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1523 Enterprise Leasing - Police Vehicles16� � -81� M --�sR (INSERT YOUR DEPT. NAME HERE) T RANSMI TTAL MEMORANDUM To: City Clerk ` V RE: Request for Services The item(s) noted below is /are attached and forwarded to your office for the following action(s): ❑ Development Order ❑ Mayor's signature ❑ Final Plat (original mylars) ❑ Recording ❑ ❑ Letter of Credit Maintenance Bond Rendering Safe keeping (Vault) / -A 4afiA/,�w ❑ Ordinance El , Performance Bond ❑ Resolution �? -7 ❑ Once completed, please: ❑ Return original ❑ Return copy Special Instructions: ",,%Jon Al 1111111 Please advise if you have any questions regarding the above. Thank you! e h (-.-" j From Date TADept_ forms \City Clerk Transmittal Memo - 2009.doc Ordonez, Marisol From: Carrizzo, Jonathan A <Jonathan.A.Carrizzo @efleets.com> Sent: Tuesday, July 17, 2012 8:23 AM To: Smith, Bill; Ordonez, Marisol Cc: Krzenski, Jim; James, Derek G; Zaworski, Christopher M Attachments: Master Walkaway Lease Agreement Coral Springs.pdf Good morning, I look forward to seeing you at 10am to finalize our contracts. I will be looking to collect: • Master Lease Agreement- signed • Amendment- signed • Lease Application- (filled out top part of page one and all of page three) • 17 Lease Quotes- signed • Physical Damage Form- signed Sincerely, II tivtmanagement Jonathan Carrizzo Central Florida Account Executive 407 -447 -7999 office 407 -447 -3518 direct 407 - 754 -4314 cell 407 - 770 -0481 fax Jonathan.A.Carrizzo0erac.com Enterprise Fleet Management Division 5442 Hoffner Avenue Orlando, FL 32812 efleets.com CONFIDENTIALITY NOTICE: This e -mail and any files transmitted with it are intended solely for the use of the individual or entity to whom they are addressed and may contain confidential and privileged information protected by law. If you received this e -mail in error, any review, use, dissemination, distribution, or copying of the e -mail is strictly prohibited. Please notify the sender immediately by return e -mail and delete all copies from your system. 1 DATE: 07/05/12 PURCHASING OFFICE: 407.688.5030 ACCOUNTS PAYABLE: 407.688.5020 FACSIMILE: 407.688.5021 VENDOR NO.: 4042 PURCHASE ORDER CITY OF SANFORD P.O. BOX 1788 (300 NORTH PARK AVENUE) SANFORD, FLORIDA 32772 FLORIDA TAX EXEMPT NO.: 85801 2621681 C -8 ENTERPRISE LEASING CO OF ORLAN 5442 HOFFNER AVE ORLANDO, FL 32812 PO NUMBER 032924 CHANGE #: 1 DATE CHG: 07/09/12 SUBMIT INVOICES TO: ACCOUNTS PAYABLE FINANCE DEPT. P.O. BOX 1788 SANFORD, FL 32772 SHIP TO: CITY OF SANFORD 815 W. 13TH ST. SANFORD, FL 32771 DELIVER BY TERMS F.O.B. DESTINATION BID OR QUOTATION NO. REQUISITION NO. UNLESS OTHERWISE INDICATED 09/30/12 NET /30 63253 ACCOUNT NO.: 001-2020-S21.44-00 PROJECT NO.: NO DEVIATION FROM THIS PURCHASE ORDER WILL BE ALLOWED UNLESS AUTHORIZED BY THE PURCHASING MANAGER - CITY OF SANFORD ITEM NO. DESCRIPTION QUANTITY UNIT OF ISSUE UNIT COST EXTENDED COST * * CHANGE ORDER * *** * * * * * * * * * * * * * * * * * * * * * * * * * * * * * ** 1 PIGGY BACKING OFF OF THE CORAL .00 .00 .00 SPRINGS /ENTERPRISE VEHICLE LEASING CONTRACT LEASE (17) VEHICLES FOR THREE YEARS. THIS CONTRACT REPRESENTS THE FIRST YEAR OF A THREE YEAR CONTRACT. AS PER QUOTE NUMBERS 2019553 AND 2040251 DATED 5/22/12 PROVIDE (2) 2013 FORD EDGES. MONTHLY COSTS INCLUDE COSTS FOR MONTHLY VEHICLE PHYSICAL DAMAGES 2 AS PER QUOTE NUMBERS 2019495 AND .00 .00 .00 2019514 DATED PROVIDE (2) 2013 FORD EXPLORERS. MONTHLY LEASE COSTS INCLUDE $25.00 FOR COVERAGE OF VEHICLE PHYSICAL DAMAGES. 3 AS PER QUOTE NUMBERS 2040252, .00 .00 .00 2040260, AND 2019557 DATED 5/22/12 PROVIDE THREE 2013 FORD ESCAPES. MONTHLY LEASE CHARGES INCLUDE $25.00 FOR VEHICLES PHYSICAL DAMAGES. APPROVED BY. APPROVED BY: PURCHASIN GENT CJT ANAG R ALL PACKAGES AND INVOICES ASSOCIATED WITH THIS P.O. MUST BEAR THIS PURCHASE ORDER NUMBER. THE VENDOR IS RESPONSIBLE TO CAREFULLY READ AND COMPLY WITH ALL OF THE STANDARD TERMS AND CONDITIONS PROVIDED ON THE REVERSE SIDE OF THIS PURCHASE ORDER AND AT HTTP: //WWW.SANFORDFL.GOV /DEPARTMENTS /PURCHASE/TERMS.HTML COPIES TO: VENDOR ORIGINATING DEPARTMENT PURCHASING DATE: 07/05/12 PURCHASING OFFICE: 407.688.5030 ACCOUNTS PAYABLE: 407.688.5020 FACSIMILE: 407.688.5021 VENDOR NO.: 4042 TO: PURCHASE ORDER CITY OF SANFORD P.O. BOX 1788 (300 NORTH PARK AVENUE) SANFORD, FLORIDA 32772 FLORIDA TAX EXEMPT NO.: 85801 2621681 C -8 ENTERPRISE LEASING CO OF ORLAN 5442 HOFFNER AVE ORLANDO, FL 32812 PO NUMBER 032924 CHANGE #: 1 DATE CHG: 07/09/12 SUBMIT INVOICES TO: ACCOUNTS PAYABLE FINANCE DEPT. P.O. BOX 1788 SANFORD, FL 32772 SHIP TO: CITY OF SANFORD 815 W. 13TH ST. SANFORD, FL 32771 DELIVER BY TERMS F.O.B. DESTINATION BID OR QUOTATION NO. REQUISITION NO. UNLESS OTHERWISE INDICATED 09/30/12 NET /30 63253 ACCOUNT NO.: 001-2020-521.44-00 PROJECT NO.: NO DEVIATION FROM THIS PURCHASE ORDER WILL BE ALLOWED UNLESS AUTHORIZED BY THE PURCHASING MANAGER - CITY OF SANFORD ITEM NO. DESCRIPTION QUANTITY UNIT OF ISSUE UNIT COST EXTENDED COST * * CHANGE ORDER * *** * * * * * * * * * * * * * * * * * * * * * * * * * * * * * ** 4 AS PER QUOTE NUMBERS 2019459, .00 .00 .00 2019473, 2019476, 019479, 2019482, 2019487, 2040221, 2040225 AND 2040230 PROVIDE (9) 2013 FORD TAURUS VEHICLES. MONTHLY LEASE COSTS INCLUDE $25.00 FOR VEHICLE PHYSICAL DAMAGE COVERAGE. 5 INITIAL LICENSING REGISTRATION .00 .00 .00 FEE FOR 17 LEASED VEHICLES 6 SEE LINE ITEMS 1 THRU 4 FOR 79310.88 NA 1.00 79310.88 DESCRIPTION CHANGED account code / Per Ryan change acct code to 44.00 7 SEE LINE ITEM NO. 5 FOR DETAILS 2333.25 NA 1.00 2333.25 CHANGED ACCT CODE SUB TOTAL 81644.13 TOT %L 81644.13 APPROVED BY: APPROVED BY: PLIIIiCIHASIN VGEN T CITY MANAGER ALL PACKAGES AND INVOICES ASSOCIATED WITH THIS P.O. MUST BEAR THIS PURCHASE ORDER NUMBER. THE VENDOR IS RESPONSIBLE TO CAREFULLY READ AND COMPLY WITH ALL OF THE STANDARD TERMS AND CONDITIONS PROVIDED ON THE REVERSE SIDE OF THIS PURCHASE ORDER AND AT HTTP: /NVWW.SANFORDFL.GOV /DEPARTMENTS /PURCHASE/TERMS.HTML COPIES TO: VENDOR ORIGINATING DEPARTMENT PURCHASING DATE: 07/05/12 PURCHASE ORDER PO NUMBER 032924 CITY OF SANFORD P.O. BOX 1788 PURCHASING OFFICE: 407.688.5030 (300 NORTH PARK AVENUE) SUBMIT INVOICES TO: ACCOUNTS PAYABLE ACCOUNTS PAYABLE: 407.688.5020 SANFORD, FLORIDA 32772 FINANCE DEPT. FACSIMILE: 407.688.5021 FLORIDA TAX EXEMPT NO.: 858012621681C -8 P.O. BOX SANFORD, , FL FL 32772 VENDOR NO.: 4042 TO: SHIP TO: ENTERPRISE LEASING CO OF ORLAN CITY OF SANFORD 5442 HOFFNER AVE 815 W. 13TH ST. ORLANDO, FL 32812 SANFORD, FL 32771 DELIVER BY TERMS F.O.B. DESTINATION BID OR QUOTATION NO. REQUISITION NO. UNLESS OTHERWISE INDICATED 09/3 0/12 NET /30 63253 ACCOUNT NO.: 360-2020-521.64-00 PROJECT NO.: NO DEVIATION FROM THIS PURCHASE ORDER WILL BE ALLOWED UNLESS AUTHORIZED BY THE PURCHASING MANAGER - CITY OF SANFORD ITEM NO. DESCRIPTION QUANTITY UNIT OF ISSUE UNIT COST EXTENDED COST 1 PIGGY BACKING OFF OF THE CORAL 819.36 EA 12.00 9832.32 SPRINGS /ENTERPRISE VEHICLE LEASING CONTRACT LEASE (17) VEHICLES FOR THREE YEARS. THIS CONTRACT REPRESENTS THE FIRST YEAR OF A THREE YEAR CONTRACT. AS PER QUOTE NUMBERS 2019553 AND 2040251 DATED 5/22/12 PROVIDE (2) 2013 FORD EDGES. MONTHLY COSTS INCLUDE COSTS FOR MONTHLY VEHICLE PHYSICAL DAMAGES 2 AS PER QUOTE NUMBERS 2019495 AND 999.75 EA 12.00 11997.00 2019514 DATED PROVIDE (2) 2013 FORD EXPLORERS. MONTHLY LEASE COSTS INCLUDE $25.00 FOR COVERAGE OF VEHICLE PHYSICAL DAMAGES. 3 AS PER QUOTE NUMBERS 2040252, 1250.43 EA 12.00 15005.16 2040260, AND 2019557 DATED 5/22/12 PROVIDE THREE 2013 FORD ESCAPES. MONTHLY LEASE CHARGES INCLUDE $25.00 FOR VEHICLES PHYSICAL DAMAGES. 4 AS PER QUOTE NUMBERS 2019459, 3539.70 EA 12.00 42476.40 2019473, 2019476, 019479, 2019482, 2019487, 2040221, 2040225 AND 2040230 PROVIDE (9) 2013 FORD APPROVED BY: APPROVED BY: /� -�� PURCHAS AGE T CITY MA GER ALL PACKAGES AND INVOICES ASSOCIATED WITH THIS P.O. MUST BEAR THIS PURCHASE ORDER NUMBER. THE VENDOR IS RESPONSIBLE TO CAREFULLY READ AND COMPLY WITH ALL OF THE STANDARD TERMS AND CONDITIONS PROVIDED ON THE REVERSE SIDE OF THIS PURCHASE ORDER AND AT HTTP: //WWW.SANFORDFL.GOV /DEPARTMENTS /PURCHASE/TERMS.HTML COPIES TO: VENDOR ORIGINATING DEPARTMENT PURCHASING DATE: 07/05/12 PURCHASE ORDER PO NUMBER 032924 CITY OF SANFORD P.O. BOX 1788 PURCHASING OFFICE: 407.688.5030 (300 NORTH PARK AVENUE) SUBMIT INVOICES TO: ACCOUNTS PAYABLE ACCOUNTS PAYABLE: 407.688.5020 SANFORD, FLORIDA 32772 FINANCE DEPT. FACSIMILE: 407.688.5021 FLORIDA TAX EXEMPT NO.: 858012621681C -8 P.O. BOX 1788 SANFORD, FL 32772 VENDOR NO.: 4042 TO: SHIP TO: ENTERPRISE LEASING CO OF ORLAN CITY OF SANFORD 5442 HOFFNER AVE 815 W. 13TH ST. ORLANDO, FL 32812 SANFORD, FL 32771 DELIVER BY TERMS F.O.B. DESTINATION BID OR QUOTATION NO. REQUISITION NO. UNLESS OTHERWISE INDICATED 09/30/12 NET / 30 63253 ACCOUNT NO.: 360-2020-S21.64-00 PROJECT NO.: NO DEVIATION FROM THIS PURCHASE ORDER WILL BE ALLOWED UNLESS AUTHORIZED BY THE PURCHASING MANAGER - CITY OF SANFORD UNIT OF ITEM NO. DESCRIPTION QUANTITY ISSUE UNIT COST EXTENDED COST TAURUS VEHICLES. MONTHLY LEASE COSTS INCLUDE $25.00 FOR VEHICLE PHYSICAL DAMAGE COVERAGE. 5 INITIAL LICENSING REGISTRATION 137.25 EA 17.00 2333.25 FEE FOR 17 LEASED VEHICLES SUB TOTAL 81644.13 TOT %L 81644.13 APPROVED BY:'t APPROVED BY: PURCHASI AGEN CITY MANAGER ALL PACKAGES AND INVOICES ASSOCIATED WITH THIS P.O. MUST BEAR THIS PURCHASE ORDER NUMBER. THE VENDOR IS RESPONSIBLE TO CAREFULLY READ AND COMPLY WITH ALL OF THE STANDARD TERMS AND CONDITIONS PROVIDED ON THE REVERSE SIDE OF THIS PURCHASE ORDER AND AT HTTP: //WWW.SANFORDFL.GOV/ DEPARTMENTS /PURCHASE/TERMS.HTML COPIES TO: VENDOR ORIGINATING DEPARTMENT PURCHASING MASTER WALKAWAY LEASE AGREEMENT This Master Walkaway Lease Agreement is entered into this twenty- second day of May, 2012, by and between Enterprise FM Trust, a Delaware statutory trust ( "Lessor "), and the lessee whose name and address is set forth on the signature page below ( "Lessee "). 1. LEASE OF VEHICLES: Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the vehicles (individually, a "Vehicle" and collectively, the "Vehicles ") described in the schedules from time to time delivered by Lessor to Lessee as set forth below ( "Schedule(s) ") for the rentals and on the terms set forth in this Agreement and in the applicable Schedule. References to this "Agreement" shall include this Master Walkaway Lease Agreement and the various Schedules and addenda to this Master Walkaway Lease Agreement. Lessor will, on or about the date of delivery of each Vehicle to Lessee, send Lessee a Schedule covering the Vehicle, which will include, among other things, a description of the Vehicle, the lease term and the monthly rental and other payments due with respect to the Vehicle. The terms contained in each such Schedule will be binding on Lessee unless Lessee objects in writing to such Schedule within ten (10) days after the date of delivery of the Vehicle covered by such Schedule. Lessor is the sole legal owner of each Vehicle. This Agreement is a lease only and Lessee will have no right, title or interest in or to the Vehicles except for the use of the Vehicles as described in this Agreement. This Agreement shall be treated as a true lease for federal and applicable state income tax purposes with Lessor having all benefits of ownership of the Vehicles. It is understood and agreed that Enterprise Fleet Management, Inc. or an affiliate thereof (together with any subservicer, agent, successor or assign as servicer on behalf of Lessor, "Servicer ") may administer this Agreement on behalf of Lessor and may perform the service functions herein provided to be performed by Lessor. 2. TERM: The term of this Agreement ( "Term ") for each Vehicle begins on the date such Vehicle is delivered to Lessee (the "Delivery Date ") and, unless terminated earlier in accordance with the terms of this Agreement, continues for the "Lease Term" as described in the applicable Schedule. 3. RENT AND OTHER CHARGES: (a) Lessee agrees to pay Lessor monthly rental and other payments according to the Schedules and this Agreement. The monthly payments will be in the amount listed as the "Total Monthly Rental Including Additional Services" on the applicable Schedule (with any portion of such amount identified as a charge for maintenance services under Section 4 of the applicable Schedule being payable to Lessor as agent for Enterprise Fleet Management, Inc.) and will be due and payable in advance on the first day of each month. If a Vehicle is delivered to Lessee on any day other than the first day of a month, monthly rental payments will begin on the first day of the next month. In addition to the monthly rental payments, Lessee agrees to pay Lessor a pro -rated rental charge for the number of days that the Delivery Date precedes the first monthly rental payment date. Lessee agrees to pay Lessor the "Total Initial Charges" set forth in each Schedule on the due date of the first monthly rental payment under such Schedule. Lessee agrees to pay Lessor the "Service Charge Due at Lease Termination" set forth in each Schedule at the end of the applicable Term (whether by reason of expiration, early termination or otherwise). (b) The monthly rental rate allows the number of miles per month as set forth in the applicable Schedule. Lessee agrees to pay Lessor at the end of the applicable Term (whether by reason of expiration, early termination or otherwise) an excess mileage charge for any miles in excess of this average amount per month at the rate set forth in the applicable Schedule. (c) Any security deposit of Lessee will be returned to Lessee at the end of the applicable Term, except that the deposit will first be applied to any losses and /or damages suffered by Lessor as a result of Lessee's breach of or default under this Agreement and /or to any other amounts then owed by Lessee to Lessor. (d) Any rental payment or other amount owed by Lessee to Lessor which is not paid within twenty (20) days after its due date will accrue interest, payable on demand of Lessor, from the date due until paid in full at a rate per annum equal to the lesser of (i) Eighteen Percent (18 %) per annum or (ii) the highest rate permitted by applicable law (the "Default Rate "). (e) If Lessee fails to pay any amount due under this Agreement or to comply with any of the covenants contained in this Agreement, Lessor, Servicer or any other agent of Lessor may, at its option, pay such amounts or perform such covenants and all sums paid or incurred by Lessor in connection therewith will be repayable by Lessee to Lessor upon demand together with interest thereon at the Default Rate. (f) Lessee's obligations to make all payments of rent and other amounts under this Agreement are absolute and unconditional and such payments shall be made in immediately available funds without setoff, counterclaim or deduction of any kind. Lessee acknowledges and agrees that neither any Casualty Occurrence to any Vehicle nor any defect, unfitness or lack of governmental approval in, of, or with respect to, any Vehicle regardless of the cause or consequence nor any breach by Enterprise Fleet Management, Inc. of any maintenance agreement between Enterprise Fleet Management, Inc. and Lessee covering any Vehicle regardless of the cause or consequence will relieve Lessee from the performance of any of its obligations under this Agreement, including, without limitation, the payment of rent and other amounts under this Agreement. 4. USE AND SURRENDER OF VEHICLES: Lessee agrees to allow only duly authorized, licensed and insured drivers to use and operate the Vehicles. Lessee agrees to comply with, and cause its drivers to comply with, all laws, statutes, rules, regulations and ordinances and the provisions of all insurance policies affecting or covering the Vehicles or their use or operation. Lessee agrees to keep the Vehicles free of all liens, charges and encumbrances. Lessee agrees that in no event will any Vehicle be used or operated for transporting hazardous substances or persons for hire, for any illegal purpose or to pull trailers that exceed the manufacturer's trailer towing recommendations. Lessee agrees that no Vehicle is intended to be or will be utilized as a "school bus" as defined in the Code of Federal Regulations or any applicable state or municipal statute or regulation. Lessee agrees not to remove any Vehicle from the continental United States without first obtaining Lessor's written consent. At the expiration or earlier termination of this Agreement with respect to each Vehicle, or upon demand by Lessor made pursuant to Section 14, Lessee at its risk and expense agrees to return such Vehicle to Lessor at such place and by such reasonable means as may be designated by Lessor, in the same repair, condition and working order as at the commencement of the applicable Term, reasonable wear and tear resulting from proper use excepted. If a Vehicle is not returned in the required condition, Lessee agrees to pay Lessor, at Lessor's option, the estimated cost to restore such Vehicle to such condition, or the actual cost of restoration, if the Vehicle is restored. If for any reason Lessee fails to return any Vehicle to Lessor as and when required in accordance with this Section, Lessee agrees to pay Lessor additional rent for such Vehicle at twice the normal pro -rated daily rent. Acceptance of such additional rent by Lessor will in no way limit Lessor's remedies with respect to Lessee's failure to return any Vehicle as required hereunder. 5. COSTS, EXPENSES, FEES AND CHARGES: Lessee agrees to pay all costs, expenses, fees, charges, fines, tickets, penalties and taxes (other than federal and state income taxes on the income of Lessor) incurred in connection with the titling, registration, delivery, purchase, sale, rental, use or operation of the Vehicles during the Term. If Lessor, Servicer or any other agent of Lessor incurs any such costs or expenses, Lessee agrees to promptly reimburse Lessor for the same. 6. LICENSE AND CHARGES: Each Vehicle will be titled and licensed in the name designated by Lessor at Lessee's expense. Certain other charges relating to the acquisition of each Vehicle and paid or satisfied by Lessor have been capitalized in determining the monthly rental, treated as an initial charge or otherwise charged to Lessee. Such charges have been determined without reduction for trade -in, exchange allowance or other credit attributable to any Lessor -owned voice Initials: EFM'�Cust / Page 1 am 7. REGISTRATION PLATES, ETC.: Lessee agrees, at its expense, to obtain in the name designated by Lessor all registration plates and other plates, permits, inspections and /or licenses required in connection with the Vehicles, except for the initial registration plates which Lessor will obtain at Lessee's expense. The parties agree to cooperate and to furnish any and all information or documentation, which may be reasonably necessary for compliance with the provisions of this Section or any federal, state or local law, rule, regulation or ordinance. Lessee agrees that it will not permit any Vehicle to be located in a state other than the state in which such Vehicle is then titled for any continuous period of time that would require such Vehicle to become subject to the titling and /or registration laws of such other state. 