Dell Financial Services/Computer & Monitor Leases 14FEB 1 1-1 2014
CITY OF IA OWNTA
This Master Lease Agreement (this "Agreement'), effective as of the Effective "Commencement Date"). The period beginning on the Acceptance Date
Date set forth above, is between the Lessor and Lessee named above. and ending on the last day of the Primary Term, together with any renewals
Capitalized terms have the meaning set forth in this Agreement. or extensions thereof, is defined as the "Lease Term. The Lease is non-
1. LEASE. cancelable by Lessee, except as expressly provided in Section 5.
Lessor hereby leases to Lessee and Lessee hereby leases the equipment
("Products'), Software (defined below), and services or fees, where applicable,
as described in any lease schedule ("Schedule"). Each Schedule shall
incorporate by reference the terns and conditions of this Agreement and
contain such other terms as are agreed to by Lessee and Lessor. Each
Schedule shall constitute a separate lease of Products ("Lease'). In the event
of any conflict between the terms of a Schedule and the terms of this
Agreement, the terms of the Schedule shall prevail. Lessor reserves all.rights
to the Products not specifically granted to Lessee in this Agreement or in a
Schedule. Execution of this Agreement does not create an obligation of either
party to lease to or from the other.
2. ACCEPTANCE DATE; SCHEDULE.
(a) Subject to any right of return provided by the Product seller ("Seller")
named on the Schedule, Products are deemed to have been irrevocably
accepted by Lessee upon delivery to Lessee's ship to location ("Acceptance
Date"). Lessee shall be solely responsible for unpacking, inspecting and
installing the Products.
(b) Lessor shall deliver to Lessee a Schedule for Products. Lessee agrees
to sign or otherwise authenticate (as defined under the Uniform Commercial
Code, "UCC") and return each Schedule by the later of the Acceptance
Date or five (5) days after Lessee receives a Schedule from Lessor. If the
Schedule is not signed or otherwise authenticated by Lessee within the time
provided in the prior sentence, then upon written notice from Lessor and
Lessee's failure to cure within five (5) days of such notice, Lessor may
require the Lessee to purchase the Products by paying the Product Cost
charged by the Seller, plus any shipping charges, Taxes or Duties (defined
below) and interest at the Overdue Rate accruing from the date the
Products are shipped through the date of payment. If Lessee returns any
leased Products in accordance with the Seller's return policy, it will notify
Lessor. When Lessor receives a credit from the Seller for the returned
Product, the Schedule will be deemed amended to reflect the return of the
Product and Lessor will adjust its billing records and Lessee's invoice for
the applicable Lease. In addition, Lessee and Lessor agree that a signed
Schedule may be amended by written notice from Lessor to Lessee provided
such notice is (i) to correct the serial (or service tag) number of Products or (ii)
to adjust the related Rent (defined below) on the Schedule (any increase up to
15% or any decrease) caused by any change made by Lessee in Lessee's
order with -the Seller.
3. TERM.
The initial term (the "Primary Term") for each Lease shall begin on the date
set forth on the Schedule as the Commencement Date (the
RENT; TAXES; PAYMENT OBLIGATION.
(a) The rental payment amount ("Rent"), and the payment period for each
installment of Rent ("Payment Period') shall be stated in the Schedule. A
prorated portion of Rent calculated based on a 30-day month, 90-day quarter
or 360-day year (as appropriate) for the period from the Acceptance Date to
the Commencement Dale shall be added to the first payment of Rent. All
Rent and other amounts due and payable under this Agreement or any
Schedule shall. be paid to Lessor in lawful funds of the United States of
America at the payment address for Lessor set forth above or at such other
address as Lessor may designate in writing from time to time. Whenever
Rent and other amounts payable under a Lease are not paid when due,
Lessee shall pay interest on such amounts at a rate equal to the lesser of 1 %
per month or the highest such rate permitted by applicable law ("Overdue
Rate"). Rent shall be due and payable whether or not Lessee has received an
invoice showing such Rent is due. Late charges and reasonable attorney's
fees necessary to recover Rent and other amounts owed hereunder are
considered an integral part of this Agreement.
(b) EACH LEASE SHALL BE A NET LEASE. In addition to Rent,
Lessee shall pay sales, use, excise, purchase, property, added value or
other taxes, fees, levies or assessments lawfully assessed or levied against
Lessor or with respect to the Products and the Lease ("collectively "Taxes"),
and customs, duties or surcharges on imports or exports .(collectively,
"Duties"), plus all expenses incurred in connection with Lessor's purchase
and Lessee's use of the Products, including but not limited to shipment,
delivery, Installation, and insurance. Unless Lessee provides Lessor With a
tax exemption certificate acceptable to the relevant taxing authority prior to
Lessor's payment of such Taxes, Lessee shall pay to Lessor all Taxes and
Duties upon demand by Lessor. Lessor may, at its option, invoice Lessee for
estimated personal property tax with the Rent Payment. Lessee shall.pay all
utility and other charges incurred in the use and maintenance of the
Products.
(c) EXCEPT AS EXPRESSLY PROVIDED IN SECTION 5, LESSEE'S
OBLIGATION TO PAY ALL RENT AND OTHER AMOUNTS WHEN DUE
AND TO OTHERWISE PERFORM AS REQUIRED UNDER THIS
AGREEMENT AND EACH SCHEDULE SHALL BE ABSOLUTE AND
UNCONDITIONAL, AND SHALL NOT BE SUBJECT TO ANY ABATEMENT,
REDUCTION, SET-OFF, DEFENSE, COUNTERCLAIM, INTERRUPTION,
DEFERMENT OR RECOUPMENT FOR ANY REASON WHATSOEVER
WHETHER ARISING OUT OF ANY CLAIMS BY LESSEE AGAINST
LESSOR, LESSOR'S. ASSIGNS, THE SELLER, OR THE SUPPLIER OR
MANUFACTURER OF THE PRODUCTS, TOTAL OR PARTIAL LOSS OF
THE PRODUCTS OR THEIR USE OR POSSESSION, OR OTHERWISE. If
any Product is unsatisfactory for any reason, Lessee shall make its claim
DFS Public MMOSW.0.10.12doU Page 1 of 5
032213
solely against the Seller of such Product (or the Licensor in the case of
Software, as defined below) and shall nevertheless pay Lessor or its assignee
all amounts due and payable under the Lease.
5. APPROPRIATION OF FUNDS.
(a) Lessee intends to continue each Schedule for the Primary Term and
to pay the Rent and other amounts due thereunder. Lessee reasonably
believes that legally available funds in an amount sufficient to pay all Rent
during the Primary Term can be obtained and agrees to do all things
lawfully within its power to obtain and maintain funds from which the Rent
and other amounts due may be paid.
(b) Lessee may terminate a Schedule in whole, but not in part by giving
at least sixty (60) days notice prior to the end of the then current Fiscal
Period (as defined in the Lessee's Secretary/Clerk's Certificate provided to
Lessor) certifying that: (1) sufficient funds were not appropriated and
budgeted by Lessee's governing body or will not otherwise be available to
continue the Lease beyond the current Fiscal Period; and (2) that the
Lessee has exhausted all funds legally available for payment of the Rent
beyond _the current Fiscal Period. Upon termination of the Schedule,
Lessee's obligations under the Schedule (except those that expressly
survive the end of the Lease Term) and any interest in the Products shall
cease and Lessee shall surrender the Products in accordance with Section
8. Notwithstanding the foregoing, Lessee agrees that, without creating a
pledge, lien or encumbrance upon funds available to Lessee in other than
its current Fiscal Period, it will use its best efforts to take all action
necessary to avoid termination of a Schedule, including making budget
requests for each Fiscal Period during each applicable Lease Term for
adequate funds to meet its Lease obligations and to continue the Schedule
in force.
(c) Lessor and Lessee intend that the obligation of Lessee to pay Rent
and other amounts due under a Lease constitutes a current expense of
Lessee and is not to be construed to be a debt in contravention of any
applicable constitutional or statutory limitation on the creation of
indebtedness or as a pledge of funds beyond. Lessee's current Fiscal
Period.
6. LICENSED MATERIALS.
Software means any operating system software or computer programs
included with the Products (collectively, "Software"). "Licensed Materials" are
any manuals and documents, end user license agreements, evidence of
licenses, including without limitation, any certificate of authenticity and other
media provided in connection with such Software, all as delivered with or
affixed as a label to the Products. Lessee agrees that this Agreement and any
Lease (including the sale of any Product pursuant to any purchase option)
does not grant any title or interest in Software or Licensed Materials. Any use
of the terms "sell;' "purchase," "license," "lease," and the like in this
Agreement or any Schedule with respect to Licensed Materials shall be
interpreted in accordance with this Section 6.
7. USE; LOCATION; INSPECTION.
Lessee shall (a) comply with all terms and conditions of ' any Licensed
Materials and (b) possess and operate the Products only (i) in accordance with
the Seller's supply contract and any service provider maintenance and
operating manuals, documentation and applicable laws; and (ii) for the
business purposes of Lessee. Lessee agrees not to move Products from the
location(s) specified in the Schedule without providing Lessor with at least 30
days prior written notice, and then only to a location within the continental
United States and at Lessee's expense. Without notice to Lessor, Lessee
may temporarily use laptop computers at other locations, including outside the
United States, provided Lessee complies with the United States Export
Control Administration Act of 1979 and the Export Administration Act of
1985, as those Acts are amended from time to time (or any successor or
similar legislation). Provided Lessor complies with Lessee's reasonable
security requirements, Lessee shall allow Lessor to inspect the premises
where the Products are located from time to time during reasonable hours
after reasonable notice in order to confirm Lessee's compliance with its
obligations under this Agreement.
8. RETURN.
At the expiration or earlier termination of any Schedule, and except for
Products purchased pursuant to any purchase option under the Lease, if any,
Lessee will (a) remove all proprietary data from the Products; and. (b) return
them to Lessor at a place within the contiguous United States designated by
Lessor. Upon return of the Products, Lessee's right to the operating system
Software in returned Products will terminate and Lessee will return the
Products with the original certificate of authenticity (attached and unaltered) for
the original operating system Software. Lessee agrees to deinstall and
package the Products for return in a manner which will protect them from
damage. Lessee shall pay all costs associated with the packaging and
return of the Products and shall promptly reimburse Lessor for all costs and
expenses for missing or damaged Products or operating system Software.
If Lessee fails to return all of the Products at the expiration of the Lease
Term or earlier termination (other than for non -appropriation) in accordance
with this Section, the Lease Term with respect to the Products that are not
returned shall continue to be renewed as described in the Schedule.
RISK OF LOSS; MAINTENANCE; INSURANCE.
(a) From the time the Products are delvered to Lessee's ship to locatibh
until the Products are returned to Lessor's designated return location or
purchased by Lessee, Lessee agrees: (1) to assume the risk of loss ordamage
to the Products; (1i) to maintain the Products in good operating condition and
appearance, ordinary wear and tear excepted, (iii) to comply with all
requirements necessary to enforce all warranty rights; and (iv) to promptly
repair any repairable damage to the Products. During the Lease Term,
Lessee at its sole discretion has the option to purchase a maintenance
agreement from the provider of its choice (including, if it so chooses, to self -
maintain the Products) or to forgo such maintenance agreement altogether,
regardless of Lessee's choice, Lessee will continue to be responsible for its
obligations as stated in the first sentence of this Section. At all times, Lessee
shall provide the following insurance: (x) casualty loss insurance for the
Products for no less than the Stipulated Loss Value (defined below) naming
Lessor as a loss payee: (y) liability insurance with respect to the Products for
no less than an amount as required by Lessor, with Lessor named as an
additional insured; and (z) such other insurance as may be required by law
which names Lessee as an insured and Lessor as an additional insured.
Upon Lessor's prior written consent, Lessee may provide this insurance
pursuant to Lessee's existing self insurance policy or as provided for under
state law. Lessee shall provide Lessor with either an annual certificate of third
party insurance or a written description of its self insurance policy or relevant
law, as applicable. The certificate of insurance will provide that Lessor shall
receive at least ten (10) days prior written notice of any material change to or
cancellation of the insurance policy or Lessee's self-insurance program, if
previously approved by Lessor. If Lessee does not give Lessor evidence of
insurance in accordance Wth the standards herein, Lessor has the right, but
not the obligation, to obtain such insurance covering Lessor's interest in the
Products for the Lease Term, including renewals. If Lessor obtains such
insurance, Lessor will add a monthly, quarterly or annual charge (as
appropriate) to the Rent to reimburse Lessor for the insurance premium and
Lessor's then current insurance administrative fee.
(b) If the Products are lost, stolen, destroyed, damaged beyond repair or
in the event of any condemnation, confiscation, seizure or expropriation of
such Products ("Casualty Products"), Lessee shall promptly (i) notify Lessor
of the same and (H) pay to Lessor the Stipulated Loss Value for the
Casualty Products. The Stipulated Loss Value is an amount equal to the
sum of (a) all Rent and other amounts then due and owing (including
interest at the Overdue Rate from the due date until payment is received)
under the Lease, plus (b) the present value of all future Rent to become due
under the Lease during the remainder of the Lease Term, plus (c) the
present value of the estimated in place Fair Market Value of the Product at
the end of the Primary Term as determined by Lessor; plus (d) all other
amounts to become due and owing during the remaining Lease Term.
Unless priced as a tax-exempt Schedule, each of (b) and (c) shall be
calculated using the federal funds rate target reported in the Wall Street
Journal on the Commencement Date of the applicable Schedule. The
discount rate applicable to tax-exempt Schedules shall be federal funds rate
target reported in the Wall Street Journal on the Commencement Date of
the applicable Schedule less 100 basis points.
