HomeMy WebLinkAboutNotice of Award for Motor Grader NOTICE OF AWARD
Dated: June 2,2014
TO: Caterpillar Tractor and Equipment
ADDRESS: 4001 Riverdrive North, Great Falls, MT 59405
CONTRACT FOR: Lease for One Motor Grader
You are notified that your Bid opened on March 25, 2014, for the above Contract has been
considered. You are the apparent Successful Bidder and have been awarded a Contract for the:
Lease for 2014 or Newer Motor Grader. The Contract Price of your Contract is: Seventeen
thousand, six hundred forty nine and fourteen cents ($17,649.14) per year for 5 years.
Two (2) copies of each of the proposed Contract Documents have been signed and One copy
accompanies this Notice of Award for your records.
CITY OF BOZEMAN, MONTANA
BY:
Chris Kukuls i, City Manager
BY. hiplk
Stac U , CM2
C, City Clerk
DATE:
Opinion of Counsel
Re: Governmental Equipment Lease-Purchase Agreement
Transaction Number 2256424(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.
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 and(ii)to carry out
--�s obligations thereunder.
2. The Lease and all other documents contemplated by the Lease(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,slate or local
governmental authority with respect to the entering into or performance by Lessee of the Lease or the Schedule(s)and the transactions contemplated
thereby.
4. Lessee has sufficient appropriations or other funds available to pay all amounts due under the Lease for the current fiscal year.
5. The interest payable to Lessor by Lessee under the Lease 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 and all other documents contemplated by the Lease 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 purchased under 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,(b)in any way to contest the validity of the Lease,(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 or to comply with or perform its obligations
thereunder.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. 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 purchased under the Lease are personal property and,when subjected to use by Lessee,will not be or become fixtures
under the laws of the Slate.
9. The authorization,approval and execution of the Lease,the Schedule(s)and all other documents contemplated by the Lease,and all
other proceedings of the Lease related to the transactions therein and contemplated thereby,have been performed in accordance with all applicable
open meeting,public records,public bidding and all other applicable laws,rules and regulations of the Stale.
10. The appropriation of moneys to pay the Lease Payments coming due under the Lease 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(i)the Secretary of Stale for the Stale and/or(it)the COUNTY BOARD OF COMMISSIONS of GALLATIN.
III�FAAK'II II I b111190101=.5"K1V
Yours sincerely,
Signature: r
Name(PRINT):
4�-�
Title:
Date:
Addr ss: /
iamb GOVWCO
M21T{9 G6A1lS.1t 5 YJ 9u C1
Explanation of Content C�TQ
Transaction Number 2256424 Fnat>cial
Thank you for selecting Caterpillar products and for allowing Caterpillar Financial Services Corporation to serve your financing needs.
Included in this document package are all of the forms that will be needed for standard tax exempt lease purchase transactions. The forms have been
designed to be clear, concise and user friendly. We have also provided a brief explanation of the purpose of each form. If you wish to discuss any of
the forms or have any questions about any aspect of this transaction, we encourage you to contact your Caterpillar Dealer or Caterpillar Financial
Services Corporation at 1.866-263-3791 Option#5.
A. Governmental Equipment Lease-Purchase Agreement. The Governmental Lease-Purchase Agreement contains the terms that
govern each transaction between us. It is the standard Caterpillar Financial Services Corporation tax exempt lease-purchase agreement,and provides
that we will lease to you the equipment described therein pursuant to a full payout amortization schedule. A new Governmental Equipment
Lease-Purchase Agreement will have to be signed in connection with each transaction.
B. Lessee's Authorizing Resolution. The Authorizing Resolution is evidence you have taken the necessary governing body actions to
approve the Governmental Equipment Lease-Purchase Agreement. Although the authorizing instrument is often a resolution, it may also take other
forms such as an ordinance.We are agreeable to using your customary or standard form provided it contains specific approval for the lease-purchase
agreement, designates persons who are authorized to sign on your behalf and either approves the document forms or delegates this authority to a
named official
C. Verification Of Insurance.The Certificate of Insurance is intended to supply information regarding the insurance coverage for the equipment
being lease-purchased. You will need to supply the requested information to us so we can verify coverage.
