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HomeMy WebLinkAboutR-03-10RESOLUTION NO. R~03-10 A RESOLUTION OF THE CITY OF SEBASTIAN, FLORIDA, AUTHORIZING THE CITY MANAGER TO ENTER INTO A FIVE YEAR MUNICIPAL LEASE AGREEMENT WITH RIVERSIDE NATIONAL BANK FOR THE PURPOSE OF LEASING A MITA 2350*DIGITAL COPIER; PROVIDING FOR REPEAL OF RESOLUTIONS OR PARTS OF RESOLUTIONS IN CONFLICT HEREWITH; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the current copier in the common area of the Police Department is over nine years old, is slow and often in need of repair; and WHEREAS, the City is able to extend a current agreement in place for MITA copiers at a reduced a reasonable price, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEBASTIAN, FLORIDA, that: Section 1. AUTHORIZATION TO ENTER INTO AND SIGN A FIVE YEAR LEASE AGREEMENT. The City Manager is authorized to enter into and sign a five year Municipal Lease Agreement with Riverside National Bank for the MITA 2350 Digital Copier Machine at price of $144.10 per month. Section 2. hereby repealed. CONFLICT. All resolutions or parts of resolutions in conflict herewith are Section 3. EFFECTIVE DATE. This resolution shall take effect on approval. The foregoing Resolution was moved for adoption by Councilmember iq a j c h e r . The motion was seconded by Councilmember c o n ~_ g 1 ~_ o and, upon being put into a vote, the vote was as follows: Mayor Walter Barnes Vice-Mayor James A. Hill Councilmember Joe Barczyk Councilmember Ray Coniglio Councilmember Edward J. Majcher, Jr. aye aye aye aye aye The Mayor thereupon declared this Resolution duly passed and Adopted this 12th day of March, 2003. CITY OF SEBASTIAN, FLORIDA Walter Barnes, Mayor ATTEST: Sally A. Mfiio, CMC City Clerk Approved as to form and legality for the reliance by the City of Sebastian only: Rich Stringer, City Atkafney *The correct model number should be MITA 2530 MUNICIPAL LEASE AGREEMENT LEAEE COMMENCEMENT t MUNICIPAL LEAEE NO. DATE SELLEFL/VENDOR COMPANY NAME E.G.P. Inc. ILL GALNAME City of Sebastian Police Department .LING ~DDRESS 1225 Main Street ~,, COUNT',' S~A~'m J z,P Indian ;ebastian ~i vP*r* F ~Q~ [ND INVOICE TO PHONE -fENTIONOF Mark Mason (77E 589-5330 NOTEAMEAEAEOVE 1201 Main Street ,ebastian I .ndian IRl?®r Mita Doc. Feed SRDF2 s/n D3078~51 *SEE SCHEDULE A* ADDRESS 4890 Okeechobee Rd., Ste. 101 Ft Pierce ~- F1 4947 Lynn Fiske 772) 461-1201 $ I 4,4 . 10 ~ermonth for the filet 60 mom,s. 1. TERM and PAYMENTS:ACCEPTANCE OF PROPERTY. Subtecl to me con- ions nerelnat[er stated aha on me reverse side hereof, this lease shall be.for the 'm above stmea, commencing with deliveD/pi the Equipment described above vD ssee or to an agent of Lessee which shel! be evidenced by Lessee's execul~on a Certificate of Acknowledgement and Acceptance of Leased EauiDmem mac~e a r~ of this Agreement as further proof of such commencemenL upon delive~J ol ~ Csrtificate of ACKnOWledgement and Acceptance. Lessee nas no dgnt to YOKe, rejec~ or repudiate the Eealoment, Lessee agrees topay the total rental for 9 term wl31cn shell be the total amount o! all rental payments stated above. Ail )ntmy paymen[s pi rental shall he payable on the commencement date of this asa eno on the same pay of each month thereat[er and sent to the aadress ~ssee nor any pc gical suDs[vision thereof shall beobligated to pay any sums pus ~ registration fees, and similar charges impose~ on ~e ownerEnlD, 13essesslon. use of the E~u 3ment during the term of this lease and shall pay al taxes ~osed on Lessor or Lessee with reseect 1o the rental. 