10. ALTERATIONS.
OFS Public MLA.0SW.0.10.12dobt Page 2 of 5
032213
Lessee shall, at its expense, make such alterations to the Products during the
Lease Term as are legally required or provided at no charge by Seller. Lessee
may make other alterations, additions or improvements to the Products
provided that any alteration, addition or improvement shall be readily
removable and shall not materially impair the value or utility of the Products.
Upon the return of any Product to Lessor, any alteration, addition or
improvement that is not removed by Lessee shall become the property of
Lessor free and clear of all liens and encumbrances.
11. REPRESENTATIONS AND WARRANTIES OF LESSEE.
Lessee represents, warrants and covenants to Lessor and will provide to
Lessor at Lessor's request all documents deemed necessary or appropriate
by Lessor, including Certificates of Insurance, financial statements, Secretary
or Clerk Certificates, essential use information or documents (such as
affidavits, notices and similar instruments in a form satisfactory to Lessor) and
Opinions of Counsel (in substantially such form as provided to Lessee by
Lessor and otherwise satisfactory to Lessor) to the effect that, as of the time
Lessee enters into this Agreement and each Schedule that:
(a) Lessee is an entity duly organized and existing under•and by virtue of
the authorizing statute or constitutional provisions of its state,and is a state or
political subdivision thereof as described in Section 103(a), of the Internal
Revenue Code of 1986. as amended, and the regulations promulgated
thereunder as in effect and applicable to the Agreement, or any Schedule, with
full power and authority to enter into this Agreement and any Schedules and
perform all of its obligations under the Leases;
(b) This Agreement and each Schedule have been duly authorized,
authenticated and delivered by Lessee by proper action of its governing
board at a regularly convened meeting and attended by the requisite
majority of board members, or by other appropriate official authentication,
as applicable, and all requirements have been met and procedures have
occurred in order to ensure the validity and enforceability of this Agreement
against Lessee;
(c) This Agreement and each Schedule constitute the valid, legal and
binding obligations of Lessee, enforceable in accordance with their terms;
(d) No other approval, consent or withholding of objection is required
from any federal, state or local governmental authority or instrumentality
with respect to the entering into or performance by Lessee of the
Agreement or any Schedule and the transactions contemplated thereby;
(e) Lessee has complied with such public bidding requirements and other
state and federal laws as may be applicable to the Agreement and any
Schedule and the acquisition by Lessee of the Products;
(f) The entering into and performance of the Agreement or any Schedule
will not (i) violate any judgment, order, law or regulation applicable to
Lessee; (ii) result in any breach of, or constitute a default under, any
instrument to which the Lessee is a party or by which it or its assets may be
bound; or (iii) result in the creation of any lien, charge, security interest or
other encumbrance upon any assets of the Lessee or on the Products,
other than those created pursuant to this Agreement;
(g) There are no actions, suits, proceedings, inquiries or investigations,
at law or in equity, before or by any court, public board or body, pending or
threatened against or affecting Lessee, nor to the best of Lessee's
knowledge and belief is there any basis therefor, which if determined
adversely to Lessee will have a material adverse effect on the ability of
Lessee to fulfill its obligations under the Agreement or any Schedule;
(h) The Products are essential to the proper, efficient and economic
operation of Lessee or to the services which Lessee provides to its citizens.
Lessee expects to make immediate use of the Products, for which it has an
immediate need that is neither temporary nor expected to diminish during the
applicable Lease Term. The Products will be used for the sole purpose of
performing one or more of Lessee's governmental or proprietary functions
consistent within the permissible scope of Lessee's authority; and
(1) Lessee has, in accordance with the requirements of law, fully
budgeted and appropriated sufficient funds to make all Rent payments and
other obligations under this Agreement and any Schedule during the current
Fiscal Period, and such funds have not been expended for other purposes.
12. WARRANTY ASSIGNMENT; EXCLUSION OF WARRANTIES;
LIMITATIONS ON LIABILITY; FINANCE LEASE.
(a) Provided no Event of Default has occurred and is continuing, Lessor
assigns to Lessee for the Lease Term the benefit of any Product warranty and
right of return provided by any Seller.
(b) LESSEE ACKNOWLEDGES THAT LESSOR DID NOT SELECT,
MANUFACTURE, SUPPLY OR LICENSE ANY PRODUCT AND THAT
LESSEE HAS MADE THE SELECTION OF PRODUCTS BASED UPON ITS
OWN JUDGMENT AND EXPRESSLY DISCLAIMS .ANY RELIANCE ON
STATEMENTS MADE BY LESSOR OR ITS AGENTS. LESSOR LEASES
THE PRODUCTS AS -IS AND MAKES NO WARRANTY, EXPRESS,
IMPLIED, OR OTHERWISE, INCLUDING, BUT NOT,LIMITED TO, ANY
WARRANTIES OF DESIGN, MERCHANTABILITY, OR FITNESS FOR A
PARTICULAR PURPOSE. LESSEE HEREBY WAIVES ANY CLAIM IT
MIGHT HAVE AGAINST LESSOR OR ITS ASSIGNEE FOR ANY LOSS,
DAMAGE OR EXPENSE CAUSED BY OR WITH RESPECT TO ANY
PRODUCTS.
(c) IN NO - EVENT SHALL LESSOR BE LIABLE FOR ANY ACTUAL,
SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES
ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY SCHEDULE
OR THE SALE, LEASE -OR USE OF ANY PRODUCTS EVEN IF LESSOR IS
ADVISED IN ADVANCE OF THE POSSIBILITY OR CERTAINTY OF SUCH
DAMAGES AND EVEN IF LESSEE ASSERTS OR ESTABLISHES A
FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY
PROVIDED IN THIS AGREEMENT.
(d) Lessee agrees that it is the intent of both parties that each lease qualify
as a statutory finance lease under Article 2A of the UCC. Lessee
acknowledges either (i) that Lessee has reviewed and approved any written
supply contract covering the Products purchased from the Seller for lease to
Lessee or (ii) that Lessor has informed or advised Lessee, in writing, either
previously or by this Agreement, that Lessee may have rights under the supply
contract evidencing the purchase of the Products and that Lessee should
contact the Seller for a description of any such rights. TO THE FULLEST
EXTENT PERMITTED BY APPLICABLE LAW, LESSEE HEREBY WAIVES
ALL RIGHTS AND REMEDIES CONFERRED UPON A LESSEE BY
ARTICLE 2A OF THE UCC.
13. EVENTS OF DEFAULT.
It shall be an event of default hereunder and under any Schedule ("Event of
Default") if
(a) Lessee fails to pay any Rent or other amounts payable under this
Agreement or any Schedule within 15 days after the date such payment is
due;
(b) Any representation or warranty made by Lessee to Lessor in connection
with this Agreement, any Schedule or any other Documents is at the time
made materially untrue or incorrect;
(c) Lessee fails to comply with any other obligation or provision of this
Agreement or any Schedule and such failure shall have continued for 30 days
after notice from Lessor,
(d) Lessee (i) is generally not paying its debts as they become due or (ii)
takes action for the purpose of invoking the protection of any bankruptcy or
insolvency law, or any such law is invoked against or with respect to Lessee or
its property and such petition is not dismissed within 60 days;
(a) Any provision of this Agreement ceases to be valid and binding on
Lessee, is declared null and void, or its validity or enforceability is contested by
Lessee or any governmental agency or authority whereby the loss of such
provision would materially adversely affect the rights or security of Lessor, or
Lessee denies any further liability or obligation under this Agreement; or
(f) Lessee is in default under any other lease, contract, or obligation now
existing or hereafter entered into with Lessor or Seller or any assignee of
Lessor.
14. REMEDIES; TERMINATION.
(a) Upon an Event of Default under any Schedule, all of Lessee's rights
DFS Public MLA.OSW.8.10.12dotz Page 3 of 5
032213
(including its rights to the Products), but not its obligations thereunder, shall
automatically be canceled without notice and Lessor may exercise one or
more of the following remedies in its sole discretion:
() require Lessee to return any and all such Products in accordance
with Section 8, or if requested by Lessor, to assemble the Products in a single
location designated by Lessor and to grant Lessor the right to enter the
premises where such Products are located (regardless of where assembled)
for the purpose of repossession;
(ii) sell, lease or otherwise dispose of any or all Products (as agent and
aftomey-in-fact for Lessee to the extent necessary) upon such terms and in
such manner (at public or private sale) as Lessor deems advisable in its sole
discretion ("Disposition");
(III) declare immediately due and payable as a pre -estimate of liquidated
damages for loss of bargain and not as a penalty, the Stipulated Loss Value of
the Products in lieu of any further Rent, in which event Lessee shall pay such
amount to Lessor within 10 days after the date of Lessor's demand; or
(iv) proceed by appropriate court action either at law or in equity
(including action for specific performance) to enforce the performance by
Lessee or recover damages associated with such Event of Default or exercise
any other remedy available to lessor in law or in equity.
(b) Lessee shall pay all costs and expenses arising or Incurred by Lessor,
including reasonable attorney fees, in connection with or related to an Event
of Default or the repossession, transportation, re -furbishing, storage and
Disposition of any or all Products ("Default Expenses"). In the event Lessor
recovers proceeds (net of Default Expenses) from its Disposition of the
Products, Lessor shall credit such proceeds against the owed Stipulated Loss
Value. Lessee shall remain liable to Lessor for any deficiency. With respect
to this Section, to the extent the proceeds of the Disposition (net of Default
Expenses) exceed the Stipulated Loss Value owed under the Lease, or
Lessee has paid Lessor the Stipulated Loss Value, the Default Expenses and
all other amounts owing under the Lease, Lessee shall be entitled to such
excess and shall have no further obligations with respect to such Lease. All
rights of Lessor are cumulative and not alternative and may be exercised by
Lessor separately or together.
15. QUIET ENJOYMENT.
Lessor shall not interfere with Lessee's right to possession and quiet
enjoyment of Products during the relevant Lease Term, provided no Event of
Default has occurred or is continuing. Lessor represents and warrants that as
of the Commencement Date of the applicable Schedule, Lessor has the right
to lease the Products to Lessee.
16. INDEMNIFICATION.
To the extent permitted by law, Lessee shall indemnify, defend and hold
Lessor, its assignees, and their respective officers, directors, employees,
representatives and agents harmless from and against, all claims, liabilities,
costs or expenses, including legal fees and expenses (collectively, "Claims"),
arising from or incurred in connection with this Agreement, any Schedule, or
the selection, manufacture, possession, ownership, use, condition, or return of
any Products (including Claims for personal injury or death or damage to
property, and to the extent Lessee is responsible, Claims related to the
subsequent use or Disposition of the Products or any data in or alteration of
the Products. This indemnity shall not extend to any loss caused solely by the
gross negligence or willful misconduct of Lessor. Lessee shall be responsible
for the defense and resolution of such Claim at its expense and shall pay any
amount for resolution and all costs and damages awarded against or incurred
by Lessor or any other person indemnified hereunder; provided, however, that
any person indemnified hereunder shall have the right to participate in the
defense of such Claim with counsel of its choice and at its expense and to
approve any such resolution. Lessee shall keep Lessor informed at all times
as to the status of the Claim.
17. OWNERSHIP; LIENS AND ENCUMBRANCES; LABELS.
As between Lessor and Lessee, title to the Products (other than the
Licensed Materials) is and shall remain with Lessor. Products are
considered personal property and Lessee shall, at Lessee's expense, keep the
Products free and clear of liens and encumbrances of any kind (except those
DFS Public MIA.OSWA10.12doU Page
032213
arising through the acts of Lessor) and shall immediately notify Lessor if
Lessor's interest is subject to compromise. Lessee shall not remove, cover, or
alter plates, labels, or other markings upon Products by Lessor, Seller or any
other supplier.
18. NON-PERFORMANCE BY LESSEE.
If Lessee shall fail to perform any of its. obligations hereunder or under any.
Schedule, Lessor shall have the right but not the obligation to effect such
performance and Lessee shall promptly reimburse Lessor for all out of pocket
and other reasonable expenses incurred in connection with such performance,
with interest at the Overdue Rate.
19. NOTICES.
Ali notices shall be given in writing and, except for billings and
communications in the ordinary course of business, shall be delivered by
overnight courier service, delivered personally or sent by certified mail, return
receipt requested, and shall be effective on the date of receipt unless mailed,
in which case the effective date will be four (4) Business Days after the date of
mailing. Notices to Lessor by Lessee shall be sent to: Dell Financial Services
L.L.C. Legal Department, One Dell Way, Round Rock, TX 78682, or such
other mailing address designated in writing by Lessor. Notice to Lessee shall
be to the address on the first page of this Agreement or such other mailing
address designated in writing by Lessee.
20. ASSIGNMENT.
(a) LESSEE MAY ASSIGN THIS AGREEMENT OR ANY SCHEDULE, OR
SUBLEASE ANY PRODUCT(S) WITH THE PRIOR WRITTEN CONSENT
OF LESSOR (SUCH CONSENT NOT TO BE UNREASONABLY
WITHHELD). LESSOR, AT ITS SOLE DISCRETION, MAY ASSESS AN
ADMINISTRATIVE FEE FOR ANY APPROVED ASSIGNMENT OR
SUBLEASE. No assignment or sublease shall in any way discharge Lessee's
obligations to Lessor under this Agreement or Schedule.
(b) Lessor may at any time without notice to Lessee, but subject to the rights
of Lessee, transfer, assign,or grant a security interest in any Product, this
Agreement, any Schedule, or any rights and obligations hereunder or
thereunder in whole or in part. Lessee hereby consents to such assignments,
agrees to comply fully with the terms thereof, and agrees to execute and
deliver promptly such acknowledgments, opinions of counsel and other
instruments reasonably requested to effect such assignment.
(c) Subject to the foregoing, this Agreement and each Schedule shall be
binding upon and inure to the benefit of Lessor, Lessee and their successors
and assigns.
21. GOVERNING LAW; JURISDICTION AND VENUE; WAIVER OF JURY
TRIAL.