D. Opinion Of Counsel. An opinion of counsel is required in connection with each Governmental Equipment Lease-Purchase Agreement. The
opinion is intended to confirm that you have complied with all open meeting laws, publication and notice requirements, procedural rules for governing
body meetings,and any other relevant state or local government statutes,ordinances,rules or regulations. We would be unable to confirm compliance
with these laws and regulations ourselves absent long delays and higher costs so we rely upon the opinion of your attorney since he/she may have been
involved in the process to approve our transaction and is an expert in the laws and regulations to which you are subject. The opinion also confirms that
you are an entity eligible to issue tax-exempt obligations and that the Governmental Equipment Lease-Purchase Agreement will be treated as
tax-exempt as it is your obligation to ensure that you have complied with relevant tax law.
E. Form Of 8038G Or GC. Form 8038 is required by the Internal Revenue Service in order to monitor the amount of tax-exempt obligations
issued. You have to execute a Form 8038 for each Governmental Equipment Lease-Purchase Agreement.Whether a Form 8038 G or GC is required
depends on the original principal amount of the Governmental Equipment Lease-Purchase Agreement. If the original principal amount is less than
$100,000 Form 8038GC is filed with the IRS. If the original principal amount is $100,000 or more Form 8038G is filed with the IRS. Choose the
appropriate 8038 form and complete according to IRS guidelines. Contact your TM or Sales Support Representative for assistance.
IRS Form 8038G
htt www.irs. ov ub/irs- df/f8 38 df
IRS Form 8038GC
htti)://www.irs.gov/i)ub/irs-12df/f8O38gc.i)df
This Explanation of Contents is prepared as an accommodation to the parties named herein.It is intended as an example of some of the documents that
Caterpillar Financial Services Corporation, in its reasonable judgment, may require and is not intended to constitute legal advice. Please engage and
use your own legal counsel. We understand that the laws of the various states are different so nothing herein shall be construed as a warranty or
representation that the documents listed herein are the only documents that may be required in any particular transaction or that any particular
transaction,if documented in accordance with this Explanation of Contents,will be a valid,binding and enforceable obligation enforceable against the
parties named herein in accordance with the terms of the documents named herein.
Form NP RPGOVCOV 4 21749031p>/2014559 PM CI
DOCUMENT CHECKLIST(GOVERNMENTAL LEASE) PAT*Transaction Number 2256424 Quote Number 4021749 Financial
documentsThese
CITY OF BOZEMAN
411 EAST MAIN STREET
BOZEMAN, MT 59771-1230
Dealer:TRACTOR&EQUIPMENT CO., E400
Date: 05/07/2014 Time:5:59 PM
Comments:
Customer Executed Documents Comments
❑ Lease Purchase Document
❑ Delivery Certification
❑ Insurance Verification
❑ 8038G or 8038GC
❑ Advance Payment(cross out if N/A)
❑ Customer Information Verification
❑ Tax Exemption Certificate
❑ Any necessary Riders/Amendments
❑ Lessee's Resolution+Minutes of Meeting OR
❑ Opinion of Lessee's Counsel
❑ Copy of Driver's License(Sole Proprietorships and
Individuals)
Dealer Documents Comments
❑ Purchase Agreement
❑ Dealer Invoice
❑ All Credit Conditions Met
*If any of these documents are altered,or if the Buyer wishes to add or delete documents, please contact your CFSC Credit
Analyst to obtain acceptance of any and all changes.
F11N1 WP CKLST a Z17490*712014559PM G1
'III0W M1III
Governmental Equipment Lease-Purchase Agreement CAT®
Transaction Number 2256424 Financial
1. PARTIES
LESSOR("we","us",or"our"): LESSEE("you"or'your'):
CATERPILLAR FINANCIAL SERVICES CORPORATION CITY OF BOZEMAN
2120 West End Avenue 411 EAST MAIN STREET
Nashville,TN 37203 BOZEMAN,MT 59771-1230
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 duly authorized representative, it will constitute an offer by you to enter into
this Lease with us on the terms stated herein.
DESCRIPTION2. OF
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 12M3AWD Caterpillar Motor Grader $17,649.14 $170.000.00
TERMS AND • •
3. Lease Payments;Current Expense You will pay us the lease payments, 4. Late Charges If we do not receive a Payment on the date it is due,you will
including the final lease payment set forth above (collectively, the "Lease pay to us, on demand, a late payment charge equal to the lesser of five
Payments"). Lease Payments shall be paid by you to us as follows: percent(5%)of such Payment or the highest charge allowed by law.