8. MAINTENANCE OF AND IMPROVEMENTS TO VEHICLES: (a) Lessee agrees, at its expense, to (i) maintain the Vehicles in good condition, repair, maintenance and running order and in accordance with all manufacturer's instructions and warranty requirements and all legal requirements and (ii) furnish all labor, materials, parts and other essentials required for the proper operation and maintenance of the Vehicles. Any alterations, additions, replacement parts or improvements to a Vehicle will become and remain the property of Lessor and will be returned with such Vehicle upon such Vehicle's return pursuant to Section 4. Notwithstanding the foregoing, so long as no Event of Default has occurred and is continuing, Lessee shall have the right to remove any additional equipment installed by Lessee on a Vehicle prior to returning such Vehicle to Lessor under Section 4 so long as Lessee repairs any damage to such Vehicle caused by such removal. The value of such alterations, additions, replacement parts and improvements will in no instance be regarded as rent. Without the prior written consent of Lessor, Lessee will not make any alterations, additions, replacement parts or improvements to any Vehicle which detract from its economic value or functional utility. Lessor will not be required to make any repairs or replacements of any nature or description with respect to any Vehicle, to maintain or repair any Vehicle or to make any expenditure whatsoever in connection with any Vehicle or this Agreement. (b) Lessor and Lessee acknowledge and agree that if Section 4 of a Schedule includes a charge for maintenance, (i) the Vehicle(s) covered by such Schedule are subject to a separate maintenance agreement between Enterprise Fleet Management, Inc. and Lessee and (ii) Lessor shall have no liability or responsibility for any failure of Enterprise Fleet Management, Inc. to perform any of its obligations thereunder or to pay or reimburse Lessee for its payment of any costs and expenses incurred in connection with the maintenance or repair of any such Vehicle(s). 9. SELECTION OF VEHICLES AND DISCLAIMER OF WARRANTIES: (a) LESSEE ACCEPTANCE OF DELIVERY AND USE OF EACH VEHICLE WILL CONCLUSIVELY ESTABLISH THAT SUCH VEHICLE IS OF A SIZE, DESIGN, CAPACITY, TYPE AND MANUFACTURE SELECTED BY LESSEE AND THAT SUCH VEHICLE IS IN GOOD CONDITION AND REPAIR AND IS SATISFACTORY IN ALL RESPECTS AND IS SUITABLE FOR LESSEE'S PURPOSE. LESSEE ACKNOWLEDGES THAT LESSOR IS NOT A MANUFACTURER OF ANY VEHICLE OR AN AGENT OF A MANUFACTURER OF ANY VEHICLE. (b) LESSOR MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY VEHICLE, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATION OR WARRANTY AS TO CONDITION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, IT BEING AGREED THAT ALL SUCH RISKS ARE TO BE BORNE BY LESSEE. THE VEHICLES ARE LEASED "AS IS," "WITH ALL FAULTS." All warranties made by any supplier, vendor and /or manufacturer of a Vehicle are hereby assigned by Lessor to Lessee for the applicable Term and Lessee's only remedy, if any, is against the supplier, vendor or manufacturer of the Vehicle. (c) None of Lessor, Servicer or any other agent of Lessor will be liable to Lessee for any liability, claim, loss, damage (direct, incidental or consequential) or expense of any kind or nature, caused directly or indirectly, by any Vehicle or any inadequacy of any Vehicle for any purpose or any defect (latent or patent) in any Vehicle or the use or maintenance of any Vehicle or any repair, servicing or adjustment of or to any Vehicle, or any delay in providing or failure to provide any Vehicle, or any interruption or loss of service or use of any Vehicle, or any loss of business or any damage whatsoever and however caused. In addition, none of Lessor, Servicer or any other agent of Lessor will have any liability to Lessee under this Agreement or under any order authorization form executed by Lessee if Lessor is unable to locate or purchase a Vehicle ordered by Lessee or for any delay in delivery of any Vehicle ordered by Lessee. 10. RISK OF LOSS: Lessee assumes and agrees to bear the entire risk of loss of, theft of, damage to or destruction of any Vehicle from any cause whatsoever ( "Casualty Occurrence "). In the event of a Casualty Occurrence to a Vehicle, Lessee shall give Lessor prompt notice of the Casualty Occurrence and thereafter will place the applicable Vehicle in good repair, condition and working order; provided, however, that if the applicable Vehicle is determined by Lessor to be lost, stolen, destroyed or damaged beyond repair (a "Totaled Vehicle "), Lessee agrees to pay Lessor no later than the due date of the next following monthly rent payment with respect to such Totaled Vehicle the total of (i) all rent and other amounts, if any, due at the time of such payment and allocable to the Totaled Vehicle plus (ii) the replacement value, as determined by Lessor in good faith, of the Totaled Vehicle immediately prior to the Casualty Occurrence. Upon such payment, this Agreement will terminate with respect to such Totaled Vehicle. 11. INSURANCE: (a) Lessee agrees to purchase and maintain in force during the Term, insurance policies in at least the amounts listed below covering each Vehicle, to be written by an insurance company or companies satisfactory to Lessor, insuring Lessee, Lessor and any other person or entity designated by Lessor against any damage, claim, suit, action or liability: (i) Commercial Automobile Liability Insurance (including Uninsured /Underinsured Motorist Coverage and No -Fault Protection where required by law) for the limits listed below Note - $5,000,000 Combined Single Limit Bodily Injury and Property Damage with No Deductible is required for each Vehicle capable of transporting more than 8 passengers): State of Vehicle Registration Coverage Connecticut, Massachusetts, Maine, New Hampshire, New $1,000,000 Combined Single Limit Bodily Injury and Property Jersey, New York, Pennsylvania, Rhode Island, and Vermont Damage - No Deductible Florida $500,000 Combined Single Limit Bodily Injury and Property Damage or $100,000 Bodily Injury Per Person, $300,000 Per Occurrence and $50,000 Property Damage (100/300/50) - No Deductible All Other States $300,000 Combined Single Limit Bodily Injury and Property Damage or $100,000 Bodily Injury Per Person, $300,000 Per Occurrence and $50,000 Property Damage (100/300/50) - No Deductible (ii) Physical Damage Insurance (Collision & Comprehensive): Actual cash value of the applicable Vehicle. Maximum deductible of $500 per occurrence - Collision and $250 per occurrence - Comprehensive). If the requirements of any governmental or regulatory agency exceed the minimums stated in this Agreement, Lessee must obtain and maintain the higher insurance requirements. ssee agrees that each required policy of insurance will by appropriate endorsement or otherwise name Lessor and Initials: EFM� Cust Page 2 any other person or entity designated by Lessor as additional insureds and loss payees, as their respective interests may appear. Further, each such insurance policy must provide the following: (i) that the same may not be cancelled, changed or modified until after the insurer has given to Lessor, Servicer and any other person or entity designated by Lessor at least thirty (30) days prior written notice of such proposed cancellation, change or modification, (ii) that no act or default of Lessee or any other person or entity shall affect the right of Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns to recover under such policy or policies of insurance in the event of any loss of or damage to any Vehicle and (iii) that the coverage is "primary coverage" for the protection of Lessee, Lessor, Servicer, any other agent of Lessor and their respective successors and assigns notwithstanding any other coverage carried by Lessee, Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns protecting against similar risks. Original certificates evidencing such coverage and naming Lessor, Servicer, any other agent of Lessor and any other person or entity designated by Lessor as additional insureds and loss payees shall be furnished to Lessor prior to the Delivery Date, and annually thereafter and /or as reasonably requested by Lessor from time to time. In the event of default, Lessee hereby appoints Lessor, Servicer and any other agent of Lessor as Lessee's attorney -in -fact to receive payment of, to endorse all checks and other documents and to take any other actions necessary to pursue insurance claims and recover payments if Lessee fails to do so. Any expense of Lessor, Servicer or any other agent of Lessor in adjusting or collecting insurance shall be borne by Lessee. Lessee, its drivers, servants and agents agree to cooperate fully with Lessor, Servicer, any other agent of Lessor and any insurance carriers in the investigation, defense and prosecution of all claims or suits arising from the use or operation of any Vehicle. If any claim is made or action commenced for death, personal injury or property damage resulting from the ownership, maintenance, use or operation of any Vehicle, Lessee will promptly notify Lessor of such action or claim and forward to Lessor a copy of every demand, notice, summons or other process received in connection with such claim or action. (b) Notwithstanding the provisions of Section 11(a) above: (i) if Section 4 of a Schedule includes a charge for physical damage waiver, Lessor agrees that (A) Lessee will not be required to obtain or maintain the minimum physical damage insurance (collision and comprehensive) required under Section 11(a) for the Vehicle(s) covered by such Schedule and (B) Lessor will assume the risk of physical damage (collision and comprehensive) to the Vehicle(s) covered by such Schedule; provided, however, that such physical damage waiver shall not apply to, and Lessee shall be and remain liable and responsible for, damage to a covered Vehicle caused by wear and tear or mechanical breakdown or failure, damage to or loss of any parts, accessories or components added to a covered Vehicle by Lessee without the prior written consent of Lessor and /or damage to or loss of any property and /or personal effects contained in a covered Vehicle. In the event of a Casualty Occurrence to a covered Vehicle, Lessor may, at its option, replace, rather than repair, the damaged Vehicle with an equivalent vehicle, which replacement vehicle will then constitute the "Vehicle" for purposes of this Agreement; and (ii) if Section 4 of a Schedule includes a charge for commercial automobile liability enrollment, Lessor agrees that it will, at its expense, obtain for and on behalf of Lessee, by adding Lessee as an additional insured under a commercial automobile liability insurance policy issued by an insurance company selected by Lessor, commercial automobile liability insurance satisfying the minimum commercial automobile liability insurance required under Section 11(a) for the Vehicle(s) covered by such Schedule. Lessor may at any time during the applicable Term terminate said obligation to provide physical damage waiver and /or commercial automobile liability enrollment and cancel such physical damage waiver and /or commercial automobile liability enrollment upon giving Lessee at least ten (10) days prior written notice. Upon such cancellation, insurance in the minimum amounts as set forth in 11(a) shall be obtained and maintained by Lessee at Lessee's expense. An adjustment will be made in monthly rental charges payable by Lessee to reflect any such change and Lessee agrees to furnish Lessor with satisfactory proof of insurance coverage within ten (10) days after mailing of the notice. In addition, Lessor may change the rates charged by Lessor under this Section 11(b) for physical damage waiver and /or commercial automobile liability enrollment upon giving Lessee at least thirty (30) days prior written notice. 12. INDEMNITY: Lessee agrees to defend and indemnify Lessor, Servicer, any other agent of Lessor and their respective successors and assigns from and against any and all losses, damages, liabilities, suits, claims, demands, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) which Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns may incur by reason of Lessee's breach or violation of, or failure to observe or perform, any term, provision or covenant of this Agreement, or as a result of any loss, damage, theft or destruction of any Vehicle or related to or arising out of or in connection with the use, operation or condition of any Vehicle. The provisions of this Section 12 shall survive any expiration or termination of this Agreement. 13. INSPECTION OF VEHICLES; ODOMETER DISCLOSURE; FINANCIAL STATEMENTS: Lessee agrees to accomplish, at its expense, all inspections of the Vehicles required by any governmental authority during the Term. Lessor, Servicer, any other agent of Lessor and any of their respective successors or assigns will have the right to inspect any Vehicle at any reasonable time(s) during the Term and for this purpose to enter into or upon any building or place where any Vehicle is located. Lessee agrees to comply with all odometer disclosure laws, rules and regulations and to provide such written and signed disclosure information on such forms and in such manner as directed by Lessor. Providing false information or failure to complete the odometer disclosure form as required by law may result in fines and /or imprisonment. Lessee hereby agrees to promptly deliver to Lessor such financial statements and other financial information regarding Lessee as Lessor may from time to time reasonably request. 14. DEFAULT; REMEDIES: The following shall constitute events of default ( "Events of Default ") by Lessee under this Agreement: (a) if Lessee fails to pay when due any rent or other amount due under this Agreement and any such failure shall remain unremedied for ten (10) days; (b) if Lessee fails to perform, keep or observe any term, provision or covenant contained in Section 11 of this Agreement; (c) if Lessee fails to perform, keep or observe any other term, provision or covenant contained in this Agreement and any such failure shall remain unremedied for thirty (30) days after written notice thereof is given by Lessor, Servicer or any other agent of Lessor to Lessee; (d) any seizure or confiscation of any Vehicle or any other act (other than a Casualty Occurrence) otherwise rendering any Vehicle unsuitable for use (as determined by Lessor); (e) if any present or future guaranty in favor of Lessor of all or any portion of the obligations of Lessee under this Agreement shall at any time for any reason cease to be in full force and effect or shall be declared to be null and void by a court of competent jurisdiction, or if the validity or enforceability of any such guaranty shall be contested or denied by any guarantor, or if any guarantor shall deny that it, he or she has any further liability or obligation under any such guaranty or if any guarantor shall fail to comply with or observe any of the terms, provisions or conditions contained in any such guaranty; (f) the occurrence of a material adverse change in the financial condition or business of Lessee or any guarantor; or (g) if Lessee or any guarantor is in default under or fails to comply with any other present or future agreement with or in favor of Lessor, The Crawford Group, Inc. or any direct or indirect subsidiary of The Crawford Group, Inc. For purposes of this Section 14, the term "guarantor" shall mean any present or future guarantor of all or any portion of the obligations of Lessee under this Agreement. Upon the occurrence of any Event of Default, Lessor, without notice to Lessee, will have the right to exercise concurrently or separately (and without any election of remedies being deemed made), the following remedies: (a) Lessor may demand and receive immediate possession of any or all of the Vehicles from Lessee, without releasing Lessee from its obligations under this Agreement; if Lessee fails to surrender possession of the Vehicles to Lessor on default (or termination or expiration of the Term), Lessor, Servicer, any other agent of Lessor and any of Lessor's independent contractors shall have the right to enter upon any premises where the Vehicles may be located and to remove and repossess the Vehicles; (b) Lessor may enforce performance by Lessee of its obligations under this Agreement; (c) Lessor may recover damages and expenses sustained by Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns by reason of Lessee's default including, to the extent permitted by applicable law, all costs and expenses, including court costs and reasonable attorneys' fees and expenses, incurred by Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns in attempting or effecting enforcement of Lessor's rights under this Agreement (whether or not litigation is commenced) and /or in connection with bankruptcy or insolvency proceedings; (d) upon written notice to Lessee, Lessor may terminate Lessee's rights under this Agreement; (e) with r9pect to each Vehicle, Lessor may recover from Lessee (i) either the Vehicle (in the condition required by Section 4) or Initials: EFM Cust /l Page 3 JF- the estimated undamaged wholesale value of the Vehicle (as determined by Lessor in good faith) plus (ii) all accrued and unpaid rent for such Vehicle for the period ending on, and all other amounts owed by Lessee with respect to such Vehicle as of, the date all of the amounts owed by Lessee to Lessor under this clause (e) (including the amounts owed under this subclause (i)) are paid in full (the "Payment Date ") plus (iii) an amount equal to three (3) months rent plus (iv) Thirty Percent (30 %) of the total future rent due under the applicable Schedule for the period commencing on the Payment Date and ending on the last day of the scheduled Term; and /or (f) Lessor may exercise any other right or remedy which may be available to Lessor under the Uniform Commercial Code, any other applicable law or in equity. A termination of this Agreement shall occur only upon written notice by Lessor to Lessee. Any termination shall not affect Lessee's obligation to pay all amounts due for periods prior to the effective date of such termination or Lessee's obligation to pay any indemnities under this Agreement. All remedies of Lessor under this Agreement or at law or in equity are cumulative. 