CF-TownC CHC-CS 860424Required documents from the City of Coppell for the lease
purchase of a new telephone system:
1) 'Signed Communications System Purchase Agreement
2) Signed Lease Agreement
3) Signed UCC-1
4) Signed Opinion,of'Counsel
5). Copy of City Tax Exemption Certificate
6) Copy from City Charter of Document of Authority to sign
7) Copy of City Budget Statement
MC 603700
,,~. BUSINESS PHONE SYSTEMS ~ B, I-']=q~it: 13].1
· o,v,s,o. OF B. Harkless 1303
~EnER~.~ TELEPHONE (ZOITIPAn¥ OF THE 5~.,dTHUJEST
COMMUNICATIONS SYSTEM PURCHASE AGREEMENT
THIS COMMUNICATIONS SYSTEM PURCHASE AGREEMENT IS made between BUSINESS PHONE SYSTEMS, hereinafter referred to as "Seller," and
Purchaser's Name Cit~ of Coppell
Street Address Parkway c,ty Coppell State Texas zip75019
hereinafter referred to as "Purchaser." In consideration of the mutual agreements contained here,ri, Seller agrees to sell to Purchaser and Purchaser agrees to buy
from Seller the communications system described on the attached Equipment Schedule, whicm is hereby incorporated by reference, subject to the terms and
conctltions wrtich follow:
Provision of Equipment. Seller shall provide the communications equipment qescribed im the EQuipment Schedule and shall install the equipment
for Purchaser's use at the address stated on the Schedule. Setler agrees to furnish all necessary cable, wire, hardware, labor, and other items for instal-
lation. Purchaser agrees to obtain any required consent from lessors, mortgagors, or other third parties for installation and subsequent maintenance by
Seller of the equipment and to hold harmless the Seller from any claims or liabilities of suc'~ third oarties arising from the installation or maintenance
of the communications system.
Purchase Price And Terms of Payment. Purchaser agrees to pay the total price for provisio~ of the communications system stated on the Equipment
Schedule. Taxes quoted are estimate~ and will be recompute,~ at time of billing. Customer will pay all applicable sales use anq other taxes on products
ancl services purchased.
PRICE: (1) System Price X. Check if installation included in price S 38,041r80
(2) Application taxes (estimate)~ ]~Dt ,d/ .... $ 0
(3) Total Purchase Price $ _'~8
PAYMENT OPTIONS DESCRIPTION: PURCHASE OPTION
10 ' Percent of Total Purchase Price due upon signing of this Agreement by Customer.
~{'} Percent of Total Purchase Price due when the System is delivered to the Installation Address or delivery is with-
held by Seller at Customer's request.
Balance Remaining balance of Total Purchase Price (including all Additional Charges provided for in this Agreement) due on
the In-Service Certificate Date and before Customer use of System.
THIRD PARTY LEASE OPTION
In the event Purchaser finances this purchase tfirough a Third-Party Lessor, Seller will refund to Purchaser all
Yes deposit monies paid by Purchaser upon receipt by Seller of payment in full from the Third Party Lessor and
Purchaser's payment obligations under this Agreement will then become null and void. Purchaser may assign its
No rights and payment obligations under this Agreement to a Third-Party Lessor acceptable to Seller or may cause
(Initial one) Third-Party Lessor to issue to Seller a purchase order in a form acceptable to Seller.
MAINTENANCE SERVICE INFORMATION:
1. Communication of service requests. Purchaser shall request maintenance service through telephone or other communication to:
2. l-~ormal .uslness hours. Normal business hours are defined to be 8 AaM. to :> P.M., local time, Monday through Friday,
excluding holidays
Termination. Purchaser recognizes that certain oarts of the communications system may r~uire acquisition by Seller of components from outside
suppliers or manufacturers. In the event Seller for any reason is unable to obtain all nece~ry equipment and materials for the communications
system within a reasonable time after execution of this Agreement, Seller may in its sole d~scretion terminate the Agreement. Should Seller termi-
nate the Agreement for lack of equipment or materials, such action shall not create any liability on the part of Seller, provided that Seller shall return
to Purchaser the full amount of any down Payment Previously ma~le by Purchaser.
System Installation. Seller agrees to employ best efforts to install Purchaser's system on or before days from the date of execution by both
parties of this Agreement, provided that Purchaser recognizes that Seller's installation I~)rogram may be unavoidably delayed by strikes, Acts of God,
failure or unavailability of electric Power, or by other events or causes beyond Seller's control. Seller's Installation activities shall be performed during
normal working hours unless otherwise stated herein. IN NO EVENT SHALL SELLER BE I-IABLE FOR DAMAGES, SPECIAL. CONSEQUENTIAL
OR OTHERWISE, FOR DELAYS IN DELIVERY.OR INSTALLATION.
INCLUDED ATTACHMENTS: - ..
Form Date Form Date
Eqmpment Summary April 24, 1986
OTHER CONDITIONS:
UNTIL ACCEPTED AND SIGNED BY AN AUTHORIZED REPRESENT.aCFIVE '6F SELLER, THIS~a~GREEMENT SHALL NOT BECOME EFFECTIVE
AND SHALL NOT CONSTITUTE A BINDING CONTRACT.