$17,649.14 will be paid in advance and the balance of the Lease Payments
is payable in 5 successive annual payments of which the first 4 payments 5. Security Interest To secure your obligations under this Agreement, you
are in the amount of$17,649.14 each,and the last payment is in the amount grant us a continuing first priority security interest in each Unit(including any
of$170,000.00 plus all other amounts then owing hereunder,with the first Additional Collateral), including all attachments, accessories and optional
Lease Payment due on the date that Lessor signs this Lease and features (whether or not installed on such Units) and all substitutions,
subsequent Lease Payments due on a like dale of each year thereafter until replacements, additions, and accessions, and the proceeds of all the
paid in full. A portion of each Lease Payment constitutes interest and the foregoing,including,but not limited to,proceeds in the form of chattel paper.
balance of each Lease Payment is payment of principal. The Lease You authorize the filing of such financing statements and will, at your
Payments will be due without demand. You will pay the Lease Payments to expense, do any act and execute, acknowledge, deliver, file, register and
us at Caterpillar Financial Services Corporalion;PO Box 100647; Pasadena, record any document, which we deem desirable to protect our security
CA 91189-0647 or such other location that we designate in writing. Your interest in each Unit and our rights and benefits under this Agreement. You,
obligations,including your obligation to pay the Lease Payments due in any at your expense,will protect and defend our security interest in the Units and
fiscal year,will constitute a current expense of yours for such fiscal year and will keep the Units free and clear of any and all claims,liens,encumbrances
will not constitute an indebtedness of yours within the meaning of the and legal processes however and whenever arising.
constitution and laws of the State in which you are located (the "State").
Nothing in this Agreement will constitute a pledge by you of any taxes or 6. Disclaimer of Warranties WE HAVE NOT MADE AND DO NOT MAKE
other moneys,other than moneys lawfully appropriated from time to time for ANY WARRANTY, REPRESENTATION OR COVENANT OF ANY KIND,
the payment of the "Payments" (as defined in the last sentence of this EXPRESS OR IMPLIED, AS TO THE UNITS. AS TO US, YOUR LEASE
Paragraph) owing under this Agreement. You agree that, except as AND PURCHASE OF THE UNITS WILL BE ON AN"AS IS"AND"WHERE
provided in paragraph 7, your duties and liabilities under this IS" BASIS AND "WITH ALL FAULTS". Nothing in this Agreement is
Agreement and any associated documents are absolute and intended to limit,waive,abridge or otherwise modify any rights,claims,
unconditional. Your payment and performance obligations are not or causes of action that you may have against any person or entity
subject to cancelation, reduction, or setoff for any reason. You agree other than us.
to settle all claims,defenses,setoffs,counterclaims and other disputes
you may have with the Supplier, the manufacturer of the Unit, or any 7. Non-Appropriation You have an immediate need for,and expect to make
other third party directly with the Supplier, the manufacturer or the immediate use of, the Units. This need is not temporary or expected to
third party,as the case may be. You will not assert,allege or make any diminish during the term of this Agreement. To that end,you agree,to the
such claim,defense,setoff,counterclaim or other dispute against us or extent permitted by law,to include in your budget for the current and each
with respect to the payments due us under this Agreement.As used in successive fiscal year during the term of this Agreement,a sufficient amount
this Agreement, "Payments"will mean the Lease Payments and any other to permit you to discharge your obligations under this Agreement.
amounts required to be paid by you. Notwithstanding any provision of this Agreement to the contrary,we and you
The portion of the Lease Payments constituting principal will bear interest agree that,in the event that prior to the commencement of any of your fiscal
(computed on the basis of actual days elapsed in a 360 day year)at the rate Years you do not have sufficient funds appropriated to make the Payments
of 2.50%per annum.
