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Panasonic Finance Solutions - Police Vehicle Cameras oA D City of Tigard July 20, 2009 Charles Klein CoActiv Capital Partners 655 Business Center Dr. Horsham, PA 19044 Dear Mr. Klein: Please find enclosed two copies of the lease documents for the purchase of the equipment. Please have the appropriate person sign and return one copy to me. I have not included the Delivery and Acceptance document or advance payment. That will done upon receipt of the equipment. Please feel free to contact me with any questions at 503-718-2554. Sincerely, Tom Imdieke Business Manager Tigard Police Department 13125 SW Hall Blvd. O Tigard, Oregon 97223 ® 503.639.4171 TTY Relay: 503.684.2772 0 www.tigard-or.gov 0 • Panasonic Finance Solutions July 22, 2009 City of Tigard 13125 SW Hall Blvd. Tigard,. OR 97223 This Amendment Letter is hereby made part of that certain Equipment Lease Agreement No. 41273 dated 7/15/09 by and between Panasonic Finance Solutions ("Lessor") and City of Tigard ("Lessee"). The Equipment Lease Agreement No. 41273 is hereby amended as follows: The Advance Payment shall increase from $68,665.79 plus applicable taxes to $70,041.53 Silas applicable taxes. The Base Lease Payment shall increase $68,665.79 plus applicable taxes to $70,041.53 The reason for the increase is due to the addition of the following equipment: (32) Gamber External Power Supply All other terms and conditions of the Equipment Lease Agreement dated 7/15/09 remain unchanged. A faxed copy of this document shall be accepted to be a legal and binding agreement. LESSOR: LESSEE: Panasonic Finance Solutions City of Tigard By: By: N Name: 1~My✓~t~ Name: Nai g, y =7 5elr Title: Title: C,VI4 tCtP~C 13 Date: Date: 71/--) A 7 Panasonic Finance Solutions Municipal Lease Agreement 41273 Provided by CoAclh, Capital Partners for Panasonic Computer Solutions Company Administration Center, 655 Business Center Drive, Horsham PA 19044 Fax To: a65-6543299. Page 1 of 2 Dear Customer: This Municipal Lease ("Lease') is written in simple and easy-to-read language. Please read this Lease thoroughly and feel free to ask us any questions you may have about it. The words YOU and YOUR refer to the Lessee. The words WE, US and OUR refer to the Lessor, CoActiv Capitol Partners, Inc., a Delaware corporation. Customer & Billing Contact Information Lessee Full Legal Name City of Tigard DBA Tigard Police Department Billing Contact Person; Billing Contact Phone: (503) 718.2554 Billing Address: 13125 SW Hell Blvd. City: Tigard County: Washington State: OR Zip: 97223 Equipment Locatlon: 13125 SW Hall Bhrd City: Tigard County: Washington State: OR Zip: 97223-8144 Equipment Description Quantity Manufacturer Model Numbs ' n Serial Number DS Attached Schedule A Term/Lease Payment Schedule Term: Security DeposIVAdvance Payment Lease End Provision Base Lease Payment Billing Cycle: 36months Full Payout to Customer Annual Security Deposit(s): N/A Amount: $1.00 468,665.79 + tpp9bblc Taxes Advance Payment(s): ;68,665.79 (First Pmt in Advance + Applicable taxes Term/Conditions IMPORTANT: NEITHER THE SUPPLIER NOR ANY SALESPERSON IS OUR AGENT. THEY HAVE NO AUTHORITY TO SPEAK ON OUR BEHALF OR MAKE ANY CHANGES TO THIS LEASE. THEIR STATEMENTS WILL NOT AFFECT YOUR RIGHTS OR OBLIGATIONS UNDER THIS LEASE.. 1. LEASE AGREEMENT; PAYMENTS: We agree to lease to you and you agree to lease from us the equipment listed above or Idenfified in any attached Equipment Schedule ("Equipment Schedue'), together with ag replacements, parts, attachments, accessories and substitutions therefore ("Equipment"). You promise to pay us the Lease payments according to the terms of the Payment Schedule shown above or any Equipment Schedule hereto, plus all other charges (see Sections 4, 9, 11, 13, and 19). 