HomeMy WebLinkAboutTextron Financial Corporation
Augusta Richmond GA
DOCUMENT NAME: ,. e: xTRDrO (~NANc..14 l- c:.~ ~r-> l>R, P"J D~
DOCUMENT TYPE:
YEAR: ;;2..0D ~
BOX NUMBER: ) r
FILE NUMBER: 1 l.e to 6 <t
NUMBER OF PAGES: 7
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TEXTRON FINANCIAL
Lending help beyond expectations.
Textron Financial Corporation
Subsidiary of Textron Inc
01/06/2003
Augusta Municipal Golf Course
2023 Highland Avenue
Augusta, GA 30906
RE: Account Number 01-001-0191986-04 100cDl,ereinafter referred to as 'Contract')-
'.4' ~.. -
l!mar Valued Customer:
Thank you for financing your equipment with Textron Financial Corporation ("TFC") where Customer Service is our
number one priority. We will continue to strive to make TFC The First Choice for your commercial financing.
Enclosed please find a copy of the completed Contract for your review. The Contract identifies the obligations which
are owed by you to TFC. The appropriate DCC financing statements have been filed on your behalf as provided for
pursuant to the Contract terms.
TFC offers you two options for making payments. If you chose TFC Debit Direct, your loan or lease payments, and
. insurance charges (if applicable), will automatically be deducted from your checking or savings account and will be
applied to your account, on time, each and every month. If you opted for monthly invoicing, you will receive an
itemized invoice approximately two weeks prior to the payment due date. Keep the lower portion of the invoice for
your records and kindly include the remittance portion with your check. TFC can process your payment electronically
when you include the remittance portion and avoid potential delays in application to your account. In addition, please
be reminded that each payment has a 10 day grace period. Payments received after 10 days are subject to a late charge
which is equal to 5.00% of the past due payment.
As you know, your Contract requires you to provide evidence of insurance for the equipment which you are financing.
Please be advised that, in the event that you do not provide such insurance in accordance with the Contract terms, TFC
win purchase an insurance policy to cover TFC's interest in the equipment. The premium and other related fees and
charges will be added to your monthly payment. The insurance policy is administered for TFC by Premier Lease and
Loan Services who will be sending you additional information about TFC's in.surance policy requirements.
We thank you for choosing TFC for your financing needs. If you have any questions about your account or wish to
inquire about additional financing, please call our Customer Service Department at (888)832-8032. TFC also has
several other operating divisions that can finance an array of capital needs including aircraftJaerospace, inventory,
accounts receivable and working capital financing, machine tools, golf courses, and virtually any other business
capital requirement.
Sincerely,
Proceeds Analyst
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TFCilmlErI
II III 1111 1IIIIIIIIInlllllllllllll I 111111111111111 1111
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TEXTRON FINANCIAL CORPORA nON
TAX-EXEMPT EQUIPMENT LEASE
Lease No. TEl - jq J q&'(Q - 0 I
. -
This Lease is entered into as of the date set forth below by the parties identified below.
I. Lease - Subject to the terms hereof, Lessor leases to Lessee, and Lcsscc leases from Lessor the equipment and other personal property together
with all repairs, accessions, replacements and accessories (collectively "EQUlPMENr') set forth on any Schedule or Schedulc(s) which may be
executed from time to time by the panies hereto and identified as a Schedule of this Lease (individually a "Schedule" and collectively the
"Schedulc(s)''). All Schedules shall be incorporated by reference herein and this Lease and all Schedules which may be executed pursuant hereto
shall constitute a single lease of Equipmenl
2. SELEcrION, DELIVERY AND ACCEPTANCE - Lessee will select and take delivCl)' of all EQUIPMENT leased hereunder directly from
the EQUIPMENT'S vendor, and at locations agreed upon by the Vendor and Lessee. Lessee shall inspect the EQUIPMENT at the place of
delivery, and upon acceptance execute and deliver to lcssor a Certificate of Acceptance with respect to each shipment of EQUIPMENT. For all
purposes under this Lease, EQUIPMENT will be considered accepted upon execution of the Certificate of Acceptance.
