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Home My WebLink AboutCity of Tamarac Resolution R-2012-054Temp. Reso. #12191 Page 1 April 11, 2012 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2012 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE THE SCHEDULE OF PROPERTY NO. 1 AND ATTACHED EXHIBITS RELATED TO THE MASTER LEASE/PURCHASE AGREEMENT WITH THE BANC OF AMERICA PUBLIC CAPITAL CORPORATION IN THE PRINCIPAL AMOUNT OF $607,667 TO FINANCE THE COST OF ACQUISITION OF AN E-ONE 78' AERIAL FIRE APPARATUS MODEL HP-78; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City approved Resolution 2011-123 authorizing the City to enter into a Master Lease Agreement with Banc of America Public Capital Corporation on October 26, 2011; and WHEREAS, the City Commission approved Resolution 2011-71 authorizing the acquisition of the 78' Aerial Fire Apparatus from E-1 through the use of lease financing; and WHEREAS, the Tamarac Fire Rescue has accepted the Fire Apparatus from the manufacturer; and WHEREAS, the term of the lease will be for five (5) years at a rate of interest for this contract at 1.679% with semi-annual payments beginning on October 1, 2012. Temp. Reso. #12191 Page 2 April 11, 2012 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: SECTION 1: The foregoing "WHEREAS" clauses are HEREBY ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof and all exhibits referenced and attached hereto are incorporated herein and made a specific part of this resolution. SECTION 2: That the appropriate City Officials are hereby authorized to execute Schedule of Property No. 1 and attached exhibits related to the Master Lease/Purchase Agreement with Banc of America Public Capital Corporation in the principal amount of $607,667 to finance the cost of acquisition of an E-One 78' Areial Fire Apparatus Model SECTION 3: All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. SECTION 4: If any clause, section or other part or application of this Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid, in part or application, it shall not affect the validity of the remaining portions or applications of this Resolution. Temp. Reso. #12191 Page 3 April 11, 2012 SECTION 5: This Resolution shall become effective immediately upon its passage and adoption. PASSED, ADOPTED AND APPROVED this 11-4'6dayof 2012 ATTEST: PETER M. J.' CITY CLERK I HEREBY CERTIFY THAT I HAVE APPROVED THIS RESOLUTION AS TO FORM L SAMUEL S. GORI CITY ATTORNEY RECORD OF COMMISSION VOTE: MAYOR TALABISCO z,--° DIST 1: COMM. BUSHN LL DIST 2: COMM. GOMEZ / DIST 3: V/M GLASSER y DIST 4: COMM. DRESSLER [City Attorney Opinion] April 19, 2012 Banc of America Public Capital Corp 555 California Street, 4th Floor San Francisco, California 94104 Re: Schedule of Property No. 1 dated April 19, 2012, by and between Banc of America Public Capital Corp, as Lessor, and City of Tamarac, Florida, as Lessee, incorporating the terms of that certain Master Lease/Purchase Agreement, dated as of October 26, 2012, between Banc of America Public Capital Corp and the Lessee Ladies and Gentlemen: I am the City Attorney for the City of Tamarac, Florida (the "Lessee"), and in such capacity, have represented the Lessee in connection with the above referenced matter. In such capacity, I have examined (a) an executed counterpart of a certain Master Equipment Lease/Purchase Agreement, dated October 26, 2011, and Exhibits thereto (the "Agreement"), and an executed counterpart of Schedule of Property No. 1, dated April 19, 2012 (the "Schedule"), each between Banc of America Public Capital Corp (the "Lessor") and Lessee, which, among other things, incorporates the terms of the Agreement and provides for the lease of certain property listed in the Schedule (the "Equipment"), (b) executed counterparts of Resolution No. 2011-123, adopted by the City Commission of the Lessee on October 26, 2011, and Resolution No. R-2012-_ adopted by the City Commission of the Lessee on April 11, 2012, which, among other things, authorize Lessee to execute the Agreement, the Schedule and the Escrow Agreement and (c) such other opinions, documents and matters of law as I have deemed necessary in connection with the following opinions. The Schedule and the terms and provisions of the Agreement incorporated therein by reference together with the Rental Payment Schedule attached to the Schedule are herein referred to collectively as the "Lease." Based on the foregoing, I am of the following opinions: 1. Lessee is a municipal corporation duly organized and validly existing under the laws of the State of Florida and has a substantial amount of the following sovereign powers: (a) the power to tax, (b) the power of eminent domain, and (c) police power. 2. Lessee has the requisite power and authority to lease and acquire the Equipment and to execute and deliver the Lease and to perform its obligations under the Lease. 