documents reasonably requested by Lessor to evidence the transfer of legal and beneficial title to such Equipment to Lessor and to evidence the termination of Lessee's interest in such Equipment. 9 Contract No. C36220 22. LAW GOVERNING;UCC ARTICLE 2A WAIVER. (a) Each Lease shall be governed by the laws of the state in which Lessee is located(the "State'). (b) Lessee hereby willingly and knowingly waives any rights or remedies to which it may otherwise be entitled under Sections 508 through 522, inclusive, of Article 2A of the Uniform Commercial Code in effect in the State. 23. NOTICES. All notices to be given under any Lease shall be made in writing and either personally delivered or mailed by certified,mail to the other party at its address set forth herein or at such address as the party may provide in writing from time to time. Any such notices shall be deemed to have been received five (5)days subsequent to mailing if sent by regular or certified mail, or on the next business day if sent by overnight courier, or on the day of delivery if delivered personally. 24. FINANCIAL INFORMATION;INDEMNITY;POWER OF ATTORNEY. 24.1. Within 30 days after their completion for each fiscal year of Lessee during any Lease Term,Lessee will deliver to Lessor upon Lessor's request the publicly available annual financial information of Lessee. 24.2. To the extent authorized by the laws of the State, Lessee shall indemnify,hold harmless and, if Lessor requests, defend Lessor and its shareholders, affiliates, employees, dealers and agents against all Claims directly or indirectly arising out of or connected with (a)the manufacture, installation, use, lease, possession or delivery of the Equipment, (b)any defects in the Equipment or any wrongful act or omission of Lessee or its employees and agents, or (c) any claims of alleged breach by Lessee of any Lease or any related document. "Cairns" means all losses, liabilities, damages, penalties, expenses (including attorney's fees and costs), claims, actions and suits, whether in contract, tort or otherwise. Notwithstanding anything in any Lease to the contrary, any indemnity amount payable by Lessee as provided in this Section 24.2 shall be payable solely from Legally Available Funds. 24.3. Lessee hereby appoints Lessor its true and lawful attorney-in-fact (with full power of substitution) to prepare any instrument, certificate of title or financing statement covering the Equipment or otherwise protecting Lessor's interest in the Equipment; and to make claims for, receive payment of and execute and endorse all documents, checks or drafts for loss,theft,damage or destruction to the Equipment under any insurance. 25. ANTI-MONEY LAUNDERING/INTERNATIONAL TRADE LAW COMPLIANCE. Lessee represents and warrants to Lessor, as of the date of this Master Lease, the date of each advance of proceeds pursuant to this Master Lease,the date of any renewal,extension or modification of this Master Lease or any Lease, and at all times until this Master Lease and each Lease has been terminated and all amounts thereunder have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in.a Sanctioned Country or in the possession, custody or control of a Sanctioned Person; or(iii) does business in or with, or derives any of its operating income from investments in or transactions with,any Sanctioned Country or Sanctioned Person in violation of any law, regulation, order or directive enforced by any Compliance Authority; (b)the proceeds of any Lease will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Country or Sanctioned Person in violation of any law, regulation, order or directive enforced by any Compliance Authority; (c) the.funds used to repay any Lease are not derived from any unlawful activity; and (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or i0 Contract No. C36220 transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws. Lessee covenants and agrees that it shall immediately notify Lessor in writing upon the occurrence of a Reportable Compliance Event. As used herein: "Anti-Terrorism Laws" means any laws relating to terrorism, trade sanctions programs and embargoes, import/export licensing, money laundering, or bribery, all as amended, supplemented or replaced from time to time; "Compliance Authority" means each and all of the (a) U.S. Treasury Department/Office of Foreign Assets Control, (b) U.S. Treasury Department/Financial Crimes Enforcement Network, (c) U.S. State Department/Directorate of Defense Trade Controls, (d)U.S. Commerce Department/Bureau of Industry and Security, (e) U.S. Internal Revenue Service, (f) U.S. Justice Department, and (g) U.S. Securities and Exchange Commission; "Covered