1826 US Bancorp Lease PD vehicles --1877
1
TRANSMITTAL MEMORANDUM
To: City Clerk
FROM: Cynthia Lindsay, Finance Director
ATE: April 4, 2017
Cc: Bill Smith, Purchasing Manager
E: Police Vehicle Lease Purchase
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 ❑ Rendering
❑ Maintenance Bond ® Safe keeping (Vault)
❑ Ordinance ❑
❑ Performance Bond
❑ Resolution
® US Bancorp—Schedule 4 077-0019263-003
Once completed,please:
❑ Return original
❑ Return copy
Special Instructions:
Please advise if you have any questions regarding the above.
Thank you!
ADDENDUM (FLORIDA)
Master Tax-Exempt Lease/Purchase Agreement
THIS ADDENDUM,which is entered into as of February 10,2017 between U.S.Bancorp Government Leasing and Finance, Inc.("Lessor")
and City of Sanford ("Lessee"), is intended to modify and supplement Property Schedule No. 3 (the "Property Schedule") to the Master
Tax-Exempt Lease/Purchase Agreement between Lessor and Lessee dated as of August 15,2013(the"Master Agreement"). Capitalized
terms not otherwise defined herein shall have the meanings set forth in the Master Agreement.
1. The Master Agreement is hereby amended as set forth below:
(a) Section 6.05 Continuation of Lease by Lessee is hereby deleted in its entirety and restated as follows:
6.05 Continuation of Lease by Lessee. Lessee intends to continue all Property Schedules entered into pursuant to this
Agreement and to pay the Lease Payments thereunder. Lessee represents it has funds available to pay the Lease Payments through
the end of the current fiscal year. Lessee agrees that its staff will provide during the budgeting process for each budget year to the
governing body of Lessee notification of any Lease Payments due under the Property Schedules during the following budget year.
Notwithstanding this covenant, if Lessee fails to appropriate the Lease Payments for a Property Schedule pursuant to Section 6.06,
such Property Schedule shall terminate at the end of the then current Original Term or Renewal Term. Although Lessee has made this
covenant, in the event that it fails to provide such notice, no remedy is provided and Lessee shall not be liable for any damages for its
failure to so comply.
(b) Section 7.03(entitled"Security Interest")is deleted in its entirety.
(c) Section 8.03 Insurance is hereby deleted in its entirety and restated as follows:
8.03 Insurance. At its own expense, Lessee shall maintain (a) casualty insurance insuring the Property against loss or
damage by fire and all other risks covered by the standard extended coverage endorsement then in use in the State in an amount
equal to at least the outstanding principal component of Lease Payments, and(b)liability insurance that protects Lessor from liability in
all events wherein the City is deemed to be liable in an amount, not to exceed the Lessee's current general liability insurance coverage
and limits and (c) worker's compensation insurance covering all Lessee's employees working on, in, near or about the Property;
provided that Lessee may self-insure against all such risks. All insurance proceeds from casualty losses shall be payable as
hereinafter provided in this Agreement. All such insurance shall be with insurers that are authorized to issue such insurance in the
State. All such liability insurance shall name Lessor as certificate holder.All such casualty insurance shall contain a provision making
any losses payable to Lessor and Lessee as their respective interests may appear. Lessee will endeavor to provide Lessor written
notice at least thirty (30) days in advance of cancellation or modification as it might affect Lessor.Such changes shall not become
effective without Lessor's prior written consent. Lessee shall furnish to Lessor, on or before the Commencement Date for each
Property Schedule, and thereafter at Lessor's request, certificates evidencing such coverage, or, if Lessee self-insures, a written
description of its self-insurance program together with a certification from Lessee's risk manager or insurance agent or consultant to
the effect that Lessee's self-insurance program provides adequate coverage against the risks listed above.
(d) The last sentence of Section 12.01 is amended to read in its entirety as follows: "Lessee agrees to execute all
documents, including notices of assignment, that may be reasonably requested by Lessor or any assignee to protect its interests in
this Agreement and the Property Schedules."
(e) Section 12.04 Release and Indemnification Covenants is hereby deleted in its entirety and restated as follows:
12.04 Release and Indemnification Covenants. Lessee hereby,to the extent permitted by law, shall hold harmless and
indemnify Lessor from and against any and all liability, assertions, loss, claims, damages, costs, attorney's fees,judgments
and expenses of whatsoever kind or nature which the Lessor may sustain, suffer or incur or be required to pay by reason of a
loss resulting from the acts or omissions of the Lessee and/or the use of the Property. In the event that any action, suit or
proceeding is brought against Lessee or Lessor upon any alleged liability arising out of this Agreement asserted to have
resulted from the negligence, etc. of the Lessee the Lessee shall promptly provide notice in writing thereof to the Lessor by
registered or certified mail.
(f) Subsection 13.02(b)is amended to read as follows:
"(b) Lessor may terminate the Property Schedule, and may require Lessee, at Lessee's expense, to
promptly return any or all of the Property to the possession of Lessor at such place within the United States as Lessor
shall specify, and Lessor may thereafter dispose of the Property; provided, however, that any proceeds from the
disposition of the property in excess of the sum required to(i)pay any amounts then due under the Property Schedule,
including payments under Section 13.02(a), and(ii)pay Lessor's costs and expenses associated with the disposition of
the Property (including attorneys fees), shall be paid to Lessee or such other creditor of Lessee as may be entitled
thereto,and further provided that no deficiency shall be allowed against Lessee;"
(g) The last sentence of Section 13.02(commencing with the word"Notwithstanding")is deleted in its entirety.
(h) A new Subsection 13.02(e)is added to the Master Agreement to read in its entirety as follows:
"(e) Following an Event of Default or an Event of Nona ppropriation hereunder and upon failure of Lessee
to voluntarily comply with Section 6.06 or 13.02(b), Lessor may take any action, at law, that is permitted by applicable
law and that may appear necessary or desirable to enforce or to protect any of its rights under the Property Schedule
and this Agreement against Lessee's legally available funds. Lessor and Lessee agree that there is no intention to
create under this Agreement and the applicable Property Schedule a right of Lessor to dispossess Lessee involuntarily
of the legal title to or the right of use of the Property. Lessor hereby irrevocably waives any right to specific performance
of Lessee's covenant to transfer legal title to and return of possession of the Property to Lessor. Lessor acknowledges
that in no event may it compel the use of ad valorem taxing power to compel Lessee to pay Lease Payments or other
payment obligations under this Agreement."
2. If Lessee utilizes the services of a procurement management program operated by another governmental authority in connection
with the acquisition of Property, Lessee shall be solely responsible for the payment of all rebates, revenues sharing and other fees payable
to such governmental authority in connection with its participation in such program, regardless of whether any available discount has been
applied in determining the amount of proceeds of the Property Schedule payable to the Vendor.
3. If Lessee is a county, Lessee represents and warrants to Lessor that:
(a) If the term of the Property Schedule exceeds five (5)years, Lessee represents and covenants to Lessor that the Lease
Payments with respect thereto are and will be payable from sources other than ad valorem taxes.
(b) The Property Schedule has been approved by the Board of County Commissioners of Lessee.
IN WITNESS WHEREOF, Lessor and Lessee have caused this Addendum to be executed in their names by their duly authorized
representatives as of the date first above written.
Lessor: U. Bancorp Government Leasing and Lessee: City of Sa ord
Finance, C.
B : By-
Jeff.
Trip
Name: ,,. Name:
4 1
Title: Lisa Albrecht Mayor
list Title:
Attest:
B Q
Name: Cynthia Porter
Title: City Clerk
Property Schedule
Master Tax-Exempt Lease/Purchase Agreement
This Property Schedule No. 3 is entered into as of the Commencement Date set forth below, pursuant to that certain Master Tax-Exempt
Lease/Purchase Agreement (the "Master Agreement"), dated as of August 15, 2013, between U.S. Bancorp Government Leasing and Finance, Inc.,
and City of Sanford.
1. Interpretation. The terms and conditions of the Master Agreement are incorporated herein by reference as if fully set forth herein. Reference is made to
the Master Agreement for all representations,covenants and warranties made by Lessee in the execution of this Property Schedule,unless specifically
set forth herein. In the event of a conflict between the provisions of the Master Agreement and the provisions of this Property Schedule,the provisions
of this Property Schedule shall control. All capitalized terms not otherwise defined herein shall have the meanings provided in the Master Agreement.
2. Commencement Date. The Commencement Date for this Property Schedule is February 10,2017.
3. Property Description and Payment Schedule.The Property subject to this Property Schedule is described in Exhibit 1 hereto. Lessee shall not remove
such property from the locations set forth therein without giving prior written notice to Lessor.The Lease Payment Schedule for this Property Schedule
is set forth in Exhibit 1.
4. Opinion. The Opinion of Lessee's Counsel is attached as Exhibit 2.
5. Lessee's Certificate. The Lessee's Certificate is attached as Exhibit 3.
6. Proceeds. Exhibit 4 has been intentionally omitted.
7. Acceptance Certificate. Exhibit 5 has been intentionally omitted.
8. Additional Purchase Option Provisions. In addition to the Purchase Option provisions set forth in the Master Agreement, Lease Payments payable
under this Property Schedule shall be subject to prepayment in whole at any time by payment of the applicable Termination Amount set forth in Exhibit
1 (Payment Schedule)and payment of all accrued and unpaid interest through the date of prepayment.
9. Private Activity Issue. Lessee understands that among other things,in order to maintain the exclusion of the interest component of Lease Payments
from gross income for federal income tax purposes, it must limit and restrict the rights private businesses (including, for this purpose, the federal
government and its agencies and organizations described in the Code § 501(c)(3)) have to use the Property. Each of these requirements will be
applied beginning on the later of the Commencement Date or date each portion of the Property is placed in service and will continue to apply until
earlier of the end of the economic useful life of the Property or the date the Agreement or any tax-exempt obligation issued to refund the Property
Schedule is retired(the"Measurement Period").
Lessee will comply with the requirements of Section 141 of the Code and the regulations thereunder which provide restrictions on special legal rights
that users other than Lessee or a state or local government or an agency or instrumentality of a state or a local government(an"Eligible User")may
have to use the Property. For this purpose, special legal rights may arise from a management or service agreement, lease, research agreement or
other arrangement providing any entity except an Eligible User the right to use the Property. Any use of the Property by a user other than an Eligible
User is referred to herein as"Non-Qualified Use".
Throughout the Measurement Period, all of the Property is expected to be owned by Lessee. Throughout the Measurement Period, Lessee will not
permit the Non-Qualified Use of the Property to exceed 10%.
10. Bank Qualification and Arbitrage Rebate. Attached as Exhibit 6.
11. Expiration. Lessor, at its sole determination, may choose not to accept this Property Schedule if the fully executed, original Master Agreement
(including this Property Schedule and all ancillary documents)is not received by Lessor at its place of business by February 15,2017.
IN WITNESS WHEREOF,Lessor and Lessee have caused this Property Schedule to be executed in their names by eir duly authorized representatives as
of the Commencement Date above.
Lessor: U.S. Bancorp Government Leasing and Lessee: City of Sanford
Finance, lr)c7-\ r\ A,-,
B B : ZW-4
Nae: Jeff Tr' I
Name:
isa Albrecht
Documentation Specialist Mayor
Title: � Title:
Attest:
B
Name: Cynthia Porter
Title: City Clerk
EXHIBIT 1
jProperty Description and Payment Schedule
Re: Property Schedule No.3 to Master Tax-Exempt Lease/Purchase Agreement between U.S. Bancorp Government
Leasing and Finance, Inc. and City of Sanford.
THE PROPERTY IS AS FOLLOWS: The Property as more fully described in Exhibit A incorporated herein by reference
and attached hereto. It includes all replacements, parts, repairs, additions, accessions and accessories incorporated
therein or affixed or attached thereto and any and all proceeds of the foregoing, including, without limitation, insurance
recoveries.
PROPERTY LOCATION:
Address
City,State Zip Code
USE: Police Vehicles-This use is essential to the proper, efficient and economic functioning of Lessee or to the services
that Lessee provides; and Lessee has immediate need for and expects to make immediate use of substantially all of the
Property,which need is not temporary or expected to diminish in the foreseeable future.
Lease Payment Schedule
Total Princi al Amount: $489,200.00
Termination
Payment Lease Principal Interest Amount
No. Due Date Payment Portion Portion (After Making Payment
for said Due Date
1 10-Ma -2017 31,903.96 29,433.50 2,470.46 N.A.
2 10-Au -2017 31,903.96 29,582.14 2,321.82 N.A.
3 10-Nov-2017 31,903.96 29,731.53 2,172.43 N.A.
4 10-Feb-2018 31,903.96 29,881.67 2,022.29 N.A.