IN WITNESS WHEREOF, the parties have caused this Purchase Agreement to be executed by their -O,ly authorized representatives. '- '
N//Agreee to this ~lay of , lg
Purchaser City Of Coppell_ -- ,~ccepted this ' day of
Address
Coppell, TX 75019 GENERAL TELEPHONE cOMPANY OF THE SOUTHWEST
--_%/Representat,(,e BY '
~'Tltle Tltte
T[RNIS AN{D~DNOITIONS CONTINUED ON RE-VERSE SIDE
DISTRIBUTION: White - G. O. Marketing Yellow. Customer Pink - Accounting Goldenrod - BTL Office
--ERMS AND COND~TIO.%S
;-~'CF' ~D-~*. = OFt RED-ACEME~;T SH~,_;_ BE PURCnASEP'S ~X~S.~ ~ '' ~'VE RE~ED¥ ¢Oc. BRE~,C~ OF W,~RRAKTy OR fO~
~ ' ~:~ S~A~ %CT BE ~iABLE ~OR ;-~Y SPEC:A_ OF. CO~SE~ENT ~_ ~'AN'AOES O~ cO~ -OSS DA~'AGE. OR EXFENSE
-_ ~',- ~S~- -~ E EC~.P%'tE~T E'THER SEPARATELY OR I% ~or~'B'NA~.O% ~% --- A%~'. C~E~ ~O~PME%T_ OR FROM
.~E '~,'A~RAt~' STATED ABOVE S~ALL BE IN LEU O: AN~ EXC_U~ A__ OT~ER EXPRESS CR IMPLIED t~ARRA%T.ES
~ssignment ant Subcontracting. This Agreement may be assigned in whole or in part D~ Seller and Seller in its sole discretion may subcontract any or
make any change in the Agreement o~ the EQuipment Schedule, any such modif~ca; on may be ma~e only in writing, signeo by an authorized
eral Telephone of the
South t
~. ~ess 1303 BUSINE~PHONE SY~EMS
EQ~PMENT S~M~Y ~STOMER N~: Ciw of ~ell
~STOMER O~ER NO.:
] DE~ON
1 ~ ~ ~sic Syst~ ~b~t
4 ~ S~ti~ C~ ~r ei~t s~ti~_s
1 t~ ~h~ S~ti~ ~ect ~lmct ~ole
1 ~
16 S~le-]~n~ T~ahT~ ~sk TeleD~es
I ~-q ~ie Svmt~ Cmhinmt mm~i~d f~ ~1~ q q~s & ~-fo~ s~ti~ s
] ~l nn~ Cmrd
1 l~A9 Kroy ~mt~ f~ 911, ~ce
ENVIRONMENTAL SPECIFICATIONS
I. The room housing the warranted equipment must be of sufficient size to permit 0ase 6. Relative humidity must be maintained between 40~ and 60~.
of installation and maintenance. Doorways to such room must be a minimum of
3'0" wide by 6'8" high and be provided with locks to prevent unauthorized entry. 7. Ambient temperature must be maintained between 60' F and 80' F by cbculnted
air. An optimum level ls 72' F.
2. The equipment room interior must not be exposed to du~t, miok¢, ictosols, oils,
sob'ents, or con'osive gas~cs. 8. An adequate earth ground source must be pio~ided within the equipment ~.
3. Lighting must be adequate to permit workm~n to perfo__,w_ ~rvice and maintenance 9. A ~eparately fused AC power ~ource must be provided for operation of the equip-
functior~ Fluore~ent lighting is preferred, ment. Such AC power must be 60HZ (*) 3HZ and within :L 10~ of the nominal
: -- volt, er (¢.~., i I?v, 208v, 240v) at the proper pha~. AC power mm be hte of
4. No matezials oth~' than those d beetiy required to the function~g of the commumca- noi~ or volt~ge traJ~ents.
tions equipment are to be stored within the equipment room.
l 0.' An adequate number of ! ! ?v, 60HZ, 1 $ ampere ~iaglc phl~ AC duplex convenir, noe
5. Cement floors must be covered with a mastic type tile or cement sealing compound outlets must be provided for'The operation of nonnal iost~llatiolt ~ ~
to minimize moisture, if carpeted, a static-free overlay must be provided, power tools ~.d test equipmealt.
/ SIGNATURE:
(Signatu~ of ~uthottz~d Rep~Sentative)
~T~:
DISTRIBUTION: WhRe - G. O. Marketing Yellow - Cu~omer Pink - A~unUng Goldenrod - BTL Office
~'~TE LEASING CORPORATIO~
LEAbE AGREEMENT WITH ASSlGh'MENT
(FOR USE WITH STATES OR THEIR POLITICAL SUBDIVISIONS)
LESSOR: ~ Business Phone Systems LESSEE: City of Coppell
ADDRESS: 8701 Sterlin~ Street. Suite 180 ADDRESS: P, O. Box 478
CITY/STATE/ZIP I~"~-~E~. TX 75063 CITY/STATE/ZIP Coppell, ZK 75019
PHONE: 214-? ~8-2{300 PHONE: 214-462-0022
Type of Entity: Type of Entity:Cilzy Gov~t
QTY EQUIPMENT LEASED--DESCRIPTION
I. Advance rent $. 0 1. Cash purchase price (including delivery) $ 38,041.80
2. First rent payment due upon invoice 2. Annual interest rate 10
$. Payments due Monthly 1~' Qu,.,ar, terly ID I~ ,3. Nominal purchase option ,~ $10 .,~$ 1.00
4. Number of rent payments ....~/-I- ~.~ ~4~11 pay'for any sales/use tax. Lessee will also Exempt Number
· 'be-Tfiv-o~ced for other applicable state and local taxes,
~. Amount of ,.~h ,ent payment $ 633-, 49 ~ itany.