No_collE E a 21749"vamp OM700N 559 PM CT
1���fill PVLiI����l���
due under this Agreement for such fiscal year,you will have the option of 12. Default;Remedies An"Event of Default"will occur if(a)you fail to pay any
terminating this Agreement as of the dale of the commencement of such Payment when due and such failure continues for ten(10)days after the due
fiscal year by giving us sixty(60)days prior written notice of your intent to date for such Payment or (b) you fail to perform or observe any other
terminate. No later than the last day of the Iasi fiscal year for which covenant,condition,or agreement to be performed or observed by you under
appropriations were made for the Payments (the"Return Dale"), you will this Agreement and such failure is not cured within twenty(20)days after
return to us all of the Units, at your sole expense, in accordance with written notice of such failure from us. Upon an Event of Default,we will have
Paragraph 14,and this Agreement will terminate on the Return Date without all rights and remedies available under applicable law. In addition,we may
penalty or expense to you and you will not be obligated to pay the Lease declare all Lease Payments due or to become due during the fiscal year in
Payments beyond such fiscal year;provided,that you will pay all Payments which the Event of Default occurs to be immediately due and payable by you
for which moneys have been appropriated or are otherwise available; and and/or we may repossess the Units by giving you written notice to deliver the
provided further,that you will pay month to-month rent at the rate set by us Units to us in the manner provided in Paragraph 14,or in the event you fail to
for each month or part of any month that you fail to return the Units. do so within ten (10) days after receipt of such notice,and subject to all
applicable laws,we may enter upon your premises and take possession of
8. Tax Warranty You will,at all times, do and perform all acts and things the Units. Further, if we financed your obligations under any extended
necessary and within your control to ensure that the interest component of warranty agreement such as an Equipment Protection Plan, Extended
the Lease Payments will,for the purposes of Federal income taxation, be Service Contract, Extended Warranty, Customer Service Agreement,Total
excluded from our gross income. You will not permit or cause your Maintenance and Repair Agreement or similar agreement,we may cancel
obligations under this Agreement to be guaranteed by the Federal such extended warranty agreement on your behalf and receive the refund of
Government or any branch or instrumentality of the Federal Government. the extended warranty agreement fees that we financed but had not received
You will use the Units for the purpose of performing one or more of your from you as of the date of the Event of Default.
governmental functions consistent with the scope of your authority and not in
any trade or business carried on by a person other than you. You will report 13, Miscellaneous This Agreement may not be modified,amended,altered or
this Agreement to the Internal Revenue Service by filing Form 8038G, changed except by a written agreement signed by you and us.In the event
8038GC or 8038,as applicable. Failure to do so will cause this Agreement any provision of this Agreement is found invalid or unenforceable, the
to lose its tax exempt status. You agree that if the appropriate form is not remaining provisions will remain to full force and effect. This Agreement,
filed, the interest rate payable under this Agreement will be raised to the together with exhibits,constitutes the entire agreement between you and us
equivalent taxable interest rate. If the use,possession or acquisition of the and supersedes all prior and contemporaneous writings, understandings,
Units is determined to be subject to taxation,you will pay when due all taxes agreements, solicitations, documents and representations, expressed or
and governmental charges assessed or levied against or with respect to the implied.Any terms and conditions of any purchase order or other documents
Units. submitted by you in connection with this Agreement which are in addition to
or inconsistent with the terms and conditions of this Agreement will not be
9. Assignment You may not,without our prior written consent,by operation of binding on us and will not apply to this Agreement.You agree that we may
law or otherwise,assign,transfer,pledge,hypothecate or otherwise dispose correct patent errors in this Agreement and fill in blanks including, for
of your right, title and interest in and to this Agreement and/or the Units example,correcting or filling in serial numbers,VIN numbers,and dales.Any
and/or grant or assign a security interest in this Agreement and/or the Units, notices required to be given under this Agreement will be given to the parties
in whole or in part. We may not transfer,sell,assign,pledge,hypothecate, in writing and by certified mail at the address provided in this Agreement,or
or otherwise dispose of our right,title and interest in and to this Agreement to such other addresses as each party may substitute by notice to the other,
and/or the Units and/or grant or assign a security interest in this Agreement which notice will be effective upon its receipt.
and/or the Units,in whole or in part.
