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HomeMy WebLinkAbout18- Lease-Purchase Agreement - Caterpillar Financial Services Corporation (Tractor & Equipment Company) - Motor Grader Lease AN T Governmental Equipment Lease-Purchase Agreement Trawisaction Number 3466942 Financial LESSOR("we" "us",or"our"): LESSEE("you"or"your'): CATERPILLAR FINANCIAL SERVICES CORPORATION CITY OF BOZEMAN 2120 West End Avenue 121 N.ROUSE Nashville,TN 37203 BOZEMAN,I'A 1'59715 In reliance on your selection of the equipment described below(each a"Unit"),we have agreed to acquire and lease the Units to you,subject to the terms of this Lease. Until this Lease has been signed by our duty authorized representative, it will constitute an offer by you to enter into this Lease with us on the terms stated herein. DESCRIPTION OF UNITS SERIAL/VIN ANNUAL FINAL LEASE DELIVERY DATE Whether the Unit is new or used,the Unique ID number for LEASE PAYMENT PAYMENT Enter date machine was model number,the manufacturer, this Unit This is due per delivered to you and the model name. period,as stated below in section 3. (1)New 12dA3A%%1D i.aterpiilar Motor Giader——140BOO606 — -- $31,023.43 $127,840.00 3. Lease Payments; Current Expense You will pay us the lease payments, pay to us, on demand, a late payment charge equal to the lesser of five including the final lease payment set forth above (collectively, the "Lease percent(5%)of such Payment or the highest charge allowed by law. Payments"). Lease Payments will be paid by you to us as follows: a first 5 Security Interest To secure your obligations under this Agreement, you payment of$31,023.43 will be paid in advance and the balance of the Lease grant us a continuing first priority security interest in each Unit(including any Payments is payable in 5 successive annual payments of which the first 4 Additional Collateral), including all attachments, accessories and optional payments are in the amount of$31,023.43 each,and the last payment is in features (whether or not installed on such Units) and all substitutions, the amount of $127,840.00 plus all other amounts then owing under this replacements, additions, and accessions, and the proceeds of all the Lease,with the first Lease Payment due on the date that we sign this Lease foregoing,9 9,including,but not limited to,proceeds in the norm of chattel paper. and subsequent Lease Payments due on a like date of each year thereafter You authorize the tiling of such financing statements and will, at your until paid in full. A portion of each Lease Payment constitutes interest and the balance of each Lease Payment is payment of principal. The Lease expense, do any act and execute, acknowledge, deliver, file, register and record any document, which w Payments will be due without demand. You will pay the Lease Payments to deem desirable protect our security us at Caterpillar Financial Services Corporalion;PO Box 100647; Pasadena, at interest in each Unit and our rights and benefits underr this Agreement. You, will keep the Units free and clear any and all claims,liens,encumbrances your expense,will protect and defend our security interest in the Units and CA 91189-0647 or such other location that we designate in writing. Your obligations,including your obligation to pay the Lease Payments due in any w w fiscal year,will constitute a current expense of yours for such fiscal year and and legal processes however and whenever arising. will not constitute an indebtedness of yours within the meaning of the 6. Disclaimer of Warranties WE HAVE NOT MADE AND DO NOT MAKE constitution and laws of the State in which you are located (the "State"). ANY WARRANTY, REPRESENTATION OR COVENANT OF ANY KIND, Nothing in this Agreement will constitute a pledge by you of any taxes or EXPRESS OR IMPLIED, AS TO THE UNITS. AS TO US, YOUR LEASE other moneys,other than moneys lawfully appropriated from time to time for AND PURCHASE OF THE UNITS WILL BE ON AN"AS IS"AND"WHERE the payment of the "Payments" (as defined in the last sentence of this IS" BASIS AND "WITH ALL FAULTS". Nothing in this Agreement is Section)owing under this Agreement.You agree that,except as provided intended to limit,waive,abridge or otherwise modify any rights,claims, in Section 7,your duties and liabilities under this Agreement and any or causes of action that you may have against any person or entity associated documents are absolute and unconditional. Your payment other than us. and performance obligations are not subject to cancelation,reduction, 7. Non-Appropriation You have an immediate need for,and expect to make or setoff for any reason. You agree to settle all claims, defenses, immediate use of, the Units. This need is not temporary or expected to setoffs, counterclaims and other disputes you may have with the diminish during the term of this Agreement. To that end, you agree, to the Supplier,the manufacturer of the Unit, or any other third party directly extent permitted by law, to include in your budget for the current and each with