632.
49
6.
Amount
of
final
rent
payment
$.
~ 5. At the time of installation, this Lease may be amended,
·~ at Lessee's option, by the addition or deletion of items Yes~
This F.,quip_me. nt shah I~e delivered to and located at: of equipment the value of which may not exceed
i~ n.m. C±L'y of Copper1 above.°f the ca,h porcha, p~ce of the Equipment indicated No
Pa:dew-ay
-~ C~y Coppellcounty Dallas state Texas zip 75019 =.
. TERMS AND CONDITIONS
1. EQUIPMENT. Lessor hereby leases to Lessee and Lessee ecuted concurrently herewith containing certain terms with
(having been quoted both a cash and a time/lease price) respect to the lease of such Equipment. AIl such schedules are
herebY leases from Lessor on the terms set out herein such hereinafter individually and collectively referred to as
unit or units of equipment, hereinafter referredto as "Equip- "Schedule," which Schedule is incorporated herein and made
ment," described above or in' any schedute ~or schedules ex- a part of this Lease Agreement, hereinafter referred to as
THE ADDITIONAL TERMS AND CONDITIONS ON THE FOLLOWING PAGES ARE INCORPORATED HEREIN.
THE UNDERSIGNED, BEING DULY AUTHORIZED SIGNATORIES, AGREE TO ALL THE TERMS AND CONDITIONS SET FORTH
ABOVE AND ON THE FOLLOWING PAGES HEREOF, AND IN WITNESS WHEREOF, THEY HEREBY EXECUTE THIS LEASE.
Dated. ~V~)ated.
t~ssor Lessee C±ry of Coppe11
(Name of Individual or Entity) : (Name of Individual or Entity)
By · its. ~y its.
(Have signed by general parmer, if partnership, or appropriate officer, (Have signed by appropriate officer, and indicate official title. If 2
if corporation, and.indic, ale official-tide. !f~Z-officers must sign, use officers must sign, use space below.)
space bel_ow.)
By its. By its.
205 Rev. 9/85
"Lease." Lessor intends to assign all,~its right, title and in- reasonably request including such documents as Lessor or
terest in the,Lease and the underl¥ Equipment to GTE .~ssignee may req~"~to protect their respective interests in
Leasing Corporation ("Assignee"). :he Equipment dun,~ the term of this Lease. Lessee warrants
2. RENTAL. Lessee agrees to pay the cash purchase price ~hat all credit and financial information submitted to Lessor
plus interest in the rental payments and on the dates indicated or Assignee in connection with this Lease and at any time dur-
above. A percentage of each rental payment shall constitute ing the term of this Lease is true, correct and complete in all
the payment of interest, as indicated above. Said rental pay- tie, ails.
ments shall be paid to Lessor or Assignee at the address set (c) Lessor and Assignee have the right to inspect and
forth above or at any other address indicated by Lessor or examine the Equipment from time to time during normal
Assignee in writing. All rental payments subsequent to the business hours.
first one shall be made without notice or demand and without 8. TITLE AND INTEREST. Title to the Equipment and all
abatement, deduction or setoff of any kind. The obligation of repairs, replacements, modifications and improvements shall
Lessee to make payments hereunder shall be unconditional, be in Lessor or Assignee. Lessor or Assignee shall also retain
3. LESSEE'S ACCEPTANCE. Lessee shall inspect the a perfected security interest under applicable law in the
Equipment upon its arrival and installation and shall im- Equipment and all repairs, replacements, modifications and
mediately deliver to Lessor or Assignee a completed Cer- improvements in order to secure Lessee's payment and per-
tificate of Acceptance. Thereafter, provided Lessee is not in formance of all of its obligations hereunder. If and when
default hereunder, Lessee shall have the right of quiet enjoy- Lessee has exercised any purchase option hereunder, title
ment with respect to the Equipment. shall pass to Lessee.
