R-3550-2-18' RESOLUTION NO. 3550-2-18(R)
A RESOLUTION OF THE CITY OF ALLEN, TEXAS, AUTHORIZING
THE EXECUTION AND DELIVERY OF A LEASE -PURCHASE
AGREEMENT AND RELATED DOCUMENTS WITH RESPECT TO THE
ACQUISITION, PURCHASE, FINANCING AND LEASING OF CERTAIN
EQUIPMENT FOR THE PUBLIC BENEFIT; RESOLVING OTHER
MATTERS RELATED THERETO; AND PROVIDING AN EFFECTIVE
DATE.
WHEREAS, the City of Allen, Texas (the "City"), a body corporate and politic existing under the
laws of the State of Texas, is authorized by the laws of the State of Texas to purchase, acquire and
lease personal property for the benefit of the City and its inhabitants and to enter into contracts
with respect thereto; and
WHEREAS, the City desires to purchase, acquire and lease certain equipment constituting
personal property necessary for the City to perform essential governmental functions (the
"Equipment"); and
WHEREAS, in order to acquire the Equipment, the City proposes to enter into that certain Texas
Municipal Lease -Purchase Agreement (the "Lease Agreement") by and between the City and
Government Capital Corporation, a Texas corporation (or one of its affiliates) (the "Lessor"),
' substantially in the form and content attached hereto as Exhibit A and incorporated herein by
reference as a part of this resolution for all purposes; and
WHEREAS, the City Council of the City hereby finds and determines that the Lease Agreement
should be approved and authorized to be executed at this time, together with any related
agreements and documents; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ALLEN, TEXAS:
SECTION 1. Approval of Documents. The Lease Agreement attached hereto
as Exhibit A, is hereby approved as to form and content, and such Agreement in
substantially the form and substance attached hereto, together with such changes or
revisions as may be necessary to benefit the City, and any related agreements and
documents, are hereby authorized to be executed by the City Manager for and on behalf
of the City and as the act and deed of this City Council; and such Agreement and related
agreements and documents, as executed by said official shall be deemed approved by
the City Council.
SECTION 2. Other Actions Authorized. The City Manager, the Chief
Financial Officer, the City Secretary and other officers and employees of the City are
hereby authorized to take all action necessary or reasonably required by the parties to
the Lease Agreement to carry out, give effect to and consummate the transactions
' contemplated thereby (including the execution and delivery of the Lease Agreement
and any related documents and agreements, as contemplated in the Lease Agreement)
and to take all action necessary in conformity therewith, including, without limitation,
' the execution and delivery of any closing and other documents required to be delivered
in connection with the Lease Agreement.
SECTION 3. Tax Levy. To provide for the payment of the "Debt Service
Requirements" of the Lease, being (i) the interest on the Lease and (ii) a debt service
account fund for their redemption at maturity or a debt service account of 2%
(whichever amount is the greater) there is hereby levied, and there shall be annually
assessed and collected in due time, form, and manner, a tax on all taxable property in
the City, within the limitations prescribed by law, sufficient to pay the Debt Service
Requirements of the Lease as the same becomes due and payable; and such tax hereby
levied on each one hundred dollars' valuation of taxable property in the City for the
payment of the Debt Service Requirements shall be at a rate from year to year as will
be ample and sufficient to provide funds each year to pay the principal of and interest
on said Lease while Outstanding; full allowance being made for delinquencies and
costs of collection; the taxes levied, assessed, and collected for and on account of the
Lease shall be accounted for separate and apart from all other funds of the City and
shall be deposited to the credit of the "Special Series 2018 Lease Payment Account"
(the 'Debt Service Account") to be maintained at an official depository of the City's
funds; and such tax hereby levied, and to be assessed and collected annually, is hereby
pledged to the payment of the Lease.
SECTION 4. Covenants to Maintain Tax -Exempt Status. The City represents
' the acquisition of the equipment under the Lease Agreement is an exercise of the City's
borrowing power and constitutes the financing of equipment to be used by the City for
its government purposes. As provided in the Lease Agreement, the total amount of
lease payments (the "Lease Payments") due Lessor under the Lease Agreement
represent in part principal and interest as reflected in the schedule to the Lease
Agreement (collectively the principal portion and interest portion of the Lease
Payments being the "Payment Obligations") and with respect to such Lease Payments,
the interest portion is to be excluded from gross income for federal income tax purposes
under Section 103(a) of the Internal Revenue Code of 1986, as amended. Therefore,
the City Council hereby covenants and agrees as follows:
(a) Definitions. When used in this Section 4, the following terms have the
following meanings:
"Closing Date" means the date on which the Lease Agreement is executed
and delivered to Lessor and funds are advanced for the Equipment.