14. Title;Return of Units Notwithstanding our designation as"Lessor",we do
10. Indemnity To the extent permitted by law,you assume liability for,agree to not own the Units.Legal titre to the Units will be in you so long as an Event of
and do Indemnify,protect and hold harmless us and our employees,officers, Default has not occurred and you have not exercised your right of
directors and agents from and against any and all liabilities, obligations, non-appropriation.If an Event of Default occurs or if you non-appropriate,full
losses, damages, injuries, claims, demands, penalties, actions, costs and and unencumbered title to the Units will pass to us without the necessity of
expenses (including reasonable attorney's fees), of whatsoever kind and further action by the parties,and you will have no further interest in the Units.
nature,arising out of the use,condition(including,but not limited to, latent If we are entitled to obtain possession of any Units or if you are obligated at
and other defects and whether or not discoverable by you or us),operation, any time to return any Units, then (a) title to the Units will vest in us
ownership,selection,delivery,storage,leasing or return of any item of Units, immediately,and(b)you Will,at your expense,promptly deliver the Unit to us
regardless of where,how and by whom operated,or any failure on your part properly protected and in the condition required by Section 11. You will
to accept the Units or otherwise to perform or comply with any conditions of deliver the Unit, at our option, (i) to the nearest Caterpillar dealer selling
this Agreement, equipment of the same type as the Unit;or(ii)on board a carrier named by
us and shipping the Unit,freight collect,to a destination designated by us.If
11. Insurance; Loss and Damage You bear the entire risk of loss, theft, the Unit is not in the condition required by Section 11,you must pay us,on
destruction or damage to the Units from any cause whatsoever. No loss, demand, all costs and expenses incurred by us to bring the Unit into the
theft,destruction or damage of the Units will relieve you of the obligation to required condition.Until the Units are returned as required above,all terms of
make Lease Payments or to perform any obligation owing under this this Agreement will remain in full force and effect including,without limitation,
Agreement. You agree to keep the Units insured to protect all of our your obligation to pay Lease Payments and to insure the Units.
interests, 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 15. Other Documents In connection with the execution of this Agreement,you
and extended coverage insurance, explosion and collision coverage, and will cause to be delivered to us(i)a Delivery Certification substantially in the
personal liability and property damage liability insurance. Any insurance form attached as Attachment A; (ii) either (A) a certified copy of your
policies relating to loss or damage to the Units will name us as loss payee as authorizing resolution substantially in the form attached as Attachment B and
our interests may appear and the proceeds may be applied toward the a copy of the minutes of the relevant meeting or (B) an opinion of your
replacement or repair of the Units or the satisfaction of the Payments due counsel substantially in the form attached as Attachment C;(iii)a Verification
under this Agreement.You agree to use,operate and maintain the Units in of Insurance substantially in the form attached to this Agreement;(iv)a copy
accordance with all laws,regulations and ordinances and in accordance with of the signed Form filed with the Internal Revenue Service required in
the provision of any policies of insurance covering the Units,and will not rent Section 8 above as Attachment D; and (v)any other documents or items
the Units or permit the Units to be used by anyone other than you. You required by us,
agree to keep the Units in good repair, working order and condition and
house the Units in suitable shelter,and to permit us or our assigns to inspect 16. Applicable Law This Agreement will be governed by the laws, excluding
the Units at any time and to otherwise protect our Interests in the Units.If the laws relating to the choice of law,of the State in which you are located.
any Unit is customarily covered by a maintenance agreement, you will
furnish us with a maintenance agreement by a party acceptable to us.
fan No GMLEASE 4 1749 w"M07QD14 6 59PM CT
TURES
LESSOR• LESSEE
CATERPILLAR FINANCIAL SERVICES CORPORATION CITY OF BOZEMAN
Signature Signature
Name(print) Name(print)
Title Title
Date Date
F9mi Ho COVLEASE a 21749-,s M07,204 S N PM Ct
CUSTOMER INFORMATION VERIFICATION CAT®
(Required Document) Financial
In our efforts to continue providing timely customer service, we need your assistance confirming the following information. If any
information is incorrect or missing, please note the necessary changes below and return this form with your signed documents. In
addition, please review the Data Privacy Notice stated below. Thank you in advance for your cooperation.