4. LATE PAYMENTS. If Lessee fails to make any rental 9. LESSEE CERTIFICATION. Lessee warrants that it is a
payment or to pay any part of any sum required to be paid by state, or a political subdivision thereof, or that Lessee's
Lessee to Lessor within 10 days after the date said payment is obligation under this Lease constitutes an obligation issued
due, Lessee shall pay interest at the rate of 2°7o per month on on behalf of a state or political subdivision thereof, such that
the amount overdue. However, said rate shall not exceed the the interest portion of the rental payments derived under this
maximum annual rate, if any, allowable for such payments. Lease will qualify for exemption from Federal income taxes
The delinquent payment period shall run from the expiration under Section 103 of the Internal Revenue Code. Lessee fur-
of said 10 days until the amount is paid in full. If any amount ther warrants that this Lease represents a valid deferred pay-
remains unpaid for a portion of any month, the interest shall ment obligation for the amount herein set forth, of a bona
be prorated and paid for such period, fide Lessee, having legal capacity to enter into the same, and
5. NO WARRANTIES. LESSEE HAS SELECTED THE
is not made in contravention of any town, city, district, coun-
EQUIPMENT AND SUPPLIER THEREOF. LESSOR AND ty, or state statute, rule, regulation, or other' governmental
ASSIGNEE MAKE NO REPRESENTATION OR WAR- provisions. Nothing herein shall constitute a pledge by Lessee
RANTY, EXPRESS OR IMPLIED, AS TO ANY MATTER of any funds other than funds lawfully appropriated from
WHATSOEVER, INCLUDING CONDITION OF THE time to time for Lessee in its budget.
EQUIPMENT, ITS MERCHANTABILITY OR ITS FIT- 10. MAINTENANCE AND USE. At all times during the
NESS FOR ANY PARTICULAR PURPOSE, EXCEPT
THAT LESSOR (BUT NOT ASSIGNEE) DOES CONFIRM term of this Lease, Lessee shall, at its expense, make any and
WARRANTIES SEPARATELY MADE TO LESSEE IN all repairs and replacements required to maintain the Equip-
WRITING, IF ANY. IF THE EQUIPMENT DOES NOT ment in good condition, reasonable wear and tear excepted,
OPERATE AS WARRANTED, LESSEE SHALL MAKE and shall use and maintain the Equipment in a careful manner
CLAIM ONLY AGAINST SUPPLIER OF WARRANTIES in conformity with all applicable laws, ordinances, regula-
AND SHALL NEVERTHELESS CONTINUE TO MAKE tions, requirements and rules and in conformity with any in-
PAYMENTS HEREUNDER TO LESSOR OR ASSIGNEE. siarance policy. Lesg~e"~:6bli'g~iffon to maintain the Equipment
Lessor agrees to transfer to Lessee any warranties or software does not confer the authority to incur mechanic's or sup-
licenses Lessor receives from the manufacturer or supplier of plier's liens.
11. LOSS OR DAMAGE. Loss or damage to the Equipment
the Equipment, provided that the manufacturer or supplier shall not relieve Lessee from its obligation to make payments
permits such transfer.
or to perform any other of its obligations under this Lease.
6. LOCATION OF EQUIPMENT. The Equipment shall be 12. INSURANCE. At all times during the term of this Lease,
delivered to and located at the premises indicated above and Lessee shall at its expense maintain public liability and prop-
shall not be removed without the written consent of Lessor. erty damage insurance for the Equipment in amounts and
Lessee shall pay all charges and other expenses incurred in with insurance companies satisfactory to Lessor or Assignee.
connection with the shipment and delivery of the Equipment Lessee shall deliver to Lessor or Assignee satisfactory evi-
to said location. All items of Equipment shall at all times be dence of.such insurance coverage.~Each policy of insurance
and remain personal property notwithstanding that any such shall contain a standard loss payable clause stating that pay-
EqUipment may be affixed to-realty. Lessee shall, upon re- ment for loss, if any, is payable toLessor or Assignee, if ap-
quest, furnish Lessor or Assignee with a disclaimer or subor- propriate., as co°insured, and shall provide for 30 days written
dination, in form satisfactory to Lessor or Assignee, of any notice to Lessor or Assignee before the policy is altered or
interest in the Equipment from all persons having an interest cancelled, tf Lessee is restricted by law from complying with
in the real estate to which the Equipment is or may be con- Ihe provisions set forth above, Lessee shall make other ar-
sidered to be attached or affixed, and the names and ad- rangements satisfactory to Lessor and Assignee.
dresses of the record owners of, and all other persons in- 13. INDEMNITY.