3. The Lease has been duly authorized, approved, executed and delivered by and on behalf of Lessee and the Lease is a valid and binding obligation of Lessee enforceable in 4817-6989-4159.1 Page 2 accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, moratorium or other laws affecting creditors' rights generally and may be subject to the exercise of the state's police power and to judicial discretion in appropriate cases. 4. The authorization, approval, execution and delivery of the Lease and all other proceedings of Lessee relating to the transactions contemplated thereby have been performed in accordance with all open meeting laws, public bidding laws and all other applicable state or federal laws. 5. To the best of my knowledge, there is no proceeding pending or threatened in any court or before any governmental authority or arbitration board or tribunal that, if adversely determined, would adversely affect the transactions contemplated by the Lease, or the interest of Lessor or its assigns, as the case may be, in the Equipment thereunder. All capitalized terms herein shall have the same meanings as in the Lease unless otherwise provided herein. I am an attorney admitted to practice in the State of Florida and my opinion is limited to matters of Florida law and federal law. The foregoing is based solely on facts and laws existing on the date hereof and no opinion is expressed as of any other date. The only opinions contained herein shall be those expressly stated as such, and no opinion shall be implied or inferred as a result of anything contained herein or omitted herefrom. This opinion has been rendered for the benefit solely of the addressee hereof and may not be used, circulated, quoted or otherwise referred to or relied upon by any other person for any purpose, except that reference to it may be made in the list of closing documents prepared in connection with the Lease, and any counsel rendering an opinion on the tax-exempt status of the interest components of the Rental Payments shall be entitled to rely on this opinion. Very truly yours, 4817-6989-4159.1 Form 8O38-G Information Return for Tax -Exempt Governmental Obligations (Rev. September 2011) ► Under Internal Revenue Code section 149 a ( ) OMB No. 1545-0720 Department of the Treasury ► See separate instructions. Internal Revenue Service Caution: If the issue price is under $100,000, use Form 8038-GC. ' Reporting Authority If Amended Return, check here 0- 1 Issuer's name 2 Issuer's employer identification number (EIN) City of Tamarac, Florida 59-1039552 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) 7525 NW 88th Avenue 3 6 City, town, or post office, state, and ZIP code 7 Date of issue Tamarac, Florida 33321 April 19, 2012 8 Name of issue 9 CUSIP number Schedule of Property No. 1 to Master Equipment Lease Purchase Agreement, between Banc of None America Public Capital Corp, as Lessor, and the City of Tamarac, FL, as Lessee 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 Mark Mason, CPA, Director of Financial Services (954) 597-3550 ' 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 ► Essential Use Equipment 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 ......................................... ► ' • Description of Obligations. Complete for the entire issue for which this form is being filed. 607,6671 00 (a) Final maturity date (b) Issue price (c) Stated redemption price at maturity (d) Weighted average maturity (e) Yield 21 4/1/2017 $ 607,667 607,667 2.7338 years 1.679 % Uses of Proceeds of Bond Issue(including underwriters' discount 22 Proceeds used for accrued interest.................................................................................................... 22 01 00 23 Issue price of entire issue (enter amount from line 21, column(b)).................................................... 23 607,667 00 24 Proceeds used for bond issuance costs (including underwriters' discount)....... 24 0 00 25 Proceeds used for credit enhancement......................................................... 25 0 00 26 Proceeds allocated to reasonably required reserve or replacement fund...... 26 0 00 27 Proceeds used to currently refund prior issues ............................................. 27 0 00 28 Proceeds used to advance refund prior issues 28 0 00 29 Total (add lines 24 through 28) 30 Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount here) ............... 30 0 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 .................... ► 32 Enter the remaining weighted average maturity of the bonds to be advance refunded .................... ► 33 Enter the last date on which the refunded bonds will be called(MM/DD/YYYY) ............................... ► 34 Enter the date(s) the refunded bonds were issued ► (MM/DD/YYW) For Paperwork Reduction Act Notice, see separate instructions. Cat. No. 63773S Form 8038-G (Rev. 9-2011) 4834-1255-3999.1 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 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract I= (GIC) (see instructions)...................................................................................................................... 