2. GENERAL TERMS; PAYMENT ADJUSTMENTS; EFFECTIVENESS: You agree to all the terms and conditions on page t and 2 of this Lease. This Lease is a complete and exclusive statement of our agreement The Equipment wig not be used for personal, family or household purposes. If the final cost of the Equipment varies from the estimate you or your supplier have provided to us, you agree that we may adjust the Lease payment accordingly upward or downward up to 10%. You acknowledge receipt of a copy of this Lease and acknowledge that', you have selected the Equipment and reviewed the supply contract under which we will obtain the Equipment THIS LEASE IS NOT BINDING ON US AND WILL NOT COMMENCE UNTIL WE ACCEPT IT IN OUR OFFICES IN HORSHAM, PENNSYLVANIA, You authorize us to file UCC financing statements, and any amendments thereto, to show, our interest in the Equipment and any proceeds. You authorize us to insert or correct missing information on [ids Lease; including contract number. your legal name, serial numbers. Equipment location, and any Information describing the Equipment Any security deposit you have given us is non4rdwest bearing and may be used by us to cover any costs or losses we may suffer due to your default of this Lease. The security deposit is refundable upon expiration of the Lease, provided all Lease terms and conditions have been performed. You agree that any Purchase Order issued to us covering the Equipment, is Issued for purposes of sufhorization and your internal use only, and none of Its terms and conditions shag modify this Agreement. You agree to provide us your financial statements upon request Nothing in this Lease shall be construed to mean that you must, pay any sum which exceeds that which may lawfully be charged, and If there is such excess sum, it shall be applied to reduce the lawful amounts payable by you, and any excess shall be returned to you. 3. RENEWAL: Urdess the Lease End Provision is $1.00, after the original Lease term expires this Leese will automatically renew for successive one month terms unless (a) you send us written notice that you do not want it to renew at least 60 days, but no more than 120 days, before the end of any term, or (b) following renewal we terminate this Lease upon 60 days prior written notice to you. 4. LATE CHARGES: OTHER CHARGES: The due dale for your payments will be identified on your invoice. If any payment is not made when due, you agree to pay a late charge at the rate of 10% of such late payment or $25, whichever is greater. You also agree to pay 425 lot each returned check. , 5. EQUIPMENT OWNERSHIP: LOCATION: We are and shall remain the sole owner of the Equipment You agree to keep the Equipment free from liens and encumbrances. ' The Equipment shall always remain personal property even though the Equipment may become. attached or affixed to real property. If this Lease Is determined not to be a true lease, you hereby grant us a security interest in the Equipment relating back to the date we purchased it 6. No WARRANTIES: WE ARE LEASING THE EQUIPMENT TO YOU "AS IS; WITH NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, DESIGN; CONDITION, OR THE QUALITY OF THE MATERIAL OR WORKMANSHIP. WE ARE NOT RESPONSIBLE FOR ANY REPAIRS OR SERVICE TO THE EQUIPMENT OR ANY DEFECTS OR FAILURES IN OPERATION. We assign to you for the term of this Lease any translatable manufacturer or supplier warranties. We are not liable to you for any breach of those warranties. You agree than upon your acceptance of the Equipment, you will have no setoffs or counter-claims against us. (Continued on Page 2) Lessee A horl Signature THIS LEASE MAY NOT BE CANCELED Authoriz Signe Dale: Print Na 7// 5 o f l Title: C _ c -Al Equipment Acceptance Certificate You certify that all of the Equipment referred to in this Lease has been delivered and received by you, and that any and all installation and setup up has been completed. You have examined the Equipment and it is in good operating condition and is satisfactory to you and you have accepted the Equipment. This Lease cannot be modified or rescinded except by a writing signed by you and us. ACCORDINGLY YOU AUTHORIZE US TO PURCHASE THE EQUIPMENT FOR YOUR USE Authors tl igner Date Print Name Z lea ~n~ . Me ~~u~ X Title S C Continued from Page 1 to reduce amounts due to us hereunder, and/or (vii) exercise any other remedies available 7. LESSEE REPRESENTATIONS: You represent and warrant to us. that you: (a) are a public to us under applicable law. You agree to pay our actual attorneys' fees, plus all actual body corporate and politic duty organized and existing under the laws of your State; (b) have costs, including all costs of any Equipment repossession. Any payment or other amount taken all requisite action are possess the requisite authority to execute this Lease; (c) have