"Code" means the Internal Revenue Code of 1986, as amended by all
legislation, if any, effective on or before the Closing Date.
"Computation Date" has the meaning set forth in Section 1.148-1(b) of the
Regulations.
r 113113n00a192952 Resolution No. 3550-2-18(R)
' "Gross Proceeds" means any proceeds as defined in Section 1.148-1(b) of
the Regulations, and any replacement proceeds as defined in Section 1.148-1(c) of
the Regulations, of the Lease Agreement.
"Investment" has the meaning set forth in Section 1.148-1(b) of the
Regulations.
'Nonpurpose Investment' means any investment property, as defined in
section 148(b) of the Code, in which Gross Proceeds of the Lease Agreement are
invested and which is not acquired to carry out the governmental purposes of the
Lease Agreement.
'Rebate Amount' has the meaning set forth in Section 1.148-1(b) of the
Regulations.
"Regulations" means any proposed, temporary, or final Income Tax
Regulations issued pursuant to Sections 103 and 141 through 150 of the Code, and
103 of the Internal Revenue Code of 1954, which are applicable to the Bonds. Any
reference to any specific Regulation shall also mean, as appropriate, any proposed,
temporary or final Income Tax Regulation designed to supplement, amend or
replace the specific Regulation referenced.
'Yield' of (1) any Investment has the meaning set forth in Section 1.148-5
of the Regulations and (2) the Payment Obligations has the meaning set forth in
Section 1.148-4 of the Regulations.
(b) Not to Cause Interest to Become Taxable. The City shall not use, permit the use
of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition of which
is to be financed directly or indirectly with Gross Proceeds) in a manner which if made or omitted,
respectively, would cause the interest on any Payment Obligation to become includable in the
gross income, as defined in section 61 of the Code, of the owner thereof for federal income tax
purposes. Without limiting the generality of the foregoing, unless and until the City receives a
written opinion of counsel nationally recognized in the field of municipal bond law to the effect
that failure to comply with such covenant will not adversely affect the exemption from federal
income tax of the interest on any Payment Obligation, the City shall comply with each of the
specific covenants in this Section.
(c) No Private Use or Private Payments. Except as pennitted by section 141 of the
Code and the Regulations and rulings thereunder and as provided in the Lease Agreement, the City
shall at all times prior to the last date a Payment Obligation under the Lease Agreement is due and
payable:
(1) exclusively own, operate and possess all property the acquisition of
which is to be financed or refinanced directly or indirectly with Gross Proceeds of
the Lease Agreement, and not use or permit the use of such Gross Proceeds
(including all contractual arrangements with terms different than those applicable
to the general public) or any property acquired, constructed or improved with such
Gross Proceeds in any activity carried on by any person or entity (including the
W611311XIMAM52 Resolution No. 3550.2.18(R)
' United States or any agency, department and instrumentality thereof) other than a
state or local government, unless such use is solely as a member of the general
public; and
(2) not directly or indirectly impose or accept any charge or other
payment by any person or entity who is treated as using Gross Proceeds of the Lease
Agreement or any property the acquisition of which is to be financed or refinanced
directly or indirectly with such Gross Proceeds, or interest earned on investments
acquired with such Gross Proceeds pending application for their intended purposes.
(d) No Private Loan. Except to the extent permitted by section 141 of the Code and
the Regulations and mlings thereunder, the City shall not use Gross Proceeds of the Lease
Agreement to make or finance loans to any person or entity other than a state or local government.
For purposes of the foregoing covenant, such Gross Proceeds are considered to be 'loaned" to a
person or entity if: (1) property acquired with such Gross Proceeds is sold or leased to such person
or entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or
service from such property is committed to such person or entity under a take -or -pay, output or
similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of
such Gross Proceeds or any property acquired with such Gross Proceeds are otherwise transferred
in a transaction which is the economic equivalent of a loan.
(e) Not to Invest at Higher Yield. Except to the extent permitted by section 148 of the
' Code and the Regulations and rulings thereunder, the City shall not at any time prior to the
termination of the Lease Agreement directly or indirectly invest Gross Proceeds in any Investment
(or use Gross Proceeds to replace money so invested), if as a result of such investment the Yield
from the Closing Date of all Investments acquired with Gross Proceeds (or with money replaced
thereby), whether then held or previously disposed of, exceeds the Yield of the Payment
Obligations.
(f) Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the
Code and the Regulations and rulings thereunder, the City shall not take or omit to take any action
which would cause the Payment Obligations to be federally guaranteed within the meaning of
section 149(b) of the Code and the Regulations and rulings thereunder.
(g) Information Report. The City shall timely file the information required by section
149(e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in
such place as the Secretary may prescribe.