15. ASSIGNMENTS: Lessor may from time to time assign, pledge or transfer this Agreement and /or any or all of its rights and obligations under this Agreement to any person or entity. Lessee agrees, upon notice of any such assignment, pledge or transfer of any amounts due or to become due to Lessor under this Agreement to pay all such amounts to such assignee, pledgee or transferee. Any such assignee, pledgee or transferee of any rights or obligations of Lessor under this Agreement will have all of the rights and obligations that have been assigned to it. Lessee's rights and interest in and to the Vehicles are and will continue at all times to be subject and subordinate in all respects to any assignment, pledge or transfer now or hereafter executed by Lessor with or in favor of any such assignee, pledgee or transferee, provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has occurred and is continuing. Lessee acknowledges and agrees that the rights of any assignee, pledgee or transferee in and to any amounts payable by the Lessee under any provisions of this Agreement shall be absolute and unconditional and shall not be subject to any abatement whatsoever, or to any defense, setoff, counterclaim or recoupment whatsoever, whether by reason of any damage to or loss or destruction of any Vehicle or by reason of any defect in or failure of title of the Lessor or interruption from whatsoever cause in the use, operation or possession of any Vehicle, or by reason of any indebtedness or liability howsoever and whenever arising of the Lessor or any of its affiliates to the Lessee or to any other person or entity, or for any other reason. Without the prior written consent of Lessor, Lessee may not assign, sublease, transfer or pledge this Agreement, any Vehicle, or any interest in this Agreement or in and to any Vehicle, or permit its rights under this Agreement or any Vehicle to be subject to any lien, charge or encumbrance. Lessee's interest in this Agreement is not assignable and cannot be assigned or transferred by operation of law. Lessee will not transfer or relinquish possession of any Vehicle (except for the sole purpose of repair or service of such Vehicle) without the prior written consent of Lessor. 16. MISCELLANEOUS: This Agreement contains the entire understanding of the parties. This Agreement may only be amended or modified by an instrument in writing executed by both parties. Lessor shall not by any act, delay, omission or otherwise be deemed to have waived any of its rights or remedies under this Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then only to the extent therein set forth. A waiver by Lessor of any right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or remedy, which Lessor would otherwise have on any future occasion. If any term or provision of this Agreement or any application of any such term or provision is invalid or unenforceable, the remainder of this Agreement and any other application of such term or provision will not be affected thereby. Giving of all notices under this Agreement will be sufficient if mailed by certified mail to a party at its address set forth below or at such other address as such party may provide in writing from time to time. Any such notice mailed to such address will be effective one (1) day after deposit in the United States mail, duly addressed, with certified mail, postage prepaid. Lessee will promptly notify Lessor of any change in Lessee's address. This Agreement may be executed in multiple counterparts (including facsimile and pdf counterparts), but the counterpart marked "ORIGINAL" by Lessor will be the original lease for purposes of applicable law. All of the representations, warranties, covenants, agreements and obligations of each Lessee under this Agreement (if more than one) are joint and several. 17. SUCCESSORS AND ASSIGNS; GOVERNING LAW: Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its heirs, executors, personal representatives, successors and assigns, and will inure to the benefit of Lessor, Servicer, any other agent of Lessor and their respective successors and assigns. This Agreement will be governed by and construed in accordance with the substantive laws of the State of Missouri (determined without reference to conflict of law principles). 18. NON - PETITION: Each party hereto hereby covenants and agrees that, prior to the date which is one year and one day after payment in full of all indebtedness of Lessor, it shall not institute against, or join any other person in instituting against, Lessor any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceeding under the laws of the United States or any state of the United States. The provisions of this Section 18 shall survive termination of this Master Walkaway Lease Agreement. IN WITNESS WHEREOF, Lessor and LESSEE: City of Sanford 2T_1 By: Jeff Triplett Title: Mayor Address: Date Signed: have duly executed this Master Walkaway Lease Agreement as of the day and year first above written. LESSOR: Enterprise FM Trust By: Enterprise Fleet Management, Inc., its attorney in fact By: Derek James Title: Controller 300 N. Park Ave Sanford, FL 32771 Initials: EFMI� — C. Address: 5442 Hoffner Ave Orlando, FL 32812 Date Signed n \ Page 4 AMENDMENT TO MASTER WALKAWAY LEAS AGREEMENT THIS AMENDMENT ( "Amendment ") dated this _ L? _ day of Jyne, °1012 is a mo�o, and made a part of, the MASTER WALKAWAY LEASE AGREEMENT entered into on the day of . ,r12 ( "Agreement ") by and between Enterprise FM Trust. a Delaware statutory trust ( "Lessor' and City of Sanford ( "Lessee "). This Amendment is made for good and valuable consideration, the receipt of which is hereby acknowledged by the parties. Section 11(a) first paragraph, of the Master Walkaway Lease Agreement is amended to read as follows: If the requirements of any governmental or regulatory agency exceed the minimums stated in this Agreement, Lessee must obtain and maintain the higher insurance requirements. Lessee agrees that each required policy of insurance will by appropriate endorsement or otherwise name Lessor and any other person or entity designated by Lessor as additional insureds and loss payees, as their respective interests may appear. Further, each such insurance policy must provide the following: (i) that the same may not be cancelled, changed or modified until after the insurer has given to Lessor, Servicer and any other person or entity designated by Lessor at least thirty (30) days prior written notice of such proposed cancellation, change or modification, (ii) that no act or default of Lessee or any other person or entity shall affect the right of Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns to recover under such policy or policies of insurance in the event of any loss of or damage to any Vehicle and (iii) that the coverage is "primary coverage" for the protection of Lessee, Lessor, Servicer, any other agent of Lessor and their respective successors and assigns notwithstanding any other coverage carried by Lessee, Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns protecting against similar risks. Original certificates evidencing such coverage and naming Lessor, Servicer, any other agent of Lessor and any other person or entity designated by Lessor as loss payees shall be furnished to Lessor prior to the Delivery Date, and annually thereafter and /or as reasonably requested by Lessor from time to time. In the event of default, Lessee hereby appoints Lessor, Servicer and any other agent of Lessor as Lessee's attorney -in -fact to receive payment of, to endorse all checks and other documents and to take any other actions necessary to pursue insurance claims and recover payments if Lessee fails to do so. Any expense of Lessor, Servicer or any other agent of Lessor in adjusting or collecting insurance shall be borne by Lessee. Section 12 of the Master Walkaway Lease Agreement is amended to read as follows: INDEMNITY: To the extent permitted by Florida law, Lessee agrees to defend and indemnify Lessor, Servicer, any other agent of Lessor and their respective successors and assigns from and against any and all losses, damages, liabilities, suits, claims, demands, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) which Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns may incur by reason of Lessee's breach or violation of, or failure to observe or perform, any term, provision or covenant of this Agreement, or as a result of any loss, damage, theft or destruction of any Vehicle or related to or arising out of or in connection with the use, operation or condition of any Vehicle. The provisions of this Section 12 shall survive any expiration or termination of this Agreement. Nothing herein shall be deemed to affect the rights, privileges, and immunities of Lessee as set forth in Section 768.28 of the Florida Statutes and the foregoing indemnity provision is not intended to be a waiver of any sovereign immunity afforded to Lessee pursuant to Florida law. Section 17 of the Master Walkaway Lease Agreement is amended to read as follows: Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its heirs, executors, personal representatives, successors and assigns, and will inure to the benefit of Lessor, Servicer, any other agent of Lessor and their respective successors and assigns. This Agreement will be governed by and construed in accordance with the substantive laws of the State of Florida (determined without reference to conflict of law principles). The exclusive venue for any action under or related to the Agreement is in a state or federal court of competent jurisdiction in Seminole County, Florida. Section 19 of the Master Walkaway Lease Agreement is amended with the following additional paragraph: NON - APPROPRIATION: Lessee's funding of this Agreement shall be on a Fiscal Year basis and is subject to annual appropriations. Lessor acknowledges that Lessee is a municipal corporation, is precluded by the Florida State Constitution and other laws from entering into obligations that financially bind future governing bodies, and that, therefore, nothing in this Agreement shall constitute an obligation of future legislative bodies of the City of Sanford to appropriate funds for purposes of this Agreement. Accordingly, the parties agree that the lease terms' within this Agreement or any Schedules relating hereto are contingent upon appropriation of funds. The parties further agree that should the City of Sanford fail to appropriate such funds, the Lessor shall be paid all rentals due and owing hereunder up until the actual day of termination. In addition, Lessor reserves the right to be paid for any reasonable damages. These reasonable damages will be limited to the losses incurred by the Lessor for having to sell the vehicles on the open used car market prior to the end of the scheduled term (as determined in Section 3 and Section 14 of this Agreement). All references in the Agreement and in the various Schedules and addenda to the Agreement and any other references of similar import shall henceforth mean the Agreement as amended by this Amendment. Except to the extent specifically amended by this Amendment, all of the terms, provisions, conditions, covenants, representations and warranties contained in the Agreement shall be and remain in full force and effect and the same are hereby ratified and confirmed. . IN WITNESS Agreement as Af the _ City of OF, Lessor and Lessee have executed this Amendment to Master Walkaway Lease of June, 2012. W lVaMOV7CJl/ IN L _ J Enterprise FM Tr essor) By: Enterprise Fleet Man gement, Inc., its attorney in fact By h4X� Title: a=h nt e rpri se CREDIT APPLICATION - FLEET MANAGEMENT This information is for the use of our Fleet Management Department only and is held in strict confidence. Please complete all applicable items. Company Name C O FFICERS PR INCIPALS Years in Business City of Sanford Yrs. /Position Home Address Business (407) 740 - 5400 1857 Street Address City Mayor Other Items Included: State Zip 300 N Park Ave Sanford rdfl. ov Norton Bonaparte Jr., FL 32772 Phone # Fax # Ownership Proprietorship ❑ 11 ( 407 ) 688 - 500 0 (407 � 688 - 5021 Partnership Corporation ❑Type Local Government Type of Business Duns Number Local Government Cindy Lindsay Finance Director Parent Company or Affiliates: (Name & Address) Fleet Manager dfl. ov Jim Krzenski Tel 407 - 688 -5070 Ext 5174 FINANCIAL INF ORMATIO N Are your books prepared by an outside Accountant? ® Yes ❑ No C O FFICERS PR INCIPALS Name Title Yrs. /Position Home Address Business (407) 740 - 5400 ENCLOSING WITH APPLICATION email address Jeff Triplett Mayor Other Items Included: jeff.triplett @sanfo Fiscal Year Start (Month): October 1s' rdfl. ov Norton Bonaparte Jr., City Manager nbonaparte @san fordfl. ov Bill Smith Purchasing 11 smithb @sanfordfl Manager gov Cindy Lindsay Finance Director lindsayc @sanfor dfl. ov FINANCIAL INF ORMATIO N Are your books prepared by an outside Accountant? ® Yes ❑ No Accountant's Name Address Phone # Moore Stephen & Lovelace 1201 S Orlando Ave Ste 400 Orlando, FL 32789 (407) 740 - 5400 ENCLOSING WITH APPLICATION Financial Statements with footnotes (3 years) ®Audited ❑ Opinioned ❑Internal Published Annual Reports ❑ Yes ® No Income Tax Returns (3 years) ❑ Yes ® No Other Items Included: Federal ID Number: 59- 3070669 Fiscal Year Start (Month): October 1s' Enterprise Fleet Management will use the information provided in this application for the sole purpose of fleet related services /programs. Enterprise Fleet Management reserves the right to return this application if all sections are not completed or determined misleading. Enterprise Fleet Management will conduct future inquiries either on an annual basis or as fleet size increases, and reserves the right to ask for additional or updated information as the need warrants. RESOLVED, That this Corporation lease from Enterprise Fleet Management, hereinafter called Enterprise, from time to time, such motor vehicles upon such terms and onditions, as in the judgment of the Officer(s) or employee(s) hereinafter authorized, this Corporation mly require. RESOLVED FURTHER, that Name Jeff Triplett Mayor L' Title Mayor or Print Name Sign ture Name Bill Smith - Title Purchasing Manager or Print Name Sign re Name Cindy Lindsay Title Finance Director or Name Print Name Norton Bonaparte Jr., i n - ' Title City Manager Print Name Signatu are authorized and empowered on behalf of an in the name of this Corporation to execute Motor Vehicle Leases with Enterprise on such terms as may be agreed to by said person. I, Marlsol Ordonez Secretary of CITY OF SANFORD a Corporation in good standing in the State of Florida , do herby certify that the resolution appearing above is a true copy of a resolution of the Board of Directors of said Corporation duly passed and adopted at a meeting of said Board of Direct hich wa d y called and held in all respects as required by law and the bylaws of said Corporation on the day of 20 I further certify that said resolution has not been amended or revoked and is still in full force and effect. Date r i/p YLIP Rrirted_Name. r1 (SEAL) —r-,.'�kgrlature itle (Secretary a F rn 1 202 - updated 8'0" CITY COMMISSION MEMORANDUM 1 2.085 JUNE 11, 2012 AGENDA TO: Honorable Mayor and Members of the City Con PREPARED BY: Jim Krzenski, Administrative Services Manager SUBMITTED BY: Norton N. Bonaparte, Jr., City Manager SUBJECT: Request to Amend the Operational Bud z SYNOPSIS: WS RM Item No. 2. Ci A request to approve Resolution No. 2306 amending the Operational Budget in support of the Police Department's Vehicle Procurement Plan is requested. FISCAL/STAFFING STATEMENT: The 2012 budget included $470,000 in support of purchasing 16 police replacement vehicles. Funding in the amount of $76,968 will be transferred from the Police Department's approved Capital Budget to the Operating Budget in support of leasing 17 unmarked vehicles, and $14,500 will be transferred from the Capital Budget to the Operating Budget in support of renting four vehicles. BACKGROUND: This funding transfer is in support of the Vehicle Procurement Plan which the Commission approved at the January 23, 2012 meeting. LEGAL REVIEW: N/A RECOMMENDATION: It is staff's recommendation that the City Commission approve Resolution No. 2306 amending the operational budget in support of the Police Department's Vehicle Procurement Plan. SUGGESTED MOTION: "I move to approve Resolution No. 2306 ". Attachments: a • Resolution No. 2306 • Attachment "A" r Resolution No. 2306 A Resolution of the City of Sanford, Florida, amending the City's annual operating budget for the fiscal year beginning October 1, 2011 and ending September 30, 2012; providing for implementing administrative actions; providing for a savings provision; providing for conflicts; providing for severability and providing for an effective date. Whereas, the Commission of the City of Sanford, Florida has adopted an annual operating budget for the fiscal year beginning October 1, 2011 and terminating on September 30, 2012 specifying certain projected revenues and expenditures for the operations of Sanford municipal government; and Whereas, the City's budget presumes that each department generally will, to the best of their ability, maintain its expenditures within its allocated budgeted level and exercise prudence in expending funds during the course of the City's fiscal year; and Whereas, from time -to -time circumstances and events may require that the original City budget may need revision; and Whereas, the City Commission, in its judgment and discretion, has the authority to adjust the budget to more closely coincide with actual and expected events. Now, therefore, be it adopted and resolved by the City Commission of the City of Sanford, Florida as follows: Section 1. Adoption of Budget Amendment. The annual operating budget of the City of Sanford for the fiscal year beginning October 1, 2011 and terminating on September 30, 2012 is hereby revised and amended by Attachment "A ". The Attachment is hereby incorporated into this Resolution as if fully set forth herein verbatim. Except as amended herein, the annual operating budget for the City of Sanford for fiscal year beginning October 1, 2011 and I. 3 terminating on September 30, 2012 shall remain in full force and effect. Section 2. Implementing administrative actions. The City Manager, or designee, is hereby authorized and directed to implement the provisions of this Resolution by means of such administrative actions as may be deemed necessary and appropriate. Section 3. Savings. The prior actions of the City of Sanford relating to the adoption of the City budget and related activities are hereby ratified and affirmed. Section 4. Conflicts. All resolutions or parts of resolutions in conflict with this Resolution are hereby repealed. Section 5. Severability. If any section, sentence, phrase, word, or portion of this Resolution is determined to be invalid, unlawful or unconstitutional, said determination shall not be held to invalidate or impair the validity, force or effect of any other section, sentence, phrase, word, or portion of this Resolution not otherwise determined to be invalid, unlawful, or unconstitutional. Section 6. Effective Date. This Resolution shall become effective immediately upon enactment. 