terested in, and a general description of, the real estate. (a) Lessee shall defend, indemnify and save
"/, REPORTS. harmless Lessor, Assignee, their agents, employees and
(a) Upon the written request of Lessor or Assignee, assigns from and against any and all liability, loss, damage,
Lessee shall notify Lessor or Assignee forthwith 'in writing of expense (legal or otherwise), causes of action, suits, claims or
the location of any Equipment. judgments arising from injury to person or property resulting
(b) Upon Lessor's or Assignee's reasonable request, from or based upon the Equipment or its actual or alleged
· Lessee shall deliver to Lessor Lessee's financial statements, use, possession, condition (including without limitation, any
Lessee shall als° file or provide Lessor or Assignee with su4h latent or other defects not discovered by Lessee), manage-
other statements and documents concerning this Lease and mentl control, delivery or operation by Lessee or any other
the Equipment as Lessor or Assignee may from time to time person, and Lessee shall, at its own cost and expense, defend
any and all suits which may be b~ght against Lessor, upon written notice,]~ Lessee, assign all or any part of its in-
Assignee, their agents, employees or ~ gns either alone or in terest in the Equi.~ 'r~nt or this Lease, including, without
conjunction with others upon any such liability, claim or limitation, Lessor's ~ights to receive the rental payments and
claims and shall satisfy, pay and discharge any and all any additional payments due and becoming due. Lessee shall
judgments, costs and fines that may be recovered against keep a written record of the ownership of Lessor's interest in
Lessor or Assignee in any such actions, provided, however, this Lease. Upon the receipt of written notice by Lessee of an
that Lessor or Assignee shall give Lessee written notice of any assignment of Lessor's interest in this Lease, Lessee shall
such claim or demand. In no event, however, shall Lessee be thereafter make ali payments in accordance with the notice to
held liable for the negligence or willful misconduct of Lessor Assignee and shall, if so requested, acknowledge such assign-
or Lessor's agents, employees or assigns, ment in writing within 15 days after request therefor. Such ac-
(b) Lessor or Assignee and the affiliated groups of knowledgment shall in no way be deemed necessary to make
which Lessor or Assignee, for United States corporate income the assignment effective. Assignee shall be entitled to enforce
tax purposes, are members intend, with respect to the Equip- the rights so assigned but shall be under no liability to Lessee
ment or any item thereof, to treat the interest income portion to perform any of the obligations of Lessor hereunder, the
of the rental payment described above as tax-free to Lessor or sole remedy of Lessee being against Lessor. Lessee's rights
Assignee. The amount of tax that will have been saved on hereunder as against Lessor shall be unaffected except as
such amount shall be known as "Tax Savings." herein specifically provided. Lessee covenants and agrees not
If Federal tax administrative authorities formally to assert against Assignee any claim or defense by way of
notify Lessor or Assignee of a disallowance, elimination, abatement, setoff or counterclaim, which Lessee may have
reduction, or disqualification, in whole or in part, of the Tax against Lessor. All rights of Assignee under this Lease shall
Savings, or if Lessor or Assignee shall include the interest in- inure to the benefit of any subsequent successors and assigns.
come portion of the repayment amount in income as a result If so assigned, "Assignee," as used herein, shall refer to such
of a good faith determination that such interest income is not subsequent assignee, and not GTE Leasing Corporation.
properly treated as tax-free to Lessor or Assignee, Lessee 16. DEFAULT. An event of default ("Event of Default")
shall pay to Lessor or Assignee an amount such that the shall occur if:
amount after deduction therefrom of all taxes required to be (a) Lessee fails to pay when due the full amount of
paid by Lessor or Assignee in respect of the receipt of such any rental payment or any other payment due under this
amount under the laws of any Federal, state or local govern- Lease, except as provided in Section 18 below, and such
merit or taxing authority in the United States, shall fully com- failure continues for a period of 10 days;
pensate Lessor or Assignee for the loss of any such Tax Say- (b) Lessee shall fail to perform or observe any cove-
ings including any interest, penalties, or additions to taxes
nant, condition or agreement required to be performed or
payable, as a result of such disallowance, elimination, reduc- observed by it hereunder (or under any other agreement be-
tion, or disqualification of such anticipated benefits. The
tween Lessor or Assignee and Lessee) and such failure is not
amounts payable pursuant to this subsection shall be payable remedied within 10 days after written notice thereof is given
upon demand of Lessor or Assignee. Any such demand shall
to Lessee by Lessor or Assignee;
be accompanied by a statement describing in reasonable detail (c) Lessee or any person shall take any action look-
the loss of the Tax Savings and setting forth the computation ing toward Lessee's dissolution or liquidation, or if any pro-
of the amounts so payable. Lessee agrees to be bound by any ceeding (voluntary or involuntary) is commenced by or
reasonable determination of the amounts set forth in such against Lessee seeking reorganization, liquidation, dissolu-
statement, tion or similar relief under any present or future statute, law
(c) All of Eessor's or Assign~e's rights and privileges
ari~[hg '['~ :ihe indemnities contained in this section shall or regulation and such proceeding shall not have been con-
tested by Lessee or dismissed within 30 days after it is filed;
survive the expiration or other termination of this Lease and (d) Lessee attempts to remove, sell, transfer,, eh-
such indemnities are expressly made for the benefit of, and cumber, or part with possession of the Equipment or any item
shall be enforceable by Lessor, Assignee or their successors or thereof;
assigns. (e) any representation made by Lessee in connection
14. TAXES. Lessee agrees that, in addition to the payments with the entering into of the Lease or any report or statement
due for the Equipment,it will promptly pay, when and as due furnished pursuant to this Lease is untrue in any material
and paYable, all taxes, fees, assessments and other govern- respect;
mental charges of any kind whatsoever, together with any (f) an attachment, levy or execution is threatened or
penalties, fines, additions or interest thereon, levied, assessed levied upon or against the Equipment;
or imposed upon or with respect to: (g) any insurance carrier cancels or threatens to
(a) the Equipment or any part thereof, or interest in cancel any insurance on the Equipment;
the Equipment; (h) the Equipment or any part of it is abused, illegal-
(b) the ordering, bale, purchase, delivery, owner- ly used, misused, lost, stolen, destroyed or damaged beyond
~hip, possession, use or operation of the l:.quipmem; repair; .