5 10-Ma -2018 31,903.96 30,032.58 1,871.38 350,754.75
6 10-Aug-2018 31,903.96 30,184.24 1,719.72 319,664.99
7 10-Nov-2018 31,903.96 30,336.67 1,567.29 288,418.22
8 10-Feb-2019 31,903.96 30,489.87 1,414.09 257,013.65
9 10-Ma -2019 31,903.96 30,643.84 1,260.12 225,450.50
10 10-Aug-2019 31,903.96 30,798.59 1,105.37 193,727.94
11 10-Nov-2019 31,903.96 30,954.13 949.83 161,845.19
12 10-Feb-2020 31,903.96 31,110.44 793.52 129,801.44
13 10-Ma -2020 31,903.96 31,267.55 636.41 97,595.86
14 10-Aug-2020 31,903.96 31,425.45 478.51 65,227.64
15 10-Nov-2020 31,903.96 31,584.15 319.81 32,695.96
16 10-Feb-2021 31,903.96 31,743.65 160.31 0.00
TOTALS 510,463.36 489,200.00 21,263.36
Interest Rate: 2.020%
Lessee: City of Sanford
L
B : A�
V 10
Name: Jeff Triple
Mayor
Title:
EXHIBIT
Property Description
2017 Ford Interceptor Utility AWD, K-9 Vehicle Ford Interceptor Utility AWD, Dodge Charger, 2017 Ford Interceptor, 2017
Ford Transit Cargo T-250 MED Roof 148"wheel base 9000GVWR Dual, Kawasaki Mule,APX-6500/XTL-1500
VIN #s to be determined
INCUMBENCY CERTIFICATE
Re: Property Schedule No. 3 dated as of February 10, 2017 to the Master Tax-Exempt Lease/Purchase Agreement dated as of
August 15,2013 between U.S. Bancorp Government Leasing and Finance, Inc. and City of Sanford.
The undersigned, being the duly elected, qualified and acting Secretary or Clerk of City of Sanford("Lessee")does hereby certify, as of
February 10,2017, as follows:
As of the date of the meeting(s) of the governing body of the Lessee at which the above-referenced Master Agreement and
the Property Schedule were approved and authorized to be executed, and as of the date hereof, the below-named representative of
the Lessee held and holds the ice set forth below, and the signature set forth below is his/her true and correct signature.
Jeff Triplett Mayor
(Signature of Persona se/Purchase Agreement) (Print Name and Title)
IN WITNESS WHEREOF,the undersigned has executed this Certificate as of February 10,2017
City of Sanford
By. ro 04t 1^�ASCAf
Print Name: ynthia Lindsay
Print Title: Finance Director
SIGNER MUST NOT BE THE SAME AS THE
EXECUTING OFFICIAL SHOWN ABOVE.
JEXHIBIT 41
IPayment of Proceeds Instructions
Intentionally Omitted
Intentionally Omitted
EXHIBIT 6
Bank Qualification And Arbitrage Rebate
U.S. Bancorp Government Leasing and Finance, Inc.
13010 SW 68th Parkway, Suite 100
Portland, OR 97223
Re: Property Schedule No.3 to Master Tax-Exempt Lease/Purchase Agreement between U.S. Bancorp Government
Leasing and Finance, Inc. and City of Sanford
Bank Qualified Tax-Exempt Obligation under Section 265
Check One:
Lessee hereby designates this Property Schedule as a "qualified tax-exempt obligation" as defined in Section
265(b)(3)(B) of the Code. Lessee reasonably anticipates issuing tax-exempt obligations (excluding private activity
bonds other than qualified 501(c)(3) bonds and including all tax-exempt obligations of subordinate entities of the
Lessee) during the calendar year in which the Commencement Date of this Property Schedule falls, in an amount not
exceeding$10,000,000.
or
Not applicable.
Arbitrage Rebate
Eighteen Month Exception: Pursuant to Treasury Regulations Section 1.148-7(d), the gross proceeds of this Property
Schedule will be expended for the governmental purposes for which this Property Schedule was entered into, as follows: at
least 15% within six months after the Commencement Date, at least 60% within 12 months after the Commencement Date,
and 100% within 18 months after the Commencement Date. If Lessee is unable to comply with Section 1.148-7(d) of the
Treasury Regulations, Lessee shall compute rebatable arbitrage on this Agreement and pay rebatable arbitrage to the United
States at least once every five years, and within 60 days after payment of the final Lease Payment due under this Agreement.
Consult tax counsel if there is any chance that the Eighteen Month Exception will not be
met.
Lessee: City of Sanfc d
B :
Name:
Jeff fTr+plet
Mayor
Title:
INSURANCE AUTHORIZATION AND VERIFICATION
Date:February 10,2017 Property Schedule No: 3
To:City of Sanford(the "Lessee") From:U.S.Bancorp Government Leasing and Finance, Inc.(the
"Lessor")
1310 Madrid Street
Marshall,MN 56258
TO THE LESSEE: In connection with the above-referenced Property Schedule, Lessor requires proof in the form of this document,
executed by both Lessee"and Lessee's agent,that Lessee's insurable interest in the financed property(the"Property")meets Lessor's
requirements as follows,with coverage including, but not limited to, fire, extended coverage,vandalism, and theft:
Lessor,AND ITS SUCCESSORS AND ASSIGNS,shall be covered as LENDER'S LOSS PAYEE with regard to all
equipment financed or leased by policy holder through or from Lessor. All such insurance shall contain a provision
to the effect that such insurance shall not be canceled or modified without first giving written notice thereof to
Lessor and Lessee at least thirty(30)days in advance of such cancellation or modification.
Lessee must carry GENERAL LIABILITY(and/or,for vehicles,Automobile Liability)in the amount of no less than
$1,000,000.00(one million dollars).
Lessee must carry PROPERTY Insurance(or,for vehicles,Physical Damage Insurance)in an amount no less than the
'Insurable Value'$489,200.00,with deductibles no more than$25,000.00.
"Lessee:Please execute this form and return with your document package. Lessor will fax this form to your insurance agency for
endorsement. In lieu of agent endorsement, Lessee's agency may submit insurance certificates demonstrating compliance with all
requirements. Should you have any questions, please contact Lisa Albrecht at 303-585-4077.
By signing,Lessee authorizes the Agent named below: 1)to complete and return this form as indicated;and 2)to endorse the
policy and subsequent renewals to reflect the required coverage as outlined above.
Agency/Agent:
Address:
Phone/Fax:
Email:
Lessee:City of ford
B : /%Villl 11
Name: Jeff T i t
Title: May�i U
TO THE AGENT:In lieu of providing a certificate,please execute this form in the space below and promptly fax it to
Lessor at 303-585-4939. This fully endorsed form shall serve as proof that Lessees insurance meets the above
requirements.
Agent hereby verifies that the above requirements have been met in regard to the Property listed below.
Print Name of Agency:X
By: X
(Agent's Signature)
Print Name:X Date:X
Insurable Value:$489,200.00
ATTACHED: PROPERTY DESCRIPTION FOR PROPERTY SCHEDULE NO.:3
Notification of Tax Treatment to Tax-Exempt Lease/Purchase Agreement
This Notification of Tax Treatment is pursuant to the Master Tax-Exempt Lease/Purchase Agreement dated as of August 15, 2013
and the related Property Schedule No. 3 dated February 10,2017, between Lessor and Lessee(the"Agreement").
Lessee agrees that this Property Schedule SHOULD be subject to sales/use taxes
X Lessee agrees that this Property Schedule should NOT be subject to sales/use taxes and Lessee has previously
provided their tax-exemption certificate with this document package
Lessee agrees that this Property Schedule should NOT be subject to sales/use taxes and no tax-exemption certificate is
issued to us by the State
Lessee agrees that this Property Schedule is a taxable transaction and subject to any/all taxes
Lessee agrees that this Property Schedule is subject to sales/use taxes and will pay those taxes directly to the State or
Vendor
IN WITNESS WHEREOF, Lessee has caused this Notification of Tax Treatment to be execut d by their duly authorized representative.
Lessee: City of Sa ford
B : �K
Name: Jeffriplet
Mayor
Title:
Instructions
fOr Form
Department of the Treasury
Internal Revenue Service
8038-G ri
(Rev. September 2011 )
Information Return for Tax-Exempt Governmental Obligations
Section references are to the Internal indenture or other bond documents.See Rounding to Whole Dollars
Revenue Code unless otherwise noted. Where To File next. You may show amounts on this return as
General Instructions Where To File whole dollars.To do so,drop amounts
less than 50 cents and increase amounts
Purpose Of Form File Form 8038-G,and any attachments, from 50 cents through 99 cents to the
Form 8038-G is used b of with the Department of the Treasury, next higher dollar.
Y issuers Internal Revenue Service Center,Ogden,
tax-exempt governmental obligations to UT 84201. Questions on Filing Form
provide the IRS with the information 8038-G
required by section 149(e)and to monitor Private delivery services. You can use For specific questions on how to file Form
the requirements of sections 141 through certain private delivery services 8038-G send an email to the IRS at
150. designated by the IRS to meet the"timely TaxExemptBondOuesfions@irs.gov
Who Must File mailing as timely filing/paying"rule for tax and put"Form 8038-G Question"in the
returns and payments.These private subject line. In the email include a
delivery services include only the description of your question,a return
IF the issue price THEN,for tax-exempt following: email address,the name of a contact
(line 21,column(b)) governmental • DHL Express(DHL): DHL Same Day person,and a telephone number.
is... obligations issued Service.
after December 31, • Federal Express(FedEx): FedEx Definitions
1986,issuers must Priorit Overnight, FedEx Standard
file... Y g Tax-exempt obligation. This is any
Overnight, FedEx 2Day, FedEx obligation,including a bond,installment
$100,000 or more A separate Form International Priority,and FedEx purchase agreement,or financial lease,
8038-G for each issue International First. on which the interest is excluded from
Less than$100,000 Form 8038-GC, • United Parcel Service(UPS): UPS Next income under section 103.
Day Air,UPS Next Day Air Saver, UPS
Information Return for Tax-exempt governmental obligation.
Small Tax-Exempt 2nd Day Air, UPS 2nd Day Air A.M., UPS A tax-exempt obligation that is not a
Governmental Bond Worldwide Express Plus,and UPS private activity bond(see below)is a
Issues,Leases,and Worldwide Express. tax-exempt governmental obligation.This
Installment Sales The private delivery service can tell includes a bond issued by a qualified
you how to get written proof of the mailing volunteer fire department under section
For all build America bonds and date. 150(e).
recovery zone economicPrivate activity bond. This includes an
Other Forms That May Be obligation ation issued as art of an issue in
• development bonds use Form Required g p
8038-B,Information Return for Build q which:
America Bonds and Recovery Zone For rebating arbitrage(or paying a • More than 10%of the proceeds are to
Economic Development Bonds. For tax penalty in lieu of arbitrage rebate)to the be used for any private activity business
credit bonds and specified tax credit Federal government,use Form 8038-T, use,and
bonds use Form 8038-TC,Information Arbitrage Rebate,Yield Reduction and • More than 10%of the payment of
Return for Tax Credit Bonds and Penalty in Lieu of Arbitrage Rebate. principal or interest of the issue is either
Specified Tax Credit Bonds. (a)secured by an interest in property to
For private activity bonds,use Form be used for a private business use(or
When To File 8038, Information Return for Tax-Exempt payments for such property)or(b)to be
File Form 8038-G on or before the 15th Private Activity Bond Issues. derived from payments for property(or
day of the 2nd calendar month after the borrowed money)used for a private
close of the calendar quarter in which the For build America bonds(Direct Pay), business use.
bond is issued. Form 8038-G may not be build America bonds(Tax Credit),and It also includes a bond,the proceeds
filed before the issue date and must be recovery zone economic development bonds,complete Form 8038-8, of which(a)are to be used directly or
completed based on the facts as of the Information Return for Build America indirectly to make or finance loans(other
issue date. Bonds and Recovery Zone Economic than loans described in section 141(c)(2))Late filing. An issuer may be granted an Development Bonds. to persons other than governmental units
extension of time to file Form 8038-G and(b)exceeds the lesser of 5%of the
under Section 3 of Rev.Proc.2002-48, For qualified forestry conservation proceeds or$5 million.
2002-37 I.R.B.531,if it is determined that bonds,new clean renewable energy Issue price. The issue price of
the failure to file timely is not due to willful bonds,qualified energy conservation obligations is generally determined under
neglect.Type or print at the top of the bonds,qualified zone academy bonds, Regulations section 1.148-1(b).Thus,
form"Request for Relief under section 3 qualified school construction bonds,clean when issued for cash,the issue price is
of Rev. Proc.2002-48"and attach a letter renewable energy bonds,Midwestern tax the first price at which a substantial
explaining why Form 8038-G was not credit bonds,and all other qualified tax amount of the obligations are sold to the
submitted to the IRS on time.Also credit bonds(except build America public.To determine the issue price of an
indicate whether the bond issue in bonds),file Form 8038-TC,Information obligation issued for property,see
question is under examination by the IRS. Return for Tax Credit Bonds and sections 1273 and 1274 and the related
Do not submit copies of the trust Specified Tax Credit Bonds. regulations.