21I age Passed and adopted this 11th day of June, 2012. Attest: City Commission f f the City of Sanford anet R. Dougherty, CityClerk v Jeff Triplett, For use and reliance of the Sanford City Commission only. Approved as to form and legality. illiam L. Colbert, City Attorney 1h mr—ld _ fleet management ENTERPRISE FLEET MANAGEMENT PROGRAM Physical Damage Management Proposal Customer Name: City of Sanford Date: 300 N. Park Ave. Expiration: Sanford, FL 32771 Customer Number: 435422 Gr /Br: 1 GL1 Monthly fee per vehicle for services specified below: 5/31/2012 LESSEE RESPONSIBILITY Comprehensive Option Collision Option *Loaner Car (30 Day Max.) * *Hired Car Physical Damage $500.00 $500.00 $30 a day n/a ENROLLMENT FEE $12.00 $13.00 n/a n/a Total Monthly Enrollment Fee: $25.00 *Loaner car option is $30 per day. (maximum of 30 days) * *Hired Car PD is a maximum $25,000 Quote is for vehicles that are leased from Enterprise nt p only. Date INDEMNITY AGREEMENT This Agreement is entered into as of the 1�day of V t " 2012, by and between Enterprise Fleet Management, Inc., (EFM), a Missouri corporation, and City of Sanford WITNESSETH: INDEMNITY: Enterprise Fleet Management, Inc. ( "EFM ") agrees to defend and indemnify City of Sanford from and against any and all losses, damages, liabilities, suits, claims, demands, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) which City of Sanford may incur by reason of EFM's breach or violation of, or failure to observe or perform, any of its obligations as Servicer (EFM in such capacity, "Servicer ") for Enterprise FM Trust in connection with the Master Walkaway Lease Agreement between City of Sanford and Enterprise FM Trust dated as of the date hereof, or as a result of any loss, damage, theft or destruction of any Vehicle or related to or arising out of or in connection with the use, operation or condition of any Vehicle, in each case, while the Vehicle was in possession of the Servicer. Capitalized terms used herein and not defined herein shall have the meanings given in the Lease. IN WITNESS WJEREOF, EFM and City of Sanford have executed this Indemnity Agreement as of the day d year first above written. Company: Xn EFM: ENTERPRISE FLEET MANAGEMENT INC. F Address: Address: CERTIFICATE OF COVERAGE Certificate Holder Administrator Issue Date 3/13/12 ENTERPRISE Florida League of cities, Inc. Department of Insurance and Financial Services 5443 HOFFNER AVENUE P.O. Box 530065 ORLANDO, FL 32812 Orlando, Florida 32853 -0065 COVERAGES THIS IS TO CERTIFY THAT THE AGREEMENT BELOW HAS BEEN ISSUED TO THE DESIGNATED MEMBER FOR THE COVERAGE PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE COVERAGE AFFORDED BY THE AGREEMENT DESCRIBED HEREIN IS SURIECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH AGREEMENT COVERAGE PROVIDED BY: FLORIDA MUNICIPAL INSURANCE TRUST AGREEMENT NUMBER: FMIT 0529 COVERAGE PERIOD: FROM 10/1/11 COVERAGE PERIOD: TO 10/1/12 12:01 AM STANDARD TIME TYPE OF COVERAGE - LIABILITY TYPE OF COVERAGE - PROPERTY General Liability Buildings Miscellaneous MX Comprehensive General Liability, Bodily Injury, Property Damage, Basic Form ❑ Inland Marine Personal Injury and Advertising Injury Special Form ❑ Electronic Data Processing © Errors and Omissions Liability Personal Property ❑ Bond ® Employment Practices Liability ❑ Basic Form Q Employee Benefits Program Administration Liability ❑ Special Form © Medical Attendants' /Medical Directors' Malpractice Liability Agreed Amount ❑X Broad Form Property Damage ❑ Deductible N/A ❑X Law Enforcement Liability F� Coinsurance N/A © Underground, Explosion & Collapse Hazard Blanket Limits of Liability Specific * Combined Single Limit ❑ Replacement Cost Deductible Stoploss $25,000 ❑ Actual Cash Value Automobile Liability Limits of Liability on File with Administrator ❑X All owned Autos (Private Passenger) TYPE OF COVERAGE - WORKERS' COMPENSATION ❑X All owned Autos (Other than Private Passenger) ❑ Statutory Workers' Compensation ❑X Hired Autos ❑ Employers Liability $1,000,000 Each Accident ❑X Non -Owned Autos $1,000,000 By Disease $1,000,000 Aggregate By Disease Limits of Liability ❑ Deductible N/A * Combined Single Limit SIR Deductible N/A Deductible Stoploss $25,000 Automobile/ Equipment - Deductible ❑X Physical Damage Per Schedule - Comprehensive - Auto Per Schedule - Collision - Auto NA - Miscellaneous Equipment Other * The limit of liability is $200,000 Bodily Injury and /or Property Damage per person or $300,000 Bodily Injury and /or Property Damage per occurrence. These specific limits of liability are increased to $3,000,000 for General Liability and $2,000,000 for Automobile Liability (combined single limit) per occurrence, solely for any liability resulting from entry of a claims bill pursuant to Section 768.28 (5) Florida Statutes or liability/settlement for which no claims bill has been filed or liability imposed pursuant to Federal Law or actions outside the State of Florida. Description of Operations /Locations /Vehicles /Special Items RE: Rental of vehicles for Police Department THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE AGREEMENT ABOVE. Designated Member Cancellations CITY OF SANFORD SHOULD ANY PART OF THE ABOVE DESCRIBED AGREEMENT BE CANCELED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 45 DAYS WRITTEN NOTICE TO THE PO BOX 1788 CERTIFICATE HOLDER NAMED ABOVE, BUT AO OBLIGATION OR LIABILITY OF ANY (IND UPON L THE PROG ITS AGENTS OR REPRESENT IVES SANFORD FL 32772 -1788 kD AUTHORIZED REPRESENTATIVE FMI -CERT (10/2011) MASTER WALKAWAY LEASE AGREEMENT This Master Walkaway Lease Agreement is entered into this second day of December, 2009 by and between Enterprise Leasing Company of Florida, LLC, a Delaware Limited Liability Company doing business as "Enterprise fleet Management" ('Lessor"), and the lessee whose name and address is set forth on the signature page below ("Lessee "). 1. LEASE OF VEHICLES: Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the vehicles ( "Vehicle(s)") described in the schedules from time to time delivered by Lessor to Lessee as set forth below ('Schedule(s) ") for the rentals and on the terms set forth In this Agreement and in the applicable Schedule. References to this "Agreement" shall Include this Master Walkaway Lease Agreement and the various Schedules and addenda to this Master Walkaway Lease Agreement. Lessor will, on or about the date of delivery of each Vehicle to Lessee, send Lessee a Schedule covering the Vehicle, which will include, among other things, a description of the Vehicle, the lease term and the monthly rental and other payments due with respect to the Vehicle. The terms contained in each such Schedule will be binding on Lessee unless Lessee objects in writing to such Schedule within ten (10) days after the date of delivery of the Vehicle covered by such Schedule. This Agreement is a lease only and Lessor will at all times remain the owner of the Vehicles and Lessee will have no right, title or interest in or to the Vehicles except for the use of the Vehicles as described in this Agreement. This Agreement shall be treated as a true lease for federal and applicable state income tax purposes with Lessor having all benefits of ownership. 2. TERM: The term of this Agreement (`Term') for each Vehicle begins on the date such Vehicle is delivered to Lessee (the "Delivery Date ") and, unless terminated earlier in accordance with the terms of this Agreement, continues for the "Lease Term' as described in the applicable Schedule. 3. RENT AND OTHER CHARGES: (a) Lessee agrees to pay Lessor monthly rental according to the Schedules and this Agreement. The monthly rental payments will be in the amount listed as the "Total Monthly Rental including Additional Services" on the applicable Schedule and will be due and payable in advance on the first day of each month. If a Vehicle is delivered to Lessee on any day other than the first day of a month, monthly rental payments will begin on the first day of the next month. In addition to the monthly rental payments, Lessee agrees to pay Lessor a pro -rated rental charge for the number of days that the Delivery Date precedes the first monthly rental payment date. Lessee agrees to pay Lessor the "Total initial Charges" set forth in each Schedule on the due date of the first monthly rental payment under such Schedule. Lessee agrees to pay Lessor the "Service Charge Due at Lease Termination" set forth in each Schedule at the end of the applicable Term (whether by reason of expiration, early termination or otherwise). (b) The monthly rental rate allows the number of miles per month as set forth in the applicable Schedule. Lessee agrees to pay Lessor at the and of the applicable Term (whether by reason of expiration, early termination or otherwise) an excess mileage charge for any miles In excess of this average amount per month at the rate set forth in the applicable Schedule. (c) Any security deposit of Lessee will be returned to Lessee at the end of the applicable Term, except that the deposit will first be applied to any losses and /or damages suffered by Lessor as a result of Lessee's breach of or default under this Agreement and /or to any other amounts then owed by Lessee to Lessor. (d) Any rental payment or other amount owed by Lessee to Lessor which Is not paid within twenty (30) days after its due date will accrue interest, payable on demand of Lessor, from the date due until paid In full at a rate per annum equal to the lesser of (i) Eighteen Percent (12 %) per annum or (ii) the highest rate permitted by applicable law (the "Default Rate "). (e) If Lessee fails to pay any amount due under this Agreement (including maintenance management or VIP Rental billings) or to comply with any of the covenants contained in this Agreement, Lessor may, at its option, pay such amounts or perform such covenants and all sums paid or Incurred by Lessor In connection therewith will be repayable by Lessee to Lessor upon demand together with Interest thereon at the Default Rate. 4. USE AND SURRENDER OF VEHICLES: Lessee agrees to allow only duly authorized, licensed and Insured drivers to use and operate the Vehicles. Lessee agrees to comply with, and cause its drivers to comply with, all laws, statutes, rules, regulations and ordinances and the provisions of all Insurance policies affecting or covering the Vehicles or their use or operation. Lessee agrees to keep the Vehicles free of all liens, charges and encumbrances. Lessee agrees that in no event will any Vehicle be used or operated for transporting hazardous substances or persons for hire, for any illegal purpose or to pull trailers that exceed the manufacturer's trailer towing recommendations. Lessee agrees that no vehicle is intended to be or will be utilized as a'school bus' as defined in the Code of Federal Regulations or any applicable state or municipal statute or regulation. Lessee agrees not to remove any Vehicle from the continental United States without first obtaining Lessor's written consent At the expiration or earlier termination of this Agreement with respect to each Vehicle, or upon demand by Lessor made pursuant to Section 14, Lessee at its risk and expense agrees to return such Vehicle to Lessor at such place and by such reasonable means as may be designated by Lessor. In the same repair, condition and working order as at the commencement of the applicable Term, reasonable wear and tear resulting from proper use excepted. if a Vehicle Is not returned in the required condition, Lessee agrees to pay Lessor, at Lessor's option, the estimated cost to restore such Vehicle to such condition, or the actual cost of restoration, If the Vehicle is restored. If for any reason Lessee fails to return any Vehicle to Lessor as and when required In accordance with this Section, Lessee agrees to pay Lessor additional rent for such Vehicle at twice the normal pro -rated dally rent. Acceptances of such additional rent by Lessor will in no way limit Lessors remedies with respect to Lessee's failure to return any Vehicle as required hereunder. Initials: EFM Cust Page 1 Doc: 97444 V. (CAD Fite 2009-290) 5. COSTS, EXPENSES, FEES AND CHARGES: Lessee agrees to pay 211 costs, expense, fees, charges, fines, tickets, and penalties Incurred in connection with the rental, use or operation of the vehicles during the term. If Lessor incurs any such costs or expenses, Lessee agrees to reimburse Lessor for the same within thirty (30) calendar days of notice of the expenses, provided Lessor submits the request for payment in writing and with proper documentation of the expenses. 6. LICENSE AND CHARGES: Each Vehicle will be licensed in Lessor's. Certain other charges relating to the acquisition of each Vehicle and paid or satisfied by Lessor have been capitalized in determining the monthly rental:, treated as an initial charge or otherwise charged to Lessee. Such charges have been determined without reduction for trade -in, exchange allowance or other credit attributable to any Lessor -owned vehicle. 7. REGISTRATION PLATES, ETC.: Unless specified differently in Schedule, Lessee agrees, at Its expense, to obtain in the name of Lessor all registration plates and other plates, permits, Inspections and/or licenses required in connection with the Vehicles, except for the Initial registration plates which Lessor will obtain at Lessee's expense. The parties agree to cooperate and to furnish any and all information or documentation, which may be reasonably necessary for compliance with the provisions of this Section or any federal, state or local law, rule, regulation or ordinance. Lessee agrees that it will not permit any Vehicle to be located in a state other than the state in which such Vehicle is then titled for any continuous period of time that would require such Vehicle to become subject to the titling and/or registration laws of such other state. 8. IMPROVEMENTS AND MAINTENANCE OF VEHICLES: Unless specified differently In Schedule: (a) Lessee agrees, at its expense, to (1) maintain the Vehicles in good condition, repair, maintenance and running order and in accordance with all manufacturer's instructions and warranty requirements and all legal requirements and (ii) furnish all labor, materials, parts and other essentials required for the proper operation and maintenance of the Vehicles. Any alterations, additions, replacement parts or improvements to the Vehicles will become and remain the property of Lessor and will be returned with the Vehicles pursuant to Section 4. Notwithstanding the foregoing, so long as no Event of Default has occurred and is continuing, Lessee shalt have the right to remove any additional equipment installed by Lessee on a Vehicle prior to returning such Vehicle to Lessor under Section 4 so long as Lessee repairs any damage to such Vehicle caused by such removal. The value of such alterations, additions, replacement parts and Improvements will in no instance be regarded as rent. Without the prior written consent of Lessor, Lessee will not make any alterations, additions, replacement parts or improvements to any Vehicle which detracts from its economic value or functional utility. Lessor will not be required to make any repairs or replacements of any nature or description with respect to any Vehicle, to maintain or repair any Vehicle or, except as set forth in Section 8(b) below, to make any expenditure whatsoever in connection with any Vehicle or this Agreement. (b) Notwithstanding the provisions of Section 8(a) above, If Section 4 of a Schedule Includes a charge for maintenance, Lessor agrees that subject to the terms and conditions of this Section 8(b), It will pay for, or reimburse Lessee for its payment of, all costs and expenses incurred in connection with the maintenance or repair of the Vehide(s) covered by such Schedule (each, a "Covered Vehicle "). This Section 8(b) does not cover, and Lessee will remain responsible for and pay for, (I) fuel, (11) oil and other fluids between changes, (iii) fire repair and replacement, (iv) washing, (v) repair of damage due to lack of maintenance by Lessee between scheduled services (Including, without limitation, failure to maintain fluid levels), (vi) maintenance or repair of any alterations to a Covered Vehicle or of any after - market components (this Section 8(b) covers maintenance and repair only of the Covered Vehicles themselves and any factory- Installed components and does not cover maintenance or repair of chassis alterations, add-on bodies (including, without limitation, step vans) or other equipment (including, without limitation, lift gates and PTO controls) which is installed or modified by a dealer, body shop, upfitter or anyone else other than the manufacturer of the Covered Vehicle, (vii) any service and /or damage resulting from, related to or arising out of an accident, a collision, theft, fire, freezing, vandalism, riot, explosion, other Acts of God, an object striking the Covered Vehicle, improper use of the Covered Vehicle (including, without limitation, driving over curbs, overloading, racing or other competition) or Lessee's failure to maintain the Covered Vehicle as required by this Agreement, (viii) roadside assistance or towing for vehicle maintenance purposes, (ix) mobile services, (x) the cost of loaner or rental vehicles or (A) if the Covered Vehicle Is a truck, (A) manual transmission dutch adjustment or replacement, (B) brake adjustment or replacement or (C) front axle alignment.. Whenever it is necessary to have a Covered Vehicle serviced, Lessee agrees to have the necessary work performed by an authorized dealer of such Covered Vehicle or by a service facility acceptable to Lessor. In every case, if the cost of such service will exceed $50.00, Lessee must notify Lessor and obtain Lessor's authorization for such service and Lessor's instructions as to where such service shall be made and the extent of service to be obtained. Lessee agrees to furnish an Invoice for all service to a Covered Vehicle, accompanied by a copy of the shop or service order (odometer mileage must be shown on each shop or service order). Lessor will not be obligated to pay for any unauthorized charges or those exceeding $50.00 for one service on any Covered Vehicle unless Lessee has compiled with the above terms and conditions. Lessor will not have any responsibility to pay for any services in excess of the services recommended by the manufacturer, unless otherwise agreed to by Lessor. Notwithstanding any other provision of this Section 8(b), 0) all service performed within one hundred twenty (120) days prior to the last day of the scheduled Term must be authorized by and have the prior consent and approval of Lessor and any service not so authorized will be the responsibility of and be paid for by Lessee and (ii) Lessor is not required to provide or pay for any service to any covered Vehicle after 100,000 miles. Lessor may, at Its option, provide Lessee with an authorization card (the "Enterprise Card ") for use in authorizing the payment of charges incurred In connection with the maintenance of the Covered Vehicles. Lessee agrees to be liable to Lessor for, and upon receipt of a monthly or other statement from Lessor, Lessee agrees to pay to Lessor, all charges made by or for the account of Lessee with the Enterprise Card (other than any charges which are the responsibility of Lessor under the terns of this Section 8(b)). Lessor reserves the right to change the terms and conditions for the use of the Enterprise Card at any time. The Enterprise Card remains the property of Lessor and Lessor may revoke Lessee's right to possess or use the Enterprise Card at any time. Upon termination or expiration of the Agreement or upon the demand of Lessor. Lessee must return the Enterprise Card to Lessor. The Enterprise Card Is non - transferable. The monthly maintenance charge set Initials: EFM A(CAO Cust Page 2 Doc: 97444 File 2009 -290) forth on each applicable Schedule allows the number of miles per month as set forth in such Schedule. Lessee agrees to pay Lessor at the end of the applicable Term (whether by reason of expiration, early termination or otherwise) an overmlleage maintenance charge for any miles in excess of this average amount per month at the rate set forth in the applicable Schedule. 