(c) the amounts payable hereunder or the earnings (i) the Lessee defaults under or otherwise suffers to
arising from the Equipment (exclusive of any taxes based on be accelerated any material obligation;
net income of Lessor or Assignee); or (j) the Lessee defaults under any other agreement
(d) this Lease, any other operative documents con~ now existing or hereafter made with Lessor, Assignee or any
nected herewith or the execution or delivery of any of the of their affiliates; or
rforegoing. (k) the condition or affairs of Lessee or Lessee's
guarantor (if any) shall change so as, in the sole opinion of
15. ASSIGNMENT. Lessor or Assignee, to impair the credit risk involved.
(a) Lessee agrees not to sell, assign, sublease, pledge
or otherwise encumber or suffer a lien or encumb.rance upon 17. REMEDIES. UPon the occurrence of any Event of
or against any interest in this Lease or the Equipment or to Default, Lessor or Assignee may exercise any one or more of
remove the Equipment from its location, without the prior the following remedies as Lessor or Assignee in its sole discre-
. written consent of Lessor or Assignee. Lessee's interest herein tion shall lawfully elect in order to recover-theirlnterests and
may not be assigned or transferred .by operation of law. reasonably expected profits and bargains: .....
(b) Lessor may, at any time and from time to time, (a) proceed by appropriate court action, either at
law or in equity, to enforce performa~g,e by Lessee of the ap- Lease by giving Lessor or Assignee notice in writing at least 60
plicable cove, nants of this Lease or ~r -:cover for the breach days before the ex'~tion of this Lease of its intent to renew.
thereof; Prior to said exp..ation, Lessee shall pay to Lessor or
(b) cause Lessee, at its expense promptly to return Assignee, in advance, such renewal rental as they may agree
the Equipment. to the possession of Lessor or Assignee, or upon.
enter the premises where the Equipment is located and take 21. WAIVER OF DEFAULT. Any waiver by Lessor or
possession of or disable any part or all of the Equipment, Assignee of a default by Lessee shall not be considered a
without demand or notice, without any court order or other waiver of any other default hereunder.
process of law and without liability for any damage occasion- 22. PERFORMANCE OF LESSEE'S OBLIGATION BY
ed by taking possession. Lessee shall promptly pay to Lessor LESSOR OR ASSIGNEE. In the event that Lessee shall fail
or Assignee the amount of any deficiency; duly and promptly to perform any of its obligations here-
(c) terminate this Lease as to all or any part of the 'under, Lessor or Assignee may, at its option, perform any act
Equipment; or make any payment which it deems necessary including
(d) use, operate, re-lease, sell or hold the Equipment without limitation the payment for satisfaction of any lien,
as Lessor or Assignee in its sole discretion may decide; taxes, insurance and repairs without thereby waiving such
(e) declare the entire amount immediately due and default, and any amount paid for expenses or liability incur-
payable as to any or all items of Equipment, without notice or red by Lessor or Assignee in such performance, together with
demand to Lessee; or interest thereon at the lesser of 2070 per month or the highest
(f) sue for and recover all payments, then accrued or annual rate permitted by law, and any reasonable costs incur-
thereafter accruing, with respect to. this Lease and any or all red by Lessor or Assignee in connection therewith including
items of Equipment. reasonable attorneys' fees, shall be payable by Lessee upon
Lessee agrees to pay all of Lessor's or Assignee's attorneys' demand as additional payments.
fees and other expenses incurred in connection with the ac- 23. MISCELLANEOUS. Any notice required or permitted to
tions set forth in this section, be given hereunder shall be given by personal delivery,
A termination hereunder shall occur only upon notice by telegraph, registered or first class mail, postage prepaid, to
Lessor or Assignee to Lessee and only with respect to such the address of the receiving party appearing on the first page
part or parts of the Equipment as Lessor or Assignee hereof, or at any other address of which the other party has
specifically elects to terminate in such notice. Except as to been notified in writing. Any notice so given shall be deemed
those p.arts of the Equipment with respect to which there is a to have been given on the day of mailing. Lessee agrees that
termination, this Lease shall remain in full force and effect under no circumstances shall this Lease be construed as a con-
and Lessee shall be and remain liable for the full performance sumer contract. This Lease shall be construed in accordance
of all its obligations under this Lease, but neither Lessor nor with the substantive laws of the state of Florida. If this Lease
Assignee shall be entitled to recover a greater amount in is signed by more than one Lessee, they shall all be jointly and
damages than Lessor or Assignee could have gained by receipt severally liable for all of the obligations of Lessee under this
of Lessee's full, timely and complete performance of its Lease. This Lease shall inure to the benefit of and be binding
obligations pursuant to the terms of this Lease. upon Lessor and any successors and assigns, and shall be
18. TERMINATION BECAUSE OF NONAPPROPRIA- binding upon Lessee, its successors and assigns, and shall in-
TION. Notwithstanding anything contained in this Lease to ute to the benefit of Lessee and to only such of its assignees as
the contrary, no Event of Default shall be deemed to have oc- have been consented to b9 Lessor or Assignee.