Entity" means Lessee, its affiliates and subsidiaries, all guarantors, pledgors of collateral, all owners of the foregoing, and all brokers or other agents of Lessee acting in any capacity in connection with this Master Lease or any Lease; "Reportable Compliance Event" means that any Covered Entity becomes a Sanctioned Person, or is indicted, arraigned, investigated or custodially detained, or receives an inquiry from regulatory or law enforcement officials, in connection with any Anti-Terrorism Law or any predicate crime to any Anti-Terrorism Law, or self- discovers facts or circumstances implicating any aspect of its operations with the actual or possible violation of any Anti-Terrorism Law; "Sanctioned Country" means a country subject to a sanctions program maintained by any Compliance Authority; and "Sanctioned Person"means any individual person, group, regime, entity or thing listed or otherwise recognized as a specially designated, prohibited, sanctioned or debarred person or entity, or subject to any limitations or prohibitions (including but not limited to the blocking of property or rejection of transactions), under any order or directive of any Compliance Authority or otherwise subject to, or specially designated under, any sanctions program maintained by any Compliance Authority. 26. USA PATRIOT ACT NOTICE. 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 Iessee that opens an account. What this means: when Lessee opens an account, Lessor will ask for the business name, business address, taxpayer identifying number and other information that will allow Lessor to identify Lessee, such as organizational documents. For some businesses and organizations, Lessor may also need to ask for identifying information and documentation relating to certain individuals associated with the business or organization. 27. SECTION HEADINGS. All section headings contained herein or in any Schedule are for convenience of reference only and do not define or limit the scope of any provision of any Lease. 2g. EXECUTION IN COUNTERPARTS. This Master Lease and each Lease may be executed in several counterparts, each of which shall be an original,but all of which shall constitute one and the same instrument;provided, however, that only Counterpart No. 1 of each Lease (including the terms and conditions of this Master Lease incorporated therein by reference) shall constitute chattel paper for purposes of the applicable Uniform Commercial Code. 29. ENTIRE AGREEMENT;WRITTEN AMENDMENTS. Each Lease and other documents or instruments executed by Lessee and Lessor in connection therewith constitute the entire agreement between the parties with respect to the lease of the Equipment covered thereby, and 11 Contract No. C36220 such Lease shall not be modified, amended, altered or changed except with the written consent of Lessee and Lessor. Any provision of any Lease found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of the Lease. 30. HEAVY-DUTY VEHICLE GREENHOUSE GAS EMISSION REDUCTION REGULATION. (a) If the equipment leased pursuant to the Lease is a tractor, the Lessee of this heavy-duty tractor understands that when using a heavy-duty tractor to pull a 53-foot or longer box-type trailer on a highway within California, the heavy-duty tractor must be compliant with Sections 95300-953I2, Title 17. California Code of Regulations, and that it is the responsibility of the Lessee to ensure this heavy-duty tractor is compliant. The regulations may require this heavy-duty tractor to have low-rolling-resistance tires that are U.S. Environmental Protection Agency (U.S. EPA) SmartWay Verified Technologies prior to current or future use in California, or may entirely prohibit use of this tractor in California if it is a model year 2011 or later tractor and is not a U.S. EPA SmartWay Certified Tractor. (b) If the equipment leased pursuant to the Lease is a trailer, the Lessee of this box-type trailer understands that when using a heavy-duty tractor to pull a 53-foot or longer box-type trailer on a highway within California, the box-type trailer must be compliant with Sections 95300-95 3 1 2, Title 17. California Code of Regulations, and that it is the responsibility of the Lessee to ensure this box-type trailer is compliant. The regulations. may require this trailer to have low-rolling-resistance tires and aerodynamic technologies that are U.S. Environmental Protection Agency SmartWay Verified Technologies prior to current or future use in California. (c) Notwithstanding anything in the Lease to the contrary, the Lease does not prohibit the Lessee from modifying the trailer, at Lessee's cost,to be compliant with the requirements of the California Heavy-Duty Vehicle Greenhouse Gas Emission Reduction Regulation. 