THIS AGREEMENT AND EACH SCHEDULE SHALL BE GOVERNED BY
CALIFORNIA LAW WITHOUT REGARD TO ITS CONFLICTS OF LAW
PRINCIPLES AND, TO THE EXTENT APPLICABLE, THE ELECTRONIC
SIGNATURES IN GLOBAL AND NATIONAL COMMERCE ACT. LESSEE
CONSENTS TO THE JURISDICTION OF ANY FEDERAL COURT
LOCATED IN RIVERSIDE COUNTY, CALIFORNIA AND WAIVES ANY
OBJECTION TO VENUE IN SUCH COURT, AND FURTHER WAIVES ANY
RIGHT TO A TRIAL BY JURY.
22. MISCELLANEOUS.
(a) The headings used in this Agreement are for convenience only and
shall have no legal effect. This Agreement shall be interpreted without any
strict construction in favor of or against either party.
(b) The provisions of Sections 6, 8, 11. 12(b), 12(c), 12(d), 16, 21 and 22
shall continue in full force and effect even after the termination or expiration of
this Agreement or any Schedule.
(c) Failure of Lessor at any time to require Lessee's performance of any
obligation shall not affect the right to require performance of that obligation.
No term, condition or provision of this Agreement or any Schedule shall be
waived or deemed to have been waived by Lessor unless it is in writing and
signed by a duly authorized representative of Lessor. A valid waiver is limited
to the specific situation for which it was given.
4of5
Lessee shall furnish. such financial. statements, of.lessee; (prepared in
aecordance. vAth generally. accepted accounting. pt(no)ptes) 6dcr .tither'
infpirriagon it w sbr niay ffom.lime (o lime reasonab{y'requesl.
(e)If any. pmvlsron.(s) o(:this.;Pgreement:is; dWmed Walid:of unenforceable.':
fo any,.extenl.:(ofher tbart.prbvlsions going to tha essence of this Agreement):
the :same shall riot' In any respecl;affeci. the validity: legality or;erjforreabijily:(to
the futlest:exlent permitferi by jai+} of Itie remaindor of ttt(s Agreerriertt and the
patties: shaft tiro?ifiiir. best; e((oRs..to. jgpli�ce::suclT..°p(rgat invalid.„oi
unenforceable proissioii:vriih an enforceable prowstoii:approximalfng to.ths:
exleat possrbre . the origiital:intent of'the parties,
(t) . Unress oft rvrise prov(¢ed: all obligations .,tiereuntler.sltall:be:performed
:ofobserved at:Ihe:respeaGve pbdy's,expense-
(g) Lessee shall lake: any actl-an-reasonably:.requested:by Lessor for the.-
pu[R e;of fulty,e[fectualirig ttie: pjteril and pufposes :of this /Vc reeiiient or:any
Schetlule:.11 ary,Lease is, �eleni»neii to'tie: oUmer Uian a tnie_ lease; Lessen;
proceeds thereof. Lessee:acKriowfedges..tfiat;:by::slgniiig. This Agreement:
Lessee. has authorized 1_6 sor:lo-fite arty firiancirigslatemerits orielated;rrtirigs
as..Lessor mayreasonably deem necessary.or:approprlate,.: Lessor. rnay.fife a
• Copy:of this• Agreement or any Sdteduie in lieu dfa'firiani3ingstalement.
F,XeCUTEfl;tiyithe undersigned pn tltedatesAs. fatttt , low;;to be`etfectiye.:
as of the Effective Date.: _ - '
of•La;Qulrtta Ca"omfa;
"tes
R,Y..
^^E; Fran J. Spe cek, City Manager!
T1TtE City o a uinta California
DELL. Ff.NANCIAL:SERVICES:L.L Q,
"Lessor° -
(h) INS Agreement and any .Scn We may be signed in any number of
counterparts each of which when so executed or;otheivhse?authenticated and
deGv$red shall be an original but all eounterptirls. shall; together constitute one
.and. file same instniment. T.(k the extent :each.Schedule would. constitute APPROVED AS TO 0
:Chatiei _paper astha ' t legal t5 dermed I the. UCC,. 6o seeurity.intetesl may ee . '
crealed..Ihiouflh•:Ihe .transfer or.canlrol or• possession: as applicable; 'of a'
coirnlerpnit- of Sdtedule_: other than .the' oifgfnal :In Lessors possession
marked by Lessor as eit1w'original":or "Count'& ad Nun!15e.r
Thts AgreemenCand Ihe`Schedules hereto between lessor; andLessee M. Ra a ine enson, i A ;torney
et:forth all of the vnderslandings and agreements tietween the parties• anti
supersede and merge. all prior written or brat.. coinrtiuhicaGdriS;
undrrslandings,:or agreements b6tweeri:the parties rerating,.(o tale subjed
Maftercontained her6ln. Except ast ermtUt d:herefri..ahig;Agreement;and airy
. _.
Schetltile: may be amended :bnly .lay,: a:' tNrUfrlg; :duty.: signed :oi::ottieiiNise
pajlhenticated by:yessor.-arid LeSsee::lf:Lessee'deQgers.itiis;.¢greement-any
:amendment. -or Schedule.: (each a; ?'Document �. to Lessor` ..b , 'facsimile:
;trapsmission, and Lessor'doos:not,rei eive all of thG.pagds of ttx�tD:oCtinieiir,
Lesses:agrees :that, eicept (of any:pages•vail�Ei require atslgnalimre; Lessor
imay supply -the missing pages to the Doounleot-from Lesso?fs�da[aliase iW6h
-Wrlforms. to the vets{on number.at the bottom .of the page: if -Lessee dellvbrs
:a.-Mbned Docurent to.Lessoi as an a mail attachrnen[;'facsinilte..transntlsslon
br by U.S. inail, Lessee acknowledges •thai.Lessor.is relying..on Lessee's
representation that time Document has not been.altered,•Lessce further:agre'es
.::that, notwift-tanding' any rule of evidence lorttie: conttary, in anytiearing, trial .
or-proceeding:of, any kind with respect.lo in Docunienl,-Lessor r6ay produce a
f"ible. copy -of the Document lransrnia6d by. Lessee.lo Lessor by facsimile or.
:as ah a -mail allacftmenl and' -such signed copy shall' be deemed Ito be the
original of the Document. To the -extent (it ariy).that the Document constitutes
.chattel paper under the Uniform Commercial Code. the authoritative copy of
the .Document shall. be the copy.designated by. Lessor or its.assignee,.from
title l6:Gme, as ihe-c6py d4ailable for -access and'review by lessee; Lessor•of
its : assignee. All oilier copies are deemed ,identified as copies of, the.
authoritative copy, In Ric ev' W -of inadvertent destruction 'ottttie. authoritative:
Copy :or_corruplion of the ablh;6ritalive cbpy for:any.Teason:or as:the resull.of:
any Cause the authoritative cgpy rnay.be.restored::ffom a backup, or. archive
copy,:Yrnd:ahe restored. copy shall become.the.bw l",rritatiya copy... �t;Lgssiir's:
optibit: this eteCtronic.'rr�ciird:may be;converted:frilb.papei fo'm1: Atsui h tkrie,
such:papeccopy w. I designated'or'marked-as the allthbritatiVe copy of the
[ocrirnenl.
oFs Pubitc MLA.0S►V.8,10.12dotx Page 5 of 5.
032213
Financial Servic-es
City of La Quinta
DELL FLEX LEASE PURCHASE SCHEDULE NO. TBD
TO MASTER LEASE AGREEMENT NO. TBD
THIS SCHEDULE IS SUBJECT TO AND INCORPORATES THE TERMS AND CONDITIONS OF MASTER LEASE
AGREEMENT NO. TBD ("Agreement') DATED BETWEEN Dell Financial Services L.L.C. ("Lessor") AND City of La Quinta
("Lessee").
Lessor hereby agrees to lease and/or make available to Lessee subject to the terms, conditions and provisions'set forth in this
Schedule and in the Agreement, the Products described below. Any capitalized term used herein and not defined herein shall
have the meaning ascribed to it in the Agreement.
PRODUCT DESCRIPTION AND LOCATION: See below or Exhibit "A" attached to and made apart hereof.
PRODUCT SELLER: [Dell Inc., One Dell Way, Round Rock, TX 78682]
Product Description
Product_ Location
Lessee
Purchase
Order'No.
Primary
Term (Mos.)
Commencement Date**
See Exhibit A
See Exhibit A
TBD
49
TBD
Rent is payable: in advance
Payment Period: Annually
* Lessee is responsible for applicable taxes, shipping and other amounts as described in the Agreement, and, with the first
payment of Rent any prorated Rent if applicable. Such amounts are further described in Exhibit "A"".
** The Commencement Date maybe extended for one Payment Period until the Schedule is returned in accordance with the
terms• in the Agreement. Lessor may charge Lessee prorated Rent accruing from the Acceptance Date to the Commencement
Date, as such date is finally determined.
LEASE PURCHASE PROVISIONS
The following provisions shall apply with respect to this Schedule in addition to those provisions in the Agreement:
1. SECTION 4. RENT; TAXES; PAYMENT OBLIGATION.
Insert as a new last sentence to subsection (a) the following:
"For the purposes of this Schedule, the Rent and Purchase Price (as of the applicable Purchase Date) are shown in the chart
below or on Exhibit "B", attached to and made a part hereof.
Payment Number/ Rent
Purchase Date
Interest Portion Principal Portion Purchase Price"
Add as a new Last sentence to subsection (b) the following:
"Because the Products will be used for a governmental or proprietary purpose of Lessee, they are exempt from all sales, use
and property taxes."
2. SECTION 3. TERM.
Insert as a new second paragraph the following:
"TECHNOLOGY REFRESH WITH NEW FINANCING OPTION. Provided no Event of Default has occurred or is continuing
under this Schedule and the Agreement, Lessee may exercise the following technology refresh option (;Tech Refresh Option") by
delivering to Lessor an irrevocable written election notice to exercise the Tech Refresh Option at least 120 days prior to the
expiration of the Primary Term and by completing all of the following on or before the beginning of the last month of the.Primary
Term (the "Tech Refresh Date"):
Page 1 of 3
DFS Public LP Schedule DeIIFlexOption.08252008
(i) Lessee returns all (but not less than all) of the. Products on this Schedule ("Original Products") to Lessor in the
same manner as described in the Agreement; and
(ii) Lessee enters into a new Schedule under the Agreement (the ".New Lease") with a primary term of at least 24
months for new equipment ("New Products") which are, as determined by Lessor, of the same manufacture,
type and quality as the Original Products and which have a Total Product Cost that is at least 75% of the Total
Product Cost of the Original Products.
When Lessee completely fulfills the terms and conditions of the Tech Refresh option and has made all payments and performed
all other obligations under the Schedule and the Agreement, then this Schedule shall terminate and, except as provided in the
Agreement, Lessee shall be relieved of all obligations under this Schedule. Notwithstanding the election by Lessee of the Tech
Refresh Option, the Schedule and Agreement shall remain in full force and effect and if the terms and condition of the Tech
Refresh Option are not fulfilled before the Tech Refresh Date, the Tech Refresh Option shall be null and void and Lessee shall
pay the final Rent payment due on the Tech Refresh Date.
3. SECTION 11. REPRESENTATIONS, WARRANTIES AND COVENANTS OF LESSEE.
For purposes of this Schedule, add paragraphs Q) through (t) as follows:
"a) Lessee will comply. with ,the information reporting requirements of Section,149.(e) of the Code, including tbut not limited to;
the execution (and delivery. to.Lessor). of information statements requested by,Lessor
(k) Lessee will not do, cause to be done or fail,to do any act if such act or failure to act will cause this Agreement, or any
transaction hereunder, to be an Arbitrage Bond within the meaning of Section 148 of the Code or a Private Activity Bond within
the meaning of Section 141 of the Code;
(1) The total cost of the Products listed in this. Schedule will not be less than the total Principal Portion of the Rent listed in this
Schedule;
(m) The Products listed in this Schedule have or will be ordered within six months of the date hereof in order to commence
such Schedule;,
(n) The Products listed in this Schedule are expected to be delivered and installed, and the Seller fully paid, within one year
from the date hereof;
(o) No fund or account which secures,or otherwise relates to the. Rent has been established
(p) Lessee will not sell, encumber or otherwise dispose of any property comprising this Schedule prior to the final maturity or
termination of such Schedule without a written opinion of nationally recognized bond counsel to the effect that any such
disposition will not adversely affect the exclusion of interest on the Rent from gross income for federal income tax purposes;
(q) Lessee agrees to execute, deliver and provide Lessor with satisfactory evidence of the filing of such documentation, as
may be required for the'purposes of properly reporting this Schedule, including, without limitation, IRS forms 8038-G or 8038-
GC, as required under the Code;
(r) It is expected that Rent under this Schedule will be paid from periodic appropriations of the Lessee deposited into the
general fund of the Lessee, that such appropriations will equal the Rent due during each Fiscal_ Period of Lessee, and that all
amounts paid for Rent will be from an appropriation made by the Lessee during the Fiscal Period in which such Rent is made;
(s) To the best of our knowledge, information and belief, the above expectations are reasonable; and
(t) Lessee will comply with all applicable provisions of the Code, including without limitation Sections 103, 141 and 148 thereof,
and the applicable regulations of the Treasury'Department to maintain the exclusion of the interest components of Rent from
gross income for purposes of federal income taxation.
Without limiting the generality of the foregoing, Lessee shall acknowledge any assignment of this Schedule in writing and
complete an accurate record of all such assignments in a manner that complies with Section 149(a) of the Code and the
Treasury Regulations promulgated thereunder."