3ayments and leasthg ol ~e Equ[pmem dentified herein shall be 3urchased from such veneors as are ereDy represent ant warrant to Lessor mat Lessee nas executed a blnPlng oblig- ion to ~urchase the Praberzy. Such Property shefl be dehveree m the Lessee free ~erests o~ me LeSSee and Lessor hereunder. The Lessee shall at all times kee[ e Property free of any liens or enoumorances. Lessor shall not pay an,~ monies ~ssor that Lessee nas acceDted the Eouipmenz nereunaer. ~ssor snail at a I times retain title to the Eou~oment. Ali ~ocuments of title and .~nces of dalive~ shall Pe pelivered to the Lessor. Lessee will not change or move any tags, insignia, or lettering which is on the Equipment at the time of ~tivery thereof or which is thereafter placed thereon indicating Lessor's ownership erect, and at any time during the lease term, upon request of Lessor, wi[l affix tD e Equipment in a prominent p~ace, labels, platas, or other marking supplied by 9ssor stating that the Equipment is owned by Lessor, Lessee shall at its expense 'otect and ~efend Lessor's title against al~ persons c[airning against or through Lessee at all times keeping the Equipment free from-any taga~ process or encum- prance wnataoever, including but not Ilmltad to Jlen$ affacnmems levies eno exe- cutions, and shall gwe Lessor immediate written notice thereof and shall indemnity Lessor from any oss causes mersey. Lessee shall not so affix the Eamoment to realty so as to change its nature to real proper~y aha agrees that the Eauipmem for the EauiDment, except any.~deral or State income taxes, if any, payable by (¢) There are no pending or mreamnea awsuits er administrative or other proceedings contesting the authenb~ for. authenzat~on er oedormance of. er [ne expenditure of funds pursuant to this Agreemen[ (d) Information supplied and statements maoe Dy Lessee in any Iinancia statement or current buoget Drier to or contempuraneously with this Agreement are (e} Lessee nas an immediate need for and expects to make immediate use oh substantially all the Prooefty, which need is not temporary or expec~eo to ctmin- ish ih the foreseeable future, and Lessee will not give phedty or parity in the appro- and shell cause the Property to be operated by competent persons. Only Lessee shall P~opem/shell immediately eeceme part of the Propa~ly, suDt ect to tne provisions any of the Property to any reel propedy. The Property sna~l remain bemonal property 7. DAMAGE TO OR DESTRUCTION OF PROPERTY. Lessee shstl bear the (a) n the event that all or any part of the Properly is/oct, stcten, destroyed or me reo~acemem, reeair or restoration of the Propany or, (hi payment of Balance Due 9; INDEMNIFICATION. Lessee shall indemni~ and save harmless Lesser and its not limited to reasonable attorneys' fees) of whatsoever kind or nature which.in any Dy Lessor's faulL Ali amounts which become due from Lessee under this Paragraph demand therefore by Lessor and Lessee's obligations unde~this Paragrapti 9 shall 10. NO REPRESENTATION OR WARRANTIES BY LESSOR. Lessee reouests Lessor ~c purchase the Eou~DmerY[ from a seller (the "Se~ler~) and arrange for deliv- the Eou~ement. THE LESSEE ACKNOWLEDGES THAT LESSEE HAS SELECTED THE EQUIPMENT LEASED HEREUNDER PRIOR TO ~[/~NG REQUESTED THE LESSOR TO PURCHASE THE SAME FOR LEASING TO THE LESSEE. AND LESSEE AGREES THAT ~E[ESSOR HAS MADE AND MAKES NO REPRE- SENTATIONS OR WASI~A~3ES OF ANY KIND OR NATURE- DIRECTLY OR INDIRECTL~ EXPRESS OR IMPLIED AS TO ANY MATTER WHATSOEVER. INCLUDING THE SUITASILIT~ OF SUCH EQUIPMENT, ITS DURABILITY.. ITS NESS FOR ANY PARTICULAR PURPOSE- ITS MERCHANTABILrr~, [T~ CONDI- TION. CAPACITY AND/OR ITS QUALITy. AND AS BETWEEN LESSEE AND LESSOR AND LESSOR'S ASSlGNEES~ LESSEE LEASES THE EQUIPMENT ~AS IS" AND "WITH ALL FA ULTS". LESSOR AND LESSOR'S ASSIGNEE SHALL Lessee hereby acknowiedges receipt of the equipment desoribed in its Lease with Lessor (the "Equipment~) and accepts the Equipment after fuit inspection thereof as satisfactory lot all purposes of the lease. TITLE ACCEPTANCE DATE; NOT SE LIABLE TO LESSEE FOR ANY LOSS, DAMA GE, OR EXPENSE OF ANY KIND OR NATURE CAUSED DIRECTLY OR INDIRECTLY BY ANY ADJUSTMENT THERETO, OR BY AN INTERRUPTION OF SERVICE DR LOSS OF USE THERE. OF, OR FOR ANY LOSS CF BUSINESS OR DAMAG~ WHATSOEVER, OR FOR CONSEQUENTIAL OR ANY INCIDENTAL DAMAGES HOWSOEVER CAUSED. LESSOR MAKES NO REPRESENTATION OR WARRANTY EXPRESS OR IMPLIED AS TO THE EQUIPMENT, ITS FITNESS FOR ANY PARTICULAR PUR- POSE, ITS ~4ERCHANTABILITY OR ANY OTHER MATTER, NOR SHALL ANY SUCH REPRESENTATION OF WARRANTY SY THE SELLER .TO THE LESSEE BE SlNDING ON THE LESSOR NOR SHALL ANY SUCH BREACH RELIEVE LESSEE OF OR IN ANY WAY REDUCE ANY OF THE LESSEE'S OBLIGATIONS TO LESSOR AS SET FORTH HEREIN. THIS DISCLAIMER OF REPRESENTA- TIONS AND WARRANTIES AND LIMITATION OF LIABILITY SHALL APPLY WITH EQUAL FORCE AND EFFECT TO ANY CLAIMS OF ANY THIRD PARTY AGAINST LESSOR OR LESSOR'$ ASSIGNEE. the Er~u~gment ~s not properly may in its sole discrsfion exercise any or all of the following remedies in addi- tion to any other remedies existing under law or in equity: . (1) Accelerate all payments remaining due for the entire term of this Agreement, and enforce this Agreement by appropriate action to col- lect from general revenues of Lessee net arising from ad valorem tax- ation and which are otherwise legally available therefore amounts (2) Terminate this Agreement. in which event uPOn aemana Dy Lessor fsflowing proceaure (the ~'Remedy Procedures") si3all apply: (a} LESSEE RIGHT OF DISPOSITION. Lessee shal '" ~rTtmeala[e~y c~ase any use o! the Proper~ and cause the Prober~y ~e De stores m an appropriate piece, (ii) use its best efforts at Lessee's exoense ~o a~SDose of the Properly within 60 days from receipt of such written demand for an amount which shall aoorox~rnate [ne equipment's "Fair Market Value' (as defined hereafter] as ae[er- m~nea Dye qualgled aDoralser. The. proceeas from the sale of the Balance Due Lessor. If the orooeeds are less than the Balance Due Lessor. the lessee shall pay the deficiency to Lessor. If the oroceeds exceed Balance Due Lessor Lessee shall keeo the overage. (b) DELIVERY TO LESSOR. If Lesse~e fails or refuses to disoose o! the Property Within that 60 day perlo(3, the Lessee srlali, at its exoense, cause possession of the Proper~y together with all docu- ments necessary to transfer lega~ ana oeneficial title thereto and of Lessee's interest in the Prooerty to be delivered at Lessor's pose of Property and the proceeds from the sale of the Property shsf[ be applied to the Ssfance Due Lessor. If the proceeds are ess than the Balance Due Lasso[ the Lessee snail pay the dsfi- The term "Balance Due Lessor" shall mean the sum ol all pay merits remaining due for the entire term of this Agreemeni. (c) Notwithstanding a return of the Property TO [ne Lessor nereunae' Lessee shall remain liable to Lessor for any o~mages caused Lessor as a result of any breach of the provisions of this Agreement relating to matters other than only from generaJ revenues-of Lessee which do not arise from ad valorem taxes and are otherwise legally avai[able there/oF to the.ex[ertL available. 