31. IMPORTANT INFORMATION ABOUT PHONE CALLS. By providing telephone number(s)to Lessor, now or at any later time, Lessee authorizes Lessor and its affiliates and designees to contact Lessee regarding Lessee account(s) with Lessor or its affiliates, whether such accounts are Lessee individual accounts or business accounts for which Lessee is a contact, at such numbers using any means, including but not limited to placing calls using an automated dialing system to cell, VoIP or other wireless phone number, or leaving prerecorded messages or sending text messages, even if charges may be incurred for the calls or text messages. Lessee consents that any phone call with Lessor may be monitored or recorded by Lessor. City of Palm Desert, as Lessee PNC Equipment Finance, LLC,as Lessor Authari_ed Signature Autharked Signature Printed Name Printed Name Title Title 12 Contract No. C36220 E28 Lease Schedule A (Tax-Exempt) Dated as of June 21. 2017 This Lease Schedule No. 206234000 (this "Schedule") relates to the Master Equipment Lease-Purchase Agreement referenced below and, together with the terms and conditions of the Master Lease incorporated herein by reference, constitutes a Lease. Unless otherwise defined herein, capitalized terms will have the same meaning ascribed to them in the Master Lease. All terms and conditions of the Master Lease are incorporated herein by reference. Master Equipment Lease-Purchase Agreement dated June 21.2017. 1. Equipment Description. As used in the Lease, "Equipment"means all of the property described in the Payment Schedule attached to this Schedule and all attachments, additions, accessions, parts, repairs, improvements, replacements and substitutions thereto. 2. Rent Payments; Lease Term. The Rent Payments to be paid by Lessee to Lessor, the Commencement Date of this Lease and the Lease Term of this Lease are set forth on the Payment Schedule attached to this Schedule. 3. Essential Use; Current Intent of Lessee. Lessee represents that (a) the use of the Equipment is essential to Lessee's proper, efficient and economic functioning or to the services that Lessee provides to its citizens,(b)the Equipment will be used by Lessee only for the purpose of performing its governmental or proprietary functions consistent with the permissible scope of its authority and will not be used in a trade or business of any person or entity, and (c) the useful life of the Equipment is not less than the stated full Lease Term of this Lease.. Lessee has determined that a present need exists for the Equipment which need is not temporary or expected to diminish in the near future. Lessee currently intends for the full Lease Term: to use the Equipment; to continue this Lease; and to make Rent Payments so long as funds are appropriated by its governing body for the succeeding fiscal year. 4. ACCEPTANCE OF EQUIPMENT: As BETWEEN LESSEE AND LESSOR, LESSEE AGREES THAT (a)LESSEE HAS RECEIVED AND INSPECTED ALL EQUIPMENT; (b)ALL EQUIPMENT IS IN GOOD WORKING ORDER AND COMPLIES WITH ALL PURCHASE ORDERS, CONTRACTS AND SPECIFICATIONS; (c)LESSEE ACCEPTS ALL EQUIPMENT FOR PURPOSES OF THE LEASE "AS-IS, WHERE IS"; AND (d)LESSEE WAIVES ANY RIGHT TO REVOKE SUCH ACCEPTANCE. 5. Re-Affirmation of the Master Lease Representations, Warranties and Covenants. Lessee hereby represents, warrants and covenants that its representations, warranties and covenants set forth in the Master Lease (particularly Sections 6.1 and 16 thereof) are true and correct as though made on the date of execution of this Schedule. 6. BANK QUALIFIED. LESSEE CERTIFIES THAT IT HAS DESIGNATED THIS LEASE AS A QUALIFIED TAX-EXEMPT OBLIGATION IN ACCORDANCE WITH SECTION 265(b)(3) OF THE CODE, THAT IT HAS NOT DESIGNATED MORE THAN $10,000,000 OF ITS OBLIGATIONS AS QUALIFIED TAX-EXEMPT OBLIGATIONS IN ACCORDANCE WITH SUCH SECTION FOR THE CURRENT CALENDAR YEAR AND THAT IT REASONABLY ANTICIPATES THAT THE TOTAL AMOUNT OF TAX-EXEMPT OBLIGATIONS TO BE ISSUED BY LESSEE DURING THE CURRENT CALENDAR YEAR WILL NOT EXCEEDS]0,000,000. 13 Contract No.C36220 City of Palm Desert, as Lessee PIN Equipment Finance, LLC, as Lessor Authorired Signature Aurhori=ed Signature Printed Name Printed Name Title Title Counterpart No. of manually executed and serially numbered counterparts. To the extent that this Lease constitutes chattel paper(as defined in the Uniform Commercial Code),no security or ownership interest herein may be created through the transfer or possession of any Counterpart other than Counterpart No. 1. 