3. TERMS AND RENTALS - The rental term of the EQUIPMENT shall be as provided in the applicable Schedule and shall commence on the
date Lessee executes the Certificate of Acceptance therefore, and except as set forth in Section 6, below, shall terminate upon payment of all of
the rent specified in any Scbedule to this Lease. Lessee agrees to pay rent in the amount and at the times set forth in any Schedule to .this Lease. crJ
Rent shall be paid to Lessor, but if this Lease or rentals due hereunder shall be assigned, then rent shall be paid in accordance with the provisions
of Section 17 below. lfiMfMJ' ahalllul paiA aFl MDh .!laJifl4~!1.t iuamJh..CI.t JJ.f .JJ.l.lll.ld il.tI..c. J~UIJ f....... tI.... 4_... a...~ .....L:I l"'w;d "t tt... ....1.... ..,f
~o. '... eL:.... Y'_Boil:..!, late fU1Jl.1flllt ~l.atg8. Sf tlu., hi~ee' rate Ja&~I} ~~tlHillJljhl~. ..kiaha.ar ia JaG6. Lessee agrees:h~ except as set forth in
Section 4 below, its obligation to pay rent and any other sums payable hereunder, and the rights of Lessor thereto are absolute and unconditional
and are not subject to any abatement, reduction, setoff, defense, counterclaim, or recoupment (collectively "Abatements") for any reason
whatsoever. Except as otherwise expressly provided herein, this Lease shall not terminate nor shall the respective obligations of Lessor or Lessee
be affected by reason of any defect in, or damage to, or any loss or destruction of the EQUIPMENT from any cause whatsoever, or the
interference with the use thereof for any reason whataoever.
4. NON-APPROPRIATION - In the event no funds or insufficient funds are appropriated and budgeted or are otherwise unavailable by any
means whatsoever in any fiscal period for rent due hereunder, Lessee will immediately notify Lessor or its assignee of such occurrcnce and this
Lease shall tcmtinate on the last day of the fiscal period for which appropriations were received without penalty or expense to Lessee of any kind
whatsoever, except as to the portions of the rental payments herein agreed upon for which funds shall have been appropriated and budgeted or
are otherwise available. In the event of such termination, Lessee agrees to peaceably surrender possession of the EQUIPMENT to Lessor on the
date of termination and that Lessor shall have all legal and equitable rights and remedies to take possession of the EQUIPMENT. Upon such
termination. and at anytime thereafter, Lessor may enter any premises with or without legal process where the EQUIPMENT may be and take
possession thereof. (Lessee agrees that: (i) any funda authorized or appropriated to it for the rental or acquisition of this Equipment or
functionally similar equipment in any fiscal appropriation period shall be applied to the payments of rent hereunder until such funds are
exhausted; (ii) it has not to date and will not in the future agree to give priority or parity to the application of such funds to the lesse, hire, or
acquisition of other functionally similar equipment; and (iii) it will use its best efforts to obtain authorization and appropriation of such funds
including, without limitation, the inclusion in its budget for each fiscal appropriation period during the term hereof, a request for adequate funds
to meet its obligation sunder this Lease in full. This provision shall not be construed to as to permit Lcsscc to tenninate this Lease in order to
acquire similar or competitive equipment from another party or manufacturer or to allocate funds to directly or indirectly perform essentially the
same functions for which this EQUIPMENT is intended. Lessee warrants that it has adequate funds to meet its obligations hereunder during its
current fiscal appropriation period.)
S. AUTHORITY AND AUTHORIZATION - Lessee represents, covenants and warrants, and if requested by Lessor win deliver an opinion of
counsel to the effect that: (i) Lcsscc is a fully constituted political subdivision or agency of the State indicated below; (ii) the execution, delivery
and performance by Lessee of this Lease have been duly authorized by all necessary action on the part of the Lessee; and (iii) this Lease
constitutes a legal valid and binding obligation of the Lessee enforceable in accordance with its tcnns. Lessee agrees that: (x) it will do or cause
to be done all things necessary to preserve and keep the Lease in full force and effect; (y) it has complied with all bidding requirements where
necessary and by due notification presented this Lease for approval and adoption as a valid obligation on its part; and (z) it has sufficient
appropriation or other funds available to pay all amounts due hereunder for the current fiscal period.