TO THE EXTENT PERMITTED BY LAW, AND IN ADDITION TO LESSEE'S OBLIGATION UNDER SECTION 16 OF THE
AGREEMENT, LESSEE HEREBY ASSUMES LIABILITY FOR, AND SHALL PAY WHEN DUE, AND SHALL INDEMNIFY
AND DEFEND LESSOR AND ITS SUCCESSORS AND ASSIGNS AGAINST, ANY AND ALL LIABILITIES, LOSSES,
DAMAGES, CLAIMS AND EXPENSES (INCLUDING REASONABLE ATTORNEY FEES) RELATING TO OR ARISING, OUT
OF LESSEE'S BREACH OF ANY OF ITS REPRESENTATIONS, WARRANTIES, OR COVENANTS CONTAINED IN
SECTION 11 OF THE AGREEMENT AS SUPPLEMENTED HEREIN.
4. SECTION 12. WARRANTY ASSIGNMENT; EXCLUSION OF WARRANTIES; LIMITATIONS ON LIABILITY; FINANCE
LEASE. e
Page 2 or 3
DFS Public LP Schedule DellFlex0ption.08252008
For purposes of this Schedule, delete "FINANCE LEASE" in the title of this Section and delete paragraph (d).
5. SECTION 17. OWNERSHIP; LIENS AND ENCUMBRANCES; LABELS.
Insert at the end of this paragraph the following: "Notwithstanding the first sentence of this Section , upon Lessee's acceptance
of the Products under this Schedule, title to the Products shall vest in Lessee subject to Lessor's rights under the Agreement;
provided that, upon an Event of Default or any termination of this Schedule, other than by Lessee's purchase of the Products,
, title to the Products shall immediately and without any action by either party vest in Lessor, and Lessee shall immediately
surrender possession of the Products to Lessor. Any such transfer of title shall occur automatically without the necessity of
any bill of sale, certificate of title or other instrument of conveyance. Lessee shall, nevertheless, execute and deliver any such
instruments as Lessor may request to evidence such transfer.
6. PURCHASE OPTION.
Provided that no Event of Default has occurred and is continuing, and at least 60 days but no more than 180 days before the
purchase date ("Purchase Date") selected by Lessee, Lessee will give irrevocable written notice to Lessor of its intention to:
(i)- purchase the Products for $1.00 at the end of the Primary Term;
(ii) purchase the Products at the Purchase Price as stated in Paragraph (i) above or as listed.on Exhibit B, so long
as all other amounts due on the Purchase Date have been paid in full; or
(iii) return the Products in accordance with,the Agreement for a fee agreed upon by both parties..
Upon satisfaction by Lessee of such conditions,,. Lessee shall be entitled to Lessor's interest in the Products, AS IS, WHERE
IS, WITHOUT WARRANTY OR RECOQR�E, ' EXPRESS, IMPLIED OR OTHERWISE, BY OR AGAINST LESSOR,
INCLUDING ANY WARRANTIES OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR
AGAINST INFRINGEMENT, other than the absence of any liens by, through, or under Lessor.
As continuing security for Lessee's obligations hereunder,.Lessee hereby grants to Lessor, a first -priority security interest in all
of Lessee's rights and interest in and to the Products and all proceeds thereof, free and clear of all security interests, liens or
encumbrances whatsoever.
7. COMPLETION OF SCHEDULE. Lessee hereby authorizes Lessor to insert or update the serial numbers of the Products
from time to time as necessary.
If Lessee delivers this signed Schedule, any amendment or other document related to this Schedule or the Master Lease
(each a "Document") to Lessor by facsimile transmission, and Lessor does not receive all of the pages of that Document,
Lessee agrees that, except for any pages which require a signature, Lessor may supply the missing pages to the Document
from Lessor's database which conforms to the version number at the bottom of the page. If Lessee delivers a signed
Document to Lessor as an e-mail attachment,:. facsimile transmission or by U.S. mail, Lessee acknowledges that Lessor is
relying on Lessee's representation that the Document has not been altered. Lessee further agrees that, notwithstanding any
rule of evidence to the contrary, in any hearing, trial or proceeding of any kind with respect to'a Document, Lessor may
produce a tangible copy of the Document transmitted by Lessee to Lessor by facsimile or as an e-mail attachment and such
signed copy shall be deemed to be the original of the Document. To the extent (if any) that the Document constitutes chattel
paper under the Uniform Commercial Code, the authoritative copy of the Document shall be the copy designated by Lessor or
its assignee, from time to time, as the copy available for access and review by Lessee, Lessor or its assignee. All other copies
are deemed identified as copies of the authoritative copy. In the event of inadvertent destruction of the authoritative copy, or
corruption of the authoritative copy for any reason or as the result of any cause, the authoritative copy may be restored from a
backup or archive copy, and the restored copy shall become the authoritative copy. At Lessor's option, this electronic record
may be converted into paper form. At such time, such paper copy will be designated or marked as the authoritative copy of the
Document.
By signing below, each of the parties hereto agrees to be bound by the terms of the Agreement, this Schedule and the
attached Exhibits "A" and "B".
City of. La Quinta Qell Financial Services L.L.0
(Les e) (Lessor)
By:
u_thoi•ize_ I na__t re) _ (Auth ri7d igp&Rg
Frank J. S eva k, City Manager I
(Nanne/Title)
City of La _ uint_,
(Date) (Date)
Page 3 of 3
DFS Public LP Schedule DellFlex0ption.08252008
CITY OF to QUINTA
LEASE SCHEDULE
No.TBD
E%HIBMA
Commepcemend Date: TBD
Termination Date: TBD
PO p Quote
City
Item R
Service Tam Item Descriptlon
Periodic Rent
Total Equipment Cost
Expensed Items
State Recede Fee Upfront Tax
Shipping Cost
LRF Asset
670658510
8
225-3650
Dell OptiPlex 9020 All In One
$2,319.42
$8,957.35
0.04000
670658838
55
929.3706
Dell OptiPlex 3010 Mlnitower Standard PSU
$10,354.43
$39,987.74
0.04000
670659432
63
932-0499
Dell 23.8 Flat Panel Display, P2414H, 23.8n
$3,851.22
$14,873.04
0.04000
670663070
3
933-9276
Dell OptiPlex 7010 Mlnitower Base
$723.77
,$2,795.14
0.04000
670656580 -
6
935-6720
Dell Latitude E7440
$2,278.33
$8,798.69
0.04000
" 670661314
3
90D-9997
Dell Latitude E6430 ATG
$1,666.62
$6,436.32
-
0.04000
670661568
2
319-0740
Dell Latitude E6530
$503.59
$1,944.80
0.040DO,
TBD
$21,697.38
$83,793.08
$0.00
$0.00 $0.00
$0.00
Totals:
$21,697.38
$83,793.08
$0.00
$0.00 50.00
$0.00
(exduding applicable taxes)
Amortization Table
Exhibit B
City of La Quinta, California
Due Date
Payment
#
Opening.
Balance
RENT
INTEREST
PRINCIPAL
Balance
83,793.08
83,793.08
03/01 /2014
1
83, 793.08
21,697.38
-
21, 697.38
62, 095.70
03/01/2015
2
62,095.70
21,697.38
2,976.71
18,720.67
43,375.03
03/01/2016
3 .
43,375.03
21,697.38
2,079.29
19,618.09
23,756.93
03/01 /2017
4
23,756.93
21,697.38
1,138.85
.20,558.63
3,198.40
03/01 /2018
5
3,198.40
3,351.72
153.32
i
3,198.40
0.00
Prepared For. CITY OF LA QUINTA
Mr. Chris Escobedo
Y.sittva %,,City 01"wifta.
(h191:77-7p10
l ne.a,.u. ' 1— - l
Thank you forgiving Del! Fnanc Dl Services L _.0 1"CFS'i tl±e opportunity to prnvirle a taaa:wlogy financing solVlimt.
Encloseo is a financing pnspoGat "0. your ruaw tachmtoy needs. 'We look l'—w to d!scasslnq utis oppottuniy ;n
tw thw •.let9d tv�th. yo,i If yoi, li eve any questions, pleaso contact Arc at the phone number or small address hetc•vv
'
Psvrc;enk:
r
Annual
Giu,iprla{Irnr
Monthly,
E'aynreres LTtr%•:
Ad±r2nc?
lvd t'_RCW
None
Dell
Quote Number
Summary Product Derscription
Product Price
:;
,,tended Pdce
+:b r.aa
4
Payments
_�.�I�1
Flnal DellFlex
Payment
re
b7pf;5li510
Del! ^ptiPlex 9020 tall in One
11.119 6.7
0
".95735
52,31942
t.a✓;
$358,29
67J659036
Deli Opti>Wr 3010 Mink.—Slanuald PSU
57270'
55
130,9F774
pZsS•`••
$.1a,35a.43
51599.51
67U6S9432
Dell 2 i FL r Panel Display, P, 414H, 7.:f.N'
s236.00
G?
Slef873,04
P,
S594.92
670661C70
Pei! Opti:•lat 7010 Mmitc:•rer base
's9'3t.71.
3
1 _TJ5.14 .
S72"s,77
041;.)n
$111-81
F7;75ir>;8,]
Dell Latinists E:7,140
11�46,4
[.
$0,79069
r.lsAl
$2,278.33
S3S1.95
rirOd!: 1', t»
(!,'At Latitude 66a30 AT ,
511-0F. 44
56,45632
$1,666.62
-
5257.45
67066156'a
Deil Latiludu E65';u
$977,40
i
11.,9d4. PO
r•r
$503.59
?+:n
$7779
TOTALS iG ;:'- .583,793.o6
Pio .�alExoint.I�bnAat4t
Marehl-11.2D14 —1
I;y,C.;a;^'j's•'i'J
S_27.GT7.3R
!
$3,351.72
_
Pin —I Pwpm ty Taa^s s'PPTI do not apply to this (ease.
Lw.irr+7 and ;in:n±rioo pro✓ided 6y Dell Financial Services I, L C. rr itz-,i}6jiate rr designee I'DF7l to qualified o:ston±r.�is Offers may not be avallaWe or may vary in cerblin countries. Where
evaM6la. offers ma: t,e changed Wihrout r:ouCe and are suhjecr to product *iVJil.WY(v. cryrllt approve!, P.—Wor±:;f docur;wnlaticn pro'vidxf by and ac:eplah;. to Drs. end may he subieca
to illnvnw., transaction size. Oflels pot asvilahle fcr personal. hmay or h—s.±otd.,a Dall and the Ur11 logo are Widal.-ks .l Dell Inc -Proposal Is property of DFS, contauo cnnbdenlist
:iilorrn;:lWn . rd sisal not `,e. duFafr. ate;i or disclor.ed In s•:hole or par[ prr+porul is not A Our, olfet of financing. P";ng and rates based upon the final arnorot, ccnf guratlon and scecifiaatico
bf the supphaU nquiprnarti so1W,; «. sw,;fCgs of lees, pr)fafa payrnent nary be due hl the Risk pay—nl cycle, props.:al +szUudes additional costs to cug.mo, sucn gs shipping,
wUA,,wnc'1: Frk6q fans, appii-ble ta8es, Insurance-d'Inli!ar items, Proposal :•slid lincugis ti:e spiratlon oar,• sl•—n above, a( if nor, is specified, for 30:atendar days from date^l
presentation,
End of Tarm:gptionf:
DoIlFlrtw •[11XPwemal lam.Purth�ia
•TEC)1z,fOLr)t,Y'REFP.ESH OPTION.
The C.-Orle. uC.hnolcgy refresh shu•,tuno is slm4ar io ou; ter eseinpt lens: purchase but ploe+des tine Les ee Iith an eppo:tunity to ef+esh- Me equipment on tIT.Grst day el the last
mcorth of the priwary lean fib. ?Shy, 3r'th or 49th month. or the 'Tech Raf't,st. Date, Il.l.essee •NiSha> to eseru;e. Ihis rptinn. Lease^ nwst rtobh• f,es:or In swrting at least I PU days prlo: to
it:a.end of the Pintaly Term,'eturn all tbul'not less than £II) pf the eginymenl on In _tease, and orate'. h4o a row tease tit nary, upol aded equlpirent With a m1dinluro 24 month term task
yaut DF5 sate, r.pre"wiliva ha tlataBeL Vih:n Lessee completes the Doffier.:equitements and any other Paym:em q{ t?rr;`1vml %mqup9ment5 under IAolr le— terms. the utigiri:'I
Iw�e:r:.J ern:, it the terms amJ cnndil ton: of lha DehFlex option a+e not Irylrlle d in lhelr entirely batore the Tech Refresh Date, the DeliFle.r. refresh option rs'nu9 and sold and Lessee shall
payl'ie final Rent payment due ulr Ebert ec l; Rel„•sh Dz(,;, alter wh,rri tt,a Lessl!t ebtaln, f:a+. and clear title is !ire eyulprr,�nt.
Sf QjtM- inn !,.ass Qrm%a rs ev:lumv+ of shi„-•pity c-ts,—interm"e.. f-i- (:ring fq.•;, ti<wxing 1—. Prol''nI � 'rr u;r. ta,Ie; tnsu;err, a p: erriums and s!milar ileac s•.har,, shalt bt for
rC5 aIciw,t L•ua..r writ n,vy eyrrr_n S:!e .,it Id— ern(zL'R:nick-phi.t.olf.au.it,.•m!rdorfor any —In Nn,t•;ver. RAd,l, t Ty.Lec•_.I shalt dill a and pay ,It .gl,,.
and pL'r3pr:al;?tc{+a r, t,, a to the app'epnat'? taring aUthJdtle:.. iLYi.LLJIC4'31LQ"iblaSwumrR. nlr.�YQ-plpYld •aC rn}v�ytLE nyeLUj(_pLlfSrlth thel e's :a Cnnlrazt. If
4df}ine aIfv%nbi!ax,aem,.ti:>n ceditrz:a:•slo DF5.•�aes%e,,a ose to ur!ra:L'n:P.br osbecprd by OPS Ilo,veo-o llyagr taring aulhonhr sesseca Panonal Prop:: stytux on l«ased
t+rcmrrL :and If DF5 Fays trier tav unUcr yotn lea,c xtruclur,!;:ee;;,:Y1J.c:5:!L41.::.D`t.(F:Shd41A:,ySh9[L.4.11:::Ai71k:A00.Y_!V'.:L'..:C�se.t.ti.�:+:._
$',RASE ORO,Efl; 'lase. c:^.ase Crd:•r seta; be mrde out to':icl Finanenl Scrticc_; 44�. L%ne ben! :'ay. RF:._3. ?eww Rocx.'t:< 7Ebe2'i, ur Pur.hase Orden :i!I n:,,td ra ;nctude ;ten
t7 n,anh�+; gu ; 'ate; oas^r;punn of the .gu,r e,:t. F•le w rn.hr ale brat (he Fors fora t"wi of&' m,J sh the type'f!ease' th:e tens length, and pgvment haquer c .