Purchase Order#for new contract:
Current Information on file Please make corrections here
Customer Name: CITY OF BOZEMAN
Physical Address: 411 EAST MAIN STREET
BOZEMAN,MT 59771-1230
Mailing Address: P.O.BOX 1230
BOZEMAN,MT 59771-1230
Equipment Location:
Business Phone: (406)582-3200
Fed. ID#or SS#: 81-6001238
E-mail Address:
Accounts Payable Contact
Name and Phone:
Tax Information
Sales Tax Rate: 0
(Please note: Sales Tax Rate, includes all applicable State, County,and City sales tax)
City Limits Asset outside the City Limits?Yes_No_
Tax Exemption Status: Please indicate if you are tax exempt. If you are tax exempt-please enclose a current
❑ Exempt tax exemption certificate to be returned with
❑ Non-Exempt your documents-Not needed by CFSC if dealer
ISC
noted.'The information above has been reviewed and is accurate to the best of my knowledge with exception of any corrections as
*Should the above changes apply to ALL of your contracts,OR for this contract ONLY?
❑ ALL CONTRACTS
❑ THIS CONTRACT ONLY
THE ABOVE INFORMATION HAS BEEN REVIEWED AND IS ACCURATE TO THE BEST OF MY KNOWLEDGE WITH EXCEPTION
OF ANY CORRECTIONS AS NOTED.
Customer Initials
Data Privacy Notice: This notice pertains to personal data supplied in connection with your credit application. By providing your information to
Caterpillar Inc. or any of its subsidiaries or affiliates, including Caterpillar Financial Services Corporation (collectively
"Caterpillar'), you are agreeing that the information may be shared among Caterpillar and its partners and dealers, and
used to process your applications for credit and other orders and to improve or market Caterpillar products and services.
If you have any questions pertaining to this notice,please contact the Data Privacy Coordinator at 615-341-8222.
Form No CUVER
ap2
j) 9 gypTi2pta 559 PM CT
1111�F 011111111H
Attachment B CAT'
Transaction Number 2256424 F101
nancial
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 ("Equipment") 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)
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 (4)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;and
that the undersigned's certification of the Authorized Persons'signatures shall be binding on the Governmental Entity.
1, 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. Finally,I also certify that the signatures above
are the signatures of the officers authorized to sign for the Governmental Entity as a result of these resolutions.
IN WITNESS of these resolutions,the officer named below executes this document on behalf of the Governmental Entity.
Signature:
Title:
Date:
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Verification of Insurance Financial
LESSOR(we): LESSEE(you):
CATERPILLAR FINANCIAL SERVICES CORPORATION CITY OF BOZEMAN
2120 West End Avenue 411 EAST MAIN STREET
Nashville,TN 37203-0001 BOZEMAN,MT 59771-1230
- .
1.The above-named Lessor and Lessee have entered into Governmental Equipment Lease-Purchase Agreement Transaction
Number 2256424(the"Agreement"). In accordance with the Agreement, Lessee has instructed the insurance agent named below:
Company:
Address:
Phone No:
Agent's Name:
to issue:
a.All Risk Physical Damage Insurance on the Equipment(as defined in the Agreement)evidenced by a Certificate of Insurance and
Long Form Loss Payable Clause naming the Lessor and/or its Assignee,as loss payee.
The Coverage Required:the aggregate purchase price for the Equipment.
b. Public Liability Insurance evidenced by a Certificate of Insurance, naming the Lessor and/or its Assignee as Additional Insured,
with a minimum of$1,000,000 per occurrence is required.
2.Proof of insurance coverage will be provided to Lessor or its Assignee prior to the time the Equipment is delivered to Lessee.
Model# Equipment Description Serial# VIN# Value Including Tax
1.12M3AWD Caterpillar Motor Grader $234,000.00
SIGNATURES
LESSEE
CITY OF BOZEMAN
Signature
Name(print)
Title
D ate
Farts No GOViNS 4Q17490f =14559 PM CT
11115F.t ���
Opinion of Counsel
Re: Governmental Equipment Lease-Purchase Agreement
Transaction Number 2256424(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 1 am familiar with the above-referenced transaction,the Lease,and all other documents
pertaining to the Lease.
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 and(ii)to carry out
its obligations thereunder.
2. The Lease and all other documents contemplated by the Lease(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 or the Schedule(s)and the transactions contemplated
thereby.
4. Lessee has sufficient appropriations or other funds available to pay all amounts due under the Lease for the current fiscal year.