6. PURCHASE OPTION - Upon thirty (30) days' prior written notice from Lessee to Lessor, and provided the Lessee at such time or at anytime
thereafter, is not in default hercunder, Lessee shall have the right to purchase all but not less than all the EQUIPMENT on the Lease Payment
dates set forth in Section n to the applicable Schedule by paying to Lessor on such date, the Lease Payment then due together with the
Concluding Payment amount set forth opposite such date. Upon satisfaction by Lessee of such purchase conditions, Lessor will release its
security interest in the EQUIPMENT to Lessee and will warrant to Lcsscc that the EQUIPMENT is free and clear of any liens created by Lessor.
7. NATURE OF THIS AGREEMENT - Lessor and Lessee agree that it is their intention that the interest of Lessor in the EQUIPMENT is as a
secured party, and that Lessor neither has nor will have any equity in the EQUIPMENT. The panies agree that the aggregate rent due hereunder
constitutes the purchase price of the EQUIPMENT together with the interest on the unamortized amount thereof over the term of this Lease, that
the installments of rent constitute principal and interest, as set fonh on Section II of the applicable Schedule over the term of the Lease, that the
concluding payment amounts shown thereon represent the unpaid principal amount of the purchase price of the EQUIPMENT together with
applicable premium on the payment dates to which they relate and that upon the due and punctual payment of the insrallments of rent and other
amounts due hereunder and the perfonnancc of Lcsscc's obligations under this Lease, Lessor's security interest in the EQUIPMENT shall be
released. Lcsscc will at all times proteCt and defend, at its own cost and expense, Lessor's interest in the EQUIPMENT against all claims, liens
and legal processes of creditors of Lessee and other persons, and keep the EQUIPMENT free and clear of all such claims, liens and processes.
Lessee shall not, without Lessor's prior written consent, part with possession or control of the EQUIPMENT or sell, pledge, mortgage or
othelWise encumber the EQUIPMENT or any pan thereof or assign or encumber any interest under this Lease.
8. DISCLAIMER OF WARRANTY - Lessor may, or may not, be the manufacturer or vendor of the Equipment. Without affecting Lessor's
liability, if any, as manufacturer or vendor of the Equipment, the parties agree that LESSOR IN ITS CAPACITY OF LESSOR MAKES NO
REPRESENTATlQN OR WARRANTY, EITHER EXPRESS OR IMPLIED, AS TO THE DESIGN OR CONDITION OF THE EQUIPMENT,
ITS MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, OR ANY OTHER REPRESENTATION OR WARRANTY
OF ANY KIND, NATURE OR DESCRIPTION WITH RESPECT TO THE EQUIPMENT.
9.
EQUIPMENT. uc
name the Lessor at Loss Payee shall provide I or
and (iii) such ins
10. LOSS OR DAMAGE TO EQUIPMENT -
a. Lessee hereby assumes the entire risk of any loss, theft, damage to or destruction of the EQUIPMENT, or any part thereof, from any cause
(hereinafter "Loss or Damage"): In the event. of Loss to the EQUIPMENT, Lessee shall promptly report same to the appropriate insurance
companies, to Lessor, and to all concemed governmental agencies. Lessee shall not be relieved from its obligations to pay rent or to
pcrfonn any other of its obligations under this Lease by reason of any Loss or Damage; all of Lessee's obligations shall continue in full
fOICe and effect notwithstanding such Loss or Damage.
b. In the event of any Loss.or Damage, Lessee, at the sole option of Lessor, shall either:
(i) promptly repair the EQUIPMENT and place it in good repair and working condition in ac~ordance with the standards set forth in
Section 15, below; or
(ii) pay Lessor the Stipulated Loss Value, as hereinafter defined, within sixty (60) days of notification by Lessor that Lessor has elected to
receive the Stipulated Loss Value rather than require repair of the EQUIPMENT.
c. "Stipulated Loss Value" shall be (i) an amount equal to the total of all rent and any other amounts, if any, due with respect to the lease of
the EQUIPMENT as of the date of payment of the Stipulated Loss Value plus (ii) the concluding payment amount shown on Schedule"
for such payment date.
d. Lessor shall pay any insurance proceeds received pursuant to Section 9, above, to satisfy any obligation of Lessee to Lessor hereunder and
remit the balance, ifany, to Lessee.