:irate ut rl±e in, ssr igrir,te refry en.:ed sh, uln c_ incl:.d.d !';.ase h<. sure ;n indu.ie any ann!icabla :pippin,^, cosc as a line Rem and include year addret;; as Lha SHIP TO de,ti:Ialior:,
ittst�cc ?!r- risk M b. ss an tar. +.,nu:pr vat:::lnvn. h:• the Lrs:ee, L.•:e_ .halt b? rtr;uu-A tv ri .h>:, w:l rn ntain a ,mj tli-Tenn P) cor ]p'e.htnsiv uiNic tis':il,ly in.n;anCE
¢'+q Lt,,:rh: adt,be, irK„!.[i,,ilid II[.'ari-rpY.'Phyx::.al daniage illrA,aln.^,1!rna m3mmUm arnrun`.J!th?Ptlr,-hacr'PIiC9, rlarrrnel DF`; a: first tc- pay'e�.
ET(ON.COV FNANT ine lrrase vril: ?;plan? an =lrnrppnatrw+ ar funds elm rr: 'D,e lt-•sec:u•II covenant lr•at rl 517s:1 do al! lhmgs ley:+:l•r xr Jars it,; uur,' •r to uV•Uin =.rid malntan:
"!"I, the f,., jrr oil may tie PSU,
IAILCIN: In a ntfo; r to a duly el ccutxl Agreement, other oecument: as r¢as::nably Iu111 :.ted by DF5 pray be requ;ied, such as hul no: Ginited to opintdr;s of Counsel, IRS tax
forms lif ePObl�). and audited financwls
Thrs is a p—pcs.+l bat=d won market canditiot±s arid is valid for 30 dayys, is aublecl to final credit app A. re:ie•N •=f thee.;orwn•ia of the tr usareon,
e o-ki- of
Michelle Raot
Imlde Sales Account M¢nager
Wit 11!", r:::;li S',"I:es
'Y!".. 1 5L? 12 f 07M cell - 1517. 9 ty ,i(M"
.mir.b.ulC_Rz ztt-11:O-M
Page t of 1
SECRETARY/CLERK CERTIFICATE _
1, . Teresa Thompson , do hereby certify that: .
a ointed
(i) I am the duly qualified, .and acting Deputy CitLy Clerk (Clerk;
Secretary; etc.) of City of La Quinta,* California, a public entity (the "Public Entity").
municipal corporation
00 Each of. the persons whose 'name, title and signature appear below is a duly
authorized representative .of the.Public Entity and holds o.n the date of this Certificate the formal title set forth
opposite his/her name and the signature appearing opposite each such person's name is his/her .genuine
signature:
NAME OF AUTHORIZED TITLE OF.AUTHORIZED SIGNATURE OF AUTHORIZED
SIGNATORY SIGNATORY SIGNATORY
. (cannot be Clerk/Secretary
authenticating this certificate)
Frank J. Syevacek City Manager. A.
(iii) Each such representative is duly. authorized for and on behalf of the.Public Entity to
execute and deliver that certain':Master Lease Agreement No. (the "Agreement") and.any related.
Lease Schedules from time to time thereunder (the "Schedules") between the Public Entity and Dell Financial
Services..t.L.C., a Delaware limited liability company or, its assignee (collectively, "Lessor'), and all
agreements, documents, and .instruments in .connection therewith, including without limitation, schedules,
riders and certificates of acceptance.
.(iv) . The : execution and delivery .of any such Agreement and/or Schedule and all
agreements, documents, and instruments in connection therewith for and on behalf of the Public Entity are not
prohibited by or inany- manner restricted by the terms of the Charter .or other document pursuant to which it is.
organized or of any loan agreement, indenture or contract to which the Public Entity is a party or by which it or
any of its property is bound.
(Y) :. E T t� 3 �T' The Public Entity did, at a duly called regular.
(regular or sPecial) meeting: of the governing boy of -th Public Entity attended throughout by the requisite
majority :of:the.members thereof held on eC•• �/ 201by motion duly made,seconded and carried, .in
accordance with all requirements of law,.. approve and authorize the execution and delivery of the Agreement, ,
:the related -Schedule(s) and all agreements,: documents, and instruments in connection therewith on its behalf
by the :authorized representative(s) of the.Public Entity named in paragraph (ii) above. Such action approving'
the -Agreement, .the related Schedule(s) and all agreements, documents, and instruments. in • connection
therewith and authorizing the execution thereof has not been altered: or rescinded by the Public' Entity*.
NO No event or condition that constitutes, or with the giving of notice: or the. lapse -of: time
or both would constitute, an Event of Default.(as such term is defined in the Agreement) exists at the date
hereof.
(vii) All insurance. required in accordance with the Agreement is currently maintained by the
Public Entity.
(viii) The Public Entity has, in accordance with the requirements of law, fully budgeted and
appropriated sufficient. funds for the current budget year to make the Rent payments scheduled to come due
during the first Fiscal Period and to meet its. other obligations for the first Fiscal Period (as such terms are
defined in the Agreement) and such funds have not been expended for other purposes.
DFS LLC Public Secretary -Clerk Certificatc.060108
(ix) The Fiscal 'Period* . of the Public Entity is.. from July 1 to
June 30
(x) The foregoing authority and information shall remain true and. in. full force and effect,
and Lessor shall be entitled to rely upon same, until written notice of the modification, rescission; or, revocation
.of .same, in whole or in part, has been delivered to Lessor, -but in any event, shall be effective. with respect to
any documents .ekecuted or actions: taKen in reliance upon the foregoing authority prior to the. delivery to:
Lessor of said written. notice.of said modification, rescission or revocation.
. .
IN WITNESS WHEREOF I have hereunto set m hated this da of Janua 20 14
ay: -
Name yerg§a Thompson
•� v,
Title: D4iity- City Clerk
Subscribed to and sworn before me this 22day of January. 2014
Notary,.Public:
(Name) Pamela Nie.to
My commission expires MELA NI
Commis 'o
_� m 1934806
z :c�� Notar c - California z
Nersid County n
Comm: Expire ay 2, 2015 ,
RTR- -
PAMELA NIETIO
Commission # 19348.06
a
z : �� Notary Public - California i
Riverside County
My Comm. Expires May 2,.2015
DFS LLC Public Secretary -Clerk Certiricate.060108
D�GLL I Financial Services
City of LaQuinta, CA
DELL FLEX LEASE PURCHASE SCHEDULE NO. 811-6703216-002
TO MASTER LEASE AGREEMENT NO. 6703216
THIS SCHEDULE IS SUBJECT TO AND INCORPORATES THE TERMS AND CONDITIONS OF MASTER LEASE
AGREEMENT NO. 6703216 ("Agreement") DATED December 5, 2013, BETWEEN DELL FINANCIAL SERVICES L.L.C.
("Lessor") AND City of La Quinta, CA ("Lessee").
Lessor hereby agrees to lease and/or make available to Lessee subject to the terms, conditions and provisions set forth in this
Schedule and in the Agreement, the Products described below. Any capitalized term used herein and not defined herein shall
have the meaning ascribed to it in the Agreement.
PRODUCT DESCRIPTION AND LOCATION: See below or Exhibit "A" attached to and made a part hereof.
PRODUCT SELLER: [Dell Inc., One Dell Way, Round Rock, TX 78682]
Product Description
Product Location
Lessee Purchase
Primary
Term (Mos.)
Commencement Date**
Order No.
See Exhibit A
See Exhibit A
07012014
49
9/1 /2014
Rent is payable: In Advance
Payment Period: Annually
* Lessee is responsible for applicable taxes, shipping and other amounts as described in the Agreement, and, with the first
payment of Rent any prorated Rent if applicable. Such amounts are further described in Exhibit "A"".
** The Commencement Date may be extended for one Payment Period until the Schedule is returned in accordance with the
terms in the Agreement. Lessor may charge Lessee prorated Rent accruing from the Acceptance Date to the Commencement
Date, as such date is finally determined.
LEASE PURCHASE PROVISIONS
The following provisions shall apply with respect to this Schedule in addition to those provisions in the Agreement:
1. SECTION 4. RENT; TAXES; PAYMENT OBLIGATION.
Insert as a new last sentence to subsection (a) the following:
"For the purposes of this Schedule, the Rent and Purchase Price (as of the applicable Purchase Date) are shown in the chart
below or on Exhibit "B", attached to and made a part hereof.
Payment Number/ Rent
Purchase Date
Interest Portion Principal Portion Purchase Price"
Add as a new last sentence to subsection (b) the following:
"Because the Products will be used for a governmental or proprietary purpose of Lessee, they are exempt from all sales, use
and property taxes."
2. SECTION 3. TERM.
Insert as a new second paragraph the following:
"TECHNOLOGY REFRESH WITH NEW FINANCING OPTION. Provided no Event of Default has occurred or is continuing
under this Schedule and the Agreement, Lessee may exercise the following technology refresh option ("Tech Refresh Option") by
delivering to Lessor an irrevocable written election notice to exercise the Tech Refresh Option at least 120 days prior to the
expiration of the Primary Term and by completing all of the following on or before the beginning of the last month of the Primary
Term (the "Tech Refresh Date"):
Page 1 of 4
DFS Public LP Schedule DellFlexOption.08252008
(i) Lessee returns all (but not less than all) of the Products on this Schedule ("Original Products") to Lessor in the
same manner as described in the Agreement; and
(ii) Lessee enters into a new Schedule under the Agreement (the "New Lease") with a primary term of at least 24
months for new equipment ("New Products") which are, as determined by Lessor, of the same manufacture,
type and quality as the Original Products and which have a Total Product Cost that is at least 75% of the Total
Product Cost of the Original Products.
When Lessee completely fulfills the terms and conditions of the Tech Refresh option and has made all payments and performed
all other obligations under the Schedule and the Agreement, then this Schedule shall terminate and, except as provided in the
Agreement, Lessee shall be relieved of all obligations under this Schedule. Notwithstanding the election by Lessee of the Tech
Refresh Option, the Schedule and Agreement shall remain in full force and effect and if the terms and condition of the Tech
Refresh Option are not fulfilled before the Tech Refresh Date, the Tech Refresh Option shall be null and void and Lessee shall
pay the final Rent payment due on the Tech Refresh Date.
3. SECTION 11. REPRESENTATIONS, WARRANTIES AND COVENANTS OF LESSEE.
For purposes of this Schedule, add paragraphs (j) through (t) as follows:
"(j) Lessee will comply with the information reporting requirements of Section 149(e) of the Code, including but not limited to,
the execution (and delivery to Lessor) of information statements requested by Lessor,
(k) Lessee will not do, cause to be done or fail to do any act if such act or failure to act will cause this Agreement, or any
transaction hereunder, to be an Arbitrage Bond within the meaning of Section 148 of the Code or a Private Activity Bond within
the meaning of Section 141 of the Code;
(1) The total cost of the Products listed in this Schedule will not be less than the total Principal Portion of the Rent listed in this
Schedule;
(m) The Products listed in this Schedule have or will be ordered within six months of the date hereof in order to commence
such Schedule;
(n) The Products listed in this Schedule are expected to be delivered and installed, and the Seller fully paid, within one year
from the date hereof;
(o) No fund or account which secures or otherwise relates to the Rent has been established;
(p) Lessee will not sell, encumber or otherwise dispose of any property comprising this Schedule prior to the final maturity or
termination of such Schedule without a written opinion of nationally recognized bond counsel to the effect that any such
disposition will not adversely affect the exclusion of interest on the Rent from gross income for federal income tax purposes;
(q) Lessee agrees to execute, deliver and provide Lessor with satisfactory evidence of the filing of such documentation, as
may be required for the purposes of properly reporting this Schedule, including, without limitation, IRS forms 8038-G or 8038-
GC, as required under the Code;
(r) It is expected that Rent under this Schedule will be paid from periodic appropriations of the Lessee deposited into the
general fund of the Lessee, that such appropriations will equal the Rent due during each Fiscal Period of Lessee, and that all
amounts paid for Rent will be from an appropriation made by the Lessee during the Fiscal Period in which such Rent is made;
(s) To the best of our knowledge, information and belief, the above expectations are reasonable; and
(t) Lessee will comply with all applicable provisions of the Code, including without limitation Sections 103, 141 and 148 thereof,
and the applicable regulations of the Treasury Department to maintain the exclusion of the interest components of Rent from
gross income for purposes of federal income taxation.
Without limiting the generality of the foregoing, Lessee shall acknowledge any assignment of this Schedule in writing and
complete an accurate record of all such assignments in a manner that complies with Section 149(a) of the Code and the
Treasury Regulations promulgated thereunder."