the Supplier,the manufacturer or the third party,as the case may successive fiscal year during the term of this Agreement,a sufficient amount be. You will not assert,allege or make any such claim,defense,setoff, to permit you to discharge your obligations under this Agreement. counterclaim or other dispute against us or with respect to the Notwithstanding any provision of this Agreement to the contrary,we and you payments due us under this Agreement. As used in this Agreement, agree that,in the event that prior to the commencement of any of your fiscal Payments"will mean the Lease Payments and any other amounts required years you do not have sufficient funds appropriated to make the Payments to be paid by you. due under this Agreement for such fiscal year, you will have the option of The portion of the Lease Payments constituting principal will bear interest terminating this Agreement as of the date of the commencement of such (computed on the basis of actual days elapsed in a 360 day year)at the rate fiscal year by giving us sixty (60)days prior written notice of your intent to of 4.55%per annum, tenninate. No later than the last day of the last fiscal year for which 4. Late Charges If we do not receive a Payment on the date it is due,you will appropriations were made for the Payments(the"Return Date"),you will Fu No.GOVLEAE SBPA 00 W OCdAH OflO�/2016 10 46 A1d Ci return to us all of the Units,at your sole expense,in accordance with Section Payment when due and such failure continues for ten(10)days after the due 14,and this Agreement will terminate on the Return Date without penalty or date for such Payment or (b) you fail to perform or observe any other expense to you and you will not be obligated to pay the Lease Payments covenant,condition,or agreement to be performed or observed by you under beyond such fiscal year;provided, that you will pay all Payments for which this Agreement and such failure is not cured within twenty (20)days after moneys have been appropriated or are otherwise available; and provided written notice of such failure from us. Upon an Event of Default,we will have further,that you will pay month to-month rent at the rate set by us for each all rights and remedies available under applicable law. In addition,we may month or part of any month that you fail to return the Units. declare all Lease Payments due or to become due during the fiscal year in which the Event of Default occurs to be immediately due and payable by you 8. Tax Warranty You will, at all times, do and perform all acts and things and/or we may repossess the Units by giving you written notice to deliver the necessary and within your control to ensure that the interest component of Units to us in the manner provided in Section 14,or in the event you fail to do the Lease Payments will, for the purposes of Federal income taxation, be so within ten (10) days after receipt of such notice, and subject to all excluded from our gross income. You will not permit or cause your applicable laws, we may enter upon your premises and take possession of obligations under this Agreement to be guaranteed by the Federal the Units. Further, if we financed your obligations under any extended Government or any branch or instrumentality of the Federal Government. warranty agreement such as an Equipment Protection Plan, Extended You will use the Units for the purpose of performing one or more of your Service Contract, Extended Warranty, Customer Service Agreement, Total governmental functions consistent with the scope of your authority and not in Maintenance and Repair Agreement or similar agreement, we may cancel any trade or business carried on by a person other than you. You will report such extended warranty agreement on your behalf and receive the refund of this Agreement to the Internal Revenue Service by filing Form 8038G, the extended warranty agreement fees that we financed but had not received 8038GC or 8038,as applicable. Failure to do so will cause this Agreement from you as of the dale of the Event of Default. to lose its tax exempt status. You agree that if the appropriate form is not filed, the interest rate payable under this Agreement will be raised to the 13. Miscellaneous This Agreement may not be modified,amended,altered or equivalent taxable interest rate. If the use, possession or acquisition of the changed except by a written agreement signed by you and us. In the event Units is determined to be subject to taxation,you will pay when due all taxes any provision of this Agreement is found invalid or unenforceable, the and governmental charges assessed or levied against or with respect to the remaining provisions will remain in full force and effect. This Agreement, Units. together with exhibits,constitutes the entire agreement between you and us and supersedes all prior and contemporaneous writings, understandings, 9. Assignment You may not,without our prior written consent,by operation of agreements, solicitations, documents and representations, expressed