14 Contract No. C36220 E28 PAYMENT SCHEDULE A-1 Attached to and made a part of that certain Lease Schedule No. 206234000 dated as of June 21..2017 by and between PNC Equipment Finance, LLC,as Lessor,and City of Palm Desert,as Lessee. Commencement Date: 1. EQUIPMENT LOCATION&DESCRIPTION: 38995 Desert Willow Drive Palm Desert,CA 92260 Riverside County Quantity Description Total Price 4 New Toro Workman GTX Electric $44,686.24 4 New Toro Greensmaster 3420 TriFlex Hybrid-Diesel 23.51-IP $160,998.16 3 New Toro Greensmaster 3420 TriFlex Hybrid-Diesel 23.5HP $113,906.43 4 New Toro'Sand Pro 2040Z $924.00 4 New Toro Reelmaster 5010-Hybrid Diesel 24.8HP $234,033.16 4 New Toro Pro Force Debris Blower $774.00 1 New Toro Multi Pro 1750 $31,563.25 1 New Toro MH-400 Wireless $29,473.76 3 New Toro Workman HDX-D Kubota Diesel 23.3HP $66,814.14_ 4 New Toro Reelmaster 3100-D Sidewinder $142,678.68 4 New Toro Reelmaster 7000-D T4F Diesel 55HP $329,158.88 10 New Toolbox-Box Bed CAtl $3,490.00 2 New Toro VC60 Verti-Cutter PTO 60in $19,746.00 20 New Toro Workman MDX $225,088.40 1 New Thatching Reel Kit-TriFlex $8,240.50 2. LEASE PAYMENT SCHEDULE: (a) Total Amount Financed: $1,404,321.48 (b) Payment Schedule: Payment Number Date _ Payment Interest Principal Termination* 1 $25,141.40 $0.00 $25,141.40 $1,420,555.48 2 $25,141.40 $3,391.62 $21,749.78 $1,398,153.21 3 $25,141.40 $3,338.13 $21,803.27 $1,375,695.84 4 $25,141.40 $3,284.51 $21,856.89 $1,353,183.24 5 $25,141.40' $3,230.76 $21,910.64 $1,330,615.29 6 $25,141.40 $3,176.88 $21,964.52 $1,307,991.83 7 $25,141.40 $3,122.87 $22,018.53 $1,285,312.74 15 Contract No. C36220 8 $25,141.40 $3,068.72 $22,072.68 $1,262,577.88 9 _ _ _ _ $25,141.40 $3,014.44 $22,126.96 $1,239,787.11 10 $25,141.40 $2,960.03 $22,181.37 $1,216,940.30 11 $25,141.40 $2,905.48 $22,235.92 $1,194,037.31 12 $25,141.40 $2,850,80 $22,290.60 $1,171,077.99 13 $25,141.40 $2,795.98 $22,345.42 $1,148,062.21 14 $25,141.40 $2,741.03 $22,400.37 $1,124,989.82 15 $25,141.40 $2,685.95 $22,455.45 $1,101,860.71 16 $25,141.40 $2,630,72 $22,510.68 $1,078,674.71 17 $25,141.40 $2,575.37 $22,566.03 $1,055,431.70 18 _ $25,141.40 $2,519.87 $22,621.53 $1,032,131.52 19 $25,141.40 $2,464.24 $22,677.16 $1,008,774.05 20 $25,141.40 $2,408.48 $22,732.92 $985,359.14 21 $25,141.40 $2,352.57 $22,788.83 $961,886.65 22 $25,141.40 $2,296.53 $22,844.87 $938,356.43 23 $25,141.40 $2,240.35 $22,901.05 $914,768.35 24 $25,141.40 $2,184.04_ $22,957.36 $891,122.27 25 $25,141.40° $2,127.58 $23,013.82 $867,418.03 26 _$25,141.40 $2,070.99 $23,070.41 $843,655.51 27 $25,141.40 $2,014.25 $23,127.15 $819,834.55 28 $25,141.40 $1,957.38 $23,184.02 $795,955.01 29 $25,141.40 $1,900.37 $23,241.03 $772,016.74 30 $25,141.40 $1,843.21 $23,298.19 $748,019.61 31 $25,141.40 $1,785.92 $23,355.48 $723,963.46 32 $25,141.40 $1,728.48 $23,412.92 $699,848.16 33 $25,141.40 $1,670.91 $23,470.49 $675,673.55 34 $25,141.40 $1,613.19 _$23,528.21 $651,439.50 35 $25,141.40 $1,555.33 $23,586.07 $627,145.84 36 $25,141.40 $1,497.33 $23,644.07 $602,792.45 37 $25,141.40 $1,439.18 $23,702.22 $578,379.17 38 $25,141.40 $1,380.90 $23,760.50 $553,905.85 39 $25,141.40 $1,322.47 $23,818.93 $529,372.35 40 $25,141.40 $1,263.89 $23,877.51 $504,778.52 41 $25,141.40 $1,205.17 $23,936.23 $480,124.20 42 $25,141.40 $1,146.31 $23,995.09 $455,409.26 43 $25,141.40 $1,087.30 $24,054.10 $430,633.53 44 $25,141.40 $1,028.15 $24,113.25 $405,796.89 45 $25,141.40 $968.85 $24,172.55 $380,899.16 46 $25,141.40 $909.41 $24,231.99 $355,940.21 _ 47 $25,141.40 $849.82 $24,291.58 $330,919.88 48 $25,141.40 $790.08 $24,351.32 $305,838.02 49 $25,141.40 $730.20 $24,411.20 $280,694.49 50 $25,141.40 $670.17 $24,471.23 $255,489.12 51 $25,141.40 $609.99 $24,531.41 $230,221.77 16 Contract No. C36220 52 $25,141.40 $549.66 $24,591.74 $204,892.28 53 $25,141.40 _ $489.19 _ $24,652.21 $179,500.50 54 $25,141.40 $428.56 $24,712.84 $154,046.27 55 $25,141.40 $367.79 $24,773.61 $128,529.46 56 $25,141.40 $306.87 $24,834.53 $102,949.89 57 $25,141.40 $245.80 $24,895.60� $77,307.42 58 $25,141.40 $184.57 $24,956.83 $51,601.89 59 $25,141.40 $123.20 $25,018.20 $25,833.14 60 $25,141.40 $61.68 $25,079.72 $1.00 City of Palm Desert, as Lessee PNC Equipment Finance,LLC, as Lessor Authorized Signature Authorized Signature. Printed Name Printed Name Title Title 17 Contract No. C36220 E24 CERTIFICATE OF INCUMBENCY I, the undersigned, do hereby certify that I am the duly elected or appointed and acting Secretary/Clerk of City of Palm Desert ("Lessee"), a political subdivision duly organized and existing under the laws of the State where Lessee is located,that I have the title stated below, and that, as of the date hereof, the individuals named below are the duly elected or appointed officers of Lessee holding the offices set forth opposite their respective names and are authorized