13. TERMINA'nON PROCEDURE. Lessee shall, upon any termination hereof oursuant to Paragraph 11 hereof deliver the Property to Lessor'unencumDeree with Lessor a convenient time for Lessor's pickup of that Property; (iii) execute ar~ notice of Lessor's sale, assignment or transtar of all or any peri of its interest hereunder, Lessee agrees to attorn to and recognize any such purchaser(s), assignee(s), or transferee(s) (jointly if more than one) as the Lesser(s} under this Agreement. Upon assignment, Lesser is thereby relieved of any further obligations. Upon written request Lessee ;[grees to execute and deliver such certificates or other instruments as may reasonably be requested, including, but not limited to, a separate acknowledgement of assignment and attainment cer- tificate in the customary form as to any purchaser's, assignee's or transferee's right, title and interest in, to and under this Agreement, and with respect to the Property and the Payments thereafter due and payable pursuant to this Agreement. 15. PERSONAL PROPERTY. The property is and shall atalt times be and remain personal properly, as described in Paragraph 6 (b). 16. LESSOR'S RIGHT TO PERFORM FOR LESSEE. If Lessee fails to make any payment or perform or compiy with ar~ of its covenants or ebtigations hereunder, Lessor may, but shall not be reduired to, make such payment er perform or comply with such covenants and obligations on behalf of Lessee and the ;~mouut of any such payment and the expenses (including but not limited to reasonable attorney's fees) incurred by Lessor in performing or complying with such covenants and obligations, as me case may De, ~ogethe[with interest thereon at the highest rate permitted by Agreement shall be in St, Lucie County, F~odda. GEN 408 REV 12-01 Lessee. Lessee will immediately notify Lesser of any change occurring in or to the Preperty, of a change in Lessee's address, or in any act or circumstance warranted or represented by Lessee to Lessor, or if any Event of Default eccurs. (h) Use of the neuter gender herein is lot purDoses of convenience only and shall be deemed to mean and include fha masculine or feminine gender whenever and wherever appropriate. (1) The captions set forth herein are for eonvenierce of reference only and shall not oefine or iimg any of the ~erms or provisions hereof. (]) Except as otherwise provided herein, this Agreement shall be binding upon and inure lo the benefit of the parties hereto and their respective heirs, executors, administrators, tegal representatives, successors and assigns, where permitted by this Agreement. 21. PREPAYMENT OPTION. Provided Lessee has complied with the terms and conditions of this Agreement, Lessee shal) have the Opgon to prepay the payments due during the Term hereof as to all but not less than all of th~ Property which is then subject to this Agreement on the date Drier to the next payment coming due. Lessor sna~ De given wri[ten notice by Lessee of Lessee's intention to prepay 6{) days phor to me next 3aymen~ due. An administrative fee of fift~ edllars ($50.0gl m;~y De 22. LATE CHARGES. Whenever any payment is not made by Lessee in full within 23. SECURITY INTEREST. TO secure payment anc~ pertormar'ce ut all outigat~ons m procure for Lessor such estoppel certificates, landlord's or mortgagee s waivers or hlblta¢ (by State Statues. Chattel Local Ordinances. em.) from granting Lessor a 24. GOVERNMENTAL PURPOSES. Lessee and Lessor agree that it is the inten- LESS~:'Riverside National Bank " P.O. Box 2078 Ft. Pierce, FL 34954 561-466-1200 (Signature IPrint Name) ;q3tle EQUAL HOUSING LENDER MEMBER F.D;I.C.