more than 30 days delinquent under this Lease shall accrue interest until paid at the fully budgeted and appropriated sufficient funds far the current fiscal year to make the Lease overdue rate of 1-1/2 per month, or the maximum amount permitted by applicable law, payments herein: (d) gave complied with all bidding requirements relating to the acquisition whichever is less. If we dispose of the Equipment, we will apply the net proceeds of such of the Equipment: (e) have provided accurate financial information to us and will annually disposition, to reduce the Remaining Balance and other amounts payable by you, and you provide us with financial statements. budgets, proofs of appropriation and other such shall remain responsible for the payment of any deficiency. If the Lease End Provision price financial information that we may reasonably request: and. (f) will use the Equipment only for indicated on the face of this Lease a $1, and the net proceeds we recover following -.a essential governmental or proprietary functions within the permissible scope of your default Is more than the Remaining Balance and other outstanding amounts payable by authority. you, we will give you the excess. You waive any notice of our repossession or disposition 8. MAINTENANCE: USE: INSTALLATION: You are responsible for installation and of the Equipment. By repossessing any Equipment, we do not waive our right to collect. maintenance of, and for any damage to, the Equipment You must service, repair and any amounts due on this Lease. We will not be responsible to you for any consequential or maintain the Equipment at your expense h the same condition as when received, ordinary incidental damages. Our delay or failure to enforce our rights under this Lease will not prevent us from doing so at a later time. wear and tear excepted, in compliance with all applicable laws and regulations, and in 14. CHOICE OF LAW; JURISDICTION: VENUE; WAIVER OF JURY TRIAL: You and any compliance with all insurance policies and all manuals, orders, recommend tiers and Guarantor hereto agree that this Lease will be deemed for all purposes to be fully executed instructions issued by the manufacturer or vendor. You shall permit the Equipment to be and performed in the State of Pennsylvania, and will be governed by Pennsylvania law. used b qualified personnel solely for business purposes and the purpose for which it was YOU AND ANY GUARANTOR EXPRESSLY AND IRREVOCABLY AGREE TO: (a) BE designed. You will make no alterations or modifications to the Equipment without our prior SUBJECT TO THE PERSONAL JURISDICTION OF THE COMMONWEALTH OF written consent. If the Equipment mat functions; is damaged, lost or stolen, you agree to PENNSYLVANIA IN ANY CONTROVERSY THAT MAY ARISE RELATING TO THIS continue to make all payments due under this Lease. LEASE, ANY GUARANY OR THE EQUIPMENT. (b) ACCEPT VENUE IN ANY FEDERAL 9. INSURANCE; CASUALTY Until this Lease is paid in full and the Equipment has been OR STATE COURT IN PENNSYLVANIA AND AGREE THAT SUCH COURT WILL BE A returned to us, you: will: (a) keep the Equipment insured under all risk property insurance CONVENIENT PLACE FOR ANY TRIAL; AND, (c) WAIVE ANY RIGHT TO A TRIAL BY y JURY: You and any Guarantor further acknowledge and agree that subsections (a) through policies naming us as loss payee for the greater of the Remaining Balance (defined below) or (c) are conditions precedent to and are material Inducements to our entering into this its full replacement value against all types of loss including theft; and, (b) provide and Lease with you and any Guaranty with any Guarantor. maintain comprehensive general public liability insurance naming u: as additional insured. All 15. FINANCE LEASE; AMENDMENTS: YOUR OBLIGATION TO PAY ALL AMOUNTS policies and insurers shall be acceptable to us and the. insurer(s) must agree to provide us at UNDER THIS LEASE IS ABSOLUTE AND UNCONDITIONAL. THIS LEASE IS A least 30 days prior written notice of any material change, cancellation or non-renewal of "FINANCE LEASE" UNDER THE UNIFORM COMMERCIAL CODE AS ADOPTED IN coverage. 