on behalf of Lessee to enter into that certain Master Equipment Lease- Purchase Agreement dated June 21, 2017 (the "Master Lease")and separate Lease Schedules relating thereto from time to time as provided in the Master Lease (collectively, the "Schedules"), each between Lessee and PNC Equipment Finance, LLC, as lessor. Name Title Signature Name Title Signature Name Title Signature IN WITNESS WHEREOF, I have duly executed this Certificate and affixed the seal of Lessee on this_day of , 20 . LESSEE: City of Palm Desert [SEAL] (SecretaryYClerk) Print Name: Official Title: (other than the person signing the documents) 18 Contract No. C36220 E34 FORM OF OPINION OF LESSEE'S COUNSEL (PLEASE FURNISH THIS TEXT ON ATTORNEY'S LETTERHEAD) [To be dated the execution date of Lease Schedule No. 206234000] PNC Equipment Finance,LLC 995 Dalton Avenue Cincinnati,Ohio 45203 RE: Master Equipment Lease-Purchase Agreement dated June 21. 2017 and Lease Schedules thereto Ladies and Gentlemen: As counsel for City of Palm Desert ("Lessee"), 1 have examined the Master Equipment Lease- Purchase Agreement duly executed by Lessee and dated June 2I, 2017(the "Master Lease"),which has been incorporated by reference into Lease Schedule No. 206234000 dated June 21, 2017 (the "Original Lease Schedule"), each between Lessee and PNC Equipment Finance, LLC, as lessor("Lessor"),the Schedule A-1 attached to the Original Lease Schedule (the "Original Payment Schedule") and the proceedings taken by the governing body of Lessee to authorize on behalf of Lessee the execution and delivery of the Master Lease, the Original Lease Schedule, the Original Payment Schedule and all additional lease schedules and related payment schedules to be entered into pursuant to the Master Lease (each of which is herein referred to as an "Additional Lease Schedule") and to be executed and delivered by the same authorized officers on behalf of Lessee in substantially the same manner and in substantially the same form as the Original Lease Schedule. The Original Lease Schedule, which incorporates by reference the terms and conditions of the Master Lease, and the related Original Payment Schedule are herein collectively referred to as the "Lease. " Any Additional Lease Schedule, which incorporates by reference the terms and conditions of the Master Lease, and the related payment schedule are herein collectively referred to as an `Additional Lease." Based upon the foregoing examination and upon an.examination of such other documents and matters of law as I have deemed necessary or appropriate,I am of the opinion that: 1. Lessee is duly organized and legally existing as a political subdivision, municipal corporation or similar public entity under the Constitution and laws of the State of California with full power and authority to enter into, and perform its obligations under,the Lease and each Additional Lease. 2. The Lease and each Additional Lease have each been duly authorized and have been or, with respect to each Additional Lease,will be, duly executed and delivered by Lessee. Assuming due authorization,execution and delivery thereof by Lessor, the Lease constitutes, and each Additional Lease will constitute, the legal, valid and binding obligation of Lessee,enforceable against Lessee in accordance with their respective terms,except to the extent limited by State and federal law affecting creditor's remedies and by bankruptcy, reorganization, moratorium or other laws of general application relating to or affecting the enforcement of creditors' rights. 3. Lessee has complied with any applicable property acquisition laws and public bidding requirements in connection with the.Lease,each Additional Lease and the transactions contemplated thereby. 19 Contract No.C36220 4. To the best of my knowledge, there is no litigation or proceeding pending or threatened before any court, administrative agency or governmental body that challenges: the organization or existence of Lessee; the authority of its officers; the proper authorization, approval and execution of the.Lease, any Additional Lease or any documents relating thereto; the appropriation of monies to make payments under the Lease or any Additional Lease; or the ability of Lessee otherwise to perform its obligations under the Lease or any Additional Lease and the transactions contemplated thereby. 5. The resolution adopted by Lessee's governing body authorizing the execution and delivery of the Master Lease,the Original Lease Schedule, the Additional Lease Schedules and certain other matters was adopted at a meeting that was held in compliance with all applicable laws relating to the holding of open and public meetings. 