(h) Rebate of Arbitrage Profits. Except to the extent otherwise provided in section
148(f) of the Code and the Regulations and rulings thereunder with respect to the Bonds:
(1) The City shall account for all Gross Proceeds (including all receipts,
expenditures and investments thereof) on its books of account separately and apart
from all other funds (and receipts, expenditures and investments thereof) and shall
' retain all records of accounting for at least six years after the day on which the last
Payment Obligation under the Lease Agreement is discharged. However, to the
extent permitted by law, the City may commingle Gross Proceeds of the Lease
606113113/[M[92952 Resolution No. 3550.2.18(R)
' Agreement with other money of the City, provided that the City separately accounts
for each receipt and expenditure of Gross Proceeds and the obligations acquired
therewith.
(2) Not less frequently than each Computation Date, the City shall calculate
the Rebate Amount in accordance with roles set forth in section 148(f) of the Code
and the Regulations and rulings thereunder. The City shall maintain such
calculations with its official record of proceedings relating to the approval and
execution of the Lease Agreement until six years after the final Computation Date.
(3) As additional consideration for the execution and delivery of the Lease
Agreement by Lessor and the loan of the money represented thereby and in order
to induce such loan by measures designed to insure the excludability of the interest
on the Payment Obligations from the gross income for federal income tax purposes,
the City shall pay to the United States out of available funds, as pennitted by
applicable Texas statute, regulation or opinion of the Attorney General of the State
of Texas, the amount that when added to the future value of previous rebate
payments made for the Lease Agreement equals (i) in the case of a Final
Computation Date as defined in Section 1.148-3(e)(2) of the Regulations, one
hundred percent (100%) of the Rebate Amount on such date; and (ii) in the case of
any other Computation Date, ninety percent (90%) of the Rebate Amount on such
date. In all cases, the rebate payments shall be made at the times, in the
' installments, to the place and in the manner as is or may be required by section
148(f) of the Code and the Regulations and rulings thereunder, and shall be
accompanied by Form 8038-T or such other forms and information as is or may be
required by Section 148(f) of the Code and the Regulations and rulings thereunder.
(4) The City shall exercise reasonable diligence to assure that no errors are
made in the calculations and payments required by paragraphs (2) and (3), and if
an error is made, to discover and promptly correct such error within a reasonable
amount of time thereafter (and in all events within one hundred eighty (180) days
after discovery of the error), including payment to the United States of any
additional Rebate Amount owed to it, interest thereon, and any penalty imposed
under Section L 148-3(h) of the Regulations.
(i) Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of
the Code and the Regulations and rulings thereunder, the City shall not, at any time prior to the
final Payment Obligation under the Lease Agreement is due and payable, enter into any transaction
that reduces the amount required to be paid to the United States pursuant to Subsection (h) of this
Section because such transaction results in a smaller profit or a larger loss than would have resulted
if the transaction had been at arm's length and had the Yield of the Payment Obligations not been
relevant to either party.
0) Elections. The City hereby directs and authorizes the City Manager or Chief
' Financial Officer to make elections permitted or required pursuant to the provisions of the Code
or the Regulations, as they deem necessary or appropriate in connection with the Lease Agreement,
in the Certificate as to Tax Exemption or similar or other appropriate certificate, form or document.
606 1131 I.V1000192952 Resolution No. 3550-2-18(R)
' SECTION 5. Severability. If any provision of this Resolution or the
application thereof to any circumstance shall be held to be invalid, the remainder of
this Resolution and the application thereof to other circumstances shall nevertheless be
valid, and the City Council of the City hereby declares that this Resolution would have
been enacted without such invalid provision.
SECTION 6. Incorporation of Findings and Determinations. The findings and
determinations of the City Council of the City contained in the preamble hereof are
hereby incorporated by reference and made a part of this Resolution for all purposes as
if the same were restated in full in this Section.
SECTION 7. Public Meeting. It is officially found, determined, and declared
that the meeting at which this Resolution is adopted was open to the public and public
notice of the time, place, and subject matter of the public business to be considered at
such meeting, including this Resolution, was given, all as required by Chapter 551 of
the Texas Government Code, as amended.
SECTION 8. Effective Date. This Resolution shall be effective immediately
upon its approval and adoption.
' [remainder of page left blank intentionally]
I
6 11311.AW00WN52 Resolution No. 3550-2- 1 8(R)
' DULY PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF ALLEN,
COLLIN COUNTY, TEXAS, ON THIS THE 13- DAY OF FEBRUARY 2018.