9. SELECTION OF VEHICLES AND DISCLAIMER OF WARRANTIES: (a) LESSEE ACCEPTANCE OF DELIVERY AND USE OF EACH VEHICLE WILL CONCLUSIVELY ESTABLISH THAT SUCH VEHICLE IS OF A SIZE, DESIGN, CAPACITY, TYPE AND MANUFACTURE SELECTED BY LESSEE AND THAT SUCH VEHICLE IS IN GOOD CONDITION AND REPAIR AND IS SATISFACTORY IN ALL RESPECTS AND IS SUITABLE FOR LESSEE'S PURPOSE. LESSEE ACKNOWLEDGES THAT LESSOR IS NOT A MANUFACTURER OF OR A DEALER IN ANY VEHICLE OR AN AGENT OF A MANUFACTURER OF OR A DEALER IN ANY VEHICLE. (b) LESSOR MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY VEHICLE, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATION OR WARRANTY AS TO CONDITION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, IT BEING AGREED THAT ALL SUCH RISKS ARE TO BE BORNE BY LESSEE. THE VEHICLES ARE LEASED 'AS iS, "WITH ALL FAULTS." All warranties made by any supplier, vendor and/or manufacturer of a Vehicle are hereby assigned by Lessor to Lessee for the applicable Term and Lessee's only remedy, if any, Is against the supplier, vendor or manufacturer of the Vehicle. No defect, unfitness or lack of governmental approval in, of or with respect to a Vehicle regardless of the cause or consequence will relieve Lessee from the performance of its obligations under this Agreement, including the payment of rent. (c) Lessor will not be liable to Lessee for any liability, claim, loss, damage (direct, incidental or consequential) or expense of any kind or nature, caused directly or Indirectly, by any Vehicle or any Inadequacy of any Vehicle for any purpose or any defect (latent or patent) in any Vehicle or the use or maintenance of any Vehicle or any repair, servicing or adjustment of or to any Vehicle, or any delay in providing or failure to provide any Vehicle, or any interruption or loss of service or use of any Vehicle, or any loss of business or any damage whatsoever and however caused. in addition, Lessor will have no liability to Lessee under this Agreement or under any order authorization form executed by Lessee If Lessor Is unable to locate or purchase a Vehicle ordered by Lessee or for any delay in delivery of any Vehicle ordered by Lessee. 10. RISK OF LOSS: Upon delivery of vehicles, Lessee assumes and agrees to bear the entire risk of loss of, theft of, damage to or destruction of any Vehicle from any cause whatsoever ( "Casualty Occurrence"). No Casualty Occurrence to any Vehicle will relieve Lessee from its obligation to pay rent or to perform any of its other obligations under this Agreement. In the event of a Casualty Occurrence, Lessee shall give Lessor prompt notice of the Casualty Occurrence and thereafter will place the applicable Vehicle In good repair, condition and working order: provided, however, that If the applicable Vehicle is determined by Lessor to be lost, stolen, destroyed or damaged beyond repair (a "Totaled Vehicle "), Lessee agrees to pay Lessor no later than the due date of the next following monthly rent payment with respect to such Totaled Vehicle the total of (1) all rent and other amounts, if any, due at the time of such payment and allocable to the Totaled Vehicle plus (II) the replacement value, as determined by Lessor in good faith, of the Totaled Vehicle immediately prior to the Casualty Occurrence. Upon such payment, this Agreement will terminate with respect to such Totaled Vehicle. 11. INSURANCE: (a) Lessee is, and will remain, a fully qualified liability self - insurer under Florida Statute 768.28 to the extent and limits provided by statute. This self - insurance will cover any liability resulting from the operation of vehicles by the Lessee's officers, agents, and employees while acting in the scope and course of their employment for Lessee. Lessee is a fully qualified self- insurer under Chapter 440, Florida Statutes, for Workers Compensation. Lessee will furnish a letter of self - Insurance upon commencement of this Agreement. Lessor acknowledges that Lessee has provided to Lessor a copy of the Certificate of Coverage issued by the Florida League of Cities, Inc. If the requirements of any governmental or regulatory agency exceed the minimums stated in this Agreement, Lessee must obtain and maintain the higher limits. Lessee agrees that each required policy of self insurance will by appropriate endorsement or otherwise name Lessor as an additional insured and as a loss payee, as its interests may appear. Further, each such self insurance policy must provide the following: (i) that the same may not be cancelled, changed or modified until after the insurer has given to Lessor or Its assigns at least a thirty (30) day prior written notice of such proposed cancellation, change or modification, (ii) that no act or default of Lessee or any other person shall affect the right of Lessor to recover under such policy or policies of insurance In the event of any loss of or damage to any Vehicle and (iii) that the coverage Is 'primary coverage" for the protection of Lessee and Lessor notwithstanding any other coverage carried by Lessee or Lessor protecting against similar risks. Original certificates evidencing such coverage and naming Lessor as an additional insured and loss payee, shalt be furnished to Lessor prior to the Delivery Date, and annually thereafter and /or as reasonably requested by Lessor from time to time. In the event of default, Lessee hereby appoints Lessor as Lessee's attorney in -fact to receive payment of, to endorse all checks and other documents and to take any other actions necessary to pursue Insurance claims and recover payments If Lessee falls to do so. Any expense of Lessor in adjusting or collecting insurance shall be tome by Lessee. Lessee, its drivers, servants and agents agree to cooperate fully with Lessor and any insurance carriers In the Investigation, defense and prosecution of all claims or suits arising from the use or operation of any Vehicle. If any claim is made or action commenced for death, personal Injury or property damage resulting from the ownership, maintenance, use or operation of any Vehicle, Lessee will promptly notify Lessor of such action or claim and forward to Lessor a copy of every demand, notice, summons or other process received In connection with such claim or action. Initials: EFM Cust Page 3 Doc: 97444 A(( File 2009 -290) 12. INDEMNITY: To the extent permitted by law. Lessee agrees to defend and indemnify Lessor from and against any and all losses, damages, liabilities, suits, claims, demands, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) which Lessor may incur by reason of Lessee's breach or violagon of, or failure to observe or perform, any term, provision or covenant of this Agreement, or as a result of any loss, damage, theft or destruction of any Vehicle or related to or arising out of or in connection with the use, operation or condition of any of the Vehicles. The provisions of this Section 12 shall survive any expiration or termination of this Agreement. 13. INSPECTION OF VEHICLES; ODOMETER DISCLOSURE; FINANCIAL STATEMENTS: Lessee agrees to accomplish, at Its expense, all inspections of the Vehicles required by any governmental authority during the Tenn. Lessor will have the right to Inspect any Vehicle at any reasonable time(s) during the Term and for this purpose to enter into or upon any building or place where any Vehicle is located. Lessee agrees to comply with all odometer disclosure laws, rules and regulations and to provide such written and signed disclosure information on such forms and in such manner as directed by Lessor. Providing false Information or failure to complete the odometer disclosure form as required by law may result in fines and/or imprisonment. Lessee hereby agrees to promptly deliver to Lessor such financial statements and other financial information regarding Lessee as Lessor may from time to time reasonably request. 14. DEFAULT; REMEDIES: Unless specifled differently in Schedule The following shall constitute events of default ( "Events of Defaulr) by Lessee under this Agreement. (a) if Lessee fails to pay when due any rent or other amount due under this Agreement; (b) if Lessee fails to perform, keep or observe any other term, provision or covenant contained In this Agreement; (c) any seizure or confiscation of any Vehicle or any other act (other than a Casualty Occurrence) otherwise rendering any Vehicle unsuitable for use (as determined by Lessor); (d) if any present or future guaranty in favor of Lessor of all or any portion of the obligations of Lessee under this Agreement shall at any time for any reason cease to be in full force and effect or shall be declared to be null and void by a court of competent jurisdiction, or If the validity or enforceability of any such guaranty shall be contested or denied by any guarantor, or if any guarantor shall deny that it he or she has any further liability or obligation under any such guaranty or If any guarantor shall fail to comply with or observe any of the terms, provisions or conditions contained In any such guaranty, (e) the occurrence of a material adverse change in the financial condition or business of Lessee or any guarantor, or (f) if Lessee or any guarantor is in default under or fails to comply with any other present or future agreement with or in favor of Lessor, Enterprise Rent -A-Car Company or any direct or indirect subsidiary of Enterprise Rent -A-Car Company. For purposes of this Section 14, the term "guarantor" shall mean any present or future guarantor of all or any portion of the obligations of Lessee under this Agreement. Upon the occurrence of any Event of Default, Lessor, without notice to Lessee, will have the right to exercise concurrently or separately (and without any election of remedies being deemed made), the following remedies: (a) Lessor may demand and receive immediate possession of any or all of the Vehicles from Lessee, without releasing Lessee from Its obligations under this Agreement; if Lessee fails to surrender possession of the Vehicles to Lessor on default (or termination or expiration of the Term), Lessor and its agents and independent contractors shalt have the right to enter upon any premises where the Vehicles may be located and to remove and repossess the Vehicles; (b) Lessor may enforce performance by Lessee of its obligations under this Agreement; (c) Lessor may recover damages and expenses sustained by Lessor by reason of Lessee's default including, to the extent permitted by applicable taw, all costs and expenses, Including court costs and reasonable attorneys' fees and expenses, incurred by Lessor In attempting or effecting enforcement of its rights under this Agreement (whether or not litigation is commenced) and /or in connection with bankruptcy or insolvency proceedings; (d) upon written notice to Lessee, Lessor may terminate Lessee's rights under this Agreement; (e) with respect to each Vehicle, Lessor may recover from Lessee (t) either the Vehide (in the condition required by Section 4) or the estimated undamaged wholesale value of the Vehicle (as determined by Lessor in good faith) plus (li) all accrued and unpaid rent for such Vehicle for the period ending on, and all other amounts owed by Lessee with respect to such Vehicle as of, the date ail of the amounts owed by Lessee to Lessor under this clause (e) (including the amounts owed under this subclause Cl)) are paid In full (the 'Payment Date ") plus (iii) an amount equal to three (3) months rent plus (iv) Thirty Percent (30 %) of the total future rent due under the applicable Schedule for the period commencing on the Payment Date and ending on the last day of the scheduled Term; and /or (f) Lessor may exercise any other right or remedy which may be available to Lessor under the Uniform Commercial Code, any other applicable law or in equity. A termination of this Agreement shall occur only upon written notice by Lessor to Lessee. Any termination shall not affect Lessee's obligation to pay all amounts due for periods prior to the effective date of such termination or Lessee's obligation to pay any Indemnities under this Agreement. Ail remedies of Lessor under this Agreement or at law or in equity are cumulative. 15. ASSIGNMENTS: Lessor may from time to time assign, pledge or transfer this Agreement and any or all of its rights and obligations hereunder to an affiliate of Lessor. Lessee agrees, upon notice of any such assignment, pledge or transfer, to pay all amounts due or to become due under this Agreement to such assignee, pledgee or transferee. Each such assignee, pledgee or transferee will have all of the rights and obligations of Lessor that have been assigned to it under this Agreement. Lessee's rights and interest in and to the Vehicles are and will continue at all times to be subject and subordinate in an respects to any assignment, pledge or transfer now or hereafter executed by Lessor with or in favor of any such assignee, pledgee or transferee, provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has occurred and is continuing. Without the prior written consent of Lessor, Lessee may not assign, sublease, transfer or pledge this Agreement, any Vehicle, or any interest In this Agreement or in and to any Vehicle, or permit its rights under this Agreement or any Vehide to be subject to any lien, charge or encumbrance. Lessee's Interest In this Agreement is not assignable and cannot be assigned or transferred by operation of law. Lessee win not transfer or relinquish possession of any Vehicle (except for the sole purpose of repair or service of such Vehicle) without the prior written consent of Lessor. Initials: EFM—e— Cust Page 4 Doc: 97444 v. 2 (CAO Fite 2009 -290) 16. MISCELLANEOUS: This Agreement contains the entire understanding of the parties. Any modification or amendment of this Agreement may be made only by an instrument in writing executed by both parties. Lessor shall not by any act, delay, omission or otherwise be deemed to have waived any of its rights or remedies under this Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then only b the extent therein set forth. A waiver by Lessor of any right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or remedy, which Lessor would otherwise have on any future occasion. If any term or provision of this Agreement or any application of any such term or provision is invalid or unenforceable, the remainder of this Agreement and any other application of such term or provision will not be affected thereby. Giving of all notices under this Agreement will be sufficient If mailed by certified mall to a party at its address set forth below or at such other address as such party may provide in writing from time to time. Any such notice mailed to such address will be effective one (1) day after deposit in the United States mail, duly addressed, with certified mail, postage prepaid. Lessee will promptly notify Lessor of any change in Lessee's address. This Agreement may be executed in multiple counterparts (including telecopy counterparts), but the counterpart marked "ORIGINAL' by Lessor will be the original lease for purposes of applicable law. All of the representations, warranties, covenants, agreements and obligations of each Lessee under this Agreement (if more than one) are joint and several. All references in the AGREEMENT and in the various Schedules and addenda to the AGREEMENT and any other references of similar import shall henceforth mean the AGREEMENT as amended by this Amendment. Except to the extent specifically amended by this Amendment, all of the terms, provisions, conditions, covenants, representations and warranties contained in the AGREEMENT shall be and remain in full force and effect and the same are hereby ratified and confirmed. 17. NON - APPROPRIATION: In the event no funds or insufficient funds are appropriated and budgeted in any fiscal year for lease charges under this Agreement, then Lessee shall immediately notify Lessor or its assignee of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to Lessee of any kind whatsoever, except as to lease charges or portions of lease charges herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available. In the event of such termination, Lessee agrees to peaceably surrender possession of the lease vehicles to Lessor or its assignee on the date of such termination. Lessor shall have all legal and equitable rights and remedies to take possession of the vehicles upon such termination. 18. SUCCESSORS AND ASSIGNS; GOVERNING LAW: Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its heirs, executors, personal representatives, successors and assigns, and will inure to the benefit of Lessor and its successors and assigns. This Agreement will be governed by and construed in accordance with the substantive laws of the state where Lessor's office is located (as set forth below), which law will apply In the event of any conflict of law. IN WITNESS WHEREOF, Lessor and Lessee have duly executed this Master Walkaway Lease Agreement as of the day and year first above written, LESSEE: City of Coral Springs By: Scott Brook Title: Mayor Address: 9551 West Sample Road Coral Springs, FL_33005 LESSOR: Enter 's Fleet Management By: Brett A Fran Title: Vice President - Fleet Management Address: 5105 Johnson Road Coconut Creek FL 33073 Date Signed:. APProw%d iTs to Fwnaj , qAssis Date Signed: Schedule — RFP # 09 -C-116 Initials: EFM 0 , Cust Page 5 Doc: 97444 v. 2 (CAO File 2009 -290) Schedule — RFP # 09-C -116 AMENDMENT TO MASTER WALKAWAY LEASE AGREEMENT THiS AMENDMENT ( "Amendment) dated this 2 n4 day of December, 2009 is attached to, and made a part of, the MASTER WALKAWAY LEASE AGREEMENT ( "AGREEMENT") entered into on the 2 nd day of December, 2009 ( "Agreement) by and between Enterprise Leasing Company of Florida, LLC doing business as Enterprise Fleet Management ( "Lessor") and the City of Coral Springs, a municipal corporation, whose mailing address Is 9551 West Sample Road, Coral Springs, Florida 33065 ( "Lessee or 'City'). This Amendment is made for good and valuable consideration, the receipt of which is hereby acknowledged by the parties. 1. This schedule defines the terms of RFP #09 -C-116 only. 2. TERM: (a) The term of this Schedule shall commence on December 2, 2009 and terminate on March 31, 2012, unless terminated pursuant to section 14 of this Agreement The City shall have to option to renew this Agreement for two (2) additional two (2) year terms. (b)The parties acknowledge and agree that each vehicle shall be in usage for a minimum of twenty-four (24) months from the date of delivery of the vehicle to Lessee. The parties acknowledge that it is the intent of the Lessee to return the vehicles to Lessor at the end of the twenty-four (24) month period, however, Lessor acknowledges that some Vehicles may be used for additional months upon written notification to Lessor. If leased for additional months, the monthly rate shall be as Indicated in Exhibit W. (c) The parties acknowledge and agree that the twenty-four month (24) period for each respective vehicle leased under this Agreement commences on the date such Vehicle is delivered to Lessee ( "Delivery Date ") and, unless terminated earlier In accordance with the terms of this Agreement, continues for the "Lease Term" as described below. 