Sep 20,2011 Cat.No.63774D
Issue. Generally,obligations are treated return for the same date of issue. If you exchanges the bonds that are part of the
as part of the same issue if they are are filing to correct errors or change a issue for the underwriter's(or other
issued by the same issuer,on the same previously filed return,check the purchaser's)funds. For a lease or
date,and in a single transaction,or a Amended Return box in the heading of installment sale,enter the date interest
series of related transactions. However, the form. starts to accrue in a MM/DD/YYYY
obligations issued during the same The amended return must provide all format.
calendar year(a)under a loan agreement the information reported on the original Line 8. If there is no name of the issue,
under which amounts are to be advanced return, in addition to the new or corrected
periodically(a"draw-down loan")or(b) please provide other identification of the
with a term not exceeding 270 days, may information.Attach explanation of the issue.
reason for the amended return and write
be treated as part of the same issue if the across the top,"Amended Return Line 9. Enter the CUSIP(Committee on
obligations are equally and ratably Explanation."Failure to attach an Uniform Securities Identification
secured under a single indenture or loan explanation may result in a delay in Procedures)number of the bond with the
agreement and are issued under a processing the form. latest maturity. If the issue does not have
common financing arrangement(for a CUSIP number,write"None."
example,under the same official Line 1. The issuer's name is the name of
statement periodically updated to reflect the entity issuing the obligations,not the Line 10a. Enter the name and title of the
changing factual circumstances).Also,for name of the entity receiving the benefit of officer or other employee of the issuer
obligations issued under a draw-down the financing. For a lease or installment whom the IRS may call for more
loan that meet the requirements of the sale,the issuer is the lessee or the information. If the issuer wishes to
preceding sentence,obligations issued purchaser. designate a person other than an officer
during different calendar years may be Line 2. An issuer that does not have an or other employee of the issuer(including
treated as part of the same issue if all of employer identification number(EIN) a legal representative or paid preparer)
the amounts to be advanced under the should apply for one on Form SS-4, whom the IRS may call for more
draw-down loan are reasonably expected Application for Employer Identification information about the return,enter the
to be advanced within 3 years of the date Number.You can get this form on the IRS name,title,and telephone number of
of issue of the first obligation. Likewise, website at IRS.gov or by calling such person on lines 3a and 3b.
obligations(other than private activity 1-800-TAX-FORM(1-800-829-3676).You Complete lines 10a and 10b even
bonds)issued under a single agreement may receive an EIN by telephone by 1 if you complete lines 3a and 3b.
that is in the form of a lease or installment following the instructions for Form SS-4.
sale may be treated as part of the same Line 3a. If the issuer wishes to authorize
issue if all of the property covered by that a person other than an officer or other part II—Type of Issue
agreement is reasonably expected to be employee of the issuer(including a legal YP
delivered within 3 years of the date of representative or paid preparer)to Elections referred to in Part If are
issue of the first obligation. communicate with the IRS and whom the
a rebate. General) made on the original bond
Arbitrage y, interest on IRS may contact about this return documents,not on this form.
a state or local bond is not tax-exempt (including in writing or by telephone),
unless the issuer of the bond rebates to enter the name of such person here.The Identify the type of obligations issued
the United States arbitrage profits earned person listed in line 3a must be an by entering the corresponding issue price
from investing proceeds of the bond in individual. Do not enter the name and title (see Issue price under Definitions earlier).
higher yielding nonpurpose investments. of an officer or other employee of the Attach a schedule listing names and EINs
See section 148(f). issuer here(use line 10a for that of organizations that are to use proceeds
Construction issue. This is an issue of purpose). of these obligations,if different from those
tax-exempt bonds that meets both of the Note. By authorizing a person other than of the issuer,include a brief summary of
following conditions: an authorized officer or other employee of the use and indicate whether or not such
1. At least 75%of the available the issuer to communicate with the IRS user is a governmental or
construction proceeds are to be used for and whom the IRS may contact about this nongovernmental entity.
construction expenditures with respect to return,the issuer authorizes the IRS to Line 18. Enter a description of the issue
property to be owned by a governmental communicate directly with the individual in the space provided.
unit or a section 501(c)(3)organization, entered on line 3a and consents to
and disclose the issuer's return information to Line 19. If the obligations are short-term
2. All the bonds that are part of the that individual,as necessary,to process tax anticipation notes or warrants(TANs)
issue are qualified 501(c)(3)bonds, this return. or short-term revenue anticipation notes
private activity bonds
bonds that are not ,
P Y Lines 4 and 6. If you listed an individual or warrants RANs ,check box 19a. If the
or private activity bonds issued to finance on line 3a to communicate with the IRS obligations are short-term bond
property to be owned by a governmental and whom the IRS may contact about this anticipation notes(RANs),issued with the
unit or a section 501(c)(3)organization. return,enter the number and street(or expectation that they will be refunded with
P.O.box if mail is not delivered to street the proceeds of long-term bonds at some
In lieu of rebating any arbitrage that address),city,town,or post office,state, future date,check box 19b.Do not check
may be owed to the United States,the both boxes.
issuer of a construction issue may make and ZIP code of that person.Otherwise,
is irrevocable construction
electioto pay a penalty. enter the issuer's number and street(or Line 20. Check this box if property other
The penalty is equal to o pa a the P.O.box if mail is not delivered to street than cash is exchanged for the obligation,
amount of construction proceeds that do address),city,town,or post office,state, for example,acquiring a police car,a fire
not meet certain spending requirements. and ZIP code. truck,or telephone equipment through a
See section 148(f)(4)(C)and the Note. The address entered on lines 4 series of monthly payments.(This type of
Instructions for Form 8038-T. and 6 is the address the IRS will use for obligation is sometimes referred to as a
all written communications regarding the °municipal lease.")Also check this box if
Specific Instructions processing of this return,including any real property is directly acquired in
p notices. exchange for an obligation to make
periodic payments of interest and
Part I—Reporting Authority p J Y Line 5. This line is for IRS use only.Do principal. Do not check this box if the
Amended return. An issuer may file an not make any entries in this box. proceeds of the obligation are received in
amended return to change or add to the Line 7. The date of issue is generally the the form of cash,even if the term"lease"
information reported on a previously filed date on which the issuer physically is used in the title of the issue.
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Part III-Description of principal, interest,or call premium on any the conditions of the private business
Obligations other issue of bonds after 90 days of the tests or the private loan financing test to
date of issue,including proceeds that will be met,then such issue is also an issue
Line 21. For column(a),the final be used to fund an escrow account for of private activity bonds. Regulations
maturity date is the last date the issuer this purpose. section 1.141-2(d)(3)defines a deliberate
must redeem the entire issue. action as any action taken by the issuer
For column(b),see Issue price under part V-Description of that is within its control regardless of
Definitions earlier. Refunded Bonds whether there is intent to violate such
For column(c),the stated redemption Complete this part only if the bonds are to tests. Regulations section 1.141-12
price at maturity of the entire issue is the be used to refund a prior issue of explains the conditions to taking remedial
sum of the stated redemption prices at tax-exempt bonds.For a lease or action that prevent an action that causes
maturity of each bond issued as part of installment sale,write"N/A"in the space an issue to meet the private business
the issue.For a lease or installment sale, to the right of the title for Part V. tests or private loan financing test from
write"N/A"in column(c). Lines 31 and 32. The remaining being treated as a deliberate action.
For column(d),the weighted avera a weighted average maturity is determined Check the box if the issuer has
( ) g g without regard to the refunding.The established written procedures to ensure
maturity is the sum of the products of the weighted average maturity is determined timely remedial action for all nonqualified
issue price of each maturity and the in the same manner as on line 21,column bonds according to Regulations section
number of years to maturity(determined (d) 1.141-12 or other remedial actions
separately for each maturity and by taking authorized by the Commissioner under
into account mandatory redemptions), Line 34. If more than a single issue of Regulations section 1.141-12(h).
divided by the issue price of the entire bonds will be refunded,enter the date of
issue(from line 21,column(b)). For a issue of each issue. Enter the date in an Line 44. Check the box if the issuer has
lease or installment sale,enter instead MM/DD/YYYY format. established written procedures to monitor
the total number of years the lease orpart VI-Miscellaneous compliance with the arbitrage,yield
installment sale will be outstanding. restriction,and rebate requirements of
For column(e),the yield,as defined in Line 35. An allocation of volume cap is section 148.
section 148(h), is the discount rate that, required if the nonqualified amount for the Line 45a. Check the box if some part of
when used to compute the present value issue is more than$15 million but is not the proceeds was used to reimburse
of all payments of principal and interest to more than the amount that would cause expenditures. Figure and then enter the
be paid on the obligation, produces an the issue to be private activity bonds. amount of proceeds that are used to
amount equal to the purchase price, Line 36. If any portion of the gross reimburse the issuer for amounts paid for
including accrued interest.See proceeds of the issue is or will be a qualified purpose prior to the issuance
Regulations section 1.148-4 for specific invested in a guaranteed investment of the bonds.See Regulations section
rules to compute the yield on an issue. If contract(GIC),as defined in Regulations 1.150-2.
the issue is a variable rate issue,write section 1.148-1(b),enter the amount of Line 45b. An issuer must adopt an
"VR"as the yield of the issue. For other the gross proceeds so invested,as well official intent to reimburse itself for
than variable rate issues,carry the yield as the final maturity date of the GIC and preissuance expenditures within 60 days
out to four decimal places(for example, the name of the provider of such contract. after payment of the original expenditure
5.3125%).If the issue is a lease or Line 37. Enter the amount of the unless excepted by Regulations section
installment sale,enter the effective rate of proceeds of this issue used to make a 1.150-2(f). Enter the date the official
interest being paid. loan to another governmental unit,the intent was adopted.See Regulations
Part IV-Uses of Proceeds of interest of which is tax-exempt. section 1.150-2(e)for more information
Bond Issue Line 38. If the issue is a loan of about official intent.
For a lease or installment sale,write"N/A" proceeds from another tax-exempt issue, Signature and Consent
check the box and enter the date of issue
in the space to the right of the title for Part EIN, , An authorized representative of the issuer
IV pool obligation.and name of issuer of the master must sign Form 8038-G and any
pool
Line 22. Enter the amount of proceedsLine 40. Check this box if the issue is a applicable certification.Also print the
person signing that will be used to pay interest from the construction issue and an irrevocable name and title of the p g g Form
date the bonds are dated to the date of election to pay a penalty in lieu of 8038-G.The authorized representative of
issue. arbitra a rebate has been made on or the issuer signing this form must have the
Line 24. Enter the amount of the g authority to consent to the disclosure of
before the date the bonds were issued. the issuer's return information,as
proceeds that will be used to pay bond The penalty is payable with a Form
issuance costs,including fees for trustees 8038-T for each 6-month period after the necessary to process this return,to the
and bond counsel. If no bond proceeds date the bonds are issued. Do not make person(s)that have been designated in
will be used to pay bond issuance costs, any payment of penalty in lieu of arbitrage Form 8038-G.
enter zero. Do not leave this line blank. rebate with this form.See Rev. Proc. Note. If the issuer in Part 1,lines 3a and
Line 25. Enter the amount of the 92-22, 1992-1 C.B.736 for rules 3b authorizes the IRS to communicate
proceeds that will be used to pay fees for regarding the"election document." (including in writing and by telephone)
credit enhancement that are taken into Line 41a. Check this box if the issuer with a person other than an officer or
account in determining the yield on the has identified a hedge on its books and other employee of the issuer,by signing
issue for purposes of section 148(h)(for records according to Regulations sections this form,the issuer's authorized
example,bond insurance premiums and 1.148-4(h)(2)(viii)and 1.148-4(h)(5)that representative consents to the disclosure
certain fees for letters of credit). permit an issuer of tax-exempt bonds to of the issuer's return information,as
Line 26. Enter the amount of proceeds identify a hedge for it to be included in necessary to process this return,to such
that will be allocated to such a fund. yield calculations for computing arbitrage. Person.
Line 27. Enter the amount of the Line 42. In determining if the issuer has Paid Preparer
proceeds that will be used to pay super-integrated a hedge,apply the rules If an authorized officer of the issuer filled
principal, interest,or call premium on any of Regulations section 1.148-4(h)(4).If in this return,the paid preparer's space
other issue of bonds within 90 days of the the hedge is super-integrated,check the should remain blank.Anyone who
date of issue. box. prepares the return but does not charge
Line 28. Enter the amount of the Line 43. If the issuer takes a"deliberate the organization should not sign the
proceeds that will be used to pay action"after the issue date that causes return.Certain others who prepare the
-3-
EXHIBIT 3
Lessee's General and Incumbency Certificate
GENERAL CERTIFICATE
Re: Property Schedule No. 3 to Master Tax-Exempt Lease Purchase Agreement between U.S. Bancorp Government Leasing and
Finance, Inc. and City of Sanford.
The undersigned, being the duly elected, qualified and acting Mayor of City of Sanford ("Lessee") does hereby
certify, as of February 10,2017, as follows:
1. Lessee did, at a meeting of the governing body of the Lessee, by resolution or ordinance duly enacted, in accordance with all
requirements of law, approve and authorize the execution and delivery of the above-referenced Property Schedule (the "Property
Schedule")and the Master Tax-Exempt Lease Purchase Agreement(the"Master Agreement')by the undersigned.
2. The meeting(s) of the governing body of the Lessee at which the Master Agreement and the Property Schedule were approved
and authorized to be executed was duly called, regularly convened and attended throughout by the requisite quorum of the members
thereof, and the enactment approving the Master Agreement and the Property Schedule and authorizing the execution thereof has not
been altered or rescinded. All meetings of the governing body of Lessee relating to the authorization and delivery of Master
Agreement and the Property Schedule have been: (a) held within the geographic boundaries of the Lessee; (b) open to the public,
allowing all people to attend; (c) conducted in accordance with internal procedures of the governing body; and (d) conducted in
accordance with the charter of the Lessee, if any, and the laws of the State.
3. No event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute, an Event of Default
or a Nonappropriation Event (as such terms are defined in the Master Agreement) exists at the date hereof with respect to this
Property Schedule or any other Property Schedules under the Master Agreement.
4. The acquisition of all of the Property under the Property Schedule has been duly authorized by the governing body of Lessee.
5. Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current budget
year to make the Lease Payments scheduled to come due during the current budget year under the Property Schedule and to meet its
other obligations for the current budget year and such funds have not been expended for other purposes.