TO THE EXTENT PERMITTED BY LAW, AND IN ADDITION TO LESSEE'S OBLIGATION UNDER SECTION 16 OF THE
AGREEMENT, LESSEE HEREBY ASSUMES LIABILITY FOR, AND SHALL PAY WHEN DUE, AND SHALL INDEMNIFY
AND DEFEND LESSOR AND ITS SUCCESSORS AND ASSIGNS AGAINST, ANY AND ALL LIABILITIES, LOSSES,
DAMAGES, CLAIMS AND EXPENSES (INCLUDING REASONABLE ATTORNEY FEES) RELATING TO OR ARISING OUT
OF LESSEE'S BREACH OF ANY OF ITS REPRESENTATIONS, WARRANTIES, OR COVENANTS CONTAINED IN
SECTION 11 OF THE AGREEMENT AS SUPPLEMENTED HEREIN.
4. SECTION 12. WARRANTY ASSIGNMENT; EXCLUSION OF WARRANTIES; LIMITATIONS ON LIABILITY; FINANCE
Dett - Restricted - Confidential
Page 2 of 4
DFS Public LP Schedule DeIIFlexOption.08252008
LEASE.
For purposes of this Schedule, delete "FINANCE LEASE" in the title of this Section and delete paragraph (d).
5. SECTION 17. OWNERSHIP; LIENS AND ENCUMBRANCES; LABELS.
Insert at the end of this paragraph the following: `Notwithstanding the first sentence of this Section , upon Lessee's acceptance
of the Products under this Schedule, title to the Products shall vest in Lessee subject to Lessors rights under the Agreement;
provided that, upon an Event of Default or any termination of this Schedule, other than by Lessee's purchase of the Products,
, title to the Products shall immediately and without any action by either party vest in Lessor, and Lessee shall immediately
surrender possession of the Products to Lessor. Any such transfer of title shall occur automatically without the necessity of
any bill of sale, certificate of title or other instrument of conveyance. Lessee shall, nevertheless, execute and deliver any such
instruments as Lessor may request to evidence such transfer.
S. PURCHASE OPTION.
Provided that no Event of Default has occurred and is continuing, and at least 60 days but no more than 180 days before the
purchase date ("Purchase Date") selected by Lessee, Lessee will give irrevocable written notice to Lessor of its intention to:
(i) purchase the Products for $1.00 at the end of the Primary Term;
(ii) purchase the Products at the Purchase Price as stated in Paragraph (i) above or as listed on Exhibit B, so long
as all other amounts due on the Purchase Date have been paid in full; or
(iii) return the Products in accordance with the Agreement for a fee agreed upon by both parties.
Upon satisfaction by Lessee of such conditions, Lessee shall be entitled to Lessors interest in the Products, AS IS, WHERE
IS, WITHOUT WARRANTY OR RECOURSE, EXPRESS, IMPLIED OR OTHERWISE, BY OR AGAINST LESSOR,
INCLUDING ANY WARRANTIES OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR
AGAINST INFRINGEMENT, other than the absence of any liens by, through, or under Lessor.
As continuing security for Lessee's obligations hereunder, Lessee hereby grants to Lessor, a first -priority security interest in all
of Lessee's rights and interest in and to the Products and all proceeds thereof, free and clear of all security interests, liens or
encumbrances whatsoever.
7. COMPLETION OF SCHEDULE. Lessee hereby authorizes Lessor to insert or update the serial numbers of the Products
from time to time as necessary.
If Lessee delivers this signed Schedule, any amendment or other document related to this Schedule or the Master Lease
(each a "Document") to Lessor by facsimile transmission, and Lessor does not receive all of the pages of that Document,
Lessee agrees that, except for any pages which require a signature, Lessor may supply the missing pages to the Document
from Lessors database which conforms to the version number at the bottom of the page. If Lessee delivers a signed
Document to Lessor as an e-mail attachment, facsimile transmission or by U.S. mail, Lessee acknowledges that Lessor is
relying on Lessee's representation that the Document has not been altered. Lessee further agrees that, notwithstanding any
rule of evidence to the contrary, in any hearing, trial or proceeding of any kind with respect to a Document, Lessor may
produce a tangible copy of the Document transmitted by Lessee to Lessor by facsimile or as an e-mail attachment and such
signed copy shall be deemed to be the.original of the Document. To the extent (if any) that the Document constitutes chattel
paper under the Uniform Commercial Code, the authoritative copy of the Document shall be the copy designated by Lessor or
its assignee, from time to time, as the copy available for access and review by Lessee, Lessor or its assignee. All other copies
are deemed identified as copies of the authoritative copy. In the event of inadvertent destruction of the authoritative copy, or
corruption of the authoritative copy for any reason or as the result of any cause, the authoritative copy may be restored from a
backup or archive copy, and the restored copy shall become the authoritative copy. At Lessors option, this electronic record
may be converted into paper form. At such time, such paper copy will be designated or marked as the authoritative copy of the
Document.
By signing below, each of the parties hereto agrees to be bound by the terms of the Agreement, this Schedule and the
attached Exhibits "A" and "B".
City of ka Quinta, CA DELL FINANCIAL SERVICES L.L.C.
(L I I S ri (Lessor)
By:
( riz ig tur (Authorize Si r")
(Na RI I (Name/Titl Greqbry DeKoc
i I _�;s I vr - `fti%oftnr
(Date) I (Date)
Page 3 of 4
DFS Public LP Schedule Dell FlexOption.08252008
DOLL I Financial Services
CITY OF LA QUINTA, CALIFORNIA
LEASESCHEDULE
No.006703216-002
EAHIBITA
e4mmmmmene Dam: 9p/xo14
Terminaean Dale: 8/31/2011
POO OOMS 0rder0 QJL
Item•
Serves
Item Descdetlon
5
320A794
NA
23.8 Flat Panel Display, P2414H,238
S
GOO-0277
STATE ENVIRONMENTAL FEE
5
986-0872
AOV EAG,LTD WRTY,PREM PAN ELMONITOA3YR
0)012014 65961xT39
1
2251696
F QG12
latitude E6430 ATG
1
2251696
366QG12
latitude E6430 ATG
- 1
2251696
246QG32
latitude E6430 ATG
1
225.2696
WSQG12
Ltitude E6130 ATG
1
225-2111
H06QG12
.11W de E6430 ATG
S
338-BBKV
i5-3380M CORE(2.9GID,3M( FG43016SW/ATG
5
319-0037
4.OG B DOR3.1600MH2,2 DIMM,IAT
5
332—
INT END DP RYBD,WINe,E4
5
332-0472
DOCUMENTATION, ENGLISH. IAT/PWS
5
331.58B
TECH SETU P ENGLISNIAT E—
S
318.1795
NVIDIA NVS5200M,1GB,DIS,LAT E643DATG
5
—AAWL
SOOGB 7200RPM HDD,IAT-30
S
3315930
1.SH,FP,C4n[ac[less SC RDR,IAT F6430ATG
5
320-3071
14.O HD(136k768)WL-81LIXT EGA-
5
3.6322
WIN) label for lat.1N8 and MPM
5
42-67
WIN) PRO,SPXE4BN.NOMEO,IAT,ENG
5
421-8738
SW,DDPA,2.3,IAT-30
5
4304642
De11-IR84.0 HE ModV1t1AT E4/MPWS
5
331-5833
BLUETOOTH CABLE, LAT EMAVATG
5
331-5939
MBB RFPass-Thr0, UM E643DATG
S
330-0016
US-3FT/FIAT POWER CORD,IAT
5
--SIIS
90W,-IN,AC ADAPTER,IAT EUX
5
31&1732
BN—/-RW,IAT E4
5
31a0466
8g CAD-/-RW—LLat-0/ATG
5
3-2231
NO CybedinkP—DVD,OPTVPWS/IAT
5
4211201
DELL WEBCAM CENTRAL SW,IAT/MPWS
5
318-1720
Light Sens Webcam and Mk,LAT E6430/ATG
5
331-2713
Camying Handle, tat E—OATG
5
4-1.
De11 WIAN 15041a180211gn,LAT E4/MPWS
5
331.S836
NO VPRO TECH AUV MGMT,IAT E6430/S/ATG
5
312.1318
6-CELL60WH,PRI LITH ION BATT,ECC,IAT E4
5
331-6313
E-PRT,SPR,130W,USB3A,IATE
5
331-6213
ES ENABLES/E-PEAT; IAT EIDIM
5
G-AABP
MS OTC TRIALMULOPTI/FWS/IAT
5
937-3364
RASIC NBD OS,IAT3NROH5,UNY,3YR—,REL
5
937.3324
BASIC NBD OS,IAT3N BDHS,UNY,IN0,REL
5
9312684
HW WRTY�SVC,IAT311 BDH5,UNY,EIIT,REL
5
937-26711
HW WRTY+SVC,IAT3N BDILS,UNY,INIT,REL
5
991-2878
INFO. PROSUPPORT NOT ORDERED
Dell - Internal Use - Confidential
One Dell Way
Round Rock, TX 78682
Periodic Pent Total Foolomentfnst UDhont Taa F4olomentLaaaon
7R-095 CALLE PAMPICO
$20A0
$358.x) 1130.55 $108.3578495 CALLE PAMPICO
]8L95CALLEPAMPICO
)e495 CALLE PAMPICO
)-95 CAME PAMPICO
70A95 CALLS PAMPICO
—1 CALLE PAMPICO
LPF A_ssel <urtomer Name Sh�g-
LAQUINTA CA 92153
LAQUIMA
IAQUINTA CA 92253
IAQUINTA CA M.
IAQUINTA CA 92253
LAQUINTA CA 92253
LAQUINTA CA 9xx53
CITY OF LA QUINTA CALIFORNIA 83 7/3/2014
OOMSONer. gbL Item. Serves Item OneNptlpn periodic Rent Total EOuiomemfost UpfmnSTaa Epulpmentlwtlon Rl FAsset Customer Name Co_N Shy
5 331-1633 INTEL—EL FOR CORE IS
5 60 2. STATE ENVIRONMENTAL FEE $15.00
0700014 fi59 M., $O,N1.30 $3,334.E5 $%I.537 SS MILE PWPI O UIQUIMA CA IW3 0.—E CITY OF UR QUIMA. MIFORNIA .3 7/11/2014
rptal,; $2,780.57 $10,714.70 $670.78
Ie.npemR appunhle aae,I .
Dell - Internal Use - Confidential
DfGLLIFinancial Services
One Dell Way
Round Rock, TX 78682
City of La Quinta, California
Amortization Schedule
Schedule 811-6703216-002
Exhibit B
Payment #
Opening Balance
RENT
INTEREST
PRINCIPAL
Balance
PURCHASE PRICE
$
10,714.70
DLED*
$
-
$
10,714.70
1
$
10,714.70.
$
2,780.57
$
-
$
2,780.57
$
7,934.13
$
8;255.57
2
$
7,934.13
$
2,780.57
$
391.94
$
2,388.63
$
5,545.50
$
5,866.94
3
$
5,545.50
$
2,780.57
$
273.94
$
2,506.63
$
3,038.87
$
3,360.31
4
$
3,038.87
$
2,780.57
$
150.12
$
2,630.45
$
408.41
$
729.85
5
$
408.41
$
428.59
$
20.18
$
408.41
$
0.00
$
-
*DFS Lease Equipment Discount
0ell Restricted - C.raiif6C1eritial
NOTICE
IRS 8038-G & 8038-GC FILINGS
The Internal Revenue Service (IRS) now requires that all 8038 filings,
prepared by a third party, be executed by the third party as the
"Preparer".
Additionally, the IRS does not allow the Preparer to execute the Filing
until after receiving the executed Lease.
Accordingly, once the Lease Schedule is executed and returned, you will
be receiving the 8038 filing for your execution and return.
Please contact your Lease Representative should you have any
questions or concerns.
One
ay
lFinancial Services Round Rack, TX78M
March 31, 2014
City of La Quinta, California
78-495 Calle Tampico
La Quinta, CA 92247
RE: Master Lease Agreement 6703216; Schedule 811-6703216-001
Dear Ms. West and/or Mr. Escobedo :
Please accept this letter as notification of the following revisions on schedule 811-6703216-001:
• The Rent was changed from $21, 697.38 to $20,693.13.
• The Total Payment Acquisition Cost changed from $83,793.08 to $79,914.75.
Also, please note that the TBD Commencement Date is May 1, 2014.
Please reply with your acknowledgement and approval. If you should have any questions or concerns, please email
me at amy_smith@dell.com or call 512-728-8443.
Thank you,
Amy Smith
Dell Financial Services
Accounts Receivable Associate I Public
RR2DF-28 I one Dell Way
Round Rock, TX 78682
Office .1 512 728-8443
li!] E-mail: amv_smith®dell.com
L II i" . _o.If•1' ::.
AGREED TO AND ACCEPTED BY:
Dell - Restricted - Confidential
Fern, 8®38-CC Information Return for Small Tax -Exempt
(Fk,v. January 2012) Governmental Bond Issues, Leases, and Installment Sales
oepannvrit. of the Treasury
> Under Internal Revenue Code section 149(e) Went, 1545-o720
Internal Revenue Service Caution: If Old issue price of the issue is $100.000 or, more, use Form 8039-G.
Reporting Authority Check box if Amended Return > i—1
1 Issuer's nema-------
lJA r r U3nLifciil m i n t h1........_
CITY OF LA QUINTA CALIFORNIA
i 0 3 Number and 9w+, ri ice F'.r�. ec> it mail h not delivered rI,,svee%a<ldresal --l 9 5 3 7 4
_ 4 3 / —�-�—.
Ily. IU•.ttt, w flue[ UI1iCr., Sfdlfi, an[1 ZIF C7U - —.
J Fnuon nWMl2r j/-fi'Ir{J u`v OOhy
6 QUINTA, CA 92247 f—' r"^
+117
Dell Financial Services, LLC e r rm ea nr we Least!