5. The interest payable to Lessor by Lessee under the Lease 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 and all other documents contemplated by the Lease 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 purchased under 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,(b)in any way to contest the validity of the Lease,(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 or to comply with or perform its obligations
thereunder.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. 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 purchased under the Lease 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,the Schedule(s)and all other documents contemplated by the Lease,and all
other proceedings of the Lease related to the transactions therein and contemplated thereby,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 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(i)the Secretary of Slate for the Stale and/or(ii)the COUNTY BOARD OF COMMISSIONS of GALLATIN.
mNo GOVOPCO
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Yours sincerely,
Signature:
Name(PRINT):
Title:
Date:
Address:
Fom�N.GOVOPCO
4921]4905.4]201t$59 PM CI
Caterpillar Financial Services Corporation
INVOICE
Page Date Invoice No.
1 05/07/2014 LSAP-514021749-1
CITY OF BOZEMAN
411 EAST MAIN STREET
BOZEMAN, MT 59771-1230
Description Serial VIN Due Date Pmt.No. Amount
(1) 12M3AWD Upon Receipt. 1 $17,649.14
Caterpillar Motor Grader
Sales and Use Tax $0.00
Document Fee $0.00
Filing Fee $0.00
Stamp Fee $0.00
Other Fees $0.00
Freight Fee $0.00
WITHOUTTHE APPROPRIATE TAX EXEMPTION CERTIFICATE,APPLICABLE SALES AND/OR USE
TAX WILL BE CHARGED.
PLEASE PAY THIS AMOUNT $ $17,649.14
Invoice No. Total Enclosed
LSAP-514021749-1 $
CITY OF BOZEMAN
411 EAST MAIN STREET
BOZEMAN, MT 59771-1230
Remit To: Caterpillar Financial Services Corporation
5th Floor Document Services
Doc Specialist: TRACTOR& EQUIPMENT CO.
2120 West End Ave.
Nashville, TN 37203
RETURN INVOICE AND CHECK FOR SPECIFIED PAYMENT(S)WITH SIGNED DOCUMENTS.
Your check will be cashed by Caterpillar Financial Services Corporation(CFSC)upon receipt,but that act will not constitute acceptance
by CFSC of the Loan, Lease or Schedule. If CFSC accepts and executes the Loan, Lease or Schedule,the proceeds of this check will
be applied to the specified payments. If CFSC does not accept the Loan,Lease or Schedule,CFSC will return an amount equal to this
check.
Nn iNv5EP
1111�EMU
111
402174905-2014 55 PM CT
CAT'
Meeting Minutes Financial
TRACTOR& EQUIPMENT CO.
1835 HARNISH BLVD.
P.O. BOX 30158
BILLINGS MT 59107-0158
CITY OF BOZEMAN
We are requesting a copy of the minutes of the appropriation meeting during which the funds for this deal were
allocated.
A copy of this information is necessary to complete the documentation package and to fund the deal. Your ability to
return a complete package will ensure timely payment to you.
Thank you for your assistance.
CATERPILLAR FINANCIAL SERVICES CORPORATION
DOCUMENTATION DEPARTMENT
Foam N.LTRN3 Q2174905'OW2014559 GM L1'
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Purchase Agreement ILIM,.
Transaction Number 2256424 Financial
This Purchase Agreement is between TRACTOR & EQUIPMENT CO. ("Vendor") and Caterpillar Financial Services Corporation
("Cat Financial'). Vendor agrees to sell to Cat Financial and Cat Financial agrees to buy from Vendor the equipment described below
(the"Unit(s)"),subject to the terms and conditions set forth below and on the reverse side hereof.
Description of Unit(s) Serial# VIN# Freiaht Total Price
(1) 12M3AWD New Caterpillar Motor Grader $0.00 $234,000.00
Lessee: Subtotal $234,000.00
CITY OF BOZEMAN Federal Excise Tax 0.00
411 EAST MAIN STREET Other Tax 0.00
BOZEMAN MT 59771-1230 Total Purchase Price $234,000.00
Unit(s)Delivery Point:
See next page for additional terms and conditions.
SIGNATURES
CATERPILLAR FINANCIAL SERVICES CORPORATION TRACTOR&EQUIPMENT CO.