6. As of the date hereof, no litigation is pending, (or, to my knowledge, threatened) against Lessee in any court (a) seeking to
restrain or enjoin the delivery of the Master Agreement or the Property Schedule or of other agreements similar to the Master
Agreement; (b) questioning the authority of Lessee to execute the Master Agreement or the Property Schedule, or the validity of the
Master Agreement or the Property Schedule, or the payment of principal of or interest on, the Property Schedule; (c)questioning the
constitutionality of any statute, or the validity of any proceedings, authorizing the execution of the Master Agreement and the Property
Schedule; or(d)affecting the provisions made for the payment of or security for the Master Agreement an the Property Schedule.
IN WITNESS WHEREOF,the undersigned has executed this Certificate as of February 10,2017
City of Sanford
B :
Print Name: Jeff riplet
Print Title: Mayor
SIGNER MUST BE THE AUTHORIZED
INDIVIDUAL EXECUTING THE DOCUMENTS.
return should not sign. For example,a the information.We need it to ensure that Learning about the law or 2 hr.,41 min.
regular,full-time employee of the issuer, you are complying with these laws. the form . . . . . . . . . . . . .
such as a clerk,secretary,etc.,should You are not required to provide the Preparing,copying, 3 hr.,3 min.
not sign. information requested on a form that is assembling,and sending
Generally,anyone who is paid to subject to the Paperwork Reduction Act the form to the IRS. . . . . .
prepare a return must sign it and fill in the unless the form displays a valid OMB If you have comments concerning the
other blanks in the Paid Preparer Use control number.Books or records relating accuracy of these time estimates or
Only area of the return. to a form or its instructions must be suggestions for making this form simpler,
The paid preparer must: retained as long as their contents may we would be happy to hear from you.You
• Sign the return in the space provided become material in the administration of can write to the Internal Revenue Service,
for the preparer's signature(a facsimile any Internal Revenue law.Generally,tax Tax Products Coordinating Committee,
signature is acceptable), returns and return information are SE:W:CAR:MP:T:M:S, 1111 Constitution
• Enter the preparer information,and confidential,as required by section 6103. Ave.NW,IR-6526,Washington,DC
• Give a copy of the return to the issuer. The time needed to complete and file 20224. Do not send the form to this
this form varies depending on individual office. Instead,see Where To File.
Paperwork Reduction Act Notice. We circumstances.The estimated average
ask for the information on this form to time is:
carry out the Internal Revenue laws of the
United States.You are required to give us
-4-
Form$03$-G Information Return for Tax-Exempt Governmental Obligations
(Rev.September 2011) ►Under Internal Revenue Code section 149(e) OMB No.1545-0720
lo See separate instructions.
Department of the Treasury
Internal Revenue Service Caution:If the issue price is under$100,000,use Form 8038-GC.
83 Reporting Authority If Amended Return,check here ► ❑
1 Issuer's name 2 Issuer's employer identification number(EIN)
3a Name of person(other than issuer)with whom the IRS may communicate about this return(see instructions) 3b Telephone number of other person shown on 3a
4 Number and street(or P.O.box if mail is not delivered to street address) Room/suite 5 Report number(For IRS Use Only)
3
6 City;town,or post office,state,and ZIP code 7 Date of issue
8 Name of issue 9 CUSIP number
10a Name and title of officer or other employee of the issuer whom the IRS may call for more information(see 10b Telephone number of officer or other
instructions) employee shown on 10a
Type of Issue(enter the issue price).See the instructions and attach schedule.
11 Education . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
12 Health and hospital . . . . . . . . . . . . . . . . . . . . . . . . . . 12
13 Transportation . . . . . . . . . . . . . . . . . . . . . . . . 13
14 Public safety . . . . . . . . . . . . . . . . . . . . . 14 489,200
15 Environment(including sewage bonds) . . . . . . . . . . . . . 15
16 Housing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
17 Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
18 Other.Describe ► 18
19 If obligations are TANS or RANs,check only box 19a . . . . . . . . . . . . . ► ❑
If obligations are BANs,check only box 19b . . . . . . . . . . . . . . . . ► ❑
20 If obligations are in the form of a lease or installment sale,check box . . . . . . . . ► ❑
.....s
•. Description of Obligations.Complete for the entire issue for which this form is being filed.
(a)Final maturity date (b)Issue price (c)Stated redemption (d)Weighted (e)Yield
price at maturity average maturity
21 2/10/2021 $ 489200 489200 4 ears 2.02 %
Uses of Proceeds of Bond Issue(including underwriters' discount)
22 Proceeds used for accrued interest . . . . . . . . . . . . . . . . . . 22 489,200
23 Issue price of entire issue(enter amount from line 21,column(b)) . . . . . 23
24 Proceeds used for bond issuance costs(including underwriters'discount). 24 "
25 Proceeds used for credit enhancement . . . . . . . . . . . . 25
26 Proceeds allocated to reasonably required reserve or replacement fund . 26
27 Proceeds used to currently refund prior issues . . . . . . . . . 27
28 Proceeds used to advance refund prior issues . . . . . . . . . 28
29 Total(add lines 24 through 28) . . . . . . . . . . . . . . . . . . . . . . . 29 489,200
30 Nonrefunding proceeds of the issue(subtract line 29 from line 23 and enter amount here) . . 30 489,200
JIM Description of Refunded Bonds. Complete this part only for refunding bonds.
31 Enter the remaining weighted average maturity of the bonds to be currently refunded . . . . ► N/A years
32 Enter the remaining weighted average maturity of the bonds to be advance refunded . . . . ► N/A years
33 Enter the last date on which the refunded bonds will be called(MM/DD/YYYI) . . . . . . ► N/A
34 Enter the date(s)the refunded bonds were issued►(MM/DD/YYYY)
For Paperwork Reduction Act Notice,see separate instructions. Cat.No.637735 Form 8038-G(Rev.9-2011)
Form 8038-G(Rev.9-2011) Page 2
Miscellaneous
35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) 35 N/A
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract
(GIC)(see instructions) . . . . . . . . . . . . . . . . . . . . . . . . . 36a N/A
b Enter the final maturity date of the GIC 00-
c
c Enter the name of the GIC provider►
37 Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans
to other governmental units . . . . . . . . . . . . . . . . . . . . . . . S7 1 N/A
38a If this issue is a loan made from the proceeds of another tax-exempt issue,check box► ❑and enter the following information:
b Enter the date of the master pool obligation 0-
C
c Enter the EIN of the issuer of the master pool obligation►
d Enter the name of the issuer of the master pool obligation 10-
39
39 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III)(small issuer exception),check box . . . . ► ❑
40 If the issuer has elected to pay a penalty in lieu of arbitrage rebate,check box . . . . . . . . . . . . . 10-
41a
41a If the issuer has identified a hedge,check here► ❑ and enter the following information:
b Name of hedge provider►
c Type of hedge►
d Term of hedge 00-
42
42 If the issuer has superintegrated the hedge,check box . . . . . . . . . . . . . . . . . . . . . ► ❑
43 If the issuer has established written procedures to ensure that all nonqualified bonds of this issue are remediated
according to the requirements under the Code and Regulations(see instructions),check box . . . . . . . . ► ❑
44 If the issuer has established written procedures to monitor the requirements of section 148,check box . . . . . ► ❑
45a If some portion of the proceeds was used to reimburse expenditures,check here► ❑ and enter the amount
of reimbursement . . . . . . . . . ►
b Enter the date the official intent was adopted►
Under penalties of perjury,I declare that I have ex mined this return and accompanying schedules and statements,and to the best of my knowledge
Signature and belief,they are true,correct,an complete.I rther declare that I consent to the IRS's disclosure of the issuer's return information,as necessary to
and process this return,to the person I have a r' ed above.
Consent ��-,i� Jeff Triplett,Mayor
Signature of issuer's authorize re nt 1v Date Type or print name and title
Paid Print/Type preparer's name Preparer's signature Date Check ❑ if PTIN
Preparer self-employed
Use Only Firm's name ► Firm's EIN 0-
Firm's
Firm's address ► Phone no.
Form 8038-G(Rev.9-2011)
s
ESCROW AGREEMENT
THIS ESCROW AGREEMENT ("Escrow Agreement') is made as of February 10, 2017 by and among U.S. Bancorp
Government Leasing and Finance, Inc. ("Lessor), City of Sanford ("Lessee') and U.S. BANK NATIONAL ASSOCIATION, as
escrow agent("Escrow Agent').
Lessor and Lessee have heretofore entered into that certain Master Tax-Exempt Lease/Purchase Agreement
dated as of August 15, 2013(the "Master Agreement') and a Property Schedule No. 3 thereto dated February 10, 2017(the
"Schedule" and, together with the terms and conditions of the Agreement incorporated therein, the "Agreement'). The
Schedule contemplates that certain personal property described therein (the "Equipment') is to be acquired from the
vendor(s) or manufacturer(s)thereof(the "Vendor). After acceptance of the Equipment by Lessee, the Equipment is to be
financed by Lessor to Lessee pursuant to the terms of the Agreement.
The Master Agreement further contemplates that Lessor will deposit an amount equal to the anticipated aggregate
acquisition cost of the Equipment (the "Purchase Price'), being $489,200.00, with Escrow Agent to be held in escrow and
applied on the express terms set forth herein. Such deposit, together with all interest and other additions received with
respect thereto (hereinafter the "Escrow Fund') is to be applied to pay the Vendor its invoice cost(a portion of which may,
if required, be paid prior to final acceptance of the Equipment by Lessee); and, if applicable, to reimburse Lessee for
progress payments already made by it to the Vendor of the Equipment.
The parties desire to set forth the terms on which the Escrow Fund is to be created and to establish the rights and
responsibilities of the parties hereto.
Now, THEREFORE, in consideration of the sum of Ten Dollars ($10.00) in hand paid, and other good and valuable
consideration,the receipt and sufficiency of which are hereby acknowledged,the parties agree as follows:
1. Escrow Agent hereby agrees to serve as escrow agent upon the terms and conditions set forth herein. The
moneys and investments held in the Escrow Fund for the benefit of Lessee and Lessor, and such moneys, together with
any income or interest earned thereon, shall be expended only as provided in this Escrow Agreement, and shall not be
subject to levy or attachment or lien by or for the benefit of any creditor of either Lessee or Lessor. Lessor, Lessee and
Escrow Agent intend that the Escrow Fund constitute an escrow account in which Lessee has no legal or equitable right,
title or interest until satisfaction in full of all conditions contained herein for the disbursement of funds by the Escrow Agent
therefrom. However, if the parties' intention that Lessee shall have no legal or equitable right, title or interest until all
conditions for disbursement are satisfied in full is not respected in any legal proceeding, the parties hereto intend that
Lessor have a security interest in the Escrow Fund, and such security interest is hereby granted by Lessee to secure
payment of all sums due to Lessor under the Master Agreement. For such purpose, Escrow Agent hereby agrees to act
as agent for Lessor in connection with the perfection of such security interest and agrees to note, or cause to be noted, on
all books and records relating to the Escrow Fund, the Lessor's interest therein.
2. On such day as is determined to the mutual satisfaction of the parties (the "Closing Date'), Lessor shall
deposit with Escrow Agent cash in the amount of the Purchase Price, to be held in escrow by Escrow Agent on the
express terms and conditions set forth herein.
On the Closing Date, Escrow Agent agrees to accept the deposit of the Purchase Price by Lessor, and further
agrees to hold the amount so deposited together with all interest and other additions received with respect thereto, as the
Escrow Fund hereunder, in escrow on the express terms and conditions set forth herein.
3. Escrow Agent shall at all times segregate the Escrow Fund into an account maintained for that express
purpose, which shall be clearly identified on the books and records of Escrow Agent as being held in its capacity as
Escrow Agent. Securities and other negotiable instruments comprising the Escrow Fund from time to time shall be held or
registered in the name of Escrow Agent(or its nominee). The Escrow Fund shall not, to the extent permitted by applicable
law, be subject to levy or attachment or lien by or for the benefit of any creditor of any of the parties hereto (except with
respect to the security interest therein held by Lessor).
4. The cash comprising the Escrow Fund from time to time shall be invested and reinvested by Escrow Agent
in one or more investments as directed by Lessee. Absent written direction from Lessee, the cash will be invested in the
U.S. Bank National Association Money Market Deposit Fund. See Exhibit 1 Investment Direction Letter. Lessee represents
and warrants to Escrow Agent and Lessor that the investments selected by Lessee for investment of the Escrow Fund are
permitted investments for Lessee under all applicable laws. Escrow Agent will use due diligence to collect amounts
payable under a check or other instrument for the payment of money comprising the Escrow Fund and shall promptly
notify Lessee and Lessor in the event of dishonor of payment under any such check or other instruments. Interest or other
amounts earned and received by Escrow Agent with respect to the Escrow Fund shall be deposited in and comprise a part
of the Escrow Fund. Escrow Agent shall maintain accounting records sufficient to permit calculation of the income on
investments and interest earned on deposit of amounts held in the Escrow Fund. The parties acknowledge that to the
extent regulations of the Comptroller of Currency or other applicable regulatory entity grant a right to receive brokerage
confirmations of security transactions of the escrow, the parties waive receipt of such confirmations, to the extent
permitted by law. The Escrow Agent shall furnish a statement of security transactions on its regular monthly reports.
Attached as Exhibit 6 is the Class Action Negative Consent Letter to be reviewed by Lessee.
5. Upon request by Lessee and Lessor, Escrow Agent shall send monthly statements of account to Lessee and
Lessor, which statements shall set forth all withdrawals from and interest earnings on the Escrow Fund as well as the
investments in which the Escrow Fund is invested.
6. Escrow Agent shall take the following actions with respect to the Escrow Fund:
(a) Upon Escrow Agent's acceptance of the deposit of the Purchase Price, an amount equal to
Escrow Agent's set-up fee, as set forth on Exhibit 2 hereto, shall be disbursed from the Escrow Fund to Escrow
Agent in payment of such fee.