or law or otherwise,assign,transfer,pledge,hypothecate or otherwise dispose implied.Any terms and conditions of any purchase order or other documents of your right, title and interest in and to this Agreement and/or the Units submitted by you in connection with this Agreement which are in addition to and/or grant or assign a security interest in this Agreement and/or the Units, or inconsistent with the terms and conditions of this Agreement will not be in whole or in part. We may not transfer,sell,assign,pledge,hypothecate, binding on us and will not apply to this Agreement.You agree that we may or otherwise dispose of our right,title and interest in and to this Agreement correct patent errors in this Agreement and fill in blanks including, for and/or[lie Units and/or grant or assign a security interest in this Agreemen! example,correcting or filling in serial numbers,VIN numbers,and dates.Any and/or the Units,in whole or in part. notices required to be given under this Agreement will be given to the parties 10. Indemnity To the extent permitted by law,you assume liability for,agree to in writing and by certified mail at the address provided in this Agreement,or and do indemnify,protect and hold harmless us and our employees,officers, to such other addresses as each party may substitute by notice to the other, directors and agents from and against any and all liabilities, obiigations, which notice will be effective upon its receipt. losses, damages, injuries, claims, demands, penalties, actions, costs and 14. Title; Return of Units Notwithstanding our designation as"Lessor",we do expenses (including reasonable attorney's fees), of whatsoever kind and not own the Units.Legal title to the Units will be in you so long as an Event of nature, arising out of the use, condition (including, but not limited to, talent Default has not occurred and you have not exercised your right of and other defects and whether or not discoverable by you or us),operation, non-appropriation.If an Event of Default occurs or if you non-appropriate,full ownership,selection,delivery,storage,leasing or return of any item of Units, and unencumbered title to the Units will pass to us without the necessity of regardless of where,how and by whom operated,or any failure on your part further action by the parties,and you will have no further interest in the Units. to accept the Units or otherwise to perform or comply with any conditions of If we are entitled to obtain possession of any Units or if you are obligated at this Agreement. any time to return any Units, then (a) title to the Units will vest in u3 11. Insurance; Loss and Damage You bear the entire risk of loss, theft, immediately,and(b)you will,at your expense,promptly deliver the Unit to us destruction or damage to the Units from any cause whatsoever. No loss, properly protected and in the condition required by Section 11. You will theft,destruction or damage of the Units will relieve you of the obligation to deliver the Unit, at our option, (i) to the nearest Caterpillar dealer selling make Lease Payments or to perform any obligation owing under this equipment of the same type as the Unit;or(ii)on board a carrier named by Agreement. You agree to keep the Units insured to protect all of our us and shipping the Unit,freight collect,to a destination designated by us. If interests, at your expense, for such risks, in such amounts, in such forms the Unit is not in the condition required by Section 11, you must pay us,on and with such companies as we may require,including but not limited to fire demand, all costs and expenses incurred by us to bring the Unit into the and exlended coverage insurance, explosion and collision coverage, and required condition.Until the Units are returned as required above,all terns of personal liability and property damage liability insurance. Any insurance this Agreement will remain in full force and effect including,without limitation, policies relating to toss or damage to the Units will name us as loss payee as your obligation to pay Lease Payments and to insure the Units. our interests may appear and the proceeds may be applied toward /lie 15. Other Documents In connection with the execution of this Agreement,you replacement or repair of the Units or the satisfaction of the Payments due will cause to be delivered to us (i) either (A) a certified copy of your under this Agreement.You agree to use,operate and maintain the Units in authorizing resolution substantially in the form attached as Attachment B and accordance with all laws,regulations and ordinances and in accordance with a copy of the minutes of the relevant meeting or (B) an opinion of your the provision of any policies of insurance covering the Units,and will not rent counsel substantially in the form attached as Attachment C;(ii)a Verification the Units or permit the Units to be used by anyone other than you. You of Insurance substantially in the form attached to this Agreement;(iii)a copy agree to keep the Units in good repair, working order and condition and of the signed Form filed with the Internal Revenue Service required in house the Units in suitable shelter,and to permit us or our assigns to inspect Section 8 above as Attachment D; and (iv)any other documents or items the Units at any time and to otherwise protect our interests in the Units. If required by us. any Unit is customarily covered by a maintenance agreement, 'you will furnish us with a maintenance agreement by a party acceptable to us. 16. Applicable Law This Agreement will be governed by the laws, excluding the laws relating to the choice of law,of the Stale in which you are located. 