36a 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 toother governmental units................................................................................................................ 37 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)(13)(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 Pi- c Type of hedge Ol- 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 No - Signature and Consent Paid Preparer Use Only Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge and belief, they are true, correct, and complete. I further declare that I consent to the IRS's disclosure of the issuer's return information, as necessary to process this return, to the person that I have authorized above. 4/19/2012 ' Beth Talabisco, Mayor Signature of issuer's authorized representative Date Type or print name and title Print/Type preparer's name Preparers signature Emily F. Magee, Esq. Firm's name ► Folev & Lardner LLP Date 4/19/2012 Check ❑ PTIN1776034 self-employed Firm's EIN ► 39-0473800 Firm's address ► One Independent Drive, Suite 1300, Jacksonville, FL 32202 Phone no. 904-359-2000 4834-1255-3999.1 Form 8038-G (Rev. 9-2011) Acceptance Certificate Banc of America Public Capital Corp 555 California Street, 4th Floor San Francisco, California 94104 Re: Schedule of Property No. 1, dated April 19, 2012, to Master Equipment Lease/Purchase Agreement, dated as of October 26, 2011, between Banc of America Banc of America Public Capital Corp, as Lessor, and the City of Tamarac, Broward County, Florida, as Lessee. Ladies and Gentlemen: In accordance with the Master Equipment Lease/Purchase Agreement (the "Agreement"), the undersigned Lessee hereby certifies and represents to, and agrees with Lessor as follows: 1. All of the Equipment (as such term is defined in the Agreement) listed in the above -referenced Schedule of Property (the "Schedule") has been delivered, installed and accepted on the date hereof. 2. Lessee has conducted such inspection and/or testing of the Equipment listed in the Schedule as it deems necessary and appropriate and hereby acknowledges that it accepts the Equipment for all purposes. 3. Lessee is currently maintaining the insurance coverage required by the Agreement. 4. No event or condition that constitutes, or with notice or lapse of time, or both, would constitute, an Event of Default (as defined in the Agreement) exists at the date hereof. 5. The Equipment is essential to the governmental, municipal or public purposes or functions of the Lessee or to the services Lessee provides its citizens. Further, Lessee has an immediate need for, and expects to make immediate use of, substantially all such Equipment, which need is not temporary or expected to diminish in the foreseeable future. Such Equipment will be used by Lessee only for the purpose of performing one or more of Lessee's governmental or proprietary functions permitted under the Act (as defined in the Agreement). Date: April 19, 2012. [Seal] LESSEE: City of Tamarac, Broward County, Florida M Beth Talabisco, Mayor 0 4824-5087-5919.1 City Clerk Certificate The undersigned, a duly elected and acting Clerk of the City of Tamarac, Broward County, Florida (the "Lessee") certifies as follows: A. The following listed persons are duly elected and acting officials of Lessee (the "Officials") in the capacity set forth opposite their respective names below and the signatures set opposite thereto are the genuine signatures of such persons; Name of Official Title Beth Talabisco Mayor B. The Officials are duly authorized, on behalf of Lessee, to negotiate, execute and deliver Schedule of Property No. 1 dated April 19, 2012, to the Master Equipment Lease/Purchase Agreement dated as of October 26, 2011, each by and between the Lessee and Banc of America Public Capital Corp, as Lessor (collectively, the "Agreements") and these Agreements are binding and authorized Agreements of Lessee, enforceable in all respects in accordance with their terms. Dated: April 19, 2012. Peter Richardson City Clerk, City of Tamarac, Florida-- 4810-7579-9567.1 Schedule of Property No. 1 Re: Master Equipment Lease/Purchase Agreement, dated as of October 26, 2011, between Banc of America Public Capital Corp, a Kansas corporation, as Lessor, and the City of Tamarac, Broward County, Florida, as Lessee. 1. Defined Terms. All terms used herein have the meanings ascribed to them in the above -referenced Master Equipment Lease/Purchase Agreement (the "Master Equipment Lease"). 