(b) Escrow Agent shall pay costs of the Equipment upon receipt of a duly executed Requisition
Request(substantially in the format of Exhibit 3) signed by Lessor and Lessee. Lessor's authorized signatures are
provided in Exhibit 5. Lessee's authorized signatures will be provided in Exhibit 3 of Master Lease Purchase
Agreement. Escrow Agent will use best efforts to process requests for payment within one (1) business day of
receipt of requisitions received prior to 2:00 p.m. Central Time. The final Requisition shall be accompanied by a
duly executed Acceptance Certificate form attached as Exhibit 4 hereto.
(c) Upon receipt by Escrow Agent of written notice from Lessor that an Event of Default or an Event
of Nonappropriation (if provided for under the Master Agreement) has occurred under the Agreement, all funds
then on deposit in the Escrow Fund shall be paid to Lessor for application in accordance with the Master
Agreement, and this Escrow Agreement shall terminate.
(d) Upon receipt by Escrow Agent of written notice from Lessor that the purchase price of the
Equipment has been paid in full, Escrow Agent shall pay the funds then on deposit in the Escrow Fund to Lessor
to be applied first to the next Lease Payment due under the Master Agreement, and second, to prepayment of the
principal component of Lease Payments in inverse order of maturity without premium. To the extent the
Agreement is not subject to prepayment, Lessor consents to such prepayment to the extent of such prepayment
amount from the Escrow Fund. Upon disbursement of all amounts in the Escrow Fund, this Escrow Agreement
shall terminate.
(e) This Escrow Agreement shall terminate eighteen (18) months from the date of this Escrow
Agreement. It may, however, be extended by mutual consent of Lessee and Lessor in writing to Escrow Agent.
All funds on deposit in the Escrow Fund at the time of termination under this paragraph, unless otherwise directed
by Lessee in writing (electronic means acceptable), shall be transferred to Lessor.
7. The fees and expenses, including any legal fees, of Escrow Agent incurred in connection herewith shall be
the responsibility of Lessee. The basic fees and expenses of Escrow Agent shall be as set forth on Exhibit 2 and Escrow
Agent is hereby authorized to deduct such fees and expenses from the Escrow Fund as and when the same are incurred
without any further authorization from Lessee or Lessor. Escrow Agent may employ legal counsel and other experts as it
deems necessary for advice in connection with its obligations hereunder. Escrow Agent waives any claim against Lessor
with respect to compensation hereunder.
8. Escrow Agent shall have no liability for acting upon any written instruction presented by Lessor in
connection with this Escrow Agreement, which Escrow Agent in good faith believes to be genuine. Furthermore, Escrow
Agent shall not be liable for any act or omission in connection with this Escrow Agreement except for its own negligence,
willful misconduct or bad faith. Escrow Agent shall not be liable for any loss or diminution in value of the Escrow Fund as a
result of the investments made by Escrow Agent.
9. Escrow Agent may resign at any time by giving thirty(30) days' prior written notice to Lessor and Lessee.
Lessor may at any time remove Escrow Agent as Escrow Agent under this Escrow Agreement upon written notice. Such
removal or resignation shall be effective on the date set forth in the applicable notice. Upon the effective date of
resignation or removal, Escrow Agent will transfer the Escrow Fund to the successor Escrow Agent selected by Lessor.
10. Lessee hereby represents, covenants and warrants that pursuant to Treasury Regulations Section 1.148-
7(d), the gross proceeds of the Agreement will be expended for the governmental purposes for which the Agreement was
entered into, as follows: at least 15% within six months after the Commencement Date, such date being the date of
deposit of funds into the Escrow Fund, at least 60% within 12 months after the Commencement Date, and 100% within 18
months after the Commencement Date. If Lessee is unable to comply with Section 1.148-7(d) of the Treasury
Regulations, Lessee shall, at its sole expense and cost, compute rebatable arbitrage on the Agreement and pay rebatable
arbitrage to the United States at least once every five years, and within 60 days after payment of the final rental or Lease
Payment due under the Agreement.
11. In the event of any disagreement between the undersigned or any of them, and/or any other person,
resulting in adverse claims and demands being made in connection with or for any moneys involved herein or affected
hereby, Escrow Agent shall be entitled at its option to refuse to comply with any such claim or demand, so long as such
disagreement shall continue, and in so refusing Escrow Agent may refrain from making any delivery or other disposition of
any moneys involved herein or affected hereby and in so doing Escrow Agent shall not be or become liable to the
undersigned or any of them or to any person or party for its failure or refusal to comply with such conflicting or adverse
demands, and Escrow Agent shall be entitled to continue so to refrain and refuse so to act until:
(a) the rights of the adverse claimants have been finally adjudicated in a court assuming and having
jurisdiction of the parties and the moneys involved herein or affected hereby; or
(b) all differences shall have been adjusted by Master Agreement and Escrow Agent shall have been
notified thereof in writing signed by all of the persons interested.
12. All notices (excluding billings and communications in the ordinary course of business) hereunder shall be in
writing, and shall be sufficiently given and served upon the other party if delivered (a) personally, (b) by United States
registered or certified mail, return receipt requested, postage prepaid, (c) by an overnight delivery by a service such as
Federal Express or Express Mail from which written confirmation of overnight delivery is available, or(d) by facsimile with a
confirmation copy by regular United States mail, postage prepaid, addressed to the other party at its respective address
stated below the signature of such party or at such other address as such party shall from time to time designate in writing
to the other party, and shall be effective from the date of mailing.
13. This Escrow Agreement shall inure to the benefit of and shall be binding upon the parties hereto and their
respective successors and assigns. No rights or obligations of Escrow Agent under this Escrow Agreement may be
assigned without the prior written consent of Lessor.
14. This Escrow Agreement shall be governed by and construed in accordance with the laws in the state of
Florida. This Escrow Agreement constitutes the entire Agreement between the parties hereto with respect to the subject
matter hereof, and no waiver, consent, modification or change of terms hereof shall bind any party unless in writing signed
by all parties.
15. This Escrow Agreement and any written direction may be executed in two or more counterparts,which when
so executed shall constitute one and the same agreement or direction.
IN WITNESS WHEREOF, the parties hereto have caused this Escrow Agreement to be duly executed as of the day
and year first above set forth.
U.S. Banpqrp Government Leasing and
Finance[, In ., as Lessor
K� (L J,
B j ,—AA
,, C:7
N( A b 0/(
me:
Title:
Documentation Specialist
Address: 13010 SW 68 Parkway,Suite 100
Portland, OR 97293
City of SanforcWas Le4, e
B : �W'��
Name: Jeff Tri I tt
Title: Mayor
Address: 300 N. Park Ave
Sanford, FL 32771
U.S. BANK NATIONAL ASSOCIATION, as Escrow
Agent
B :
Name:
Title:
Address: U.S. Bank National Association
95017 th Street, 12''Floor
Denver, CO 80202
EXHIBIT 1
U.S. BANK NATIONAL ASSOCIATION
MONEY MARKET ACCOUNT AUTHORIZATION FORM
DESCRIPTION AND TERMS
The U.S. Bank Money Market account is a U.S. Bank National Association ("U.S. Bank") interest-bearing money market
deposit account designed to meet the needs of U.S. Bank's Corporate Trust Services Escrow Group and other Corporate
Trust customers of U.S. Bank. Selection of this investment includes authorization to place funds on deposit and invest
with U.S. Bank.
U.S. Bank uses the daily balance method to calculate interest on this account(actual/365 or 366). This method applies a
daily periodic rate to the principal balance in the account each day. Interest is accrued daily and credited monthly to the
account. Interest rates are determined at U.S. Bank's discretion, and may be tiered by customer deposit amount.
The owner of the account is U.S. Bank as Agent for its trust customers. U.S. Bank's trust department performs all account
deposits and withdrawals. Deposit accounts are FDIC Insured per depositor, as determined under FDIC Regulations, up to
applicable FDIC limits.
U.S. BANK, WHEN ACTING AS AN INDENTURE TRUSTEE OR IN A SIMILAR CAPACITY, IS NOT REQUIRED TO
REGISTER AS A MUNICIPAL ADVISOR WITH THE SECURITIES AND EXCHANGE COMMISSION FOR PURPOSES
OF COMPLYING WITH THE DODD-FRANK WALL STREET REFORM &CONSUMER PROTECTION ACT.
INVESTMENT ADVICE, IF NEEDED, SHOULD BE OBTAINED FROM YOUR FINANCIAL ADVISOR.
AUTOMATIC AUTHORIZATION
In the absence of specific written direction to the contrary, U.S. Bank is hereby directed to invest and reinvest proceeds
and other available moneys in the U.S. Bank Money Market Account. The U.S. Bank Money Market Account is a
permitted investment under the operative documents and this authorization is the permanent direction for investment of
the moneys until notified in writing of alternate instructions.
City of Sanford 41k
Company Name Signature of A erecting Party
Jeff Triplet Mayor
Trust Account Number — includes existing and Title/Date
future sub-accounts unless otherwise directed
EXHIBIT 2
Schedule of Fees for Services as
Escrow Agent
For
City of Sanford
Equipment Lease Purchase Escrow
CTS01010A Acceptance Fee The acceptance fee includes the administrative review of WAIVED
documents, initial set-up of the account, and other reasonably required
services up to and including the closing. This is a one-time, non-refundable
fee, payable at closing.
CTS04460 Escrow Agent Annual fee for the standard escrow agent services WAIVED
associated with the administration of the account. Administration fees are
payable in advance.
Direct Out of Pocket Expenses Reimbursement of expenses associated At Cost
with the performance of our duties, including but not limited to publications,
legal counsel after the initial close,travel expenses and filing fees.
Extraordinary Services Extraordinary Services are duties or responsibilities
of an unusual nature, including termination, but not provided for in the
governing documents or otherwise set forth in this schedule.A reasonable
charge will be assessed based on the nature of the services and the
responsibility involved.At our option,these charges will be billed at a flat fee
or at our hourly rate then in effect.
Account approval is subject to review and qualification. Fees are subject to change at our discretion and
upon written notice. Fees paid in advance will not be prorated. The fees set forth above and any subsequent
modifications thereof are part of your agreement. Finalization of the transaction constitutes agreement to the
above fee schedule, including agreement to any subsequent changes upon proper written notice. In the
event your transaction is not finalized, any related out-of-pocket expenses will be billed to you directly.
Absent your written instructions to sweep or otherwise invest, all sums in your account will remain uninvested
and no accrued interest or other compensation will be credited to the account. Payment of fees constitutes
acceptance of the terms and conditions set forth.
IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT:
To help the government fight the funding of terrorism and money laundering activities, Federal law
requires all financial institutions to obtain, verify and record information that identifies each person
who opens an account.
For a non-individual person such as a business entity, a charity, a Trust or other legal entity we will
ask for documentation to verify its formation and existence as a legal entity. We may also ask to see
financial statements, licenses, identification and authorization documents from individuals claiming
authority to represent the entity or other relevant documentation.
EXHIBIT 3
REQUISITION REQUEST
The Escrow Agent is hereby requested to pay from the Escrow Fund established and maintained under
that certain Escrow Agreement dated as of February 10, 2017(the "Escrow Agreement') by and among U.S.
Bancorp Government Leasing and Finance, Inc. (the "Lessor'), City of Sanford (the "Lessee'), and U.S. Bank
National Association (the "Escrow Agent'), the amount set forth below to the named payee(s). The amount shown
is due and payable under a purchase order or contract (or has been paid by and not previously reimbursed to
Lessee) with respect to equipment being financed under that certain Master Tax-Exempt Lease Purchase
Agreement dated as of August 15, 2013 (the "Master Agreement') and Property Schedule No. 3 thereto dated
February 10, 2017 (the "Schedule" and, together with the terms and conditions of the Master Agreement
incorporated therein, the Agreement'), by and between the Lessor and the Lessee, and has not formed the basis
of any prior requisition request.
PAYEE AMOUNT INVOICE NO. EQUIPMENT
Total requisition amount$
The undersigned, as Lessee under the Master Agreement, hereby certifies:
1. The items of the Equipment being acquired with the proceeds of this disbursement have been delivered and
installed at the location(s) contemplated by the Master Agreement. The Lessee has conducted such inspection
and/or testing of the Equipment being acquired with the proceeds of this disbursement as it deems necessary and
appropriate, and such Equipment has been accepted by Lessee.
2. The costs of the Equipment to be paid from the proceeds of this disbursement have been properly incurred, are
a proper charge against the Escrow Fund and have not been the basis of any previous disbursement.
3. No part of the disbursement requested hereby will be used to pay for materials not yet incorporated into the
Equipment or for services not yet performed in connection therewith.
4. The Equipment is covered by insurance in the types and amounts required by the Agreement.
5. No Event of Default or Event of Nonappropriation (if applicable), as each such term is defined in the Master
Agreement, and no event which with the giving of notice or lapse of time, or both,would become such an Event of
Default or Event of Nonappropriation has occurred and is continuing on the date hereof.
6. If Lessee paid an invoice prior to the commencement date of the Master Agreement, and is requesting
reimbursement for such payment, Lessee has satisfied the requirements for reimbursement set forth in Treas.
Reg. §1.150-2.
Request Date:
Lessor: U.S. Bancorp Government Leasing Lessee: City of Sanford
and Finance, Inc.
B By: QLA±� L;40 )i Le*hISCA
Name: Name: Cynt is Lindsay
Title: Title: Finance Director
Exhibit 4
Final Acceptance Certificate
U.S. Bancorp Government Leasing and Finance, Inc.