Signature Signature
Name(print) Name(print)
Title Title
Date Date
N.PAWIOSTD Q2 I]<90SWaDti 559PM C7
1111�K. K11III
Additional Terms and Conditions CAT®
Transaction Number 2256424 Fnancial
1. The lessee named on the front hereof(the"Lessee") has selected the Unit(s), instructed Cat Financial to purchase the Unit(s)from
Vendor,and agreed to lease the Unit(s)from Cat Financial_
2. Cat Financial (or its assignee) will have no obligation hereunder (and any sums previously paid by Cat Financial to Vendor with
respect to the Unit(s)shall be promptly refunded to Cat Financial)unless(a)all of the conditions set forth in Section 1.3(if a master
lease agreement)or Section 1 (if a non master lease agreement)of the lease with the Lessee covering the Unit(s)have been timely
fulfilled and (b) the Lessee has not communicated to Cat Financial (or its assignee), prior to"Delivery" (as hereinafter defined) of
the Unit(s), an intent not to lease the Unit(s)from Cat Financial. All conditions specified in this paragraph shall be deemed timely
fulfilled unless prior to Delivery of the Unit(s), Cat Financial(or its assignee)shall notify Vendor to the contrary in writing,which shall
include fax or email. "Delivery" shall mean the later of the time (a) Cat Financial executes this Purchase Agreement or (b) the
Lessee or its agent takes control and/or physical possession of the Unit(s).
3. Upon timely satisfaction of the conditions specified in Paragraph 2 above, ownership, title and risk of loss to the Unit(s) shall
transfer to Cat Financial(or its assignee)upon Delivery of the Unit(s).
4. Vendor warrants that(a) upon Delivery of the Unit(s), Cat Financial (or its assignee)will be the owner of and have absolute title to
the Unit(s) free and clear of all claims, liens, security interests and encumbrances and the description of the Unit(s)set forth herein
is correct and (b) the Unit Transaction Price set forth on the front hereof for each unit of Unit(s) leased under a lease is equal to
such Unit(s)'s fair market value.
5. Vendor shall forever warrant and defend the sale of the Unit(s) to Cat Financial (or its assignee), its successors and assigns,
against any person claiming an interest in the Unit(s).
6. Provided that no event of default exists under any agreement between Lessee and Cat Financial and upon timely satisfaction of the
conditions specified in Paragraph 2 above, and unless otherwise agreed to in this Purchase Agreement, Cat Financial (or its
assignee)shall pay Vendor the total Purchase Price set forth on the front hereof for the Unit(s)within three business days following
(a) the receipt and approval by Cat Financial of all documentation deemed necessary by Cat Financial in connection with the lease
transaction and (b)all credit conditions have been satisfied.
7. Vendor shall deliver the Unit(s)to the Lessee at the delivery point set forth on the front hereof.
8. This Purchase Agreement may be assigned by Cat Financial to a third party. Vendor hereby consents to any such assignment.
9. This Purchase Agreement shall become effective only upon execution by Cat Financial.
1—No PA0 MSM 4021]490510]rz014 5 59PM CI
Opinion of Counsel
Re: Governmental Equipment Lease-Purchase Agreement
Transaction Number 2256424(the"Lease")
Between CITY OF BOZEMAN("Lessee')
And Caterpillar Financial Services Corporation("Lesson')
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.
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 and(ii)to carry out
its obligations thereunder.
2. The Lease and all other documents contemplated by the Lease(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 or the Schedule(s)and the transactions contemplated
thereby.
4. Lessee has sufficient appropriations or other funds available to pay all amounts due under the Lease for the current fiscal year.
5. The interest payable to Lessor by Lessee under the Lease 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 and all other documents contemplated by the Lease 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 purchased under 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,(b)in any way to contest the validity of the Lease, (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 or to comply with or perform its obligations
thereunder.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. 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 purchased under the Lease are personal property and,when subjected to use by Lessee,will not be or become fixtures
under the laws of the Slate.
9. The authorization,approval and execution of the Lease,the Schedule(s)and all other documents contemplated by the Lease,and all
other proceedings of the Lease related to the transactions therein and contemplated thereby,have been performed in accordance with all applicable
open meeting, public records,public bidding and all other applicable laws,rules and regulations of the Stale.
10. The appropriation of moneys to pay the Lease Payments coming due under the Lease 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(i)the Secretary of State for the Slate and/or(ii)the COUNTY BOARD OF COMMISSIONS of GALLATIN.
d021)49 05.0)ROId 5 59 GM CT
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