curred under this Lease if all the following events shall have 24. ENTIRE AGREEMENT. This Lease and any Schedule
occurred and Lessor or Assignee has received a written opi- attached hereto contain the entire agreement between the par-
nion from Lessee's counsel's'verifying the occurrence of said ties and cannot be modified, amended, supplemented or
events: rescinded except in a written instrument signed by both par-
(a) adequate funds are not appropriated during a ties. Any provision of this Lease prohibited by law shall be in-
subsequent fiscal period during the term of this Lease for the effective to the extent of such prohibition without in-
Lessee to meet its obligations hereunder, and written notice of validating the remaining provisions of this Lease, unless the
the nonappropriation is given to Lessor or Assignee at least general intent' of the Lease would be altered.
thirty (30) days prior to the first day of such subsequent fiscal
period or within five (5) days of the preparation of the final 25. NONCANCELLABLE. This Lease is noncancellable and
budget for such fiscal year, whichever occurs later. Lessee is obligated to perform the terms and conditions stated
(b) Lessee has exhausted all funds legally available herein.
for payments due under this Lease; and 26. AUTHORIZATION TO SIGN. By execution hereof, the
(c) such exhaustion of funds or nonappropriations signer hereby certifies that he or she has read this Lease and
did not result from any act or failure to act of Lessee. that he or she is duly authorized to execute the same on behalf
Lessee agrees not to acquire other equipment that performs of the Lessee
essentially the same services and functions as the~Equipment 27. NO AGENCY. THIS LEASE, ANY VARIATION OR
for three years following such an occurrence of events. MODIFICATION OF THIS LEASE, ANY WAIVER OF
19. PURCHASE OPTION. Provided that Lessee is not in ANY OF ITS PROVISIONS OR CONDITIONS OR
default hereunder, Lessee shall have the option to purchase CHANGES TO ANY SCHEDULE SHALL NOT BE VALID
the Equipment at its location AS IS at the end of this Lease by UNLESS IN WRITING AND SIGNED BY AN
giving Lessor or Assignee written notice at least 60 days AUTHORIZED OFFICER OR MANAGER OF LESSOR
before the expiration of this Lease of its intent to purchase. OR ASSIGNEE. LESSEE AGREES THAT NEITHER
Title to the Equipment shall remain in Lessor or Assignee un- LESSOR NOR ASSIGNEE NOR ANY SALESMAN OR
til the nominal purchase option price indicated above has OTHER AGENT OF EITHER IS AN AGENT OF OR CAN
been paid. : COMMIT THE OTHER.
20. RENEWAL. Lessee shall have the option to renew this
CITY CF COPP~,
Equipmer.-. Summary A
1 Cmni SBCS Basic Syst ~- Cabinet
4 EEr Station Cards per eight stations
5 Single-I/ne Star_ion C~_ds per eight stations
3 Trnmk Cards per four _~-anks
1 DTMF Rmceiver Card
1 EiEhry S~ar. ion Direcu Select Console
1 Ring GeneraUor
18 CS!0 Telephomes
10 CS20 Telephones
28 Customized Station Fea.-~res
16 Single-l~ne TouchTone Desk Telephomes
1 Extra Jack
1 HK-3 Basic System Cabi~mt equipped for twelve lines
& ~w~nry-four stauions
2 UIMF Receiver Daughter Board
1 Clock Card
1 Direct Station Selec~_ou Console
3 ~1 tibut:on Display Spe~d<arp~es
8 Mnlr_ibuuton. Display Telsphones
4 Four Buuton Telephones
1 M~ve existing 10A2 Key System for 911 Service
Onitorm Commercial Cache--FiNANCING STATEMENT--Form OCC-'i ~i~ev. 9-'~-83~
RegistrY, Inc.
Filing fee $5.00 IMPORTANT ~ Read Instructions on bock before filling out form.
~ses ~y. ~ssee is not au~~d to sell, ~s~, ~ o~se ~sf~
~ olr.~ .ubj.t t ...... i. in,ere.t i .... ,.r iurisd,ction w.n it was brought in..i t .... ..... ~n t. debtor's I~o,i ...... ~n. to thi,
~ olr~y lubj~t to a tinancing II~ll~nt lilN in anot~r
~ ~ to ~i(h I~ tiling ha Iop~, or "NOTE: Attaching additional pages to a standard
'/ ~ acquit..t .... hon. of ..... ideflti. ..... ~rate st ....... . the debtor. ~orm will render the form into a non-standard."
Use whichever signature line is applicable
FILING OFFICER COPY-NUMERICAL
STANDARD
FORM--FORM
UCC-1
(9-1
~3)
APPROV~O BY SECRETARY OF STAT~ OF TEXAS
'~- INSTRUCTIONS
I. PLEASE TYPE this form. Do not write in Box 3. ., .
2. If collateral is CROPS, state in Box 4, "The above described craps ore growing or ore to be grown on; (Describe Real
Estate concerned)." -
3. If colloleral is or will become FIXTURES, or is IlMBER, or js MINERALS OR' THE LIKE 'iJNCLUDING OIL AND GAS)
or ACCOUNTS THAT WILL BE FINANCED AT THE WELLHEAD OR MINEHEAD, CHECK '~i "This' Financing Statement
is to be filed for record in the Real Estate records, in box 4" and State if applicable, "The above goods ore, or are
to become fixtures on: ", or where appropriate substitute either. "Th~'0bove timber is standing on:
' or, "The above minerals or the like (including oil and gas) or accounts will be financed at the well-.
head or minehead of the well or mine lactated on ' ' ". Des"tribe real estate concerned .~ufficient as if it
were contained in a mortgage of real estaie to give construct ve notice of the r~ortgoge under the law of this State. If
the debtor does not have an interest of record in the realty, give the name of a record owner of the real estate concerned.