13010 SW 68th Parkway, Suite 100
Portland, OR 97223
Re: Property Schedule No.3 to Master Tax-Exempt Lease/Purchase Agreement between U.S. Bancorp
Government Leasing and Finance, Inc. and City of Sanford
Ladies and Gentlemen:
In accordance with the above-referenced Master Tax-Exempt Lease/Purchase Agreement (the "Master
Agreement'), the undersigned ("Lessee") hereby certifies and represents to, and agrees with, U.S. Bancorp
Government Leasing and Finance, Inc. ("Lessor"), as follows:
(1) The Property, as such terms are defined in the above-referenced Property Schedule, has been
acquired, made, delivered, installed and accepted on the date indicated below.
(2) Lessee has conducted such inspection and/or testing of the Property as it deems necessary and
appropriate and hereby acknowledges that it accepts the Property for all purposes.
(3) No event or condition that constitutes, or with notice or lapse of time, or both, would constitute, an
Event of Default or a Nonappropriation Event (as such terms are defined in the Master Agreement)
exists at the date hereof.
Acceptance Date:
Lessee: City of Sanford
B : WL��
Name: Je T
PpLeV
Title: Mayor
Exhibit 6
Class Action Negative Consent Letter
February 10, 2017
City of Sanford
300 N. Park Ave
Sanford, FL 32771
RE: USBGLF/City of Sanford--Class Action Litigation Claims
Dear Ms. Lindsay:
U.S. Bank National Association ("U.S. Bank") has established its policies and procedures relative to class action litigation
claims filed on behalf of its clients' accounts. This policy may impact future claims filed by U.S. Bank on behalf of the
above-referenced account. Listed below are the policies regarding class action litigation claims:
1. U.S. Bank will file class action litigation claims, at no charge, on behalf of open, eligible agency or custody
accounts upon receipt of proper documented authorization. This notice, with your ability to opt out as further
described below,constitutes such documented authorization.
2. U.S. Bank will not file claims for agency or custody accounts that were open during the class action period but
were closed prior to receipt of any notice of the class action litigation.
3. Assuming requisite information is provided by the payor to identify the applicable account, settlement
proceeds of the class action litigation will be posted within a reasonable time following receipt of such
proceeds to the entitled accounts that are open at such time. If entitled accounts are closed prior to
distribution and receipt of settlement proceeds, they will be remitted to entitled beneficiaries or successors of
the account net of any research and filing fees. Proceeds, less any research and filing fees, will be escheated
if the entitled beneficiaries or successors of the account cannot be identified/located.
If you wish U.S. Bank to continue to file class action litigation proofs of claim on behalf of your account, you do not need to
take any further action. However, if you do not wish U.S. Bank to file class action proofs of claim on behalf of your
account, you may notify us of this election by returning this letter with your signature and date provided below within 30
days or by filing a separate authorization letter with your Account Manager by the same date.
The authorization and understanding contained in this communication constitutes an amendment of any applicable
provisions of the account document for the above-referenced account.
If you have any questions, please contact me at the below number.
Sincerely,
Leland Hansen
Vice President
303-585-4594
❑ No, U.S. Bank is not authorized to file class action litigation proofs of claim on behalf of the above-referenced
account(s). By making this election, I acknowledge that U.S. Bank is not responsible for forwarding notices received on
class action or litigation claims.
❑Yes, U.S. Bank is authorized to file class action litigation proofs of claim on behalf of the above-referenced account(s).
By making this election, I acknowledge that U.S. Bank is responsible for forwarding notices received on class action or
litigation claims.
Authorized Signer Date
Form WIN9 Request for Taxpayer Give Form to the
(Rev.DecemberTre Identification Number and Certification requester.DD not
Departmeimtoithe Treasury send to the IRS.
Internal Revenue Service
1 Name(as shown on your income tax return).Name is required on this line;do not leave this line blank.
CITY OF SANFORD
N 2 Business name/disregarded entity name,if different from above
W
rn
m
rL 3 Check appropriate box for federal tax classification;check only one of the following seven boxes: 4 Exemptions(codes apply only to
O individuaVsole proprietor or Corporation ❑ Corpora ❑ Partnership ❑Trust/estate camera entities,not individuals;see
❑ p pri ❑ C Co ration S tion
m instructions on page 3):
m c single-member LLC
4.4c Limited liabilitycompany.Enter the tax classification C=C corporation,S=S corporation,P= artnershi 10-
Exempt payee code.(if any)
o 2 Note.For a single-member LLC that is disregarded,do not check LLC;check the appropriate box in the line above for Fxempiion from FATCA reporting
C 19 the tax classification of the single-member owner, code(if any)
CL ❑Other(see instructions)► MUNICIPALITY tv� asraAftm�nr�,�v«,uw•ir,•VA)
it
b Address(number,street,and apt.or suite no.) Requester's name and address(optional)
COL P O BOX 1788
m 6 City,state,and ZIP code
a) SANFORD,FL 32772-1788
7 List account number(s)here(optional)
Taxpayer Identification Number(TIN)
Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid Social security number
backup withholding.For individuals,this is generally your social security number(SSN).However,fora MI -M -FFM
resident alien,sole proprietor,or disregarded entity,see the Part 1 instructions on page 3.For other
entities,it is your employer identification number(EIN).If you do not have a number,see How to get a
77N on page 3. or
Note.If the account is in more than one name,see the instructions for line 1 and the chart on page 4 for Employer identification number
guidelines on whose number to enter.
M59 - 6 1 0 0 0 F4T21
5
IMII Certification
Under penalties of perjury,i certify that:
1. The number shown on this form is my correct taxpayer identification number(or i am waiting for a number to be issued to me);and
2. 1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue
Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that 1 am
no longer subject to backup withholding;and
3. 1 am a U.S.citizen or other U.S.person(defined below);and
4.The FATCA code(s)entered on this form(if any)indicating that i am exempt from FATCA reporting is correct.
Certification Instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding
because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage
interest paid,acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and
generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the
instructions on page 3.
Sign Signature of
Here U.S.person► Date► Z.
General Instructions •Form 1096(home mortgage interest),1098-E(student loan interest),1098-T
(tuition)
Section references are to the internal Revenue Code unless otherwise noted. -Form 1099-C(canceled debt)
Future developments.Information about developments affecting Foran W-9(such -Form 1099-A(acquisition or abandonment of secured property)
as legislation enacted after we release It)is at www.ks.gov1hv9.
Use Form W-9 only correct TIN ou are a U.S.person(irmciudirng a resident alien),to
Purpose of Form provide your
An Individual or entity(Form W-9 requester)who is required to file an information It you do not return Form W-9 to the requester with a TIN,you might be subject
return with the IRS must obtain your correct taxpayer identification number(TIN to backup withholding.See What is backup withholding?on page 2.
which may be your social security number(SSM,individual taxpayer identification By signing the filled-art form,you:
number OTIM,adoption taxpayer identification number(ATIN)or employer i.Certify that the TIN you are giving is correct(or you are waiting for a number
identification number(EIN) to repoinformation t on an infoation return the amount paid to
you,or other amount reportable on an information return.Examples of information to 6e issued),
returns include,but are not limited to,the following: 2.Certify that you are not subject to backup withholding,or
Form 1099-INT(interest earned or paid) 3.Claim exemption from backup withholding if you are a U.S.exempt payee.if
•Form 1099-DiV(dividends,including those from stocks or mutual funds) applicable,You are also certifying that as a U.S.person,your allocable share of
any partnership income from a U.S.trade or business is not subject to the
-Form 1099-MISC(various types of income,prizes,awards,or gross proceeds) withholding tax on foreign partners'share of effectively connected income,and
-Form 1099-B(stock or mutual fund sales and certain other transactions by 4.Certify that FATCA code(s)entered on this form Of any)indicating that you are
brokers) exempt from the FATCA reporting,is correct.See What is FATCA reporting?on
•Form 1099-S(proceeds from real estate transactions) page 2 for further information.
•Form 1099-K(merchant card and third party network transactions)
Cat.No.10231X Form w-g(Rev.12-2014)
Form W-9(Rev.12-2014) Page 2
.Note.if you are a U.S.person and a requester gives you a form other.than Form 3.The IRS tells the-requester that youlurnished an incorrect TIN,
a W-9 to request your TIN,you must use the requester's form if it is substantially 4.The!RS tells you that you are subject to backup withholding because you did
similar to this Form W-9. not report all your interest and dividends on your tax return(for reportable interest
Definition of a U.S.person.For federal tax purposes,you are considered a U.S. and dividends only),or
person if you are: 5.You do not certify to the requester that you are not subject to backup
•An individual who is a U.S.citizen or U.S.resident alien; withholding under 4 above(for reportable interest and dividend accounts opened
•A partnership,corporation,company,or association created or organized in the after 1983 only).
United States or under the laws of the United States; Certain payees and payments are exempt from backup withholding.See Exempt
•An estate(other than a foreign estate);or payee code on page 3 and the separate Instructions for the Requester of Form
W-9 for more information.
•A domestic trust(as defined in Regulations section 301.7701-7). Also see Special rules for partnerships above.
Special rules for partnerships.Partnerships that conduct a trade or business in
the United States are generally required to pay a withholding tax under section What is FATCA reporting?
1446 on any foreign partners'share of effectively connected taxable income from
such business.Further,in certain cases where a Form W-9 has not been received, The Foreign Account Tax Compliance Act(FATCA)requires a participating foreign
the rules under section 1446 require a partnership to presume that a partner is a financial institution to report all United States account holders that are specified
foreign person,and pay the section 1446 withholding tax.Therefore,if you are a United States persons.Certain payees are exempt from FATCA reporting.See
U.S.person that is a partner in a partnership conducting a trade or business in the Exemption from FATCA reporting code on page 3 and the Instructions for the
United States,provide Form W-9 to the partnership to establish your U.S.status Requester of Form W-9 for more information.
and avoid section 1446 withholding on your share of partnership Income.
In the cases below,the following person must give Form W-9 to the partnership
Updating Your Information
for purposes of establishing its U.S.status and avoiding withholding on its You must provide updated information to any person to whom you claimed to be
allocable share of net income from the partnership conducting a trade or business an exempt payee if you are no longer an exempt payee and anticipate receiving
in the United States: reportable payments in the future from this person.For example,you may need to
•In the case of a disregarded entity with a U.S.owner,the U.S.owner of the provide updated information if you are a C corporation that elects to be an S
disregarded entity and not the entity; corporation,or if you no longer are tax exempt.In addition,you must furnish a new
Form W-9 if the name or TIN changes for the account;for example,if the grantor
•In the case of a grantor trust with a U.S.grantor or other U.S.owner,generally, of a grantor trust dies.
the U.S.grantor or other U.S.owner of the grantor trust and not the trust;and
•in the case of a U.S.trust(other than a grantor trust),the U.S.trust(other than a Penalties
grantor trust)and not the beneficiaries of the trust. Failure to furnish TIN.If you fail to furnish your correct TIN to a requester,you are
Foreign person.If you are a foreign person or the U.S.branch of a foreign bank subject to a penalty of$50 for each such failure unless your failure is due to
that has elected to be treated as a U.S.person,do not use Form W-9.Instead,use reasonable cause and not to willful neglect.
the appropriate Form W-8 or Form 8233(see Publication 515,Withholding of Tax Civil penalty for false Information with respect to withholding.if you make a
on Nonresident Aliens and Foreign.Entities). false statement with no reasonable basis that results in no backup withholding,
Nonresident alien who becomes a resident alien.Generally,only a nonresident you are subject to a$500 penalty.
alien individual may use the terms of a tax treaty to reduce or eliminate U.S.tax on Criminal penalty for falsifying information.Willfully falsifying certifications or
certain types of income.However,most tax treaties contain a provision known as affirmations may subject you to criminal penalties including fines and/or
a"saving clause."Exceptions specified in the saving clause may permit an imprisonment.
exemption from tax to continue for certain types of income even after the payee
has otherwise become a U.S.resident alien for tax purposes. Misuse of TINS.If the requester discloses or uses TINs in violation of federal law,
If you are a U.S.resident alien who is relying on an exception contained in the the requester may be subject to civil and criminal penalties.
saving clause of a tax treaty to claim an exemption from U.S.tax on certain types Specific Instructions
of income,you must attach a statement to Form W-9 that specifies the following p
five items:
1.The treaty country.Generally,this must be the same treaty under which you Line 1
claimed exemption from tax as a nonresident alien. You must enter one of the following on this line;do not leave this line blank.The
2.The treaty article addressing the income. name should match the name on your tax return.
3.The article number(or location)in the tax treaty that contains the saving if this Form W-9 is for a joint account,list first,and then circle,the name of the
clause and its exceptions. person or entity whose number you entered in Part I of Form W-9.
4.The type and amount of income that qualifies for the exemption from tax, a. Individual.Generally,enter the name shown on your tax return.If you have
changed your last name without informing the Social Security Administration(SSA)
5.Sufficient facts to justify the exemption from tax under the terms of the treaty of the name change,enter your first name,the last name as shown on your social
article. security card,and your new last name.
Example.Article 20 of the U.S.-China Income tax treaty allows an exemption Note.[TIN applicant:Enter your individual name as it was entered on your Form
from tax for scholarship income received by a Chinese student temporarily present W-7 application,line f a.This should also be the same as the name you entered on
in the United States.Under U.S.law,this student will become a resident alien for the Form 1040/1040A/1040EZ you filed with your application.
tax purposes if his or her stay in the United States exceeds 5 calendar years.