ATTEST:
Shelley Geor
TRMC, City Secretary
' (CITY SEAL)
1
CITY OF ALLEN, TEXAS
j25a= -4=�
Stephen Terrell
Mayor
611611311.3/1000192952 Signature Page to Resolution
I
EXHIBIT A
(See attachment
611611311 MI"192952 A-1
ESCROW AGREEMENT
' MUNICIPAL LEASE -PURCHASE AGREEMENT No.8073 (THE "AGREEMENT")
BY AND BETWEEN
Lessor, Government Capital Corporation and Lessee, City of Allen, Texas
TAX ID 175-6004912 Dated as of February 13, 2018
THIS ESCROW AGREEMENT (the "Agreement") Is made and entered Into as of February 13, 2018 ("Agreement Date"), by and
among Government Capital Corporation ("Lessor'), City Or Allen, Texas ("Lessee") and UMB BANK, N.A. ("Agent").
WITNESSETH:
WHEREAS, Lessor and Lesaee have entered Into a certain Municipal Lease -Purchase Agreement dated as of February 13, 2018 (the
"Lease'), pursuant to which the property more particularly described therein (the "Pmperty") will be leased to Me Lessee under the terms
stated In the Lease;
WHEREAS, Lessor and Lessee desire to make funding arrangements for the acquisition of the Property, and Agent agrees to serve as
escrow agent for such funding and acquisition;
NOW THEREFORE, in consideration of the mutual agreements and covenant herein contained and for other valuable consideration,
Me parties hereby agree as follows:
1. Agent shall undertake the earn and obligations of escrow agent as set forth In this Agreement. Agent shall not be deemed M be a party
to the Lease.
2. Lessor has delivered to Agent Me sum of $75,622.26 ("Escmw AmonmV) for deposit by Agent In Me City of Allen, Texas Escrow Account
(Me "Fund'). The Fund will be administered by Agent pursuant to Me terms of this Agreement.
3, Deposits In the Fund shall be used to pay for Me acquisition of the Property. The Property may be acquired as Individual Items or as
groups of items. Agent shall make disbursements from Me Fund In payment for the acquisition of each Item or group of Items of the Property
promptly upon receipt of a properly executed Escrow Disbursement Request Farm, In the form attached hereto as "Schedule 1', for that
porton of the acquisition of the Property for which payment is requested. Upon NII acquisition of an item or group of Items of Me Property,
any remaining cost of such Item or group of Items shall be disbursed promptly by the Agent upon receipt of a properly executed Acceptance
Certificate and a mm sponding Escrow Disbursement Request Form In the form attached hereto as "Schedule 1", for that Portion of the
Property for which payment Is requested. Payment by Agent shall be to the payee shown on the Escrow Disbursement Request Form.
4. Agent will Invest Me Fund, as specified by Lessor, In general obligations of the United States or in obligations fully Insured by the United
States or In certificates of deposit of a bank which is either fully Insured by an agency of the federal government or fully collateralized by such
federal or federally guaanteed Obligations, or In noaood money market mutual funds registered with and regulated by the Securities and
Exchange Commission that Includes In their Investment objectives the maintenance of a stable net asset value of $l for each share, or Money
Market Mutual Funds registered under the Investment AM of 1940. Agent will retain In the Fund all earnings from Investment of the Fund until
termination of the Fund pursuant to Section 5 harbor. Agent will be milted to sell or redeem any such Investments as necessary to make
any disWbutions required under this Agreement and shall not be liable for any loss resulting from such sale or redemption, in the absence of
written Investment direction from the Lesser, the Agent shall In and reinvest the amounts In the Fund In Money Market Mutual Funds
registered under Me Investment Ad Of 1940.
S. Upon execution of one or mare Acceptance Certificates by Lessee and payment of acquisition casts by Agent for all the Property (as
confirmed In writing by the Lesser to the Escrow Agent), this Agreement and Me Funds shall terminate, and Agent shall transfer to Lessor all
remaining sums In the Funtl. If not terminated earlier, this Agreement and the Fund shall terminate on July 31, 2018 ('Termination Date').
In this latter event, Interest accrued pursuant to investment of the Fund under the terms of Section 4 hereof and all remaining principal In the
Fund shall be transferred by Agent to Lessor; Exhibit 'A" attached to the Lease shall thereupon be revised to delete any non -acquired portions
of the Property and to substitute an amended amortization payment schedule to reflect Me reduced acquisition costs.
6. Lessor and Lessee may by written agreement between themselves remove the Agent, at any time and for any reason, and appoint a
successor escrow agent. Such removal shall not be effective until thirty (30) days after written notice thereof If provided to Agent.