12. Default;Remedies An"Event of Default"will occur if(a)you fail to pay any LESSOR LESSEE CATERPILLAR SE R S CORPORATION CITY OF BOZEM Signature Signature Name(print) NlelahrBurfWtt Name(print) heDl DoQ.wrRenti h0n f f, Title _ Title G�'11 Date I Z?J.I (g Date F..No.GOWEASE 5964000 e40N 0 21201U 1046 AM CT Amendment to Governmental Equipment Lease-Purchase Agreement CAT' Transaction Number 3466942 Financial This Amendment(the"Amendment"),dated (the"Effective Date"),to the Governmental Equipment Lease- Purchase Agreement(the"Agreement")for the Transaction Number set out above is by and between the parties identified below. CATERPILLAR FINANCIAL SERVICES CORPORATION CITY OF BAZEMAN 2120 West End Avenue 814 North Bozeman Avenue Nashville,TN 37203 Bozeman,Montana 59715 TERMS AND CONDITIONS 1. Capitalized terms used but not defined herein shall have the meaning given them in the Agreement. 2. Except as provided herein,the Agreement shall remain unchanged and In full force and effect in accordance with its terms. Any additional modifications are null and void unless approved in writing by you and us. Nothing herein all be deemed to be a waiver or amendment of any other provision contained in the Agreement or any of our rights or remedies under the Agreement. All references to section numbers and sentence numbers of the Agreement shall be to those numbers as they existed prior to any of the amendments set forth in this Amendment. 3. As of the Effective Date,the Agreement is hereby amended as set forth below. AMENDMENT 1. Section 10 of the Agreement is amended and restated in its entirety as follows: Reserved. 2. The 3rd sentence of Section 11 of the Agreement is amended and restated in its entirety as follows: You agree to keep the Units insured to protect our interests therein,at your expense,for such risks,in such amounts,in such forms and with such companies as we may require,including but not limited to fire and extended coverage insurance, and explosion and collision coverage. ilSIGN TURES ' $tMAN CATERPILLAR FINANCIAL SERVICES CORPORATION CITY OF BB—hE-ADL Signature:I Signature: Name(print); Name(print):f}Y. dACM !� 1/YA Nielah Burnett Title; Documentation Manager Title: (a)'1AV1/171 ,+� Date: �IZS I lg Date: A. c _ob $� Page 1 of 1 CAT Opinion of Counsel Financial Re: Governmental Equipment Lease-Purchase Agreement(Transaction Number 3466942) (the "Lease") Between CITY OF BOZEMAN("Lessee")and Caterpillar Financial Services Corporation ("Lessor") Sir/Madam: I am an attorney for Lessee,and in that capacity I am familiar with the above-referenced transaction,the Lease,and all other documents pertaining to the Lease(the Lease and such other documents pertaining to the Lease being referred to as the"Lease Agreements"). Based on my examination of these and such other documents, records and papers and matters of fact and laws as I deemed to be relevant and necessary as the basis for my opinion set forth below,upon which opinion Lessee and any subsequent assignee of Lessee's interest may rely,it is my opinion that: 1. Lessee is a fully constituted political subdivision or agency duly organized and existing under the Constitution and laws of the State of Montana (the "State"), and is authorized by such Constitution and laws (i) to enter into the transaction contemplated by the Lease Agreements and(ii)to carry out its obligations thereunder. 2. The Lease Agreements (i) have been duly authorized, executed and delivered by Lessee and (ii) constitute valid, legal and binding obligations and agreements of Lessee, enforceable against Lessee in accordance with their terms, assuming due authorization and execution thereof by Lessor. 3. No further approval, license, consent, authorization or withholding of objections is required from any federal, state or local governmental authority with respect to the entering into or performance by Lessee of the Lease Agreements and the transactions contemplated by the Lease Agreements. 4. Lessee has sufficient appropriations or other funds available to pay all amounts due under the Lease Agreements for the current fiscal year. 5. The interest payable to Lessor by Lessee under the Lease Agreements is exempt from federal income taxation pursuant to Section 103 of the Internal Revenue Code of 1986,as amended. 