The fee for this type filing is, for this standard form, $8.00 plus $2.00 for each subsequent attachment page; if any other form is used,
$18.00 plus $2.00 for each subsequent page. This type filing is made with the County Clerk only.
4. If the space provided tar any item on the form is inadequate, the item should be continued on additional sheets, preferably
7a/.' x .5". Please do not staple 0r tape additional sheets directly on item 4 of this form.
5. FI LING FEE for this standard form is $5.00 (except a filing under instruction 3 above.) If any other form is used, or if any separate
pages are attached to this standard form, the fee is $15.00.
6. Remove Secured Party and Debtor copies, and send other '3 copies with .!nterleoved carbon paper still intact to the filing
officer.
7. Fold °nly above or below TAB card for mailing. DO NOT bend TAB card, ' ·
8. At the time of original filing, the filing officer will. return second copy as an acknowledgment. If acknowledgment copy is
to be returned to other thafl th~. ~red,Porty or Assignee, please enclose o self-addressed envelope:. _
CITY OF COPP~.
Equipment Sum~az~ A
1 Cmni SBCS Basic Sysram Cabinet
4 EK~ Station Cards per eight stations
5 Single-line Station Cards per eight stations
3 Trunk Cards per four trunks
1 DIMF Rmceiver Card
1 Eighty S~ation Direct Select Console
1 Ring Generator
18 CS10 Telephones
10 CS20 Telephones
28 Cu~tc~ized Station Features
16 Single-line TouahTone Desk Telephones
1 Extma Jack
1 HK-3 Basic System Cabinet equipped for twelve lines
& twenty-four stations
2 DTMF Raceiver Daughter Board
1 Clock Card
1 Direct Station Selection Console
3 Muir/button Display Speakerphones
8 Multibutton~ Display Telephones
4 Four Button Telephones
1 Move existing 10A2 Key System for 911 Service
GTE LEASING CORPORATION
OPINION OF COUNSEL FORM LETTER
I.rvi.n~;, ~ 75062
Gentlemen:
As counsel for City of Coppell , (the "[Buyer/Lessee]"), we have examined the
Municipal Lease and all related instruments (collectively, the "Agreement") to be signed in
cGo~e,ction, with the [purchase/lease] of certai,n,, equipment ("Equipment") by [Buyer/Lessee] from
mUS:Lness PhSne S,:~eller/Lessor] ), and such other documents and corporate records
as we have deemed relevant. Based on such eXaminations, we are of the opinion that:
(i) [Biu~Lessee] is a corporation validly existing and in good standing under the laws of the
state of , with adequate corporate power and other necessary authority to
enter into the Agreement, and is duly qualified to do business in. Texas ,, the jurisdiction
where the Equipment is to be located.
(ii) The Agreement as executed by [Buyer/Lessee] has been duly' authorized, executed and
delivered by [Buyer/Lessee] and constitutes a valid, legal and binding agreement, enforceable in
accordance with its terms.
(iii) No approval, consent or withholding of objection is required from any governmental au-
thority with respect to the entedng into or pedormance by [Buyer/Lessee] of the Agreement.
(iv) The entering into and performance by [Buyer/Lessee] of the Agreement will not violate any
judgment, order, law or regulation applicable to [Buyer/Lessee] or any provision of the certificate of
incorporation or bylaws of [Buyer/Lessee] or to our knowledge result in any breach of, or constitute
a default under, or result in the creation of any lien, charge, secudty interest or other encumbrance
upon the Equipment pursuant to any indenture, mortgage, deed of trust, bank loan or credit agree-
ment or other instrument to which [Buyer/Lessee] is a party.
(v) There are no suits or proceedings pending or to our knowledge threatened in any court or
before any regulatory commission, board or other administrative governmental agency against or
affecting [Buyer/Lessee], which will have a material adverse effect on the ability of [Buyer/Lessee]
to fulfill its obligations under the Agreement.
(vi) The Equipment being leased constitutes personal property under the laws of the state
where situated, and will not be subject to levy, distraint or any other lien or process for or on account
of any obligation of [Buyer/Lessee] to any owner or owners of the premises on which the Equipment
may be located, and the Equipment may be removed without the consent of any third party.
(vii) [Muncipai Agreement with Assignment Only] Lessee is a state or political subdivision
thereof and the Lease represents a valid deferred payment obligation for the amount set forth
therein. Lessee is an entity with respect to which the interest portion of the rental payments derived
under the Lease will qualify for exemption from Federal income taxes under Section 103 of the In-
ternal Revenue Code.
Very truly yours
v/By
Attorney
205A Rev. 6/84
T~e ~.m/,Wrt~ A T:~e~utHul ~ture
.... . (Use back of fc~-m if necessary)
(To be coznl~:~etecl by C~ of ~
~) DA~ MAbeL ~C~D: ,19 N~b~ of Cop~es:
REC~T ~
' (E~pio~e) ~eck [ ] C~h