6. The entering into and performance of the Lease and each Additional Lease do not and will not violate any judgment, order, law or regulation applicable to Lessee or result in any breach of, or constitute a default under, or result in the creation of any lien, charge, security interest or other encumbrance upon any assets of Lessee or on the Equipment (as such term is defined in the Master Lease) pursuant to any indenture, mortgage, deed of trust, bank loan or credit agreement or other instrument to which Lessee is a party or by which it or its assets may be bound. 7. The correct legal name of Lessee for purposes of the Uniform Commercial Code in effect in the State of California. This opinion may be relied upon by purchasers and assignees of Lessor's interests in the Lease and each Additional Lease. Very truly yours, Attorney 20 Contract No. C36220 E24 FORM OF AUTHORIZING RESOLUTION/EXTRACT OF MINUTES At a duly called meeting of the governing body of City of Palm Desert,held in accordance with all applicable legal requirements, including open meeting laws, on the day of 20, the following resolution was introduced and adopted: A resolution of the Governing Body of City of Palm Desert authorizing the execution and delivery of a Master Equipment Lease-Purchase Agreement with PNC EQUIPMENT FINANCE, LLC, as lessor, and separate Lease Schedules thereto for the acquisition, purchase, financing and leasing of certain equipment within the terms herein provided; authorizing the execution and delivery of other documents required in connection therewith; and authorizing all other actions necessary to the consummation of the transactions contemplated by this Resolution. WHEREAS, City of Palm Desert(the "Lessee"), a body politic and corporate duly organized and existing as a political subdivision, municipal corporation or similar public entity of the State of California is authorized by the laws of the State of California to purchase, acquire and lease certain equipment and other property for the benefit of the Lessee and its inhabitants and to enter into contracts with respect thereto; and WHEREAS, the governing body of the Lessee (the "Board") has determined that a true and very real need exists for the acquisition, purchase and financing of certain property consisting of Turf Equipment(collectively, the "Equipment") on the terms herein provided;and WHEREAS, in order to acquire such Equipment, the.Lessee proposes to enter into that certain Master Equipment Lease-Purchase Agreement (the "Master Lease") with PNC Equipment Finance, LLC, as lessor (the "Lessor"), substantially in the proposed form presented to the Board at this meeting, and separate Lease Schedules thereto substantially in the form attached to the Master Lease; and WHEREAS, the Board deems it for the benefit of the Lessee and the efficient and effective administration thereof to enter into the Master Lease and the separate Lease Schedules relating thereto from time to time as provided in the Master Lease for the purchase, acquisition, financing and leasing of the Equipment to be therein more specifically described on the terms and conditions provided therein and herein; Now, THEREFORE, BE IT AND IT IS HERBY RESOLVED BY THE GOVERNING BODY OF THE LESSEE AS FOLLOWS: Section 1. It is hereby found and determined that the terms of the Master Lease (including the form of Lease Schedule and Payment Schedule attached thereto),in the form presented to this meeting, are in the best interests of the Lessee for the acquisition,purchase, financing and leasing of the Equipment. Section 2. The form, terms and provisions of the Master Lease(including the form of Lease Schedule and Payment Schedule attached thereto) are hereby approved in the forms presented at this meeting, with such insertions, omissions and changes as shall be approved by the [insert title of officials] of the Lessee (the "Authorized Off cers") executing the same, the execution of such documents being conclusive.evidence of such approval. The Authorized Officers of the Lessee are each hereby authorized and directed to sign and deliver the 21 Contract No.C36220 Master Lease, each;Lease Schedule thereto, each Payment Schedule relating thereto and any related exhibits attached thereto if and when required;provided, however, that, without further authorization from the governing body of the Lessee, (a) the aggregate principal component of Rent Payments under all Leases entered into pursuant to the Master Lease shall not exceed $1,404,321.48; (b) the maximum term under any Lease entered into pursuant to the Master Lease shall not exceed 60 months; and (c)the maximum interest rate used to determine the interest component of