6. The entering into and performance of the Lease Agreements will not(i) conflict with, or constitute a breach or violation of, any judgment, consent decree,order, law, regulation,bond, indenture or lease applicable to Lessee,or(ii)result in any breach of,or constitute a default under, or result in the creation of, any lien, charge, security interest or other encumbrance upon any assets of Lessee or the Units (as defined in the Lease)pursuant to any indenture, mortgage,deed of trust,bank loan,credit agreement or other instrument to which Lessee is a party,or by which it or its assets may be bound. 7. No litigation or proceeding is pending or, to the best of my knowledge, threatened to, or which may, (a) restrain or enjoin the execution, delivery or performance by Lessee of the Lease Agreements, (b)in any way contest the validity of the Lease Agreements, (c)contest or question(i)the creation or existence of Lessee or its governing body or(ii)the authority or ability of Lessee to execute or deliver the Lease Agreements or to comply with or perform its obligations under the Lease Agreements.There is no litigation or proceeding pending or,to the best of my knowledge, threatened that seeks to or could restrain or enjoin Lessee from annually appropriating sufficient funds to pay the Lease Payments (as defined in the Lease)or other amounts contemplated by the Lease Agreements. In addition, I am not aware of any facts or circumstances which would give rise to any litigation or proceeding described in this paragraph. 8. The Units are personal property and,when subjected to use by Lessee,will not be or become fixtures under the laws of the State. 9. The authorization, approval and execution of the Lease Agreements, and all other proceedings related to the transactions contemplated by the Lease Agreements, have been performed in accordance with all applicable open meeting, public records, public bidding and all other applicable laws,rules and regulations of the State. 10. The appropriation of moneys to pay the Lease Payments coming due under the Lease and any other amounts contemplated by the Lease Agreements does not and will not result in the violation of any constitutional, statutory or other limitation relating to the manner, form or amount of indebtedness which may be incurred by Lessee. 11. The Lessor will have a perfected security interest in the Units upon the filing of an executed UCC-1 or other financing statement at the time of acceptance of the Units with the Secretary of State for the State. SIGNATURE Name(PRINT): �o-.�°^ '�+~ Date: Zd% Signature: �� -- ��` Address: i21 a Title: F—No.GOVOPCO M89WO BiM0 l818A8 P1.1 CT 1111isWAN 11111 Attachment B L&W Transaction Number 3466942 Financial • • • • on 111111611 . • WHEREAS,the laws of the State of Montana(the"State") authorize CITY OF BOZEMAN(the"Governmental Entity"),a duly organized political subdivision, municipal corporation or similar public entity of the State, to purchase, acquire and lease personal property for the benefit of the Governmental Entity and its inhabitants and to enter into any necessary contracts;and the Governmental Entity wants to lease, purchase and/or finance equipment ("Eauipment")from Caterpillar Financial Services Corporation and/or an authorized Caterpillar dealer ("Caterpillar") by entering into that certain Governmental Equipment Lease-Purchase Agreement (the "Agreement")with Caterpillar;and the form of the Agreement has been presented to the governing body of the Governmental Entity at this meeting. RESOLVED,that: (i) the Agreement, including all schedules and exhibits attached to the Agreement, is approved in substantially the form presented at the meeting,with any Approved Changes(as defined below), (ii)the Governmental Entity enter into the Agreement with Caterpillar and(iii)the Agreement is adopted as a binding obligation of the Governmental Entity;and that changes may later be made to the Agreement if the changes are approved by the Governmental Entity's counsel or members of the governing body of the Governmental Entity signing the Agreement (the "Approved Changes") and that the signing of the Agreement and any related documents is conclusive evidence of the approval of the changes;and that the persons listed below,who are the incumbent officers of the Governmental Entity(the"Authorized Persons"): Name(Print or Type) Title(Print or Type) D n d moo, C ) 1 t-'A P_o..r be,and each is,authorized,directed and empowered,on behalf of the Governmental Entity,to(i)sign and deliver to Caterpillar,and its successors and assigns,the Agreement and any related documents,and (ii)take or cause to be taken all actions he/she deems necessary or advisable to acquire the Equipment,including the signing and delivery of the Agreement and related documents;and that the Secretary/Clerk of the Governmental Entity is authorized to attest to these resolutions and affix the seal of the Governmental Entity to the Agreement,these resolutions,and any related documents;and that nothing in these resolutions, the Agreement or any other document imposes a pecuniary liability or charge