".-. .;
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levied or u t in the EQUIPMENT, upon the use or operation thereof, or 0 109 erefrom, and as
additional sums due, shall promptly payor rc , for all 0 er governmental charges (including fees for
titling and registration of the EQUIPM lev' lISt an on account of its interest in the EQUIPMENT or
levied or assessed a . or any part thereof, for the use or operation thereof, or e e Lessee, or the rent
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II.
12. POSSESSION AND USE OF EQUIPMENT - Lessor covenants to Lessee that as long as Lessee shall not be in default under this Lease,
Lessee may possess and use the EQUIPMENT in accordance with this Lease.
13. PERFORMANCE OF OBLIGATIONS OF LESSEE BY LESSOR -If Lessee shall fail to promptly perfonn any of its obligations under this
Lease, Lessor may, at any time thereafter, perfonn the same without thereby waiving the default, and any expense or liability incurred by Lessor,
together with Lessee's then prevailing late payment charge or the highest lawful rate, whichever is less, shall be payable by Lessee as additional
rent hereunder.
14. INSPECTION - Lessor or its agents shall have the right from time to time during reasonable business hours to enter upon Lessee's premises, or
elsewhere, for the purpose of confinning the existence, condition, and proper maintenance of the EQUIPMENT.
15. OPERATION, MAINTENANCE AND MODIFICATION - Lessee shall operate, possess, and maintain the EQUIPMENT and any records
pertaining thereto in compliance with all applicable Federa], state and local laws and regulations. Lessee shall not make any material alterations
to the EQUIPMENT without the prior written consent of Lessor. Lessee, shall at its own expense, maintain and keep the EQUIPMENT in good
order and repair in accordance. with the manufacturer's published manuals and other instructions. All parts, accessories and other personal
property which are added or become attached to the EQUIPMENT shal] immediately become the property of Lessor at no cost, and shall be
deemed incorporated in the EQUIPMENT and subject to the terms of this Lease.
-;~j ", , , r
cr property or resulting from or b u ' . terest in the EQUIPMENT 0 r a eged selection, control, use, operation,
maintenance, po.ssession, delivery or transportation or an or or their location or condition or from Lessee's failure to
qualify as an agency or political subd' . . Identified below within e .00 103 of the Internal Revenue Code of
1986, as amen ee's own cost and expense, defend any and a1] suits which may be brou either alone or in
17. ASSIGNMENT AND SUBLEASE - Lessee shall not sell, transfer, assign. pledge or sublease, its interest in the Lease or the EQUIPMENT,
without the prior written consent of Lessor. Lessor may assign this Lease and its rights hereunder in whole or in part, without Lessee's consent.
18. EVENTS OF DEFAULT - The occurrence of any other following shal~ at the option of Lessor and without any notice other than provided
herein, constitute an event of default under this Lease:
a. Lessee fails to pay any rent or other sums due hereunder and such failure shall continue for ten (10) days. 1&
b. Lessee fails to perform any other covenant herein and such failure continues for fifteen (15) days after written notice thereof by Lessor or
Lessee.
c. Lessee files a petition in bankruptcy or for reorganization or for an arrangement pursuant to the U.S. Federal Bankruptcy Act, or any
similar Law.
d. A receiver, trustee or liquidator (or other similar official) is appointed for or takes possession or charge of Lessee, substantially all of its
assets, or any EQUIPMENT.
e. Lessee's interest in any EQUIPMENT is levied upon or attached in any proceeding, and such prOcess is not vacated or discharged within
ninety (90) days thereafter,
f. Lessee attempts to sell, transfer, encumber, sublet or part with possession of any EQUIPMENT without Lessor's prior written consent.
]9. REMEDIES OF LESSOR-
a. Upon the occurrence of any event of default, or at any time thereafter, Lessor, at its sole option may exercise one or more of the following
remedies.
(i) Lessor may tenninate this Lease upon written notice to Lessee, without prejudice to any other remedies hereunder.
(ii) Lessor at any time may enter any premises with or without legal process where the EQUIPMENT May be and take possession
thereof without such action constituting a termination of the Lease unless Lessor notifies Lessee in writing of such effect; or
(iii) Proceed by appropriate action either at law or in equity to enforce perfonnance by Lessee of the applicable covenants of this
Lesse or to recover damages for breach thereof.