3. (a) The Vehicles to be leased under this schedule are: # Make . Model 'Color Cost Pei Mohth Total'Aepual Cost I Chevy Tahoe White $645.67 1 X 12 $7,748.04 2 Nissan Armada GaIax Black $676.60 X 12 S8, 11920 3 Nissan Armada Silver Lightning S676.60 X 12 $8,119.20 4 Nissan Pathfinder Dank Slate $435.99 X 12 $5,231.88 5 Ford Expedi6on Tuxedo Black $588.00 X 12 $7,056.00 6 1 Ford F -150 Super Cab Dark Blue $460.06 X 12 $5,520.72 7 1 1 Chevrolet Traverse Dark Blue $504.70 X 12 S6,056.40 8 Ford Explorer Brilliant Silver Metallic $543.90 X 12 $6,526.80 9 Nissan Titan Crew Cab Smoke 5523.98 X 12 S6 87.76 10 Jeep Grand Cherokee Bright Silver Metallic $480.70 X 12 $5,768A0 TOTAL COST ANNUALLY ITEMS 1 -10 W Lessee agrees to pay Lessor the charges as Indicated above, attached nereto and Incorporated nerein. Tne charges shall be paid one year in advance with the initial payment due on or before December 15, 2009 or upon execution of this agreement by both parties, whichever occurs latest. 4. COSTS, EXPENSES, FEES AND CHARGES: Within this schedule, Lessor agrees, at its expense, to obtain In the name of Lessor, all registration plates and other plates, permits, inspections and/or licenses required In connection with the vehicles. 5. MAINTENANCE: Within this schedule, the City of Coral Springs will maintain the vehicles, both as to mechanical repairs and routine maintenance. This maintenance Includes but Is not limited to oil changes and fire rotations (both to be completed simultaneously every 4,000 miles), fluid replacement and tire replacement This does not include body repairs or any repairs as a result of an accident. The City of Coral Springs must provide appropriate documentation of consistent maintenance on the vehicles. When a Vehicle Is out of operation for service, a replacement or loaner Vehicle will be provided immediately upon return of said vehicle. In the event of an accident, a loaner or replacement vehicle will be provided at no additional charge while the damaged vehicle Is repaired. 6. VEHICLE USAGE and VEHICLE MODIFICATION: (a) Vehicle Usage: It is understood and agreed that vehicles rented under this Schedule are intended for undercover investigation and surveillance by Lessee. The vehicles rented under this Agreement are not Intended for use in traffic control and enforcement, nor are they intended for use in a pursuit, except in an emergency situation, as determined by the Lessee. The partles acknowledge and agree that each vehicle is allocated 19,000 miles per year. Initials: EFM @1 Cust Page 6 Doc: 97444 v. 2 (CAO File 2009 -290) •.1 (b) Vehicle Modification: Enterprise specifically agrees that the Lessee may, at Its own expense, apply tinting to the windows of the vehicle. Subsequently, there will be no charge to the Lessee to remove the tinting If it becomes necessary. The Lessee will maintain the tinting as to not detract from the value of the vehicle. The Lessee may, at its own expense, install electronic equipment It may deem necessary, provided that said Installation causes no permanent damage to the vehicle (e.g. holes in the sheet metal or dash area of the vehicle}. 7: TERMINATION: Termination for Cause and Default: In the event Lessor shall default in any of the terms, obligations, restrictions or conditions, Lessee shall give written notice by certified mail, return receipt requested to Lessor of the default and that such default shall be corrected or actions taken to correct such default shall be commenced within ten (10) calendar days thereof. In the event Lessor has falled to correct the conditions of default or the default is not remedied to the satisfaction and approval of CITY, CITY shall have all legal remedies available to It including, but not limited to termination of the Contract in which case Lessor shall be liable for all procurement and reprocurement costs and any and all damages permitted by law arising from the default and breach of the Contract. 8. Additional Leasing of Vehicles: The parties acknowledge that nothing precludes the City from requesting additional vehicles. Should an additional vehicle or vehicles be required, the parties shall negotiate the cost the rental and Schedule may be be amended to reflect the additional vehicle(s). IN WITNESS WHEREOF, Lessor an Lessee have executed this Amendment to Master Walkaway Lease Agreement as of the / day of da*z5e , 2010. Enterprise Leasing Company of Florida, LLC dba Enterprise Fleet Management ( "Lessor') By Title: « City of Coral Springs By Mayor Scott J. Brook Date :; / c¢�� Approved as to form: As tant City orney Initials: EFM Cust Page 7 Doc: 97444 v. CAO File 2009-290) . Smith, Bill From: Lonnie Groot <Igroot @stenstrom.com> Sent: Thursday, May 31, 2012 11:16 PM To: Smith, Bill Cc: Lindsay, Cynthia; Ordonez, Marisol; Krzenski, Jim; Fosson, Fred Subject: RE: Coral Springs Piggy- back - Enterprise Automobile Lease THIS TRANSMISSION MAY BE ATTORNEY CLIENT PRIVILEGED Bill: I have reviewed the documents. The agreement is definitely one -sided and does not contain normative City contractual terms. We will execute the document and approve for "legality ", but not as to form or content if you desire to present the piggyback agreement, with typos in the underlying Coral Springs agreement, to the City Commission for approval and if Fred Fosson concurs with the risk management impacts of the agreement. I will forward the agreement to Fred for review. Thanks. I hope that all is well with you. Thank you for your attention to this matter. Please call me ANYTIME at the office W (407- 322 -2171) or at my cell phone W (386- 748 - 3685). 1 answer my cell phone 24 hours a day. If long distance, the office's toll free number is 9800- 247 -5225. My e-mail address is - 'Naroot(a stenstrom.com I look forward to seeing you. 1 , Lonnie Groot, Board Certified City, County & Local Government Law (Rio) STENSTROM, MCINTOSH, COLBERT, WHIGHAM & PARTLOW, P.A. 1001 Heathrow Park Lane Suite 4001 Lake Mary, Florida 32746 Website: www.stenstrom.com "The highest compliment we can receive is the referral of your friends, family and business associates. Thank you for your trust." Abraham Lincoln once said "a lawyer's time and advice are his stock and trade." We appreciate your business. Electronic Signature Disclaimer. The information block, the typed name of the sender, nor anything else in this message is intended to constitute an electronic signature unless a specific statement to the contrary is indicated in this message. If you have an urgent communication or if you have not heard from me in response to your e -mail, please telephone me. PLEASE DO NOT ASSUME THAT YOUR E -MAIL HAS BEEN RECEIVED. If I have not responded to your e -mail in a relatively short period, that would not be characteristic of my practice Public officials should ensure that they copy other public officials with e -mails ONLY WHEN APPROPRIATE. CONFIDENTIALITY NOTICE: Confidential Attorney Client Communication /Attorney Work Product. This e -mail together with any attachments is confidential, intended for only the recipient(s) named above and may contain information that is privileged, attorney work product or exempt from disclosure under applicable law. If you have received this e-mail in error, or are not the named recipient(s), you are hereby notified that any use, dissemination, distribution or copying of this e-mail or any attachments is strictly prohibited. Please immediately notify the sender at IgrootCcD_stenstrom.com and delete this e-mail and any attachments from your computer. You should not retain, copy or use this e-mail or any attachments for any purpose, or disclose all or any part of the contents to any person. ` THERE IS NO PLANET B. PLEASE CONSIDER THE ENVIRONMENT BEFORE YOU PRINT THIS MESSAGE. j ,A, Go Green! TAX NOTICE: No tax advice was intended to be given in this communication and any and all taxpayers should seek advice based on the taxpayer's particular circumstances from an independent tax advisor. From: Smith, Bill [ mailto :BILL.SMITH @Sanfordfl.gov] Sent: Wednesday, May 30, 2012 11:14 AM To: Lonnie Groot Cc: Lindsay, Cynthia; Ordonez, Marisol; Krzenski, Jim Subject: Coral Springs Piggy- back - Enterprise Automobile Lease Lonnie, I have attached the documents pertaining to the RFP and agreement between Enterprise and Coral Springs. The actual copy of the "walk -away lease is included. Also, I have done a document conversion to provide a larger print version for review purposes. I went over it quickly. Please note that the conversions sometimes thlkrjklt info. The actual copy is an actual copy of the signed documents. Enterprise has offered to set up a conference call with their attorney, the rep handling the account, you, myself and Jim Krzenski to assist in the information sharing. Please let know if you would like for that to occur. If you have additional questions or concerns, please let me know Thank you, F. William "Bill" Smith, Purchasing Manager City of Sanford P.O. Box 1788 Sanford, FL 32772 Please note change in telephone and FAX numbers: Tel: 407.688.5028 Fax: 407.688.5021 PLEASE NOTE: Florida has a very broad public records law. Any written communication to or from City officials regarding City business is a public record available to the public and media upon request. Your e -mail communications may be subject to public disclosures. • Closed -End (Walkaway) Lease Rate Quote Quote No: 2019495 [ft..t m.n.q.rn.nt 1 Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit # Year 2013 Make Ford Model Explorer Master Policy Enrollment Fees Series Base 4dr Front -wheel Drive $ 0.00 V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 * Capitalized Price Reduction Liability Limit $0.00 $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Comp /Coll 0/0 Deductible — Driver Name $ 0.00 * Initial Sales Tax OverMileage Charge $ 0.00 Per Mile Exterior Color (0 P) Deep Impact Blue Metallic $ 137.25 * Initial License Fee # Tires 0 Loaner Vehicle Not Included Interior Color (0 1) Medium Light Stone w /Cloth Bucket Seats $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 * Security Deposit $ 0.00 Extended Service Contract Total Monthly Rental Including Additional Services $ 308.25 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0/0 Deductible — $ 0.00 Full Maintenance Pro ram Contract Miles 0 g — OverMileage Charge $ 0.00 Per Mile Ind: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 333.25 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BLgLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, aglees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall have the right to colle damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City of BY TITLE DATE I — / Iti INDICATES ITEMS TO BF L 01 ,s /EL RY. Capitalized Price of Vehicle Me eflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives Ha essor to Reduce the Capitalized Price of the Vehicle. 1 Monthly Lease Charge Wil a Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of r rences to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:13 PM Page 1 of 2 fl..t man &q *m*nt 9 • Closed -End (Walkaway) Lease Rate Quote Quote No: 2019495 Of4ormnrkot Peminmonf Tntnl Description Billed or (C)apped Price tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Capitalized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:13 PM Page 2 of 2 " Closed -End (Walkaway) Lease Rate Quote Quote No: 2019514 fleet manaq�mant Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit # Year 2013 Make Ford Model Explorer Master Policy Enrollment Fees Series Base 4dr Front -wheel Drive $ 0.00 V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 Capitalized Price Reduction Liability Limit $0.00 $ 0.00 Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Comp /Coll 0/0 Deductible — Driver Name $ 0.00 Initial Sales Tax OverMileage $ 0.00 Per Mile Charge Exterior Color (0 P) Deep Impact Blue Metallic $ 137.25 Initial License Fee # Tires 0 Loaner Vehicle Not Included Interior Color (0 1) Medium Light Stone w /Cloth Bucket Seats $ 0.00 Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 Security Deposit $ 0.00 Extended Service Contract Total Monthly Rental Including Additional Services $ 308.25 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0/0 Deductible — $ 0.00 Full Maintenance Programz Contract Miles 0 — OverMileage $ 0.00 Per Mile Charge Incl: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 333.25 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall1iave all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BII Lessee hereby authorizes this vehicle order, agr agrees that Lessor shall have the right to collect LESSEE City of�3Df BY LESSEE AS THEY OCCUR. se the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DATE INDICATES ITEMS TO BE BILLLIVER' ✓ Capitalized Price of Vehicle May b Ad's to Refle final Manufacturers Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives Have ee B ssor to Reduce the Capitalized Price of the Vehicle. I Monthly Lease Charge Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). z The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:14 PM Page 1 of 2 n..t man•g.m.nt • • Closed -End (Walkaway) Lease Rate Quote Quote No: 2019514 Ai4n. 14n4 Cnnimm.n4 Tn4.1 Description (B)filed or (C)apped Price tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Capitalized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:14 PM Page 2 of 2 • �' Closed -End (Walkaway) Lease Rate Quote Quote No 2019515 ne,.c r an.g.m.M; Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit # $ 0.00 Commercial Automobile Liability Enrollment Year 2013 Make Ford Model Explorer Liability Limit $0.00 Series Base 4dr Front -wheel Drive Physical Damage Management (Estimate Only) V ehicle Order Type Ordered Term 36 State FL Customer No 435422 Full Maintenance Pro ram Contract Miles 0 g — $ 0.00 * Capitalized Price Reduction Inc[: # Brake Sets (1 set = 1 Axle) 0 $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Use Tax 0.0000% State Driver Name $ 0.00 Initial Sales Tax Exterior Color (0 P) Deep Impact Blue Metallic $ 137.25 * Initial License Fee $ 0.00 Interior Color (0 1) Medium Light Stone w /Cloth Bucket Seats $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 Security Deposit $ 0.00 Extended Service Contract $ 308.25 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED T LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, agrees to le se the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall have the right to coJect damag in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City of Sanford BY TITLE DATE I — / / " 'INDICATES ITEMS TO BE BILLED ON gELI ' Capitalized Price of Vehicle May be Adju ed t Fin Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives Have Been se a or t educe the Capitalized Price of the Vehicle. 'Monthly Lease Charge Will Be Adjusted to Reflecrike Interest Rate on the Delivery Date (Subject to a Floor). Z The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance tees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:15 PM Page 1 of 2 Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0/0 Deductible — $ 0.00 Full Maintenance Pro ram Contract Miles 0 g — OverMileage Charge $ 0.00 Per Mile Inc[: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 333.25 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED T LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, agrees to le se the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall have the right to coJect damag in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City of Sanford BY TITLE DATE I — / / " 'INDICATES ITEMS TO BE BILLED ON gELI ' Capitalized Price of Vehicle May be Adju ed t Fin Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives Have Been se a or t educe the Capitalized Price of the Vehicle. 'Monthly Lease Charge Will Be Adjusted to Reflecrike Interest Rate on the Delivery Date (Subject to a Floor). Z The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance tees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:15 PM Page 1 of 2 ,,. nterprise 0 Closed -End (Walkaway) Lease Rate Quote Quote No: 2019515 Aftermarket Enuinment Tntal Description Billed or (C)apped Price tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:15 PM Page 2 of 2 ilini • Closed -End (Walkaway) Lease Rate Quote Quote No: 2019459 fleet management J Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit # Year 2013 Make Ford Model Taurus Series SEL 4dr Front -wheel Drive Sedan V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 * Capitalized Price Reduction $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Driver Name $ 0.00 * Initial Sales Tax Exterior Color (0 P) Sterling Gray Metallic $ 137.25 * Initial License Fee Interior Color (0 1) Charcoal Black w /Unique Cloth Bucket Se $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 Security Deposit $ 0.00 Extended Service Contract $ 368.30 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)t Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) $ 0.00 Full Maintenance Program Contract Miles 0 Inc[: # Brake Sets (1 set = 1 Axle) 0 $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% $ 0.00 Monthly Property Tax $ 393.30 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes State Comp /Coll 0/0 Deductible — OverMileage Charge $ 0.00 Per Mile # Tires 0 Loaner Vehicle Not Included Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED Lessee hereby authorizes this vehicle order, agrees tc agrees that Lessor shall have the right collect dam LESSEE City of Sanford BY AS THEY OCCUR. the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DATE / — INDICATES ITEMS TO BE BILL VERY. v Capitalized Price of Vehicle May b u d o Re ct Final Manufacturer's Invoice. Lessee Her Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives Have ee ed essor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Will Be Adjusteko Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quotel, all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement) entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:02 PM Page 1 of 2 � flNt managamaM ; s 0 Closed -End (Walkaway) Lease Rate Quote Quote No 2019459 Affprmarkpf Fnuinmpnf Tnfal Des Billed or Mapped price tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:02 PM Page 2 of 2 • Closed-End (Walkaway) Lease Rate Quote Quote No 2019473 ir ,nNt manay.n,.nc_ Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit $ 0.00 Commercial Automobile Liability Enrollment Year 2013 Make Ford Model Taurus Liability Limit $0.00 Series SEL 4dr Front -wheel Drive Sedan Physical Damage Management (Estimate Only) V ehicle Order Type Ordered Term 36 State FL Customer No 435422 Full Maintenance Program Contract Miles 0 — $ 0.00 * Capitalized Price