Rent Payments under each Lease shall not exceed the Iesser of the maximum rate permitted by law or [ten percent(10%)] per annum. The Authorized Officers may sign and deliver Leases to the Lessor on behalf of the Lessee pursuant to the Master Lease on such terms and conditions as they shall determine are in the best interests of the Lessee up to the maximum aggregate principal component, maximum term and maximum interest rate provided above. The foregoing authorization shall remain in effect for a period of two years from the date hereof during which the Authorized Officers are authorized to sign and deliver Leases pursuant to the Master Lease on the terms and conditions herein provided and to be provided in each such Lease. Section 3. The Authorized Officers and other officers and employees of the Lessee shall take all action necessary or reasonably required to carry out, give effect to and consummate the transactions contemplated by the Master Lease and each Lease Schedule (including, but not limited to, the execution and delivery of the certificates contemplated therein, including appropriate arbitrage certifications) and to take all action necessary in conformity therewith, including,without limitation,the execution and delivery of any closing and other documents required to be delivered in connection with the Master Lease and each Lease Schedule. Section 4. If any section, paragraph, clause or provision of this Resolution shall for any reason be held to be invalid or unenforceable,the invalidity or unenforceability of such section,paragraph, clause or provision shall not affect any of the remaining provisions of this Resolution. Section 5. Effective Date. This Resolution shall be effective immediately upon its approval and adoption. ADOPTED AND APPROVED by the Board of the Lessee this ,20� The undersigned further certifies that the above Resolution has not been repealed or amended and remains in full force and effect and further certifies that the Master Lease (including the form of Lease Schedule and Payment Schedule attached thereto) are the same.as presented at said meeting of the governing body of Lessee,excepting only such changes,insertions and omissions as shall have been approved by the officers who executed the same. Date: ,20_ [SEAL] (Secretary/Clerk) 22 ra i SELF-INSURANCE LETTER Contract No. C36220 [TO BE TYPED ON LESSEE'S LETTERHEAD] PNC Equipment Finance,LLC 995 Dalton Avenue Cincinnati,Ohio 45203 RE: Master Equipment Lease-Purchase Agreement dated as of June 21,2017 and Lease Schedules thereto Ladies and Gentlemen: Under the above-referenced Lease Schedule, City of Palm Desert as lessee ("Lessee"), is required to maintain certain insurance policies with respect to the Equipment subject thereto,provided that insurance policies are not required if Lessee has an actuarially sound self-insurance program that is acceptable to PNC Equipment Finance, LLC. This letter is for the purpose of describing Lessee's self-insurance program. [Describe self-insurance program for property damage- whether a self-insurance fund or contingency fund is maintained;and whether there is an excess policy in which case an insurance authorization letter must be attached.] [Describe self-insurance program for public liability risks-whether a self-insurance fund or contingency fund is maintained;whether the Lessee's public liability exposure is capped pursuant to a Tort Claims Act; and whether the Lessee maintains an excess liability policy,in which case an insurance authorization letter must be attached.] Please do not hesitate to contact me if you have any questions concerning the self-insurance described in this letter. Very truly yours, City of Palm Desert,.as Lessee By: Name: Title: 1 Contract No. C36220 E23 FINAL RECEIPT CERTIFICATE LEASE SCHEDULE NO. 206234000 Dated:June 21,2017 Reference is made to the above Lease Schedule (" Schedule") and to the Master Lease-Purchase Agreement ("Master Lease") identified in said Lease Schedule, which have been executed and delivered by the undersigned Lessee ("Lessee") and PNC Equipment Finance, LLC ("Lessor"). This Certificate amends and supplements the terms and conditions of the Lease Schedule and is hereby made a part of the Lease Schedule. Unless otherwise defined herein, capitalized terms defined herein, capitalized terms defined in the Master Lease or the Lease Schedule shall have the,same meaning when used herein. Notwithstanding anything to the contrary, express or implied, in the Master Lease (including the Schedules attached thereto), Lessee agrees as follows: 1. ACCEPTANCE OF EQUIPMENT. AS OF THE ACCEPTANCE DATE STATED BELOW AND AS BETWEEN LESSEE AND LESSOR,LESSEE HEREBY