20.
21.
22.
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24.
25.
26.
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b. Lessor, upon default hereunder, shall also be entitled to recover as liquidated damages for the Joss of the bargain and not as a penalty an
amount equal to the Stipulated Loss Value of the EQUIPMENT, as defined in Section 10 above, as of the date of the event of default plus
interest at Lessor's then current late payment charge from the date of default to the date of payment. After repossession of the EQUIPMENT by
Lessor, Lessor shall attempt to mitigate Lessee's damages as hereinafter provided. Lessor, in its sole discretion, shall sell or release the
EQUIPMENT in a public or private transaction at which Lessor may be the Purchaser and Lessor may use Lessee's premises for the foregoing
without liability for rents, costs, damages, or otherwise. The proceeds of such sale or lease, if any, shall be applied first:
(i) to al\ of the Lessor's costs, charges and expenses incurred in taking, removing, holding, repairing and selling or leasing the
EQUIPMENT; then
(ii) to the event not previously paid by Lessee, to pay Lessor any damages then remaining unpaid hereunder; then
(iii) to reimburse Lessee any such sums previously paid by Lessee as damages hereunder.
(iv) Any surplus shall be retained by Lessor. Lessee shall pay Lessor any deficiency in ro and (ii) within ten (10) days ofwrincn
request for same.
c. No remedy of Lessor hereunder shall be exclusive of any other remedy provided herein or by law. Each shall be cumulative and in addition
to every other remedy. A waiver of default shall not be a waiver of any other or subsequent default.
d. Any default on the terms of any other agreement executed between the parties (including any entity controlled by, controlling or under
common control with Lessee) may be declared by Lessor to be a default under the terms of this Lease or under the teoos of any other agreement
between Lessee and Lessor. Any default under the tcnns of this Lease may be declared by Lessor to be a default under the tcnns of any other
agreement between Lessee and Lessor.
FURTHER ASSURANCE - Lessee shall during the teoo hereunder hereof execute and deliver to Lessor such insttuments and assurances as
Lessor reasonably deems necessary for the protection of Lessor's rights hereunder.
NOTICES - All notices shall be in writing and deemed delivered when posted in the U.S. Mails registered or certified, return receipt requested,
to Lessor or Lessee at their respective address shown above or at any later address last known to the sender.
SEVERABILITY - If any provision herein is invalid under any applicable law, such provision shall be inapplicable and deemed omitted, but
the remaining provisions hereof, including default remedies, shall be given effect in accordance with the manifest intent thereof.
ENTIRE AGREEMENT, NO AGENCY, TITLES - This instrument, including all appendices, constitutes the entire Agreement between the
parties. No tenn or provision of this Lease may be changed, waived, amended or teooinate except by a written agreement signed by both parties.
It is expressly agreed that no manufacturer or other third party is authorized to act as an agent or on behalf of the Lessor. The titles of the
Sections of this Lease are for convenience only and shall not define or limit any of the terms or provisions hereof.
FINANCING STATEJ\oiENTS - At Lessor's request, Lessee will join Lessor in executing any necessary or appropriate Financing Statements.
A photographic copy of this Lease may be filed as a financing statement under the Unifonn Commercial Code.
JURISDICTION, APPLICABLE LAW - Any dispute arising out of this Lease not otherwise settled amicably shall be adjudicated. in the
courts of general jurisdiction and the laws of the State indicated below. G~la #J..J ~/f ~,.,.
TITLE - Title to the EQUIPMENT shall pass to and vest in Lessee upon the comul:cncemcnt of the term of the rla!c. - Ii:ssor, however, shall
retain a security interest in the EQUIPMENT until Lessee shall have made all the payments required hereunder and shall have kept and
performed all the agreements it has made herein, notwithstanding the possession and use of the EQUIPMENT by Lessee as herein provided.