7. Agent may at any time and for any reason resign as escrow agent by giving written notice to Lessor and Lessee of Its Intention to resign
and of the proposed date of resignation, which date shall be not less than thirty (30) days after giving Lessee and Lesser written notice of
Intent to resign, nor less than thirty (30) days atter being appointed by Lessor and Lessee. Upon the effective date of any resignation, Me
Escrow Agent shall deliver all cash and other property In the Fund to a successor escrow agent designated by Lesser, and If no successor has
been appointed, shall deliver all such cash and other property to the Lessor and all obligations of Me Escmw Agent shall cease.
S. Agent shall have no obligation under the terms of this Agreement to make any disbursement except from the Fund. Agent makes no
warranties or representations as to the Property or as to performance of the obligations of Lessor or Lessee under this Agreement or the
Lease.
9. Agent shall be entitled to rely in goad faith upon any documents signed by a party hereto and shall have no duty to Investigate the
veracity of such documents. Agent (U may assume that any person giving notice pursuant to Me terms hereof is authorized to do so and (iD
shall not be liable for good faith reliance thereon. Agent may consult with legal counsel In the event of any dispute or question as to the
construction of any of the previsions hereof or Its duties hereunder, and, to Me extent It acts in good faith without negligence or willful
misconduct, It shall be fully protected In acting In accordance with the opinion or Instructions of such counsel. The Agent shall not be liable
for any act done or step taken or omitted by It or any mistake of fact or law, except for Its negligence or willful misconduct. The Lessor agree
to Indemnity and save Agent harmless From all losses, casts, liabilities, actual damages, fees and expenses (Including, but not limited to,
reasonable attorney's fees and expenses) suffered or incurred by Agent arising from the Performance of Its obligations under this Agreement
('Agts"), except such Acts as arise from or attributable to the negligence or willful misconduct of Agent. 30. To Me limited extent required to
perfect the security Interest granted by Lessee to Lessor In the cash and negotiable instrument born Ume to time comprising Me Fund, Lesser
hereby appoints the Agent as Its security agent, and the Agent hereby accepts Me appointment as security agent, and agrees to hold physical
possession of such cash negotiable Inattuments on behalf of Lessor.
11. This Agreement may be amended by written agreement executed by all the parties.
12. This Agreement may be executed In several counterparts, each of which shall be an original. The parties hereto agree Me transactions
' described herein may be conducted and related documents may be stared by eleatronlc means.
13. Agent shall be entitled to fees and expenses for Its regular services as Agent as set forth In Its fee letter delivered t0 the Lessor and
Lessee.. All of Me Escrow Agent's compensation, costs and expenses shall be cold by Me Lessee unless agreed to by Lessor.
TEXAS MUNICIPAL LEASE -PURCHASE AGREEMENT (N8Q)- Page 11
19. In the event of any disagreement between the undersigned ar or any other person, resulting In adverse Claims and demands being made
an the Fund, the Agent shall be entitled to refuse to comply with any demand or claim, as long as such disagreement shall continue, and In so
refusing to make any delivery or other disposition of any money, papers or property involved or affectetl bereby, the Agent shall not be or
become liable to the undersigned for Its refusal to comply with such conflicting or adverse demands, and the Escrow Agent shall be entitled to
refuse and refrain to act until: (a) the rights of the adverse claimants shall have been fully and finally adjudicated In a Court assuming and
having Jurisdiction of the parties and money, papers and property Involved herein or affected hereby, or (b) all differences shall have been
adjusted by agreement and the Agent shall have been ratified thereof In writing, signed by all the interested parties.
15. The parties hereto agree that, for tax reporting purposes, all Interest or other Income, If any, attributable to the Escrowed Funds or any
other amount held In escrow by the Escrow Agent pursuant to thls Agreement shall be allocable to the Lessor for credit to Lessee subject to
the terms of this Agreement. The Lessor and Lessee agree to provide the Escrow Agent completed Forms W-9 (or Forms W -B, In the case of
non -U.S. persons) and other terms and documents that the Escrow Agent may reasonably request (collectively, Tax Reporting
Documentation") at the time of execution of this Agreement and any Information reasonably requested by the Escrow Agent to comply with
the USA Patriot Act of 2001, as amended from time to Ume. The parties hereto understand that If such Tax Reporting Documentation Is not so
certified to the Escrow Agent, the Escrow Agent may be required by the internal Revenue Cade, as It may be amended from time to time, to
withhold a portion of any Interest or other Income earned on the Investment of monies or other property held by the Escrow Agent pursuant
to this Escrow Agreement.
IN WITNESS WHEREOF, Ne parties have executed this Agreement as of the date first written above.
LESSOR: Government Capital Corporation
BY.
Authodzed Signer
LESSEE: City of Allen, Texas
Peter H. Vargas, Clry Manager
AGENT: UMB BANK, N.A.
