Fort Walton Beach Council agenda — 06-09-09 regular — reading text

At: 8001 Birchwood Court, Johnston, IA 50131 OFOF THETHE FEDERALFEDERAL ANDAND STATESTATE BOfrOWef COURTSCOURTS WITHINWITHIN POLKPOLK COUNTY,COUNTY, nJ Ce IOWAIOWA ANDAND EXPRESSLYEXPRESSLY WAIVEWAIVE o Authorized Signature c Authorized Signature ANYANY RIGHTSRIGHTS TOTO AA TRIALTRIAL BYBY JURYJURY tea' z wz J(2 mN Print Name & Title Date Print Name & Title Date AACAAC 48334833 — — golfgolf ( ( 04109)04109) PagePage 44 ofof 44  Rage 2: 1 De1d* d Toni L Craig 614/ " 09 3:25: 04 PM If SUGh iF; SUFaAGe is GanGelled OF allowed to lapse, We may (but shall not be Obligated to) PUFGhase oF othepvise pFeyide SUGh i 0 pur-Ghased 9F pFeyided by Us until paid. You may add an inswanGe fee to the amount d, -a from Ye, - an WhiGh We May Fnake a PFGflt. SUGh Ins- wRRre GhaFge and addit*ARAI RMA' -RtF; Rd the inteFest theFeen shall, as SpeGified by Us, eitheF be paid 01; demand OF be I.- Payment amounts payable undeF the SGhedule and YOU PFGFn*se to pay the FesUltiRg the Payment amouRts. We Pages 2i 121-001114" d Toni L Craig 613%2W9 9: 14:00 AM ABSOLUTE, IRREVOCABLE AND UNGONDITIONAL Page 2: 3 D eta Toni L Craig 6/ 3/ " 09 8:59a04 AM 7. UGC Filingsi AFtiGle 2A PFOVOSOORS; FinanGe Lease Status. UndeF eaGh Lease, We aFe the GwneF of and will hold title to the Equipment. Although the EquipmeRt Fnay beGeFne a# aGhed to real estate, it is and will Femain peFsenal pFopeFty and will RGt beGGFRe a SeGuFe payment of all Of Y49UF PFesent and futwe obligations owed to US ORGluding without limitation, YGUF obligations undeF eaGh pFeseRt Fatify and appFeve any finanGing statement GeveFing Equipment filed by Us eR eF pFieF to the date heFeef OF the date of any SGhedule. The paFties intend eaGh Lease to be a tFue lease and the filiRg of a finaAGiRg statement shall not he rQRF;tF- Mad as ewideme to the GentFaFy. You agFee AFtorle 2.4- Leases of the UGG applies to eaGh Lease, and eaGh Lease %vill be rc'lensideFed a " Finame Lease"; as that teFFn is defined 0 F; AFtiGle 2A. By signing eaGh Lease, You aGknowledge and agFee that the SupplieF identified in the Lease us the sUppliw ( as that teFFn i dafmnpd Artffi ' A 2A nf tht; I GG) of the Equipment and that YoN, Have been oRfGFFned that You aFe entitled to the pFoFn*ses and waFFanties a deSGFiptien of any Fights OF waFranties that You Fnay be entitled to undeF the Supply GontFaGt. With FeSpeGt to eaGh Lease, To THE EXTENT PERMITTED BY APPI ICARI E LAW, Y4) U WAIVE ANY AND ALL RIGHTS AND RRAPIDIFS GGINIFERR& D UPON A LESSE Page 2: [ 41 WSW Toni L Craig 6/ 3/ 20119 9.15.40 AM No WaFFanty. You agFee to aGGept eaGh item of Equipment in its as is Gendition when deliveFed and, if Fequested by Us, to exeGute the Delivery and AGGeptaRGe GeFtifiGate supplied by Us as evideRGe theFeef. Yn----acknowledge that ' Nee maka no wasFanty, elth8F expFeSS OF implied with FespeGt to any Equipment, InGludiRg w*thGut limitation, any IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. You also agFee that ReltheF the FnanufaGtUFeF n9F the supplieF identified Q_.R the Snhpdl lie shall be extended to You K autematiGally assignable. You agFee that theFe shall be Fie abatement of aRy Payment ebligatiGR beGause paFty fails to deliveF, eF delays in deliveFy Of, the Equipment so eFdeFed 9F Of the Equipment is unsatisfaGtGFy f9F aF; y FeasGR whatGGeVeF. YOU agFee that any delay On deliveFy of or defeGt on the Equipment Shall Rot a# eGt the validity of this A@FeeFneRt, any SGhedule eF the obligation to Make Payments heFeundeF eF thereundw. Yew exeGUtien of a DeliveFy and Ar.GeptaRGe GeFtifiGate shall GenGlusivel establish that the EquipmeAt Govered theFeby is aGGeptable to You f9F all puFposes of the Srhedule Felated thereto and of this AgFeement. We Fnay at QuF diSGFetien GenfiFm by telephone that You have aGGepted the Equipment and this telephone YeFiftatien of YGUF aGGeptanGe ef the EquipmeRt shall have the same effeGt as a signed Delivery aAd AGGeptanGe GeFtifiGate. Page 2: S WSW Toni 'L Craig 6/ 312009 9:12.44 AM fees, of enfGFGmng OUF FightS against You, fGF the FeGGYeFy OF Fepossession of Equipment and in the GelleGtlen of YGUF Gbligation Agreement and any Schedule. Page Z C Weted Toni L Craig 6/ 312009 9.30.00 AM plus an arAeunt equal to the Rate PeF F=XGess How multiplied by any units of use of any Equipment eXGess ef the Hours of Use DwFing Lease TeFFA shown on the Lease appliGable to GUGh Equipmen Page 2: M Odeftd " Toni L Craig 6/ 3/ 2449 9. 