2. Equipment. The following items of Equipment are hereby included under this Schedule of the Master Equipment Lease. Quantity Description 1 E-One 78' Aerial Fire Apparatus 3. Payment Schedule. Vendor Hall -Mark Fire Apparatus, Inc. Model No. HP-78 Rental Payments. The Rental Payments shall be in such amounts and payable on such dates as set forth in the Rental Payment Schedule attached to this Schedule as Exhibit A-1. The obligation of Lessee to pay Rental Payments shall commence on the date on which the Equipment listed in this Schedule is accepted by Lessee, as indicated in an Acceptance Certificate substantially in the form of Exhibit B to the Master Equipment Lease or the date on which sufficient moneys to purchase the Equipment are deposited for that purpose with an Acquisition Fund Custodian, whichever is earlier. Purchase Price Schedule. The Purchase Price on each Rental Payment date for the Equipment listed in this Schedule shall be the amount set forth for such Rental Payment date in the "Purchase Price" column of the Rental Payment Schedule attached to this Schedule. The Purchase Price is in addition to all Rental Payments then due under this Schedule (including the Rental Payment shown on the same line in the Rental Payment Schedule). 4. Representations, Warranties and Covenants. Lessee hereby represents, warrants and covenants that its representations, warranties and covenants set forth in the Master Equipment Lease are true and correct as though made on the date of commencement of Rental Payments on this Schedule. Lessee further represents and warrants that (a) no Material Adverse Change in Lessee's financial condition has occurred since the date of the Master Equipment Lease; (b) the governing body of Lessee has authorized the execution and delivery of this Agreement and the Leases pursuant to resolutions of the City adopted on October 26, 2011 and April 11, 2012; (c) the Equipment described in the Agreement referenced above is essential to the functions of Lessee or to the services Lessee provides its citizens; (d) lessee has an immediate need for, and expects to make immediate use of, substantially all such Equipment, which will be used by Lessee only for the purpose of performing one or more of Lessee's governmental or proprietary functions consistent with the permissible scope of its authority; and 4831-8868-0207.1 (e) Lessee expects and anticipates adequate funds to be available for all future payments or rent due after the current budgetary period. 5. The Lease. The terms and provisions of the Master Equipment Lease (other than to the extent that they relate solely to other Schedules or Equipment listed on other Schedules) are hereby incorporated into this Schedule by reference and made a part hereof. 6. Utilization Period Expiration. The Utilization Period Expiration is April 19, 2013. 7. Maximum Equipment Cost. The Maximum Equipment Cost approved on a cumulative basis under the Lease for this Schedule and all previous Schedules is $607,667.00. 8. Contract Rate. The Contract Rate for this Schedule is 1.679%. Dated: April 19, 2012. Lessor: Banc of America Public Capital Corp 555 California Street, 4th Floor San Francisco, California 94104 ME Tessie Panganiban, Authorized Agent Lessee: City of Tamarac, Florida 7525 NW 88th Avenue Tamarac, FL 33321 By: Beth alabisco, Mayor Attest: By: -6- Peter Richardson, City Clerk 2 4831-8868-0207.1 Rental Payment Date 04/19/2012 10/01/2012 04/01/2013 10/01/2013 04/01/2014 10/01/2014 04/01/2015 10/01/2015 04/01/2016 10/01/2016 04/01/2017 Rental Payment Amount $ 0.00 63,554.68 63,554.68 63,554.68 63,554.68 63,554.68 63,554.68 63,554.68 63,554.68 63,554.68 63,554.68 Exhibit A-1 Rental Payment Schedule Interest Portion $ 0.00 $ 4,591.23 4,606.37 4,111.50 3,612.47 3,109.25 2,601.82 2,090.12 1,574.12 1,053.79 529.10 Principal Purchase Portion Price 0.00 $607,667.00 58,963.45 548,703.55 58,948.31 489,755.24 59,443.18 430,312.06 59,942.21 370,369.85 60,445.42 309,924.43 60,952.86 248,971.57 61,464.56 187,507.01 61,980.55 125,526.46 62,500.88 63,025.58 63,025.58 0.00 TOTAL $635,546.76 $27,879.76 $607,667.00 ----- This Lease may be prepaid by the Lessee on or after October 1, 2014 at the applicable Purchase Price. The Purchase Price payable (i) on any Rental Payment date is the amount equal to the aggregate principal portion of the remaining Rental Payments after payment of the Rental Payment payable on such Rental Payment Date, and (ii) on any date other than a Rental Payment date is the amount equal to the aggregate principal portion of the remaining Rental Payments 3 4831-8868-0207.1 plus an amount equal to the interest portion of such Rental Payments accrued thereon to such date. For purposes of this Lease, "Taxable Rate," with respect to the interest component of Rental Payments, means an annual rate of interest equal to 2.6192%. Lessee: City of Tamarac, Florida By: Beth Talabisco, Mayor After payment of the applicable Purchase Price, Lessee will own the related Equipment, free and clear of any obligations under the related Lease. 4 4831-8868-0207.1