BY:
Agent Rep, Agent Rep Title
TEXAS MUNICIPAL LEASE -PURCHASE AGREEMENT (NBQ)- Page 12
Escrow Disbursement Request Form — Instruction Sheet
*** THE FOLLOWING FORM IS TO PAY YOUR
VENDOR FROM THE ESCROW ACCOUNT***
To process the payment to your Vendor, please make sure to:
1) Print or make copies of the blank Escrow Disbursement Request Form if there are multiple
disbursements.
2) Complete an Escrow Disbursement Request Form for each Vendor.
' 3) Attach a copy of your Vendor's Invoice(s).
4) Have the Authorized Siener sign the Disbursement Form in BOTH places as well as date the form at the
bottom.
1
5) You can fax or e-mail the Disbursement Form to starttbegin the disbursement process; however, please
send the original by regular mail to avoid delays.
WNEN YOU ARE READY TO PAY YOUR VENDOR, PLEASE FOLLOW THE ABOVE PROCEDURES,
AND SEND FORMS TO:
Government Capital Corporation
Atm.: Doc. Dept.
345 Miron Drive
Southlake, TX 76092
Phone: 817.421-5400
Fax: 817-251-3208
docdeot(a)covcaD.com
TEXAS MUNICIPAL LEASE -PURCHASE AGREEMEW (NBQ)- Page 13
1
EXHIBIT A
DESCRIPTION OF PROPERTY
TEXAS MUNICIPAL LEASE -PURCHASE AGREEMENT No.8073 (THE "AGREEMENT")
BY AND BETWEEN
Lessor, Government Capital Corporation and Lessee, City of Allen, Texas
Schedule dated as of February 13, 2018
QTY DESCRIPTION
Motorcycles with ABS as follows:
Three (3) 2018 Harley Davidson FLHP Motorcycle w/ABS
H -D Parts & Accessories (emergency package, heated grips, center stand, etc.)
Screamin Eagle Parts & Accessories (Stage -I air Intake, mufflers, ECM tuning, etc)
PROPERTY LOCATION:
205 W McDermott
Allen, TX 75013
TEXAS MUNICIPAL LEASE -PURCHASE AGREEMENT (NBQ)- Page 6
' Harley-Davidson of Dallas
Paul langfotd
004 Cartel 6presiway South
Allen, TY 75013
Phone 214-4950259 Fax 77"S9WM
naulerro'ltilna coon
O.H. Far:
City of Allen Purehaaing IXrvklm
ReproN (of Omit 2017-0905
305 Century Pari
Allen. TX 7W 13
214-W94 H5 W
Quotation
DATE 1011711017
Ou0bllon w1k1 unhl 2/28/0018
PrepeNNOy Shown Frock
InttmoUont'.
Tn9r.ITtinerohnt�thateMWOEOIuatl (ft.
1 12016 FLHP MWOrcyel.9 wl ARE I 11,099001 NO 1 17,099.00
1
H Papa A Accettmea
2,100.62
NO
2,700.62
(emergency ptei hotel grim. courser stand. do)
1
IntlellNlm of Putt A Avatuvlet
715 W
NO
115.00
1
Slop SuNAe4
3000
NO
30.00
1
Scteamio Eagle Perls B Accettopet
1.034.60
NO
3,034.00
(Stags) me !Make, mufflers. ECM Must, etc)
1
heatltlon of Post A Accessories
33000
NO
330.00
1
shot Supii
-
ND
1
wiuury MNtenanca Pbgmm Syr (12 in an)
2.299.W
NO
2 RKEW
1
Orb Yeer Ettenled WaTsly(HrTot)
09W
NO
939.00
Wvmteta]Pratlel—roua 0 57W rWcb, I ... Ry ltlnap4 ar wtar and TAX RATE
few on nhkb ll.a slut. iotas, wtmtk cents , sessions chimp, Nc.) SALES TAX
Wvanirad NWe-In r1w b not n oxer ow -Right Pwahnµ and It rax. only 1. OTHER
evFd of a4eyJn ler a nor In. pP Madel.
TOTAL
if you have any questions concerning this quotation, Paul Langford, 214 495 0259, Pao!@h101daH.u.mm
THANK YM FOR YOUR BUSINE551
1
ESCROW AGREEMENT - SCHEDULE 1
' MUNICIPAL LEASE -PURCHASE AGREEMENT 140.8073 (THE'AGREEMENT")
BY AND BETWEEN
Leaser, Government Capital Corporation and Lessee, City of Allen, Texas
Dated as of February 13, 2018
1
1
ESCROW DISBURSEMENT REQUEST FORM
UMB BANK, N. A., acting as escrow agent (the "Agent") under the Escrow Agreement dated as of February 13, 2018 (Escrow Date),
by and among the Agent, Government Capital Corporation as Lessor and City of Allen, Texas as Lessee, Is hereby requested to pay
to the Person or corporation designated below as Payee the sum set forth below In payment of the acquisition and installation costs
of the property described below. The amount shown below Is due and payable under the Invoice of Payee with respect to the
described property and has not formed the basis of any prior request for payment.