AGREES THAT: (A) LESSEE HAS RECEIVED AND INSPECTED ALL OF THE EQUIPMENT DESCRIBED IN THE LEASE SCHEDULE ("EQUIPMENT"); (B) ALL EQUIPMENT IS IN GOOD WORKING ORDER AND COMPLIES WITH ALL PURCHASE ORDERS, CONTRACTS AND SPECIFICATION; (C)LESSEE ACCEPTS ALL EQUIPMENT FOR PURPOSES OF THE LEASE "AS-IS, WHERE-IS"; AND (D) LESSEE WAIVES ANY RIGHT TO REVOKE SUCH ACCEPTANCE. ACCEPTANCE DATE: 2. RENT PAYMENTS. LESSEE HEREBY CONFIRMS THAT LESSEE WILL COMMENCE PAYMENT OF THE RENT PAYMENTS FOR THE EQUIPMENT IN THE AMOUNTS SPECIFIED IN LEASE SCHEDULE WITH THE FIRST RENT PAYMENT BEING DUE ON City of Palm Desert ("Lessee") By: Title: Contract No. C36220 CO3 INFORMATION REQUEST LESSEE NAME: City of Palm Desert dba Desert Willow Golf Resort FEDERAL TAX I.D. #: 952859459 BILLING ADDRESS: Billing Contact Street.Address or Post Office Box City,State.and Zip Phone Number Fax Number PHYSICAL ADDRESS(IF DIFFERENT): Street Address or Post Office Box City,State and Zip Require Board Approval for Payments?_ , Yes No Board Meeting Date? Require signed vouchers for payments? Yes No We typically mail our invoices 30 days in advance. Taking into account a 7-day mail period, do you foresee any problem that would prevent the payment from being received on or before the.due date? Yes No Please list any special instructions below: kelY Ibh# `, �T I (800158581,p1 ve:nv.turfstarcom `Revised Desert Willow 6/20/2017 Attn.Mike Tellier 4 07043 Workman GTX Electric $11,171.56 $44,686.24 Toro Protection Plus Comprehensive- 4 C371 36/3600 Included Included Greenmaster TriFlex Hybrid 3420 4 04540 (Diesel)Tees $40,249.54 $160,998.16 Toro Protection Plus Comprehensive - 4 C358 36/2700 Included Included Greenmaster TriFlex Hybrid 3420 3 04540 (Diesel) Greens $37,968.81 $113,906.43 Toro Protection Plus Comprehensive - 3 C358 36/2700 Included Included Extra 2 sets or reels for TriFlex -Hybrid•3420 (Diesel)Tees N/C N/C Thatching reels for Hybrid 3420 $8,240.50 $8,240.50 Extra set of reels for TriFlex Hybrid 3420(Diesel) Greens N/C N/C 4 08706 Sand Pro 2040Z N/C N/C Toro Protection Pius Comprehensive- 4 C325 36/2700 $231.00 $924.00 Reelmaster 5010-H - 24.8 hp Tier 4-compliant Diesel /43 v battery 4 03674 -pack- Fairway $58,508.29 $234,033.16 Toro Protection Plus•Comprehensive - .4 C363 36/3600 Included Included Extra set of reels for 5010-H - 24.8 hp Tier 4-compliant Diesel /48 v battery pack N/C N/C 4 44552 Pro Force Debris Blower N/C N/C Toro Protection Plus Comprehensive- 4 C324 36/3600 $193.50 $774.00 1 41188 Multi Pro 1750 Sprayer $31,563.25 $31,563.25 Toro Protection Plus Comprehensive- 1 C333 36/2700 Included Included ry �ry --_,-3 Cvr-•ry CIA,F.:..-:r. ,.-S.w4r •.1 y,,..; `5i . u5,.t F.=eiue:�r lY: St- r 4 -!4?�i ane1..y Corr i r:I71 Some.;•wtia tiKle 2.,IC i,tilrati I7r Sre IK.. ,1yORO r -,,,,,,,,-,�'•1243 ..'re g.!2C41 :-r;+vr t:.-.v':22 1•ry::,0 Ll.915;S I'd MYrei CO-J:rsa.C,,rea742. 'Jrs'..Cry 97:7G1 . ";,ri:.il'e3 '.."e'41-111.z r i'r: r;y.'I;Sii 27'.7113 ... :31 fI 7/35..31".,7G FAX g100,2i1.,99/ FAX In.-i;734-$.285 3 07385 Workman HDX-D (Kubota) $22,271.38 $66,814.14 Toro Protection Pius Comprehensive - 3 C331 36/2700 Included Included 1 44954 MH-400 Wireless Topdresser $29,473.76 $29,473.76 Toro Protection Plus Comprehensive- 1 C329 36/1800 Included Included Reelmaster 3100-D Sidewinder- 4 03171 21.5 hp diesel $35,669.67 $142,678.68 Toro Protection Plus Comprehensive - 4 C359 36/2700 Included Included Reelmaster 7000-D - 55 hp Tier 4- 4 03780 Compliant Diesel $82,289.72 $329,158.88 Toro Protection Plus Comprehensive - 4 C368 36/3600 Included Included 10 101837502 Aluminum Locking tooI box $349.00 $3,490.00 20 07235 Workman MDX $11,254.42 $225,088.40 Toro Protection Plus Comprehensive - 20 C325 36/2700 Included Included 2 900202 Harper VC60 Verti-Cutter-PTO $9,873.00 $19,746.00 $1,411,575.60 Toro Protection.Plus = extended warranty FINANCING 60 Month Muni Lease (Customer owns at end) ❑eliver Oct 1st. First payment Oct Ist for 60 payments. 60 months total -$25,141.40/month, tax included Finance rates good for 60 days TOTALS' Equipment Total $1,411,575.60 Toro Protection Plus Included Trade Ins <$108,261.00> Estimated Sales/Use Tax $101,006.88 Total $1,404,321.48 TUIt-F STAR - ` s Desert Willow Trade ins 3/1/2017 $108,251 27ea. Toro MDX vehicle. 2.ea. Toro MDE vehicle lea. Toro HDX w/200 sprayer 3ea. Toro HDX-D vehicle 5ea. Toro 3040 SP bunker rake 5ea. Toro GR 3150 triplex greens mower 4ea. Toro 3100-D trim mower 3ea. Toro 5510-D fairway mower 4ea. Toro 7000-D rough mower 4ea. Toro Pro Force blower lea. JD 3235C- fairway mower 2ea. Toro GM1000 walking greens mower lea. Smithco sweeper lea. SDI Tank lea. Turfco CR 10 topdresser tea. Thatchmaster verticutters