Reduction Incl: # Brake Sets (1 set = 1 Axle) 0 $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Use Tax 0.0000% State Driver Name $ 0.00 * Initial Sales Tax Exterior Color (0 P) Sterling Gray Metallic $ 137.25 * Initial License Fee $ 0.00 Interior Color (0 1) Charcoal Black w /Unique Cloth Bucket Se $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 * Security Deposit $ 0.00 Extended Service Contract $ 368.30 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO I Lessee hereby authorizes this vehicle or( agrees that Lessor shall have the right to LESSEE City of Sanfo BY TO LESSEE AS THEY OCCUR. -es to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE / F�,( /O f— DATE 7 — / 7 INDICATES ITEMS TO Bnave N D RY. Capitalized Price of Vehicle A u d to Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And/Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives sed By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:03 PM Page 1 of 2 Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coil 0/0 Deductible — $ 0.00 Full Maintenance Program Contract Miles 0 — OverMileage $ 0.00 Per Mile Charge Incl: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 393.30 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO I Lessee hereby authorizes this vehicle or( agrees that Lessor shall have the right to LESSEE City of Sanfo BY TO LESSEE AS THEY OCCUR. -es to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE / F�,( /O f— DATE 7 — / 7 INDICATES ITEMS TO Bnave N D RY. Capitalized Price of Vehicle A u d to Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And/Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives sed By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:03 PM Page 1 of 2 =enterpHse ! • Closed -End (Walkaway) Lease Rate Quote Quote No: 2019473 Ofiarmarlrot Fniiinmcn4 Tntal Description B IIIed or (C)apped Price tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:03 PM Page 2 of 2 " Closed -End (Walkaway) Lease Rate Quote Quote No 2019476 j(laat managemart Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit X Year 2013 Make Ford Model Taurus Series SEL 4dr Front -wheel Drive Sedan V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 * Capitalized Price Reduction $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Driver Name $ 0.00 Initial Sales Tax Exterior Color (0 P) Ingot Silver Metallic $ 137.25 * Initial License Fee Interior Color (0 1) Charcoal Black w /Unique Cloth Bucket Se $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 * Security Deposit $ 0.00 Extended Service Contract $ 368.30 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)t Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) $ 0.00 Full Maintenance Program Contract Miles 0 Ind: # Brake Sets (1 set = 1 Axle) 0 $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% $ 0.00 Monthly Property Tax $ 393.30 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes State Comp /Coll 0/0 Deductible — OverMileage Charge $ 0.00 Per Mile # Tires 0 Loaner Vehicle Not Included Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES Lessee hereby authorizes t s vehic agrees that Lessor shall h e the ric LESSEE C' BY BILLED TO LESSEE AS THEY OCCUR. er, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DAT [ —( 1 INDICATES ITEMS T�BI/)GED O Adj uste t N DE 1VERY. Capitalized Price of Vehi a e o Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Inoentiv s e een Use By Lessor to Reduce the Capitalized Price of the Vehicle. I Monthly Lease Char Will Adjusted /o Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herei of refe B nces to 71a intenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance servi are to be erfor ad by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [M intenance A ement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of terprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:04 PM Page 1 of 2 nterprise • • Closed -End (Walkaway) Lease Rate Quote Quote No: 2019476 Aftermarkrat Fmiinmant TMA Description Billed or Mapped Price tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:04 PM Page 2 of 2 fleet man"*Mwnt I • • Closed -End (Walkaway) Lease Rate Quote Quote No: 2019479 Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit # Year 2013 Make Ford Model Taurus Series SEL 4dr Front -wheel Drive Sedan V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 Capitalized Price Reduction $ 0.00 Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Driver Name $ 0.00 Initial Sales Tax Exterior Color (0 P) Sterling Gray Metallic $ 137.25 Initial License Fee Interior Color (0 1) Charcoal Black w /Unique Cloth Bucket Se $ 0.00 Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 Security Deposit $ 0.00 Extended Service Contract $ 368.30 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0/0 Deductible — $ 0.00 Full Maintenance Program Contract Miles 0 — OverMileage $ 0.00 Per Mile Charge Inc[: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 393.30 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES T019E BILLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle Prier, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall have the righ to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City of BY TITLE DATE ` — 17 03 Q ` INDICATES ITEMS Ti., E BIB ON LIVERY. Capitalized Price of Veh M d' led to Reflect Final Manufacturers Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incenti He Used By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of references to maintenance fees/services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:05 PM Page 1 of 2 1 nterprise • 0 Closed -End (Walkaway) Lease Rate Quote Quote No: 2019479 Aftermarket FmjInment Tntal Description (B)lied or (C)apped Price tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:05 PM Page 2 of 2 o ff'ot maruy_*nwm 0 0 Closed -End (Walkaway) Lease Rate Quote Quote No: 2019482 Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit 0 Year 2013 Make Ford Model Taurus Series SEL 4dr Front -wheel Drive Sedan V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 * Capitalized Price Reduction $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Driver Name $ 0.00 * Initial Sales Tax Exterior Color (0 P) Sterling Gray Metallic $ 137.25 * Initial License Fee Interior Color (0 1) Charcoal Black w /Unique Cloth Bucket Se $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 Security Deposit $ 0.00 Extended Service Contract $ 368.30 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) $ 0.00 Full Maintenance Program Contract Miles 0 Ind: # Brake Sets (1 set = 1 Axle) 0 $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% $ 0.00 Monthly Property Tax $ 393.30 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Comp /Coll 0/0 Deductible — OverM[leage Charge $ 0.00 Per Mile # Tires 0 Loaner Vehicle Not Included State Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO J e BILLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle o, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall hyr the right t llect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City BY TITLE DATE 7 – / 7- INDICATES ITEMS ivl;s BE D ON ELIVERY. ' Capitalized Price of le A sted to Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And/Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Inca e n Used By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease ChaWe Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of references to maintenance fees/services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:06 PM Page 1 of 2 nterprise Closed -End (Walkaway) Lease Rate Quote Quote No: 2019482 Offcrmarka# Frminmont Tn4ckl Description Billed or Mipped Price tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:06 PM Page 2 of 2 Closed -End (Walkaway) Lease Rate Quote quote No 2019487 ,t �tmana9amantJ Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit S $ 0.00 Commercial Automobile Liability Enrollment Year 2013 Make Ford Model Taurus Liability Limit $0.00 Series SEL 4dr Front -wheel Drive Sedan Physical Damage Management (Estimate Only) V ehicle Order Type Ordered Term 36 State FL Customer No 435422 Full Maintenance Pro ram Contract Miles 0 g — $ 0.00 * Capitalized Price Reduction Inc[: # Brake Sets (1 set = 1 Axle) 0 $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Use Tax 0.0000% State Driver Name $ 0.00 * Initial Sales Tax Exterior Color (0 P) Ingot Silver Metallic $ 137.25 Initial License Fee $ 0.00 Interior Color (0 1) Charcoal Black w /Unique Cloth Bucket Se $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 * Security Deposit $ 0.00 Extended Service Contract $ 368.30 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE Lessee hereby authorizes this vehicle order, agrees that Lessor shall have the right to col LESSEE City of Sanfo BY / TO LESSEE AS THEY OCCUR. lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and Iles in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DATE 1 INDICATES ITEMS TO BE �tN DELIV Capitalized Price of Vehicle ay A j o Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives av a Used By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge dill Be Adjusted to Reflect the Interest Rate on the Delivery Dale (Subject to a Floor). 2 The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:07 PM Page 1 of 2 Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0/0 Deductible — $ 0.00 Full Maintenance Pro ram Contract Miles 0 g — OverMileage Charge $ 0.00 Per Mlle Inc[: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 393.30 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE Lessee hereby authorizes this vehicle order, agrees that Lessor shall have the right to col LESSEE City of Sanfo BY / TO LESSEE AS THEY OCCUR. lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and Iles in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DATE 1 INDICATES ITEMS TO BE �tN DELIV Capitalized Price of Vehicle ay A j o Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives av a Used By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge dill Be Adjusted to Reflect the Interest Rate on the Delivery Dale (Subject to a Floor). 2 The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:07 PM Page 1 of 2 fI**t manaq*m.nt Closed -End (Walkaway) Lease Rate Quote Quote No: 2019487 AftermarkPt EnuinmPnt Tntal Description Billed or Mapped Pries tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:07 PM Page 2 of 2 • Closed -End (Walkaway) Lease Rate Quote Quote No: 2040221 ili�t manayrrwnt 4 Prepared For: City of Sanford Date 05/2212012 AE/AM JCB Unit 0 Year 2013 Make Ford Model Taurus Master Policy Enrollment Fees Series SEL 4dr Front -wheel Drive Sedan $ 0.00 V ehicle Order Type Ordered Tenn 36 State FL Customer No 435422 $ 0.00 Capitalized Price Reduction Liability Limit $0.00 $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Comp /Coll 0/0 Deductible — Driver Name $ 0.00 Initial Sales Tax OverMileage $ 0.00 Per Mile Charge Exterior Color (0 P) Deep Impact Blue $ 137.25 * Initial License Fee # Tires 0 Loaner Vehicle Not Included Interior Color (0 1) Charcoal Black w /Unique Cloth Bucket Se $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 * Security Deposit $ 0.00 Extended Service Contract Total Monthly Rental Including Additional Services $ 368.30 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0/0 Deductible — $ 0.00 Full Maintenance Program Contract Miles 0 — OverMileage $ 0.00 Per Mile Charge Intl: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 393.30 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, apes to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall have the right to colt damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City of BY TITLE DATE /—/ ' INDICATES ITEMS TO BE B V�st� RY Capitalized Price of Vehicle May e eflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives He essor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Wile Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of ref rences to maintenance fees/services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:08 PM Page 1 of 2 enterprise • • Closed -End (Walkaway) Lease Rate Quote Quote No: 2040221 Af4ormnrlrof Fniiinmon4 Tnfal Description B lUed or Mapod Prig tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:08 PM Page 2 of 2 flNt mana�rr»nt Closed -End (Walkaway) Lease Rate Quote Quote No: 2040225 Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit N $ 0.00 Commercial Automobile Liability Enrollment Year 2013 Make Ford Model Taurus Liability Limit $0.00 Series SEL 4dr Front -wheel Drive Sedan Physical Damage Management (Estimate Only) V ehicle Order Type Ordered Term 36 State FL Customer No 435422 Full Maintenance Program Contract Miles 0 — $ 0.00 Capitalized Price Reduction Inc[: # Brake Sets (1 set = 1 Axle) 0 $ 0.00 Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Use Tax 0.0000% State Driver Name $ 0.00 Initial Sales Tax Exterior Color (0 P) Ingot Silver Metallic $ 137.25 Initial License Fee $ 0.00 Interior Color (0 1) Charcoal Black w /Unique Cloth Bucket Se $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 Security Deposit $ 0.00 Extended Service Contract $ 368.30 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO Lessee hereby authorizes this vehicle of agrees that Lessor shall hav he right t LESSEE City of Sa BY TO LESSEE AS THEY OCCUR. ees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DATE / —/ 6 'INDICATES ITEMS TO BI ON CJE ERY. Capitalized Price of Vehicl Adju d to Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentiv Ha sed By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charg /Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). z The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:09 PM Page 1 of 2 Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0 / 0 Deductible — $ 0.00 Full Maintenance Program Contract Miles 0 — OverM[leage $ 0.00 Per Mile Charge Inc[: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 393.30 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO Lessee hereby authorizes this vehicle of agrees that Lessor shall hav he right t LESSEE City of Sa BY TO LESSEE AS THEY OCCUR. ees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DATE / —/ 6 'INDICATES ITEMS TO BI ON CJE ERY. Capitalized Price of Vehicl Adju d to Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentiv Ha sed By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charg /Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). z The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:09 PM Page 1 of 2 ;enterprise 9 0 Closed -End (Walkaway) Lease Rate Quote Quote No: 2040225 Aifnrmorleaf Mniainman• T^ #mI Dn , on (B)filed or C prim tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:09 PM Page 2 of 2 • Closed -End (Walkaway) Lease Rate Quote Quote No: 2040230 float manag*ma�t , Prepared For: City of Sanford Date 05/22/2012 AE/AM JC13 Unit Year 2013 Make Ford Model Taurus Series SEL 4dr Front -wheel Drive Sedan V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 Capitalized Price Reduction $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Driver Name $ 0.00 * Initial Sales Tax Exterior Color (0 P) Deep Impact Blue $ 137.25 * Initial License Fee Interior Color (0 1) Charcoal Black w /Unique Cloth Bucket Se $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 * Security Deposit $ 0.00 Extended Service Contract $ 368.30 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0/0 Deductible — $ 0.00 Full Maintenance Programz Contract Miles 0 — OverMileage $ 0.00 Per Mile Charge Inc[: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 393.30 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall have th right t collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City of Sanf d4 All BY TITLE DATE 7 INDICATES ITEMS TO BtF�OFRY. Capitalized Price of Vehicle a dju ed o Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives en sed By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Will Be Adj'oted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). Z The inclusion herein of references to maintenance feestservices are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:09 PM Page 1 of 2 nterprise • • Closed -End (Walkaway) Lease Rate Quote Quote No: 2040230 A#armnAra4 F:mdnman+T^fnl Description (B)died or C Prue Gnt C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:09 PM Page 2 of 2 I I \ r"{ Quote No: 20 Will Closed -End (Walkaway) Lease Rate Quote r fink managamarx I Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit Year 2013 Make Ford Model Escape Series SE 4dr Front -wheel Drive V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 ' Capitalized Price Reduction $ 0.00 ' Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Driver Name $ 0.00 ' Initial Sales Tax Exterior Color (0 P) Ingot Silver Metallic $ 137.25 Initial License Fee Interior Color (0 1) Charcoal Black w /Cloth Buckets w/60/40 $ 0.00 ' Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 ' Security Deposit $ 0.00 Extended Service Contract $ 391.81 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' $ 0.00 Additional Fleet Management Master Policy Enrollment Fees Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 $ 0.00 $ 25.00 $ 0.00 $ 0.00 $ 416.81 $ 0.00 Physical Damage Management (Estimate Only) Full Maintenance Programz Contract Miles 0 Inc[: # Brake Sets (1 set = 1 Axle) 0 Additional Services SubTotal Use Tax 0.0000% State Monthly Property Tax Total Monthly Rental Including Additional Services Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Mlles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Comp /Coll 0 / 0 Deductible — OverMileage Charge $ 0.00 Per Mile # Tires 0 Loaner Vehicle Not Included Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall hav the right to 1- Ilect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City of Sagfdl BY TITLE DATE I — i f ` 'INDICATES ITEMS eh I ON Y. v Capitalized Price of Vehi a dju rto Flect Fina l Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incent s en ssor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Will BgAfJl�isted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). Z The inclusion herein of referelices to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:19 PM Page 1 of 2 il..t mana9amant • Closed -End (Walkaway) Lease Rate Quote Quote No: 2040252 Aftermarket Enuinment Total Description ` B IIIed or C d Price Tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftenmarket Equipment Total $ 130.00 Printed On 05/22/2012 05:19 PM Page 2 of 2 Closed -End (Walkaway) Lease Rate Quote Quote No 2019557 Meet — nagern!nt l Prepared For: City of Sanford Date 04/25/2012 AE/AM JCB Unit Year 2013 Make Ford Model Escape Series SE 4dr Front -wheel Drive V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 Capitalized Price Reduction $ 0.00 Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Driver Name $ 0.00 Initial Sales Tax Exterior Color (0 P) Ingot Silver Metallic $ 137.25 Initial License Fee Interior Color (0 1) Charcoal Black w /Cloth Buckets w/60/40 $ 0.00 Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 Security Deposit $ 0.00 Extended Service Contract $ 391.81 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)f Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 0.00 Physical Damage Management $ 0.00 Full Maintenance Program Contract Miles 0 Inc[: # Brake Sets (1 set = 1 Axle) 0 $ 0.