However,paragraph 2 of the first Protocol to the U.S.-China treaty(dated April 30, b. Sole proprietor or single-member LLC.Enter your individual name as
1984)allows the provisions of Article 20 to continue to apply even after the shown on your 1040/1040A/1040EZ on line 1.You may enter your business,trade,
Chinese student becomes a resident alien of the United States.A Chinese student or"doing business as"(DBA)name on line 2.
who qualifies for this exception(under paragraph 2 of the first protoco)and is c. Partnership,LLC that is not a single-member LLC,C Corporation,or S
relying on this exception to claim an exemption from tax on his or her scholarship Corporation.Enter the entity's name as shown on the entity's tax return on line 1
or fellowship income would attach to Form W-9 a statement that includes the and any business,trade,or DBA name on line 2.
Information described above to support that exemption. d. Other entities.Enter your name as shown on required U.S.federal tax
If you are a nonresident alien or a foreign entity,give the requester the documents on line 1.This name should match the name shown on the charter or
appropriate completed Form W-8 or Form 8233. other legal document creating the entity.You may enter any business,trade,or i
DBA name on line 2.
Backup Withholding
e. Disregarded entity.for U.S,federal tax purposes,an entity that is
What is backup withholding?Persons making certain payments to you must disregarded as an entity separate from its owner is treated as a"disregarded
under certain conditions withhold and pay to the IRS 28%of such payments.This entity." See Regulations section 301.7701-2(c)(2)(ti).Enter the owner's name on
is called"backup withholding." Payments that may be subject to backup line 1.The name of the entity entered on line 1 should never be a disregarded
withholding include interest,tax-exempt interest,dividends,broker and barter entity.The name on line 1 should be the name shown on the income tax return on
exchange transactions,rents,royalties,nonemployee pay,payments made in which the income should be reported.For example,if a foreign LLC that is treated
settlement of payment card and third party network transactions,and certain as a disregarded entity for U.S.federal tax purposes has a single owner that is a i
payments from fishing boat operators.Real estate transactions are not subject to U.S.person,the U.S,owner's name is required to be provided on line 1.If the
backup withholding. direct owner of the entity is also a disregarded entity,enter the first owner that is !
You will not be subject to backup withholding on payments you receive if you not disregarded for federal tax purposes.Enter the disregarded entity's name on
give the requester your correct TIN,make the proper certifications,and report all line 2,"Business name/disregarded entity name."If the owner of the disregarded
entity is a foreign person,the owner must complete an appropriate Form W-8
your taxable interest and dividends on your tax return. instead of a Form W-9. This is the case even if the foreign person has a U.S.TIN.
Payments you receive will be subject to backup withholding if:
1.You do not furnish your TIN to the requester,
2.You do not certify your TIN when required(see the Part fi instructions on page
3 for details),
I
a
Form W-9(Rev.12-2014) Page 3
Line 2 - 2 However,the following payments made to a corporation and reportable on Form —
If you have a business name,trade name,DBA name,or disregarded entity name. 1099-MISC are not exempt from backup withholding:medical and health care
you may enter it on line 2. payments,attorneys'fees,gross proceeds paid to an attorney reportable under
section 6045(f),and payments for services paid by a federal executive agency.
Line 3 Exemption from FATCA reporting code.The following codes identify payees
Check the appropriate box in line 3 for the U.S.federal tax classification of the that are exempt from reporting under FATCA.These codes apply to persons
person whose name is entered on line 1.Check only one box in line 3. submitting this form for accounts maintained outside of the United States by
Company LLC.If the name on line 1 is an LLC treated as a certain foreign financial institutions.Therefore,if you are only submitting this form
Limited Liability
p y( ) for an account you hold in the United States,you may leave this field blank.
partnership for U.S.federal tax purposes,check the"Limited Liability Company" Consult with the person requesting this form If you are uncertain if the financial
box and enter"P"in the space provided.If the LLC has filed Form 8832 or 2553 to institution Is subject to these requirements.A requester may indicate that a code Is
be taxed as a corporation,check the"Limited Liability Company"box and in the not required by providing you with a Form W-9 with"Not Applicable"(or any
space provided enter"C"for C corporation or"S"for S corporation.If it is a similar indication)written or printed on the line for a FATCA exemption code.
single-member LLC that is a disregarded entity,do not check the"Limited Liability
Company"box;instead check the first box in line 3"Individual/sole proprietor or A—An organization exempt from tax under section 501(a)or any individual
single-member ILC." retirement plan as defined in section 7701(a)(37)
Line 4,Exemptions B—The United States or any of its agencies or instrumentalities
If you are exempt from backup withholding and/or FATCA reporting,enter in the C—A state,the District of Columbia,a U.S.commonwealth or possession,or
appropriate space in line 4 any code(s)that may apply C you. any of their political subdivisions or instrumentalities
0—A corporation the stock of which is regularly traded on one or more
Exempt payee code. established securities markets,as described in Regulations section
• Generally,individuals(including sole proprietors)are not exempt from backup 1.1472-1(c)(1)()
withholding. E—A corporation that is a member of the same expanded affiliated group as a
• Except as provided below,corporations are exempt from backup withholding corporation described in Regulations section 1.1472-1(c)(1)()
for certain payments,including interest and dividends. F—A dealer in securities,commodities,or derivative financial instruments
• Corporations are not exempt from backup withholding for payments made in (including notion(principal contracts,futures,forwards,and options)that is
settlement of payment card or third party network transactions. registered as such under the laws of the United States or any state
• Corporations are not exempt from backup withholding with respect to attorneys' G—A real estate investment trust
fees or gross proceeds paid to attorneys,and corporations that provide medical or H—A regulated investment company as defined in section 851 or an entity
health care services are not exempt with respect to payments reportable on Form registered at all times during the tax year under the Investment Company Act of
1099-MISC. 1940
The following codes identify payees that are exempt from backup withholding. I—A common trust fund as defined in section 584(a)
Enter the appropriate code in the space in line 4.
1—An organization exempt from tax under section 501(a),any IRA,ora —A bank as defined in section 581
custodial account under section 403(b)(7)if the account satisfies the requirements K—A broker
of section 401(Q(2) L—A trust exempt from tax under section 664 or described in section 4947(a)(1)
2—The United States or any of its agencies or instrumentalities M—A tax exempt trust under a section 403(b)plan or section 457(g)plan
3—A state,the District of Columbia,a U.S.commonwealth or possession,or Note.You may wish to Consult with the financial institution requesting this form to
any of their political subdivisions or instrumentalities determine whether the FATCA code and/or exempt payee code should be
4—A foreign government or any of its political subdivisions,agencies,or completed.
instrumentalities
Line 5
5—A corporation
Enter your address(number,street,and apartment or suite number).This is where
6—A dealer in securities or commodities required to register in the United
States,the District of Columbia,or a U.S.commonwealth or possession the requester of this Form W-9 will mail your information returns.
7—A futures commission merchant registered with the Commodity Futures Line 6
Trading Commission Enter your city,state,and ZIP code.
8—A real estate investment trust
9—An entity registered at all times during the tax year under the Investment Part 1"Taxpayer Identification Number(TiN)
Company Act of 1940 Enter your TIN in the appropriate box.If you are a resident alien and you do not
10—A common trust fund operated by a bank under section 584(a) have and are not eligible to get an SSN,your TIN is your IRS individual taxpayer
11—A financial institution identification number(ITIN).Enter it in the social security number box.If you do not
have an[TIN,see Now to get a TIN below.
12—A middleman known in the investment community as a nominee or If you are a sole proprietor and you have an EIN,you may enter either your SSN
custodian or EIN.However,the IRS prefers that you use your SSN.
13—A trust exempt from tax under section 664 or described in section 4947 If you are a single-member LLC that is disregarded as an entity separate from its j
The following chart shows types of payments that may be exempt from backup owner(see Limited Liability Company(LLC)on this page),enter the owner's SSN
withholding.The chart applies to the exempt payees listed above,1 through 13. (or EIN,if the owner has one).Do not enter the disregarded entity's EIN.If the LLC
Is classified as a corporation or partnership,enter the entity's EIN. i
IF the payment is for... THEN the payment is exempt for... Note.See the chart on page 4 for further clarification of name and TiN
combinations. j
Interest and dividend payments All exempt payees except How to get a TIN.If you do not have a TIN,apply for one immediately.To apply
for 7 for an SSN,get Form SS-5,Application for a Social Security Card,from your local
SSA office or get this form online at www.ssa.gov.You may also get this form by
Broker transactions Exempt payees 1 through 4 and 6 calling 1-800-772-1213.Use Form W-7,Application for IRS Individual Taxpayer
through 11 and all C corporations.S Identification Number,to apply for an ITIN,or Form SS-4,Application for Employer
corporations must not enter an exempt Identification Number,to apply for an EIN.You can apply for an EIN online by i
payee code because they are exempt accessing the IRS website at www.irs.gov/businesses and clicking on Employer
only for sales of noncovered securities Identification Number(EIN)under Starting a Business.You can get Forms W-7 and
acquired prior to 2012. SS-4 from the IRS by visiting IRS.gov or by calling 1-800-TAX-FORM
(1-800-829-3676).
Barter exchange transactions and Exempt payees 1 through 4 If you are asked to complete Form W-9 but do not have a TIN,apply for a TIN
patronage dividends and write"Applied For"in the space for the TIN,sign and date the form,and give it
to the requester.For interest and dividend payments,and certain payments made
Payments over$600 required to be Generally,exempt2 payees with respect to readily tradable instruments,generally you will have 60 days to get l
reported and direct sales over$5,000 1 through 5 a TIN and give it to the requester before you are subject to backup withholding on
payments.The 60-day rule does not apply to other types of payments.You will be
Payments made in settlemenYof Exempt payees 1 through 4 subject to backup withholding on all such payments until you provide your TIN to
payment card or third party network the requester.
transactions Note.Entering"Applied For"means that you have already applied for a TIN or that
you intend to apply for one soon. s
See Form 1099-MISC,Miscellaneous Income,and its instructions.
Caution:A disregarded U.S.entity that has a foreign owner must use the
appropriate Form W-8.
P
R
Form W-9(Rev.12-2014) Page 4
Part I I Certification s You must show your individual nama and you may also enter your business or DBA name on
To establish t0 the withholding agent that you are a U.S,person,or resident alien, the"Business name/disregarded entity"name line.You may use either your SSN or EIN(if you
have one),but the IRS encourages you to use your SSN.
sign Form W-9.You may be requested to sign by the withholding agent even if
items 1,4,or 5 below indicate otherwise. Ust first and circle the name of the trust,estate,or pension trust.(Do not furnish the TIN of the
personal representative or trustee unless the legal entity Itself is not designated inthe account
For a joint account,only the person whose TIN is shown in Part I should sign title.)Also see Special rules for partnerships on page 2.
(when required).In the case of a disregarded entity,the person identified on line 1 'Note.Grantor also must provide a Form W-9 to trustee of trust.
must sign.Exempt payees,see Exempt payee code earlier. Note.If no name is circled when more than one name is listed,the number will be
Signature requirements.Complete the certification as indicated in items 1 considered to be that of the first name listed.
through 5 below.
1.interest,dividend,and barter exchange accounts opened before 1984 Secure Your Tax Records from Identity Theft
and broker accounts considered active during 1983.You must give your Identity theft occurs when someone uses your personal information such as your
correct TIN,but you do not have to sign the certification. name,SSN,or other identifying information,without your permission,to commit
2.Interest,dividend,broker,and barter exchange accounts opened after fraud or other crimes.An identity thief may use your SSN to get a job or may file a
1983 and broker accounts considered inactive during 1983.You must sign the tax return using your SSN to receive a refund.
certification or backup withholding will apply.If you are subject to backup To reduce your risk:
withholding and you are merely providing your correct TIN to the requester,you .Protect your SSN,
must cross out item 2 in the certification before signing the form.
3.Real estate transactions.You must sign the certification.You may cross out 'Ensure your employer Is protecting your SSN,and
item 2 of the certification. •Be careful when choosing a tax preparer.
4.Other payments.You must give your correct TIN,but you do not have to sign If your tax records are affected by identity theft and you receive a notice from
the certification unless you have been notified that you have previously given an the IRS,respond right away to the name and phone number printed on the IRS
incorrect TIN."Other payments"include payments made in the course of the notice or letter.
requester's trade or business for rents,royalties,goods(other than bills for If your tax records are not currently affected by identity theft but you think you
merchandise),medical and health care services(including payments to are at risk due to a lost or stolen purse or wallet,questionable credit card activity
corporations),payments to a nonemployee for services,payments made in or credit report,contact the IRS Identity Theft Hotline at 1-800-908-4490 or submit
settlement of payment card and third party network transactions,payments to Form 14039.
certain fishing boat crew members and fishermen,and gross proceeds paid to For more information,see Publication 4535,Identity Theft Prevention and Victim
attorneys(including payments to corporations). Assistance.
5.Mortgage interest paid by you,acquisition or abandonment of secured Victims of identity theft who are experiencing economic harm or a system
property,cancellation of debt,qualified tuition program payments(under problem,or are seeking help in resolving tax problems that have not been resolved
section ion,IRA,pensioCovern
ell ESA,Archer MSA or HSA contributions IN through normal channels,may be eligible for Taxpayer Advocate Service(FAS)
distributions,and pension distributions.You must give your correct TIN,but you assistance.You can reach TAS by calling the TAS toll-free case intake line at
do not have to sign the certification. 1-877-777-4778 or TTYITDD 1-800-829-4059.