PAYEE
AMOUNT:
DESCRIPTION OF PROPERTY:
INVOICE a
Indicate Method for Payment Disbursement:
_Overnight Check s*•
Melling Address:
_ DATED:
_Regular Mail Check _Wire Funds
Wire Instructions:
("'•Please note that there might be a fee charged for overnight delivery. This fee will be
deducted from the Escrow Balance before disbursement Is made.)
Lessee: City of Allen, Texas
By:
Peter H. Vargas, City Manager
Lessor. Government Capital Corporation
By:
Authcriied Signer
ACCEPTANCE CERTIFICATE
City of Allen, Texas as Lessee under that certain Municipal Lease -Purchase Agreement dated as of February 13, 2018 ('Agreement
Date-) (the "Lease"), hereby acknowledges receipt in good condition of all the property described on the attached Vendor Involce(s),
hereby accepts such property, and hereby certifies that Lessor has fully and satisfactorily performed all covenants and conditions to
be performed by It under the Lease with regard to such property, that such property Is fully Insured in accordance with Section 10 of
the Lease and that such property constitutes all or a portion of the Property as that term as defined In the Lease.
Date:
2018.
By Lessee:
Peter H. Vargas, City Manager
For Lessee: City of Allen, Texas
TEXAS MUNICIPAL LEASE -PURCHASE AGREEMENT (NBQ)-- Page 14
I
1
1
Fa,m 8038 -GC Information Return for Small Tax -Exempt
Govemmental Bond Issues, Leases, and Installment Sales
(flee January amt) GMB No. 1545-0720
eepazlmMl of me TreanpV
► Under Internal Revenue Lode season 149(el
1 lacer swma
2 Issum's enpHgerkimll! IxvlrWnEe lflM
City of Allen. Texas Contract No 8073)
7 5 1 6 0 0 4 9 1 2
a NumbsaMshe91(a P.O twvNmoil is not tlelwertE to slreN etlEmn
ReenVauab
305 Cantu parkway
4 CkY, lower, a one office. eels. she LP coca
5 number fFor IMS Use ONy)
Allen. T% 75013
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e NameaMNkslonKpdolhc[ml5xryredeexaw OesgWMfanlil wnulsMlunlhela6 maY Mae lorn[xe idnmwMn
> itlepMne msMerNOM[M Wbpa SepesenNM1ro
Eric Cannan, F
214509-0627
• . Descriot(on of Obliaabons ec one: a shale issue fit ora cons I
at return i I .
Be
Issue price of obligation(s) (ase instructions) . . . . . . . . . .
as
575.622 26
b
Issue date (single issue) or calendar date (consolidated). Enter date in mm/dd/yyyy formal (for
and
Consent
example, 01/01/2009) (see instructions) ►
Satiation, of issuer's nuroodrad npneemaMe erne Time or print name end trim
9
Amount of the reported obligation(s) on line Be that is:
pospena sgna'as
pale
a
For leases for vehicles . . . . . . . . . . . . . . . . . . . . . .
Be
S75.622 26
b
For leases lot office equipment . . . . . . . . . . . . . . .
9b
c
For leases formal property . . . . . . . . . . . . .9c
Use Only
d
For leases for other (see Instructions) . . . . . . . . . . . . . . . . . .
9d
Fnm's ad0ess a
e
For bank loans for vehicles . . . . . . . . . . . . . . . . .
9e
I
For bank loans for office equipment . . . . . . . . . . . . . . . . . . . .
9f
g
For bank bans for real property . . . . . . . . . . . . . . . . . . . . . .
9
h
For bank bans for other (see instructions) . . . . . . . . . . . . . . . . .
91,
I
Used to refund prior issue(s) . . . . . . . . . . . . . . . . . . . . .
91
j
Representing a loan tram the proceeds of another tax-exempt obligation (for example, bond bank)
9j
If
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9k
10
It the Issuer has designated any issue under section 265(b)(3)(B)(f)(11I) (small issuer exception). check
this box .
. . . ►
11
If the issuer has elected to pay a penally In lieu of arbitrage rebate, check this box (see instructions)
. . . .
. . . ► 0
12
Vendor's or bank's name: Government La ilei Cor oration
13
Vendor's or bank's employer IOBn[ificagarh number: 7 5 2 4 6 2
t
6 0
General Instructions
Code u reremnces ere la tee nfemat Revenue
Code ankss ofhervnse noted.