Lessee hereby grants a security interest in the Equipment described in the Schedules hereto and its proceeds to secure the performance and
payment of all obligations and indebtedness of whatever kind and whencver created, either direct or indirect, absolute or contingent, primary, or
secondary, due or to become due and whether now existing or hereafter arising and howsoever evidenced or acquired, whether joint or several, or
joint and scveral, of Lessee owing to Lessor (including but not limited to all of Lessee's obligations under this Lease) or any other affiliate of
Lessor (all of which may be hereinafter collectively referred to as the "Obligations"); and Lessee hereby agrees that the extent to which Lessor is
entitled to purchase money priority for its security intel'CSt in such Equipment shall be dctcnnined by reference to the total rental amount owing,
if any, with respect to such Equipment under the relevant Schedule at the time of any such determination.
IN WITNESS WHEREOF, the Lessor and Lessee have each caused this Lease to be duly executed.
This Lease is executed as of
Dee 17
.2002 .
LESSOR:
LESSEE:
Name:
By:
Name & Ti
Name: 'F
~BY:
Name & Title:
Address:
An Agency of Political Subdivision of
the State of GA
Address 2023 Highland Avenue
Augusta, GA 30906
EZGOO047 (02101)
~
TFCIll:iimm
Textron Financial Corporation
~ II~ I~ IllIl~'II~I~~1 JIIII~ IIIII'JII ~ 11/ m
SCHEDULE TO TAX-EXEMPT EQUIPMENT LEASE DATED 12/17/02
Lease No. TE1~O I
Schedule No Dom~
Purchase Order No.
Vendor Reference No.
Section I
1. Description of Leased Equipment ("Equipment"):
55aa E-Z-GO TXT-E
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2.
Location of Equipment
Augusta MunIcipal Golf Course
2023 Highland Avenue. Augusta. GA 30906
3. This Schedule is subject to the following addendums:
Addendum A - Payment Schedule, Rider No.1 - Tax Indemnity
JR8-eOS8.G Information Retum for Tax-Exempt Govermental Obligations
Section II
Total Principal: $
Total Interest: $
Total Payments: $
Monthly Payment Date:
$146,324.20
$13,331.71
$159,655.91
15th
Payment Schedule:
See Addendum "A"
enclosed.
Special Instructions
The Principal portion of each monthly payment Is shown under the .Principal Paid"
column; and the interest portion is shown under the ./nterest Paid" column.
Concluding payments are shown under the "Balance Remaining'
By:
PrInt Name
Print Title Documentation Manager
,Print TItle
Recreation and Parks
Tom F. Beck,Jr., Director
Robert Howard, Assistant Director
2027 Lumpkin Road
P.O. Box 5605
Augusta, GA 30916'5605
(706) 796,5025 ' office (706) 796,4099 ' fax
www.augustaga.gov
December 11, 2003
Memo:
TO: Ms. Lena Bonner, Oerk of Commission /h
FROM: Tom Beck, Recreation and Parks DirectorV 0
I have enclosed a document in need of your signature from TIC Textron pertaining
to our golf cart lease approved by the Mayor and Commission on December 17, 2002.
Please keep a copy for the lease file and send the original back to me for further
handling.
Thank you.
II 11I111I ~IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII
0#1 002 2 9 6 2 A 1 0 3 5 0
TFC&:n:Dt{.J~l
Textron Financial Corpomtion. Subsidiary of Textron Inc.
INCUMBENCY CERTIFICATE
LeaseNo. TEl -
I, ../ f((", do hereby certify that I am the duly elected or
appointed and acting Secretary/Clerk of rity ()fAllRJH:t~, GA a political
subdivision or agency of the State of../Georeia that I have custody of the
records of such entity, and that, as of the date hereof, the individuals named below are the duly
elected or appointed officers of such entity holding the offices set forth opposite their respective
names. I further certify that (i) the signatures set opposite their respective names and titles are
their true and authentic signatures and (ii) such officers have the authority on behalf of such entity
to enter into that certain equipment lease dated March 11 ,2003 ,
between such entity and the Lessor named therein, and.to do all things which they deem necessary
on behalf of such entity in order to more completely effectuate tne purposes of SalObqUlpment
Lease.
NAME TITLE /tx/ -
../10111 auK $ ~d-or jC
..
../ ../ x
...
./ ./ x
IN WITNESS WHEREOF, I have duly executed this certificate and affixed the seal of such entity
hereto this day of
SEAL
X
Secretary/Clerk
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