What Name and Number To Give the Requester Protect yourself from suspicious emails or phishing schemes. Phishing is the
creation and use of email and websites designed to mimic legitimate business
For this type of account: Give name and SSN of: emaiis and websites.The most common act is sending an email to a user falsely
1.Individual The individual claiming to be an established legitimate enterprise in an attempt to scam the user
into surrendering private information that will be used for identity theft.
2.Two or more individuals Goint The actual owner of the account or, The IRS does not initiate contacts with taxpayers via entails.Also,the IRS does
account} if combined funds,the first not request personal detailed information through email or ask taxpayers for the
individual on the account' PIN numbers,passwords,or similar secret access information for their credit card,
3.Custodian account of a minor The minor bank,or other financial accounts.
(Uniform Gift to Minors Act) If you receive an unsolicited email claiming to be from the IRS,forward this
4.a.The usual revocable savings The grantor-trustee' message to phishing@irs.gov.You may also report misuse of the IRS name,logo,
trust(grantor is also trustee) or other IRS property to the Treasury Inspector General for Tax Administration
b.So-called trust account that is The actual owner (TIGTA)at 1-800-366-4484.You can forward suspicious emaiis to the Federal
not a legal or valid trust under Trade Commission at:spam@uce.gov or contact them at www.kc.gov/idtheft or
state law 1-877-IDTHEFr(1-877-438-4338).
5.Sole proprietorship or disregarded The owner' Visit IRS.gov to learn more about identity theft and how to reduce your risk.
entity owned by an individual
6.Grantor trust filing under Optional The grantor* Privacy Act Notice
Form 1099 Filing Method 1(see
Regulations section 1.671-4(b)(2)(i) Section 6109 of the Internal Revenue Code requires you to provide your correct
(A)) TIN to persons(including federal agencies)who are required to file information
returns with the IRS to report interest,dividends,or certain other income paid to
For this type of account: Give name and EIN of: you;mortgage interest you paid;the acquisition or abandonment of secured
7.Disregarded entity not owned by an The owner property;the cancellation of debt:or contributions you made to an IRA,Archer
individual MSA,or HSA.The person collecting this form uses the information on the form to
8.A valid trust,estate,or pension trust Legal entity' file information returns with the IRS,reporting the above information.Routine uses
of this information include giving it to the Department of Justice for civil and
9.Corporation or LLC electing The corporation criminal litigation and to cities,states,the District of Columbia,and U.S.
corporate status on Form 8832 or commonwealths and possessions for use in administering their laws.The
Form 2553 information also may be disclosed to other countries under a treaty,to federal and
10.Association,club,religious, The organization state agencies to enforce civil and criminal laws,or to federal law enforcement and
charitable,educational,or other tax- intelligence agencies to combat terrorism.You must provide your TIN whether or
exempt organization not you are required to file a tax return.Under section 3406,payers must generally
11.Partnership or multi-member LLC The partnership withhold a percentage of taxable interest,dividend,and certain other payments to
a payee who does not give a TIN to the payer.Certain penalties may also apply for
12.A broker or registered nominee The broker or nominee providing false or fraudulent information.
13.Account with the Department of The public entity
Agriculture in the name of a public
entity(such as a state or local
government,school district,or
prison)that receives agricultural
program payments
14.Grantor trust filing under the Form The trust
1041 Filing Method or the Optional
Form 1099 Filing Method 2(see
Regulations section 1.6714(b)(2)(i)
i
(B))
'List first and circle the name of the person whose number you furnish.If only one person on a
joint account has an SSN,that person's number must be furnished.
2 Circle the minor's name and furnish the minor's SSN.
[Mbancorp. FIRST PAYMENT INVOICE
Government Leasing and Finance, Inc.
PLEASE RETURN THIS PORTION WITH YOUR PAYMENT
SCHEDULE NUMBER: 077-8019263'003 DUE DATE: May 10. 2017
CREATE DATE: February O. 2017 AMOUNT DUE: $31.903.86
City nfSanford U.8. Bancorp Government Leasing and Finance, Inc.
300 N Park Avenue /T-TN: Lisa Albrecht
Sanfrod. Florida 32771 Q5O17mStreet, 7th Floor
Attention:Accounts Payable Dept. Denver, C0002O2
Customer Phone Number407'G88-5026
>>>»>>>> PLEASE RETAIN THIS PORTION FOR YOUR RECORDS <<<<<<<<
Payments MUST be sent to this address:
U.S. Bancorp Government Leasing and Finance, Inc.
PCJBOX gSS067
ST. LOUIS, N1O 63195-9067
U.8. Bancorp Government Leasing and Finance, Inc. ACCOUNT: 077'0819263-003
ATTN: Lisa Albrecht AMOUNT DUE: $31.903.86
Q5O17mStreet, 7th Floor DUE DATE: May 1D. 2U17
Denver, CO8O2O2 CREATE DATE: February O. 2O17
QUESTIONS? PLEASE CALL(303'585'4077)
INVOICE S0MMARY
Current Charges[Payment#1] $31,903.96
Total Due $31,903.96
TOTAL AMOUNT DUE THIS INVOICE MUST
BE PAID WITHIN TEN (10) DAYS OF DUE DATE TOAVOID LATE CHARGES
STENSTROM, McINTOSH, COLBERT & WHIGHAM, P.A.
ATTORNEYS AND COUNSELORS AT LAW
WILLIAM L.COLBERT
FRANK C.WHIGHAM 1001 HEATHROW PARK LANE OFCOUNSEL.
SUITE 4001 LONNIE N.GROOT
KENNETH W.McINTOSH LAKE MARY,FLORIDA 32746
RETIRED- DAVID W.HALL
PHONE:(407)322-2171 RAYMOND J.BRANCH III
ROBERT K.McINTOSH FAX:(407)330-2379 STACEY R.SPRINGER
-RETIRED- WWW.STENSTROM.COM JENNIFER D.COCKCROFT
DOUGLAS STENSTROM
(1921-2010) CLAUD B.NELSON,III
THOMAS E.WHIGHAM
(1952-1988)
March 13, 2017
U.S. Bancorp Government Leasing and Finance, Inc.
13010 SW 68th Parkway, Suite 100
Portland, Oregon 97223
City of Sanford
Attention: Cynthia Lindsay
300 N. Park Avenue
Sanford, Florida 32771
SUBJECT: Property Schedule No. 3 to Master Tax-Exempt Lease/Purchase
Agreement between U.S. Bancorp Government Leasing and Finance, Inc. and City of
Sanford; Total Principal Amount: $489,200.00; Addendum (Florida) To Master Tax-
Exempt Lease/Purchase Agreement.
Ladies and Gentlemen:
We have acted as City Attorney to City of Sanford ("Lessee" or "City"), in connection
with the Addendum (Florida), dated as of February 10, 2015 to the Master Tax-Exempt
Lease/Purchase Agreement, dated as of August 15, 2013 (the "Master Agreement"),
between City of Sanford, as lessee, and U.S. Bancorp Government Leasing. and
Finance, Inc. as lessor ("Lessor"), and the execution of Property Schedule No. 3 (the
"Property Schedule") pursuant to the Master Agreement. We have examined the law
and such certified proceeding and other papers as we deem necessary to render this
opinion.
All capitalized terms not otherwise defined herein shall have the meanings provided in
the Addendum, the Master Agreement and Property Schedule No. 3.
As to questions of fact material to our opinion, we have relied upon the representations
of Lessee in the Addendum, the Master Agreement and the Property Schedule No. 3
1
SERVING CENTRAL FLORIDA
—SINCE 1954—
and in the certified proceedings and other certifications of public officials furnished to us
without undertaking to verify the same by independent investigation. In rendering our
opinion, we have examined such proceedings and records of the City and made such
inquiry of the City as we deem necessary.
Based on the foregoing, we are of the opinion that, under existing controlling law:
(1). Lessee is a public body corporate and politic, duly organized and existing under
the laws of the State, and has a substantial amount of one or more of the following
sovereign powers: (a) the power to tax, (b) the power of eminent domain, and (c) the
police power.
(2). Lessee has all requisite power and authority to enter into the Addendum to the
Master Agreement and Property Schedule No. 3 and to perform its obligations
thereunder.
(3). The execution, delivery and performance of the Addendum to the Master
Agreement and Property Schedule No. 3 by Lessee has been duly authorized by all
necessary action on the part of Lessee.
(4). All proceedings of Lessee and its governing body relating to the authorization
and approval of the Addendum to the Master Agreement and Property Schedule No. 3,
the execution thereof and the transactions contemplated thereby have been conducted
in accordance with all applicable open meeting laws and all other applicable state and
federal laws.
(5). Lessee has acquired or has arranged for the acquisition of the Property subject
to the Property Schedule No. 3, and has entered into the Addendum to the Master
Agreement and Property Schedule No. 3, in compliance with all applicable public
bidding laws.
(6). Lessee has obtained all consents and approvals of other governmental
authorities or agencies which may be required for the execution, delivery and
performance by Lessee of the Addendum to the Master Agreement and Property
Schedule No. 3.
(7). The Addendum to the Master Agreement and Property Schedule No. 3 have
been duly executed and delivered by Lessee and constitute legal, valid and binding
obligations of Lessee, enforceable against Lessee in accordance with the terms thereof,
except insofar as the enforcement thereof may be limited by any applicable bankruptcy,
insolvency, moratorium, reorganization, sovereign immunity or other laws of equitable
principles of general application, or of application to municipalities or political
2
subdivisions such as the Lessee, affecting remedies or creditors' rights generally, and to
the exercise of judicial discretion in appropriate cases.
(8). In giving the opinions expressed below, we do not purport to be an expert in or
generally familiar with or qualified to express legal opinions based on the laws of any
jurisdiction other than the laws of the United States of America, the State of Florida and
the City.
(9). This opinion is being rendered in support of the obligation of the Lessee under
the materials which we have reviewed. In connection with preparing this opinion we
have reviewed (a) the Constitution of the State of Florida; (b) statutory law of the State
of Florida that we have deemed pertinent; (c) certain proceedings taken by the
governing body of the Lessee (the City Commission); and (d) such other information
and documents as we have deemed appropriate, in our discretion, but without any duty
to make inquiry and this statement specifically relates to the phrase "to our knowledge".
In rendering this opinion, we are acting as experts only as to matters arising under
Florida law. It is to be understood that the rights relating to the Lease and the
enforceability thereof may be subject to the exercise of judicial discretion in accordance
with general principles of equity, to the valid exercise of the sovereign police powers of
the State of Florida and of the constitutional powers of the United States of America and
to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting
creditors' rights heretofore or hereafter enacted.
(10). Our opinions expressed herein are predicated upon present law, facts and
circumstances, and we assume no affirmative obligation to update the opinions
expressed herein if such laws, facts or circumstances change after the date hereof.
(11). Our opinions are for the sole benefit of the addresses and may not be relied upon
by any other person without our prior written consent.
Respectfully submitted,
STENSTROM, MCINTOSH, COLBERT &
WHIGHAM, P.A.
City Attorney for the City of Sanford
DOCUMENT CHECKLIST
PLEASE EXECUTE TWO(2)ORIGINALS OF ALL DOCUMENTS
RETURN ALL ORIGINALS TO:
U.S. BANCORP GOVERNMENT LEASING AND FINANCE, INC.
LISA ALBRECHT
95017 TH STREET, 7T"FLOOR
DENVER, CO 80202
(303)585-4077
Y Addendum/Amendment to Master Tax-Exempt Lease Purchase Agreement — All changes agreed to are listed in this
addendum as well as changes needed for Florida statutes; This document must be executed in the presence of a
witness/attestor.The attesting witness does not have to be a notary,just present at the time of execution.
➢ Property Schedule No. 3 - This document must be executed in the.presence of a witness/attestor. The attesting witness
does not have to be a notary,just present at the time of execution.
Y Property Description and Payment Schedule—Exhibit 1
➢ Lessee's Counsel's Opinion— Exhibit 2. This exhibit will need to be executed by your attorney, dated and placed on their
letterhead.Your attorney will likely want to review the agreement prior to executing this opinion.
➢ Lessee's General and Incumbency Certificate—Exhibit 3.- Include in your return package a copy of the board minutes or
resolution for our files
➢ Payment of Proceeds Instructions—Exhibit 4. Intentionally Omitted
A Acceptance Certificate—Exhibit 5. Intentionally Omitted
1- Bank Qualification and Arbitrage Rebate—Exhibit 6.
Y Insurance Authorization and Verification — To be filled out by the Lessee and sent to your insurance carrier. A valid
insurance certificate,or self-insurance letter if the Lessee self-insures, is required prior to funding.
➢ Notification of Tax Treatment
➢ Form 8038-G—Blank form provided to Lessee. Please consult your local legal/bond counsel to fill out.
➢ Escrow Agreement—This document needs to be executed by the Executing Official defined in the Lessee's Certificate —
Exhibit 3.
o Investment Direction Letter—Exhibit 1. This document needs to be executed by the Executing Official.
o Schedule of Fees—Exhibit 2.
o Requisition Request — Exhibit 3. This document should be retained by Lessee and utilized to request
disbursements from the escrow account. Please make copies and fill out as many as are needed.
o Final Acceptance Certificate - Exhibit 4. This document should be retained by Lessee and provided to Lessor
once all the proceeds have been disbursed from the escrow account.
o Class Action Negative Consent Letter—Exhibit 6.
o IRS Form W-9.This document should be retained by Lessee and submitted with the Requisition Request(s)for each
vendor being paid. Please make copies and fill out as many as are needed.