670321 single L>7iuP Ivr] or ] cOn501 I
I v - - uo1
IG lI4 rE fUlru
'. q 811-6703276 001 I 512 72R 14t7
Description of Obligations C j — ---
�.... _......._.-._......._— _n j
8a issue price of obligation(s) (See Instrdchdns) rl�ai � g7gy1 t 7s
b Issue date (single issue) or calendar d ato (consolidated). Enter date in rn nrdd/yyvy folnlat (101
example, 01i01 /1009) (see Istructions)> 5n114
9 Amount of the reported obligation(s) on line_ 8a that is:
a For leases for vehicles . -. 9,
b For leases for office equipment . gb -- - r-- -
c For leases for real _ _ _ $799141 75
property . . . . . . . . . . . .. . . . . . . 9c �—
d For leases for other (see instructions) . . .
e For bank loans for vehicles . . --- — -
�
f For bank loans for office equipment9e
9i , —
g For bank loans for real property. - _ - _ r -------;--
It For bank loans for other (see instructions) =
i Used to refund prior issue(s) —�
1 011ie. nliny a loan from the proree[iceotann. .tar i x npi eb! 3aatiq l (lot exanipre. bond tank)
9k )
10 If the Issuer has designated any issue under section (shrill isstrtx exception). (9hock till; boy.. .
11 If the Issuer has elected to pay a Ihenalty in 13eu oI arhrtrng(i rebaLo check 111 box (sree wi to lchons) . - Ito
CI
72 Vendor's or bank's Hanle: Dell Financial Services, LLC
13 _ Vendo s or bank s em Moyer CdOnuhcplon nt altar r 7 4 y 2 a 2 5 R _ l 6 '-
UM18r w-n21 5 e 7wgpry, i It lr it, .,Iota 4r. JI h F1 r 1[ '� h r i llCr ail f t N?:l of A 0114-q x ii,. 1'e �'-
Signatur4.�
b tact d cenph4o. I f aNm dl i ro t ni tot +, r D ,c Ds,"r I 6s +rF t_. Lr. .>- a mr, in l c ys Ira P I r LdrSrK.} t - rzed atwve.andConsenawrect' hr's w¢ed rewesenf`ativeyy` O pr[rp ,pin ll9Paid epare''s e preo,» ; c KaChr t k UPreparer � " �-3 /-� sal: pp1746915
Use Only ► Dell Financial Services LLCr.IN . 742R25828
ss ► .One Dell Wav Round Rock TX 78682 or....... _,- -, -
General Instructions
Section references Bare to the Internal nevanue
Code unless otherwise noted -
What's New
The IRS has created a page on IRS.gov for
information about the Form 8038 series and
its instructions, at www'irs.govitorm8o3a.
Information aboul any future developments
affecting the Form 8038 series (such as
legislation enacted after we release it) wlJI the
posted on that page.
Purpose of Form
Form 8038-GC, Is used by the ;ssuers of fix -
exempt governmental obligations to prosido
the IRS with the information required by
section 149(e) and to Monitor the
requirements of secttons 141 through 150.
Who Must File
Issutv5 Of iav, exempt yo'J Fkrnlnentei
obligations will, ,sue prices of less than
$100.000 mus: `lie Form 8038-.
rrf a' ix esi,mpt (,jrivd. neural
ohilo. lion a:Id 1' eprice o`$1r F1,000 in
more must life Forn1 R ttfi43, lufo:ma;l(in
Return Jilt Tax-E erip l- i-immente„
Qt) tvtliom;,
Filing a separate return fora single issue.
Issue's have vile oplio.I in tilt- a s..yalate
Fo❑ 60311 GC; 'lr ar } ra;:.-nxCrrpi
governmental whyadon wan xi i n sue price
of less than $100.000.
An isfluer 01 U laX-cYe.?npt bond useO to
finoncty Calstrucll;m expend cures must lire, a
separate Form 6W8-GC for each issue to give
novice to the IRS that an _.section was made to
pay a penalty in rLj, of arbn:nge refute i5iHt
th+ nC 11'.n5R21 '.uligJ.
Filing a consolidated return for murnple
issues. Por ,'r;l ta2-oxen,pt go,i.r, el7.al
6U-Irl atlnr yhh l ❑I n;aS c` ,;, tL®n
St000l C, iAta die not upon:oot,.l;}p o,me
Fn[m 8038-0O. ail ICsoGr muse ftln a
GGn o.¢ 3Cn1 mfor .. •ion retul - Inrludion air
s:1(n I t '5St1 i v Rr r it=G• II r i:.r v3a:,
the J0 'SsLICIToy ioun
CIC, .rn eon, i - number or 4r [ r, usoer
:u;o _porl the ioir jq ide, of 5nl,ll Issues,
issl rd dit!ii7q thr c I Id;ir .,•ear on one
consolldateci Pooh Eo38-GC. riowevef, if file
issue is a construction issue. a :epan.ce Form
8038-Gc mint he led RI slice [he Ills riotci
OfYhe 6lectb!l 10 pea a penalty in lieu of
arbitrage teoate.
cal, on;-3uort9 rnrn:8038-GC fn,,-t,,oim
Furrngpye-GCinev.t foil!
=,2
When To File
To file a separate return for a single Issue, file
Form 8038-GC on or before the 15th day of
the Second calendar month after the close of
the calendar quarter in which the issue IS
issued.
To file a consolidated return for multiple
issues, file Form 8038-GC on or before
February 15tt1 of the Calendaryearfollowing
the year in which the issue is issued.
Late filing. An issuer may be granted an
extension of time to file Form 8038-GC tinder
section 3 of Rev. Prod. 2002-48, 2002-37
I.R.B. 531, it it is determined that the failure to
file on time is not due to willful neglect. ?'ype
Or Print at the top of tire form, "Request for
Relief under section 3 of Rev. Proc. 2002-48."
Attach to the Form 8038-GC a letter briefly
staling why file form as not submitted to the
IRS on time. Also indicate whether the
obligation in question is under examination by
the IRS. Do not submit copies of any bored
documents, leases, or installment male
documents, See Where To Fite next.
Where To File
File Form 8038-GC, and any attachments,
with the Department of the Treasury, Internal
Revenue Service Center, Ogden, UT 84201,
Private delivery services. You can use
certain private delivery services designated by
the IRS to meet the "timely mailing as timely
filing/paying" rule for tax returns and
payments. These private delivery services
include only the following:
• DHL Express (Dt II h DHL Same Day Service.
• Federal Express (FedEx): FedEx Priority
Overnight, FedEx Standard Overnight, FedEx
2D2y, FedEx International Priority, and FedEx
international First.
• United Parcel Service (UPSi: UPS Next Day
At,, UPS Next Day Air Saver, UPS 2nd Day
Air, UPS 2nd Day Air A.M., UPS Worldwide
Express Plus. and UPS Worldwide Express.
The private delivery service can tell you
how to get written proof of the mailing date.
Other Forms That May Be
Required
For rebating arbitrage (or paying a penalty in
lieu of arbitrage rebate) to the Federal
Government, use Form 8038-T, Arbitrage
Rebate, Yield Reduction and Penalty in tseu
of Arbitrage Rebate. For private activity
bonds, use Form 8038, Information Return for
Tax -Exempt Private Activity Bond Issues.
For a tax-exempt governmental obligation
with an Issue price of $100,000 or more, use
Form 8038-G.
Rounding to Whole Dollars
You may show the money items on this return
as whole dollar amounts, To do so, drop any
amOunt less than 50 cents and increase any
amount from 50 to 99 cents to the nex! nigher
dollar.
Definitions
Obligations. This refers to a single tax-
exempt governmental obligation. if Ford,
8038-GC Is used for separate reporting or to
multiple tax-exaniprtg r,uoi ,ental coligahot,S
it the form is ustid for consoldated oriorting-
Tax-exempt obligation. This is any obllgatfon
including a bond, installment pu1ChaS1f
agreement or financial lease, on which the
interest IS excluded from incorne under
section 103.
Tax-exempt governmental obligation. A
tax-exempt obligation that is not a pdeate
activity ')and (Sea below( is a tax. -exempt
governmental Obligation, This includes a bored
issued by aqualifed volunteer fire detnirtrnent
under SeC40n 150(e).
Private activity bond. This includes an
ObIlCallOn Issued a, part of an issue en which:
• Mole than W ` 'f file pro <ox re to be
Used to- anyPoW i l nCI Y4) tAlstno,.e USe, and
Ma.3 than 10 . of the Pa)mr?nt of principal
or interest of the ioltto is err 1 r (a) secured to,
an Interest in properry to Le used fora private
business use (or paynhelti5 far Snch orcperly)
or (b) to, Oe oil , Iv �lf from pa, r r,..nts for
properly (or do. o;.aOd moth;) _Seo is, a
private business rice.
It alSO Irtfludes a bond, If llprodeaeis of
which (a) at(? to oe used to i eke or finance
loans letter [Iran,foams dosr:nded in section
14 1(c)(21) to persons other dhan governmental
units and (b) a xceeds ih(r lesser of 5% of the
proceeds or $5 r111ffon.
Issue. Generally, obligations are treated es
Pan of 01e Game issue only it they are 15sood
by the same issuer, on the seine cafe, and as
part of a state transaction, or a series of
related transactions.-Howerar, obfigcuuons
i %Ued duriflo trio' SameC=itr arannrfat
under a loan agn event under whicti amounts
are to be advanced pencwicaliv (a "'dr,;w-
down loan) or (b) wiin e :C ill not exceedlnn
270 days, may be Tloatr o as p in of ae same
issue if the Obligations are equally and ratably
secured under a sngle Orlettttue or loan
agreement an: fir I sst led tinder 9 ofT m(Io
final ,f ilvaligufIrlent iron ex nip r. order the
Sarno o rioi S a ! l-rrr per 0d1Coj y t ported
to rrfrvrt chingfnq fec .I c r mtsrar r )
Also, it, obl gntN 1 t i, id< ' h.
cowl" ( h ma 11 LI tlte: ir'.gr IitYltf IS Of Ihs
Prece rrog sentence, obiieusdns issued dunr•.g
differetlt calendar }'Pars n:ay be (reared as
part of the same issue it all of the enu)urrs to,,
be advanced under the dram -down loan are
reasonably expected to be advanced within 3
years of the, date Of issue of the first
obligation, Likewise, obligations Otherthan
private activity bonds) issued under a single
agreement that is in the form of a lease Or
installment stile may he treated as part of the
same issue it ail ofthe e )xoperty covered by
that agreement S reason2,Ily exnectec to be
delivered within 3 years nr the date Of issue of
the fii'st("blitg,ation.
Arbitrage rep do r c (era➢, I s! rn a
stale it local bond as not tax-exenry it sr, (loss
"if, fsrtr er of dla .,.)n.I rob.ir;, to mo, U.Jteo
States arnlfage u "fits earned Eon fr ofihaq
proceeds Or the t oddl in ill E Jidora
nDnpUrpOSe liVegtnlerlrS-9'C Sol 148(t.
Construction issue. Ill* is at, issmo of a:x-
exempt bonds that meets f;.an of the
Vlowfrlo conditions:
t Ftlr„:351i-%ofins ava&),_cor4,r C9Grn
pl<, oracls Of if e era to be used for
C0r3trucbon ezpr?odriurf5 wain respect to
property to be ovmed by a govemmenta; ,nor
of or 601(c)(3) one fotaation, find!
2. Alf of the bonds that are pon of the issue
are qualified 501(c)(3) bonds. bonds that are
not private activity bonds, o, private activity
burns issuod to finance propnRy tO be owned
by a govarnmantal unit or a 501(c)(3)
organization,
In lieu of rebating anv 0rbdrM1e that may no
oeved to the United States. the issuer Of a
Con5loCtiOn issue may make a revocable
(loll to Pao:) pellsity. The p malty is eefual
Ip Y )! li an 0 . 11 ill ', :ruction
pro e os fo.)f <'o no: meal cd r i h sn'•ndinq
re0 r rents. See sr.t-Lou 1.18,q(-11(C) ar,<1 the
Ir, ructions for t on' d0,4d- I -
Specific Instructions
If, gane,m, a Farm 60ri..f,C r,i;t be
Co 1 ten*d Un ?noIno basis o('etb
iNOUoabOn and reasonable e>'pP.OliIlICRS as of
the date or is,me. Hovrever. forms that are
Nord nfi a con .011d< t u b.Sis ma be
c( r eted Deli a U.sls of infor�nalion resdily
available IS, lne'sSuer at the Close of Ire
calendar seer to which the foram relales,
supplemented by ,timates made in good
faith.
Part 1—Reporting Authority
Amended return. Ali Iss... S r'nay file ran
amended return to change or add to the
information rep=ynecf on a prevloesiy filet
TWiJI-P for fne store rateof st;l[o. It you are
filing t) <or act W101r, 01 Cha NtO 1 previously
filed.. tul,., Cne..k .Ire Am0000rfReruin" box
in fh.: he ding of the (Drill.
r „ anlondou n. turn nn,sf rr wjf, tin t4;a
information reported on Ifu. original rowel, 1n
addition I in nev., cQno,Afin iriforrnaUon
Atl, c t @.n gxplan; tlo'l u; u'e rvjj.,f t, for th,i
ante .ed ro{orl• 1 l thin aCloss I , IoD
`A kl,,l Rooufn L, _rla;,usg'
Line i Ihr. ;pguer s defier. is tf r tame ql "le
Ill h tr .;3ui1lg Ihr <Ynl')wOns, lot h,m lfrrl! fit
Ilk; Entity reoK u voff if oCty i r of file
financing. In the mere of o IEaf:e e ✓r nlstal!mnt
Sale, th& 5suer Is file, lesseeIll, :P_lciaSer_
Line 2. An issuer that does not have en
erepioyer identril1C011011 mm11ber trifs) 5hotdd
apply la one on Form SS-4. Application for
EmsYoyer Identification Nurnher, You car get
this form on Ile IRS :+•ebslfe a11RS.gov or by
calling 1-800-TAX-FORM (I -800-829-38?61.
you may roc cl ve an FfN by 16lepnone by
folic , u this insIr-jchOnti ir.-f l O r: S ..