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 391.81 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Mlles Per Month Mlles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Comp /Coll 0 / 0 Deductible — OverMileage Charge $ 0.00 Per Mile # Tires 0 Loaner Vehicle Not Included Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE Lessee hereby authorizes this vehicle ory� agrees that Lessor shall he the right to LESSEE City of BY _ T/ TO LESSEE AS THEY OCCUR. ees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DATE ( — ( ( — INDICATES ITEMS T I D O ELIVERY. Capitalized Price of Ve / le b usted to Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incen es H een Used By Lessor to Reduce the Capitalized Price of the Vehicle. I Monthly Lease Charge Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). Z The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 04/25/2012 07:18 AM Page 1 of 6 • Closed -End (Walkaway) Lease Rate Quote Quote No 2019557 float management A We........Ls� C....ir....e..� T..��1 Description B Iled or C Price Tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 04/25/2012 07:18 AM Page 2 of 6 ms i otm -- ft Closed -End (Walkaway) Lease Rate Quote Quote No: 2019557 fi«t mona9onwnt; VEHICLE INFORMATION: 2013 Ford Escape SE 4dr Front -wheel Drive Series ID: UOG Pricing Summary: Base Vehicle Total Options Destination Charge Total Price INVOICE $ 23,378.00 $ 105.00 $ 825.00 MSRP $ 25,070.00 $ 120.00 $ 825.00 $ 24,308.00 $ 26,015.00 SELECTED COLOR: Exterior: UX - (0 P) Ingot Silver Metallic Interior: 7B - (0 1) Charcoal Black w /Cloth Buckets w /60/40 Split Rear Seat SELECTED OPTIONS: CODE DESCRIPTION INVOICE MSRP 106WB 106" Wheelbase STD STD 200A Equipment Group 200A NC NC 7 Cloth Buckets w/60/40 Split Rear Seat Included Included 446 Transmission: 6 -Speed Automatic w /SelectShift Included Included 50C All- Weather Floor Mats (Set of 4) $ 66.00 $ 75.00 581 Radio: AM /FM Single- CD /MP3- Capable Included Included 64E Wheels: 17" Alloy Sparkle Silver Included Included 7B_02 (0 1) Charcoal Black w /Cloth Buckets w/60/40 Split Rear Seat NC NC 942 Daytime Running Lights $ 39.00 $ 45.00 99X Engine: 1.6L EcoBoost Included Included PAINT Monotone Paint Application STD STD STDAX 3.21 Axle Ratio Included Included STDGV GVWR: TBD Included Included TJL Tires: P235/55R17 Included Included UX_01 (0 P) Ingot Silver Metallic NC NC Printed On 04/25/2012 07:18 AM Page 3 of 6 STANDARD EQUIPMENT: Body Exterior Features: 4 doors Liftgate rear cargo door Power remote folding side -view door mirrors Convex driver and passenger mirror Rear lip spoiler Body - colored door handles Body - colored front and rear bumpers Rear bumper with gray rub strip Metal -look rear bumper insert Fully galvanized steel body material Gray bodyside cladding Grille with chrome bar Chrome tip exhaust Convenience Features: Manual air conditioning Console ducts Cruise control with steering wheel controls Power windows with driver 1 -touch down Power rearmost windows Keyfob (all doors) remote keyless entry Illuminated entry Keypad locking Integrated key /remote Auto - locking doors Steering wheel with manual tilting, manual telescoping Day -night rearview mirror Driver and passenger -side visor mirrors Front and rear cupholders Full floor console with covered box Mini overhead console with storage Glove box Driver and passenger door bins Rear door bins Seatback storage pockets 1 Interior concealed storage Driver's footrest Retained accessory power 3 12V DC power outlets Entertainment Features: SIRIUS AM /FM /Satellite with seek -scan, single in -dash CD player MP3 decoder Radio data system Voice activated radio Speed- sensitive volume Steering -wheel mounted audio controls 6 speakers Internet access 1 1st row LCD monitor Wireless phone connectivity Integrated roof antenna Lighting, Visibility and Instrumentation Features: Delay -off aero- composite halogen headlamps Front fog lights Variable intermittent wipers Fixed interval rear window wiper Rear window defroster Deep- tinted windows Dome light with fade Front reading lights Printed On 04/25/2012 07:18 AM Page 4 of 6 Variable instrument panel lighting Analog display Tachometer Compass Outside - temperature display Low - tire - pressure warning Trip computer Trip odometer Water temp. gauge In -radio display clock Systems monitor Oil- pressure warning Water -temp. warning Battery warning Lights -on warning Key -in- ignition warning Low -fuel warning Low - washer -fluid warning Bulb- failure warning Door -ajar warning Trunk -ajar warning Brake -fluid warning Safety and Security: Four -wheel ABS brakes 4 ABS channels Brake assist Four -wheel disc brakes Front ventilated disc brakes Compact spare tire Spare tire mounted inside under cargo Driver and passenger front - impact airbags Seat - mounted driver and passenger side - impact airbags Safety Canopy System curtain 1st and 2nd row overhead airbag Knee airbag Front passenger airbag occupancy sensor Height adjustable front seatbelts Front seatbelt pre - tensioners 3 point rear center seatbelt Side - impact bars Tailgate /rear door lock included with power doors Rear child safety locks Immobilizer SecuriLock Panic alarm Stability control with anti -roll control AdvanceTrac w /Roll Stability Control ABS and driveline traction control Manual adjustable front head restraints 3 rear head restraints Seats and Trim: Max. seating capacity of 5 Front bucket seats 6 -way driver seat adjustment Manual reclining driver and passenger seats Manual height - adjustable driver seat Manual driver and passenger fore /aft adjustment 4 -way passenger seat adjustment Front center armrest Rear manual reclining 60 -40 split -bench seat Rear seat fold - forward seatback Rear seat center armrest Cloth front and rear seat upholstery Full cloth headliner Carpet floor covering Printed On 04/25/2012 07:18 AM Page 5 of 6 Metal -look shift knob Carpet front and rear floor mats Chrome and metal -look interior accents Carpet cargo space Plastic trunk lid /rear cargo door Cargo tie -downs Cargo light Standard Engine: Engine 178 -hp, 1.6 -liter 14 (regular gas) Standard Transmission: Transmission 6 -speed automatic w /OD and auto - manual Printed On 04/25/2012 07:18 AM Page 6 of 6 W k 09 • ' Closed -End (Walkaway) Lease Rate Quote Quote No: 2040260 fleet management, Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit # Year 2013 Make Ford Model Escape Series SE 4dr Front -wheel Drive V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 * Capitalized Price Reduction $ 0.00 Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Driver Name $ 0.00 * Initial Sales Tax Exterior Color (0 P) Ingot Silver Metallic $ 137.25 * Initial License Fee Interior Color (0 1) Charcoal Black w /Cloth Buckets w/60/40 $ 0.00 * Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 Security Deposit $ 0.00 Extended Service Contract $ 391.81 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0/0 Deductible — $ 0.00 Full Maintenance Program Contract Miles 0 — OverMileage $ 0.00 Per Mile Charge Incl: # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 416.81 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES Lessee hereby authorizes this vehic agrees that Lessor shall have the ric LESSEE City of Sa BY TO LESSEE AS THEY OCCUR. ees to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DATE l 'l ? " _�O INDICATES ITEMS ` EL Capitaliz Price of VfTE� a ed d to o Refle Reflect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Ince d By Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). Z The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:19 PM Page 1 of 6 flMt manayamant f Closed -End (Walkaway) Lease Rate Quote Quote No: 2040260 Aftermarket Enuinment Total Description B IIIed or (C)apped Price Tint C $ 130.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Ca italized $ 130.00 Aftermarket Equipment Total $ 130.00 Printed On 05/22/2012 05:19 PM Page 2 of 6 • flNt Closed -End (Walkaway) Lease Rate Quote Quote No: 2040260 m�nayrrrnt; VEHICLE INFORMATION: 2013 Ford Escape SE 4dr Front -wheel Drive Series ID: UOG Pricing Summary: Base Vehicle Total Options Destination Charge Total Price $ 24,308.00 $ 26,015.00 SELECTED COLOR: Exterior: UX - (0 P) Ingot Silver Metallic Interior: 7B - (0 1) Charcoal Black w /Cloth Buckets w/60/40 Split Rear Seat SELECTED OPTIONS: CODE DESCRIPTION INVOICE MSRP 106WB 106" Wheelbase STD STD 200A Equipment Group 200A NC NC 7 Cloth Buckets w/60/40 Split Rear Seat Included Included 446 Transmission: 6 -Speed Automatic w /SelectShift Included Included 50C All-Weather Floor Mats (Set of 4) $ 66.00 $ 75.00 581 Radio: AM /FM Single- CD /MP3- Capable Included Included 64E Wheels: 17" Alloy Sparkle Silver Included Included 7B_02 (0 1) Charcoal Black w /Cloth Buckets w/60/40 Split Rear Seat NC NC 942 Daytime Running Lights $ 39.00 $ 45.00 99X Engine: 1.61- EcoBoost Included Included PAINT Monotone Paint Application STD STD STDAX 3.21 Axle Ratio Included Included STDGV GVWR: TBD Included Included TJL Tires: P235/55R17 Included Included UX_01 (0 P) Ingot Silver Metallic NC NC INVOICE $ 23,378.00 $ 105.00 $ 825.00 MSRP $ 25,070.00 $ 120.00 $ 825.00 Printed On 05/22/2012 05:19 PM Page 3 of 6 STANDARD EQUIPMENT: • Body Exterior Features: 4 doors Liftgate rear cargo door Power remote folding side -view door mirrors Convex driver and passenger mirror Rear lip spoiler Body - colored door handles Body - colored front and rear bumpers Rear bumper with gray rub strip Metal -look rear bumper insert Fully galvanized steel body material Gray bodyside cladding Grille with chrome bar Chrome tip exhaust Convenience Features: Manual air conditioning Console ducts Cruise control with steering wheel controls Power windows with driver 1 -touch down Power rearmost windows Keyfob (all doors) remote keyless entry Illuminated entry Keypad locking Integrated key /remote Auto - locking doors Steering wheel with manual tilting, manual telescoping Day -night rearview mirror Driver and passenger -side visor mirrors Front and rear cupholders Full floor console with covered box Mini overhead console with storage Glove box Driver and passenger door bins Rear door bins Seatback storage pockets 1 Interior concealed storage Driver's footrest Retained accessory power 3 12V DC power outlets Entertainment Features: SIRIUS AM /FM /Satellite with seek -scan, single in -dash CD player MP3 decoder Radio data system Voice activated radio Speed- sensitive volume Steering -wheel mounted audio controls 6 speakers Internet access 1 1 st row LCD monitor Wireless phone connectivity Integrated roof antenna Lighting, Visibility and Instrumentation Features: Delay -off aero- composite halogen headlamps Front fog lights Variable intermittent wipers Fixed interval rear window wiper Rear window defroster Deep- tinted windows Dome light with fade Front reading lights • Printed On 05/22/2012 05:19 PM Page 4 of 6 Variable instrument panel lighting • • Analog display Tachometer Compass Outside- temperature display Low - tire - pressure warning Trip computer Trip odometer Water temp. gauge In -radio display clock Systems monitor Oil- pressure warning Water -temp. warning Battery warning Lights -on warning Key -in- ignition warning Low -fuel warning Low - washer -fluid warning Bulb- failure warning Door -ajar warning Trunk -ajar warning Brake -fluid warning Safety and Security: Four -wheel ABS brakes 4 ABS channels Brake assist Four -wheel disc brakes Front ventilated disc brakes Compact spare tire Spare tire mounted inside under cargo Driver and passenger front - impact airbags Seat - mounted driver and passenger side - impact airbags Safety Canopy System curtain 1 st and 2nd row overhead airbag Knee airbag Front passenger airbag occupancy sensor Height adjustable front seatbelts Front seatbelt pre - tensioners 3 point rear center seatbelt Side - impact bars Tailgate /rear door lock included with power doors Rear child safety locks Immobilizer SecuriLock Panic alarm Stability control with anti -roll control AdvanceTrac w /Roll Stability Control ABS and driveline traction control Manual adjustable front head restraints 3 rear head restraints Seats and Trim: Max. seating capacity of 5 Front bucket seats 6 -way driver seat adjustment Manual reclining driver and passenger seats Manual height - adjustable driver seat Manual driver and passenger fore /aft adjustment 4 -way passenger seat adjustment Front center armrest Rear manual reclining 60 -40 split -bench seat Rear seat fold - forward seatback Rear seat center armrest Cloth front and rear seat upholstery Full cloth headliner Carpet floor covering Printed On 05/22/2012 05:19 PM Page 5 of 6 Metal -look shift knob . Carpet front and rear Floor mats Chrome and metal -look interior accents • Carpet cargo space Plastic trunk lid /rear cargo door Cargo tie -downs Cargo light Standard Engine: Engine 178 -hp, 1.6 -liter 1 -4 (premium) Standard Transmission: Transmission 6 -speed automatic w/OD and auto - manual Printed On 05/22/2012 05:19 PM Page 6 of 6 • Closed -End (Walkaway) Lease Rate Quote Quote No: 2019553 III~ manag*m*nt 1 Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit # $ 0.00 Commercial Automobile Liability Enrollment Year 2013 Make Ford Model Edge Liability Limit $0.00 Series SE 4dr Front -wheel Drive $ 25.00 V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 $ 0.00 * Capitalized Price Reduction $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit $ 25.00 Driver Name $ 0.00 * Initial Sales Tax Use Tax 0.0000% State Exterior Color (0 P) Ingot Silver Metallic $ 137.25 * Initial License Fee Interior Color (0 1) Charcoal Black w /Cloth Bucket Seats $ 0.00 * Registration Fee $ 0.00 Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 * Security Deposit $ 0.00 Extended Service Contract $ 384.68 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, At es to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall have the right to colt amages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City of Sanfo BY TITLE DATE ( - INDICATES ITEMS TOW ON DELI Y. Capitalized Price of Vehic b Adjusted t effect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentiv, a een Us QAy Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:16 PM Page 1 of 2 Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 Physical Damage Management (Estimate Only) Comp /Coll 0 / 0 Deductible — $ 0.00 Full Maintenance Program Contract Mlles 0 OverM[leage $ 0.00 Per Mile Charge — In& # Brake Sets (1 set = 1 Axle) 0 # Tires 0 Loaner Vehicle Not Included $ 25.00 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 409.68 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, At es to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and agrees that Lessor shall have the right to colt amages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. LESSEE City of Sanfo BY TITLE DATE ( - INDICATES ITEMS TOW ON DELI Y. Capitalized Price of Vehic b Adjusted t effect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentiv, a een Us QAy Lessor to Reduce the Capitalized Price of the Vehicle. t Monthly Lease Charge Will Be Adjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:16 PM Page 1 of 2 flat managamant • 0 Closed -End (Walkaway) Lease Rate Quote Quote No: 2019553 Offormnrkat Fnuinmant Tntal Description Billed or (C)apped Price Tint C $ 155.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Capitalized $ 155.00 Aftermarket Equipment Total $ 155.00 Printed On 05/22/2012 05:16 PM Page 2 of 2 -enterprise • • Closed -End (Walkaway) Lease Rate Quote Quote No: 2040251 Prepared For: City of Sanford Date 05/22/2012 AE/AM JCB Unit # Year 2013 Make Ford Model Edge Series SE 4dr Front -wheel Drive V ehicle Order Type Ordered Term 36 State FL Customer No 435422 $ 0.00 * Capitalized Price Reduction $ 0.00 * Tax on Capitalized Price Reduction Order Information $ 0.00 Gain Applied From Prior Unit Driver Name $ 0.00 * Initial Sales Tax Exterior Color (0 P) Ingot Silver Metallic $ 137.25 * Initial License Fee Interior Color (0 1) Charcoal Black w /Cloth Bucket Seats $ 0.00 Registration Fee Lic. Plate Type Unknown $ 0.00 Other GVWR 0 $ 0.00 * Security Deposit $ 0.00 Extended Service Contract $ 384.68 Monthly Lease Charge (Based on Interest Rate - Subject to a Floor)' Additional Fleet Management Master Policy Enrollment Fees $ 0.00 Commercial Automobile Liability Enrollment Liability Limit $0.00 $ 25.00 $ 0.00 $ 25.00 Physical Damage Management (Estimate Only) Full Maintenance Program Contract Miles 0 Inc[: # Brake Sets (1 set = 1 Axle) 0 Additional Services SubTotal $ 0.00 Use Tax 0.0000% State $ 0.00 Monthly Property Tax $ 409.68 Total Monthly Rental Including Additional Services $ 0.00 Service Charge Due at Lease Termination Comp /Coll 0 / 0 Deductible — OverMileage Charge $ 0.00 Per Mile # Tires 0 Loaner Vehicle Not Included Monthly Rental Includes 1,500 Miles Per Month Miles in Excess Of 54,000 Will Be Charged At $ 0.1000 Per Mile (Quote is Subject to Customer's Credit Approval) Notes Enterprise FM Trust will be the owner of the vehicle covered by this Quote. Enterprise FM Trust (not Enterprise Fleet Management) will be the Lessor of such vehicle under the Master Closed - End (Walkaway) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Closed - End (Walkaway) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, agrees that Lessor shall have the right to co LESSEE City of BY to lease the vehicle on the terms set forth herein and in the Master Walkaway Lease Agreement and cages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. TITLE DATE / "/ ( — INDICATES ITEMS TO BE BB' DE VER . Capitalized Price of Vehicle M sled R ect Final Manufacturer's Invoice. Lessee Hereby Assigns to Lessor any Manufacturer Rebates And /Or Manufacturer Incentives Intended for the Lessee, Which Rebates And /Or Incentives H Used essor to Reduce the Capitalized Price of the Vehicle. 1 Monthly Lease Charge WiIIilBe Kdjusted to Reflect the Interest Rate on the Delivery Date (Subject to a Floor). 2 The inclusion herein of references to maintenance fees /services are solely for the administrative convenience of Lessee. Notwithstanding the inclusion of such references in this [Invoice /Schedule /Quote], all such maintenance services are to be performed by Enterprise Fleet Management, Inc., and all such maintenance fees are payable by Lessee solely for the account of Enterprise Fleet Management, Inc., pursuant to that certain separate [Maintenance Agreement] entered into by and between Lessee and Enterprise Fleet Management, Inc.; provided that such maintenance fees are being billed by Enterprise FM Trust, and are payable at the direction of Enterprise FM Trust, solely as an authorized agent for collection on behalf of Enterprise Fleet Management, Inc. Printed On 05/22/2012 05:17 PM Page 1 of 2 Ilaat manag*rm nt Closed -End (Walkaway) Lease Rate Quote Quote No: 2040251 A#*— C . ___4 T-4 -1 Description Billed or (C)apped Price Tint C $ 155.00 Total Aftermarket Equipment Billed $ 0.00 Total Aftermarket Equipment Capitalized $ 155.00 Aftermarket Equipment Total $ 155.00 Printed On 05/22/2012 05:17 PM Page 2 of 2