12:40 AM YOU Will Femawn Fespensible feF any amounts that FeFna*F; due afteF We have applied SUGh Ret PFOGeed-S. Page 3.' [83 Dekftd Toni L Craig 613/ 2049 8:59.04 AM You consent to and agree that non -exclusive personal jurisdiction over You and subject matter jurisdiction over the Equipment may at Our option be with the Courts within Polk County, Iowa or the United States District Court for the Southern District of Iowa with respect to any provision of this Agreement and each Schedule. You waive any objection relating to improper venue or forum non conveniens to the conduct of any proceeding in any such court. You also waive Your right to a trial by jury. 15. Waivers. You acknowledge receipt of an executed copy of this Agreement. Where permitted by law, You waive Your right to receive a copy of any financing statement, financing change statement, verification statement or other similar instrument filed or issued at any time in respect of this Agreement, any Schedule or any amendment hereof or thereof. To the extent permitted by law, You, being fully aware of the rights and benefits afforded to You by statute, hereby waive the benefits of all provisions of any applicable statute, including, without limitation, any statute relating to leases, conditional sales, or regulatory credit, and of any regulations made thereunder in any and all states of the United States, which would, in any manner, affect, restrict or limit Our rights hereunder. You also waive and assign to Us the right of any statutory exemption from execution or otherwise and further waive any rights to demand security for costs in the event of litigation. Page 3; 191 iW* W Toni L Craig 6/ 3 #2009 3.01:44 AM If, because of any of Your acts or omissions or any party acting through You, or the breach or inaccuracy of any representation, warranty or covenant made by You, We reasonably determine that we cannot claim, are not allowed to claim, or that we may lose or must recapture any or all of the Tax Benefits otherwise available with respect to the Equipment subject to any Lease ( a ' Tax Loss "), then You will, promptly upon demand, pay to Us an amount sufficient to provide Us the same after -tax rate of return and aggregate after -tax cash flow through the end of the term of such Lease then in effect that We would have realized but for such Tax Loss. Page 3: [ 10] DWeW Toni L Craig 6 /3 /20W 9:03a10 AM You authorize Us to add to the amount of each Payment any Taxes that may be imposed on or measured by such Payment. We do not have to contest any Taxes, fines or penalties.  de lage landen [ Agri credit de * landen NON -APPROPRIATION OF FUNDS TERMINATION OPTION LEASE SUPPLEMENT This Lease Supplement constitutes an addendum to the attached Lease Schedule, dated as of , 000 (the- "Lease') by-and between --------- ( "Lessee ")_and Agricredit-Acceptance LLC ("AAC")_ - - - -- tcomment rMal 2009 ' 1. Non -Appropriation of Funds. Lessee warrants that it has funds available to pay all Lease Payments that are to be paid under the Lease through the end of Lessee' s current appropriation period. If Lessee' s legislative body or other funding authority does not appropriate funds for Lease Payments for any subsequent appropriation period and Lessee does not otherwise have funds available to lawfully pay the Lease Payments ( a " Non Appropriation Event'), Lessee may, subject to the conditions herein and upon prior written notice to AAC (the " Non- Appropriation Notice "), effective 60 days after the later of AAC' s receipt of same or the end of the Lessee' s then -current appropriation period ( the " Non- Appropriation Date "), terminate the Lease and be released of its obligation to make all Lease Payments coming due after the Non -Appropriation Date. As a condition to exercising its rights under this Lease Supplement, Lessee shall ( a) provide in the Non -Appropriation Notice a certification of a responsible official that a Non - Appropriation Event has occurred, ( b) deliver to AAC an opinion of Lessee' s counsel, addressed to AAC, verifying that the Non -Appropriation Event as set forth in the Non -Appropriation Notice has occurred and that Lessee has attempted to obtain funding, in good faith, from all available funding sources, but those efforts have failed to obtain funding for the Lease Payments, ( c) return the equipment covered by the Lease ( the " Equipment ") on or before the Non -Appropriation Date to AAC or a location designated by AAC, in the condition required by, and in accordance with the return provisions of, the Lease and at Lessee' s expense, ( d) pay AAC all sums payable to AAC under the Lease up to the Non -Appropriation knee Date,-- ---- -- -- - - - - -- - -- Fees --- t to obtain