Lines 3 and 4. Blur the rssuet•s address or
the endless of till ile9gnaietl coraael person
liS;cY: On line 6. if ( r tior NdShes it, 15f> PO
6: ...tart t ::.G(! Ole issuer r `a u;• real,
Ill car-, of to third p;1!!v aui loriz-!d
repr s, 11 ➢Yr i! tilt ]S art l"COCnrXil or
C'nuir i�11 ille shtIso ;rl J,c.34 lire(,
"Cr0followed by tire `lard p l ) J name and
street address Or P.C. oo<. Include the rnfe,
room. dr Uthe. unit rUnlber amen tt �118eL
dd ° , s . If thapost oloct, dots 10(de liv4r
mart to the street address and the iSSurg ha,' ')
PC-. box, Show the box numbe inc;teal of in,)
Fonn aWl1-GC'rnev. t-201
3
street address. If a change in address occurs
Offer the Tutus, Is filed, use Form 8822,
Change of Address, to notify The IRS of file
new address.
Note. The address entered on frees, 3 and 4 is
the address the IRS will use for all written
communications regarding the processing of
This return. including any notices, By
authorizing a person other than an aufhddzeel
officer or other employee of the issuer to
communicate with the IRS and whom the IRS
may contact about this returnthe issuer
authorizes the IRS to communicate directly
with the individual listed on line 6, whose
address is entered on lines 3 and 4 and
consents to disclose the issuer's roturn
information to that individual. as necessary, to
process this return.
Line 5. This fine is for IRS use only. Do not
make any entries in this box.
Part 11—Description of Obligations
Check the appropriate box tleslgneting this a"s
a. retool on a single Issue basis or a
r:ranSOlidated fetum basis,
Line Ba. The Issue pace of Obllgafions is
'gerloo lly determined under Regulations
Section 1.148-1(b).-Thus. when issued for
cash, the issue price is the price at which a
substantial amount of the obligations are Sold
to the public. To determine the issue price of
an obligation issued for property, see sections
1273 antl 1274 and tilerelated regulations.
Line 8b. For a single issue, enter the date of
issue (for example, 03/1512010 for a single
issue issued oil March 15, 2010),. generally
the date on which the Issuer physically
exchanges the bonds that are pan of the
issue for the underwriter's (or other
-
Purchasers) funds; for a lease or installment
sale. enter the date interest starts to accrue.
For issues reported on a consolidated basis,
enter the first day of the calendar year during
which the obligations were Issued! ifor
example, for calendar year 2010. enter
O t J0112010),
Lines 9a through 9h. Complele This secholn if
property other than cash is exchanged to the
obligation, for example. acquiring a police car,
a fire truck,. or telephone equipment through a
series of monthly payments (This type of
obligation is sometimes referred to as a
.municipal lease.") Also complete This auction
if real property Is directly acquired in
exchange for an obligation to make periodic
payments of Interest and principal.
Do not complete lines 9a through 9d if the
proceeds of all obligation are received In the
form Of cash even It the term "lease" Is used
in the title of the Issue. For lines 9a through
go, enter the amount on the appropriate fine
that represents alease or Installment
purchase. For line 9d. enter the type of item
that is leased. For lines are through 91h, enter
the amount on the appropriate fine that
represents a bank loan. For line 9h, enter the
type of bank loan.
Lines 91 and 9j. For line 9j. enter the amount
Of the proCeedS that Wdl tin used To mill
prinoip"`!, interest, or call premium en any
other Is%te Of non"S, including proceeds trial
Will a wod to 7 ill, an Cser oj err r,u,rt for
thili purposa, .o;"I 1!nasi , upiytoa
arirtlar nhlirl-n',1^Or e•.g. p. :per, on
,ines 9i end 91 nU-.--dUOns f ro re.%,nd 1 nc-
sue , wrrieh rc xf ,orll icons hole Ile
proceeds of ❑not r tat -:z mpt ob �raifon.
Line 9kenter on line 9k the amount on line
8a mat doeS no: fefirclient an cbllga,on
described on 41es9a Ihrouait 9j,
Line 10. Check this box if file issuer has
designated any issue as a 'small issuer
exception" under 8ectlCm 2Hctb)(31(fhdi)([III.
Line 11. Check this box it The issue is a
Construction issue and an ifreVUCable Pechon
to pay a pallalry M lieu of -�r;5irape rebate has
been made on or before Ole dare the bonds
were issued. The penalty is ,^,dyable vitm a
Form 3038-T :or rich 6-month p ldn7 oiler
the (jilt. The rn ❑ Irl ;sued Or, r riak,;
any parr eat Ol je,lf:ty In tier of .e.bd:e ,rill,
Fonn 80(58-CC. See Rev. Prot,. 92-'__'--,
199 C,R, 736, r rides Irgr t rI t� 1,
"alertlon document_'
Line 12, Enter in&n me of me vendo or ban.,
who ,s a part} rl ,h,, is ,.sin nt purchase
agleernent, IoarY or Ilna Lea, orse'. It fhnfe
are mullnle Vendors or Willis. the Isti fe;
should attach a scnadule.
Line 13, Enter lhls cinPloytx lJollut cation
number of the vendor or bank who is a party
to the inSialiment purchase ageeernent, loan,
or financial lease n More are nlutfipi8 Vendors
or hank:. the should riflch a schedule.
Signature and Consent
An authorized, representfelvo of Tile issL;er
must C:ign Form 8038-0C and any applicable
certification. Also print the name and title of
the person signing Form 8038-GC. The
authorized reopn .: ltaflve of The Issuer algning
this form Must llwwf.flhe. authohty to -dnsenl
to file disclosure or thp isstler,,, return
litounaf3on, as necessary to process this
=ell re :0 air, p ``O J taut hP5 beell
oosignaied In tins form.
Note. It The issuer altlhdr,.,,-y in line e me IRS
i0 :pnlm.i tl l' ICVillin ifpvl:f it O, tnin,i
officer or other E n ar.,tto Of lI ISSUe, f,110M
aurhori7nrlol 511.111 iaciude contact both is
we final regarolf- s of In, arlrress rritued hI
line.. A, rti 4, rind by 11 Iw'.prlst ) by gIina
This form, .he issuer s aulr,OdZeJ
representative consents To the 65dosure of
The issue: s relufn infonrlail0n, is necessary
to process this return, to such porson,
Paid Preparer
if an 9utnOriZed ICpr95cr1t81iVe 01 the iSSG2i
filled ul its return, the paid prepai space
SnOUld lOsIrIiri t iull, Anyonr pap prepnres
tilt e,uln bl,tcn t1 cror,iolt.
O . i IJn snotrr ] not Sign rho return.
C f olt t,s "Al"AlO propane th 'i 'il s.hi; Ile
[[Of ,I L1, for ex'101pie, a ndgifl` r or time
ern, u}ee. or the lSst-1 such 5 clerk,
secretary, etc., should rot sign:.
f 3' nerally, ar,votst v so is pant to prmpaa'e a
retUnl rllnyT g'rgii I aid 'III ill trip Ether blanks
in fie Paid P.pcarrer lice Only area of the
return, A paid preparer cannot use a social
security ournbm in tale liald Prepare, lice Only
box. Theprild preparer must use a preparer
tax identification number (PT IN) If the paid
preparer is seff-employedthe prepare,.
sna lid enteriirs of tier wjfuss IF. The bo,
The paid prepare, nlitst,
• Sl.lrl it
10 rfalirl n tl Spmo p Or"(;'n for rile
URF r G.16 to oil
• 13EVe a copy of rile ro;unl m the Issuer.
Paperwork Reduction Act Notice
VJC for uL. i'lors ' :on oil it is Orin to
Oaur ai I a .nt .nlol Revenue I"V"s Of the
Unl 1 nt erns. `ro r aquirrc rr give us the
into; ^lation :fie 11peri :f r[, ensure it VOtI Orr,
11,01aiPNin0 with these!ai.s .
'eou are net rerlu rid to pro rt P me
Inlormaholl ren„f.,asto d on A fcnn tf tat is
subiect to the Papervork Reduction Art
(06 e the term displays it vatct ilMH "'I r01
llumf 'r, Rooics of records rotor i I, to o IO+uI
er ft; iwvuli: ;oo,, mc81 b,. retained as long as
their contents may become material in the
adnGnistration of any Internal Reaenue lase.
Generally, lax futurist and return inforf, atxifrs
are Confidential, as required by ,eq h.yt (i1.0&,
The little neeoed to complete and file that
fore 1 will a,, ,den 1 ,ndn;rj cm individual
dr urns ances. TI < tittlmrstl a rage time is'
Learning about the
law or the form . . . . Al iv„ 46 min,
preparing the form 2 ;v- 22'i' m
Copying, assmnbling. and
Sending the fornf to the IRS ? nr , 34 min.
11 f r ; I1 3v6 cenfn e'tC conF')H l rig file
❑"cuaary of }lese lime e5linlaqas or
sun. r_tiOW; for r olonq this to r lnpler, Vs
Woe Ite nappy to li,' r from Vol, YO, e,d l
µiv(- tu nolfiternalt - onve:e OIGL'.Tax
Products Coordinating Comnrnwo.
5✓v!N:CAR:r1P:Lm:$, 1111 Cunstitulion Ave.
NVd IR Fib2+4: Wasningtai. DC.; M0 24. Do nor
send the form to this address. Instead, see
Where TO File.
if
e4
t
ao
ot�€a&isz6e-?s,$i:aad3£siWsiP$`s7
fn
�s
LZ
N
U
(0
C
| |
(
|
| |
|
|
�
§
�
| | | | | | ||||||||
| `
!!|!(!!!.|!§
)| '||�,} l�,�i |||| ,;� ���l;|!|�•, !
| ' • ||||||||
,-------- ---- - - - - -- ---- --------------- -----.....
| | | |
■ | � �
|(|
�
|
I
|
|
. !
�\ |�;!| ); |•! |§-�� {{!�\ �� �!!!! �!!�`�
|
||||||||||||||}||1||||||1i0||||-|||||| |]q
............................................
|||
egg cegcgeeecggce egceg�ce�3
A A s A A A A R A A s 0. s A P s R s A A A A s s s d R F S II
}€F sssss€€€sss sFFF €F€s€'_Pr
5E000&k9ssgEoo8beo88&os$$soSse
I
S 3 5 3 5 3 S S S S 3 3 3 5 3 3 3 3 5 3 3 3 5 3 3 3 3 3
3 ! 3!]] 3 3 3 S 3] 3 3 3!]] 3 3 3! 3 3! 3! 5
qc
d
g Q Y
$'4` �S�iSp9g 4gFao�S �YY�
9
�
. . |,,, • ; �! )!
||•�;||;||!!. |li}
!,|!!!'||
|\)|}|)|}}§\\\\||§|jj}\}j|\
|
�......................................................... /
| \
9
11MMIMMIMM 111 1a
3 J 3 J 3 3 J J J J J S S S S S S S S S J 3 3 3 J S J 3
! 3! 3 3! 3 3 3 3]!] 3 3! 3 1 3 3 1 3 3 1 3 3 3]
77EE11 g�
g�g gg OOp p�p g�g g�g
p�p g�g p�p p�p gg 3g JJg p�p �pp gSg g�g g�g g�g p�p � g�g � g�g g�g �g g�g
]
ggy i
H
F° 3!�lIJ3339�339H9�HB3i83833B-a4=" _ -�� ;���a
a$5 EEEEEEEEEEEEEEEEEEEE"sEEEEEE gg:�s 8 a �s F 44
f£ p
5 pS �*
i53� $$EB b q�$o#g��$aB$g�g8$A�88gd v;al'si �JIPa?b?
a n n .^. i .• •. - n . -
9
�
•!|! l;�r, !! ,l:.�!! ;h =!
!||i(}\
|
�.......,..Z..=..........................
|
|
|
[
|
,
|
�
, �||,||;|�!!!'l;;.-,!|;}{ . |I�r>!•
���l�I|�|!!•|!|!�!(!°`��||! |,!!!!,||, ��i��
|
.............................................
|
|
�
|
|
|
g3
8
!
p3 ggS
33
! 3
a
8
K $$
:�iL&e39�ae�e§a$Y�€�nY�iil=��fl5d
y� gg g
SSY Ea�ytl
+. b n 2 8 §
Y 4 fAAS'�.i
e:
a:
|
�
{|}�`�
a �!!!!!|l,;.•!!|!�!;!!.! .:
�i|!|�||(|||��!||!||���||§�i|
|
1|||i||||| |��||||||11|||||||)a||
d- ------------------------- - - - - --
|
I
n
n
O
W
0
00
00
00
l.7
�+
of
UD
L
a
a
w
n
O
a
Iz
to
c
N
u
u
M
Cl
N
V
N
Nn
m
N
m
1n
D
O
U
N
N
0In
Ll1
C
m
N
M
W
0
m
Di
Oi
j0
n
In
N
m
N
N
N
N
N
N
m
m
00
m
%D
O
m
M
M
y
o
w
o
o
m
in
o
Ln
�
�D
oo
n
k D
o
Z
o
r,
00
Di
m
N
N
D
N
N
N
N
N
m
O
N
N
W
m
m
m
a
¢
00
m
O
r
{W
N
ey
ei
Z
N
a n
N
N
N
M
m
M
!B
m
ei:
ei
e4
'I
N
MMMMke
Z
m
R
m
tD
m
tD
m
tD
m
rl
W
NNNN`"
¢
VM'NNNN
n
n
m
u
w
a
m
�e
ANkDno
m
A
01~1
m
N
M
lD
O
m
00
n
n
1n
4
N
C
C
01
O.
O
y
N
N
N
VN
N
V1
a+
c
y
WN
N
m
a
In
N
�
a
c
0
0
v
0
C
m
E
O.
W
w
m
J
LL
0
w
n r