upon the general credit of the Governmental Entity or against its taxing power, except to the extent that the payments payable under the Agreement are special limited obligations of the Governmental Entity as provided in the Agreement;and that a breach of these resolutions,the Agreement or any related document will not impose any pecuniary liability upon the Governmental Entity or any charge upon its general credit or against its taxing power,except to the extent that the payments payable under the Agreement are special limited obligations of the Governmental Entity as provided in the Agreement;and that the authority granted by these resolutions will apply equally and with the same effect to the successors in office of the Authorized Persons. of CITY OF BOZEMAN,certify that the resolutions above are a full,true and correct copy of resolutions of the governing body of the Governmental Entity. I also certify that the resolutions were duly and regularly passed and adopted at a meeting of the governing body of the Governmental Entity. I also certify that such meeting was duly and regularly called and held in all respects as required by law,at the Governmental Entity's office. I also certify that at such meeting,a majority of the governing body of the Governmental Entity was present and voted in favor of these resolutions. I also certify that these resolutions are still in full force and effect and have not been amended or revoked. IN WITNESS of these resolutions,the officer named below executes this document on behalf of the Governmental Entity. Signature: Title: ciii I��, ,� Dater JYL� fact •�_ • • • ■ ••• A/A T'F—Na.GOVAVTH •��Y'AG Form 8®38-G Information Return for Tax-Exempt Governmental Obligations (Rev.September 2011) ►Under Internal Revenue Code section 149(e) OMB No.1545-0720 ►See separate instructions. Department of the Treasury Internal Revenue Service Caution-If the issue price is under$100,000,use Form 8038-GC. JUM Reporting Authority If Amended Return,check here ► IT 1 Issuer's name 2 Issuer's employer identification number(EIN) CITY OF BOZEMAN 81-6001238 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) PO BOX 1230 'J 6 City,town,or post office,state,and ZIP code 7 Date of issue BOZEMAN,MT 59771 4/2/2018 8 Name of Issue 9 CUSIP number CATERPILLAR FINANCIAL SERVICES CORPORATION;LEASE#3466942 NONE 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 BRANDI HIGGINS,ASSISTANT CONTROLLER 406.582.2300 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 15 Environment(including sewage bonds) . . . . . . . . . . . . . . . . . . . . 15 16 Housing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 17 Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 18 Other. Describe ► LEASE 18 244,231 00 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 . . . . . . . . ► ❑ -. Description of Obligations.Complete for the entire issue for which this form is being filed. mption (d)Weighted(c)Stated redo(a)Final maturity date (b)Issue price price at maturity average maturity fe)Yield 21 4/25/2023 244,231.00 NIA 5 years 4•5% Uses of Proceeds of Bond Issue (including underwriters' discount) 22 Proceeds used for accrued interest . . . . . . . . . . . . . . . . . . . . . 22 N/A 23 Issue price of entire issue(enter amount from line 21,column(b)) . . . . . 23 244,231 00 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 30 Nonrefunding proceeds of the issue(subtract line 29 from line 23 and enter amount here) 30 1 244,231 00 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 . ► NIA 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/YYYY) . . . . . . ► N/A 34 Enter the date(s)the refunded bonds were issued►(MM/DDNYYY) For Paperwork Reduction Act Notice,see separate instructions. Cat.No.63773S Form 8038-G(Rev.9-2011) Form 8038-G(Rev.9-2011) Page 2 Miscellaneous 35 Enter the amount of the stale 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► 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 . . . . . . . . . . . . . . . . . . . . . . . 37 1 NIA 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► c Enter the EIN of the issuer of the master pool obligation► d Enter the name of the issuer of the master pool obligation► 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 . . . . . . . . . . . . . ► ❑ 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► 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 examined this return and accompanying schedules and statements,and to the best of my knowledge Signature and bellof,they are true,correct,and complolo.],further declare that I consent to the IRS's disclosure of the Issuer's return information,as necessary to and process this return,16 '� on that I h W orizod above-. Consent - - l� �C�Y 1C�� �1� u'1SjsSI� . OYOl(11,V ` Signatpre of issuer' authorized rep sonlativ to `Type or print name and lftl Paid PrinVType preparer's name Preparer's signature Date Check ❑ If PTIN soli-employed Preparer Use Only Firm's name ► I Firm's EIN IN- Firm's address ► Phone no. Form 8038-G(Rev.9-2011)