What's New
The IRS has created a page on IRS.gov far
information about the Form 8038 series; and
its instructions, at www.Irs.Aav kworrama.
Information about any future developments
affecting the Form W38 series (such as
legislation enacted alter we release ll) will be
posted on that page.
Purpose of Form
Form 8038 -GC is used by the Issuers of tax.
exempt governmental mmlal obligations 10 provide
the IRS with the inlormaticn required by
section 149(e) and to monitor the
requirements of sections 141 through 150.
Who Must File
Issuers 01 lax -exempt govemrnenlal
obligations with Issue prices of less than
$100,000 must foe Form 8038 -GC.
Issuers of a lax -exempt governmental
obligation with an Issue price of $/00,000 or
more must file Form 9038-G. Information
Return lar Tax -Exempt Governmental
Obligations.
Sling a separate return for a sngla Issue.
Issuers have the Mellon to file a separate
Form 8038 -GC for any lax -exempt
governmental obligation with an Issue once
of less than $1 Wood
An issuer of a tax-exempt bond used to
finance construction expenddures must fib a
separate Form 8038 -GC for each issue to give
notice to the IRS that an election was made to
pay a penally in lieu of arbllrage rebate (see
the Ilse 11 Instructions)
Piing a consolidated return for multiple
Issues. For all tax-exempt governmental
obligations with issue prices of less than
$100,000 that are not reported on a separate
Farm 803B -GQ an issuer must hie a
consolidated information return Including all
such Issues issued within the calendar year,
Thus, an issuer may fJe a separate Form
8038 -GC for each of a number of small issues
and report the remainder of araet issues
issued during me calendar year on one
consolidated Form 8038 -GC. However, It Me
issue Is a construction issue, a separate Form
SWg-GC must be Retl to give the IRS notice
of the election to pay a penalty In lieu of
arbitrage rebate.
ria+.
under IlmahCS el perry N, l debars that I kne seal ed! 114 mien b1E accm essr,mla ellMdea YH Momocro. and to the ban of M mand.130 ex!offirt Mr, ars,SI
9 nature
thus ll'aM idem ale l(u verde 4RldlromM1101M n$'sD bsuedarenw ri MVm nlomnB ,0 OWrybpm dB nem, la UN peRa a)
Me l lova.1.1.d seen,
and
Consent
' Of Peter H. Vargas City Idaroger
Satiation, of issuer's nuroodrad npneemaMe erne Time or print name end trim
Paid
RnlYtyospre,re—rome
pospena sgna'as
pale
Check 011
KIN
Preparer
seifcmpinyed
Use Only
Fimianamr a
Firm's SNe
Fnm's ad0ess a
Moneno.
General Instructions
Code u reremnces ere la tee nfemat Revenue
Code ankss ofhervnse noted.
What's New
The IRS has created a page on IRS.gov far
information about the Form 8038 series; and
its instructions, at www.Irs.Aav kworrama.
Information about any future developments
affecting the Form W38 series (such as
legislation enacted alter we release ll) will be
posted on that page.
Purpose of Form
Form 8038 -GC is used by the Issuers of tax.
exempt governmental mmlal obligations 10 provide
the IRS with the inlormaticn required by
section 149(e) and to monitor the
requirements of sections 141 through 150.
Who Must File
Issuers 01 lax -exempt govemrnenlal
obligations with Issue prices of less than
$100,000 must foe Form 8038 -GC.
Issuers of a lax -exempt governmental
obligation with an Issue price of $/00,000 or
more must file Form 9038-G. Information
Return lar Tax -Exempt Governmental
Obligations.
Sling a separate return for a sngla Issue.
Issuers have the Mellon to file a separate
Form 8038 -GC for any lax -exempt
governmental obligation with an Issue once
of less than $1 Wood
An issuer of a tax-exempt bond used to
finance construction expenddures must fib a
separate Form 8038 -GC for each issue to give
notice to the IRS that an election was made to
pay a penally in lieu of arbllrage rebate (see
the Ilse 11 Instructions)
Piing a consolidated return for multiple
Issues. For all tax-exempt governmental
obligations with issue prices of less than
$100,000 that are not reported on a separate
Farm 803B -GQ an issuer must hie a
consolidated information return Including all
such Issues issued within the calendar year,
Thus, an issuer may fJe a separate Form
8038 -GC for each of a number of small issues
and report the remainder of araet issues
issued during me calendar year on one
consolidated Form 8038 -GC. However, It Me
issue Is a construction issue, a separate Form
SWg-GC must be Retl to give the IRS notice
of the election to pay a penalty In lieu of
arbitrage rebate.
ria+.