11 you do not provide us with acceptable evidence of insurance, we may, but will PENNSYLVANIA ("UCC••). THIS LEASE MAY NOT BE AMENDED EXCEPT BY A have no obligaGDn to, obtain, insurance and add a charge to your monthly payment which will WRITING WHICH WE HAVE SIGNED. YOU WAIVE ANY AND ALL RIGHTS AND. REMEDIES YOU MAY HAVE UNDER UCC 2A-508 THROUGH 2A•522; INCLUDING include the insurance premium charged by our insurance provider, our then prevailing ANY RIGHT TO: (a) CANCELTHIS LEASE; (b) REJECT TENDER OF THE EQUIPMENT: insurance administration fee, together with interest on such amounts at the overdue rate (c) REVOKE ACCEPTANCE OF THE EQUIPMENT; (d) RECOVER DAMAGES FOR ANY provided in Section 13. If the Equipment is damaged, you shall immediately repair the BREACH OF WARRANTY; AND (e) MAKE DEDUCTIONS OR SET-OFFS, FOR ANY damage at your expense. If any Equipment is lost, stolen or damaged beyond repair, you REASON, FROM AMOUNTS DUE US UNDER THIS LEASE. IF ANY PART OF THIS shall at our option, (a) replace the same with like equipment in a condition acceptable to us LEASE IS INCONSISTENT WITH UCC 2A, THE TERMS OF THIS LEASE WILL and convey, dear title to such equipment to us (such equipment will become Equipment GOVERN. 16. NON-APPRIATION: if you: 1) are not allotted funds for this Lease in the next fiscal subject to this Lease), or (b) pay us the Remaining Balance. For purposes of this Lease. year, 2) have no funds for replacement equipment: and 3) have no funds from other "Remaining Balance" means the sum of (i) all amounts which are currently due to us under sources (1, 2 and 3 shall be hereinafter collectively referred to as "Non-Appropriation"), you this Lease, but are unpaid, plus (h) the present value of the sum of all amounts to become may terminate this Lease at the and of the then current fiscal year. In such event. you shall due during the Lease term plus the Lease End Provision price for the Equipment set forth return the Equipment to us, at your sole expense. You shall not within a period of Non. above. If the Lease End Provision price is FMV, then the Remaining Balance will be Appropriation, acquire by any means equipment similar to the Equipment, unless same calculated by reference to the expected FMV for the Equipment as of the and of the Lease shall be leased from us. term, as reasonably anticipated by us at the commencement of the Lease. Upon, our receipt 17. 8D38 FILING` You agree that you will timely file a Form 8038-GC (or, as necessary, of the Remaining Balance following the. loss or destruction of any Equipment, you shall be Form 8038-G), or any revised or renumbered form with the Internal Revenue Service in entitled to whatever interest we have in such Equipment, In its then condition and location" accordance with Section 149(e) of the Code and the Regulations there under, and agree to with out warranties of any kind. appoint us your Agent for the purpose of maintaining a book entry system as required by Y Section 149(x) of the Code 10. LIABILITY Y. WE ARE NOT RESPONSIBLE FOR ANY LOSSES OR INJURIES TO YOU 18. END OF LEASE PROVISION: If you are not in default, you may at any time with 60 OR ANY THIRD PARTIES CAUSED BY THE EQUIPMENT OR ITS USE. You assume the days prior written notice purchase all (but not less than all) the Equipment for a price equal risk of liability for, and agree to indemnify, defend and hold us, our employees and agents, to the sum of all remaining payments to come due during the term (If any) plus the Lease harmless from and against (a) any and all liabilities, losses, damages, claims and expenses End Provision price indicated on the face of this lease plus any applicable safes taxes and (including attorneys' fees and legal costs) arising out of the manufacturer, purchase, fees. Any Lease End Provision price for the Equipment designated above as "FMV' shall shipment and delivery of the Equipment to you, acceptance or rejection, ownership, be for Its fair market value in place and in use as reasonably determined by us ("FMV','). You licensing. Titling, registration, leasing; possession, operation, use, return or other disposition must give us e 60 days advance written notice of your intent to exercise this provision unless the purchase is being made at the end of the term and the Lease End Provision is of the Equipment; including but not limited to, any liabilities that may arise from patent or $1. latent defects in the Equipment, and any claims. based on strict tort liability, (b) any and all 19. EQUIPMENT RETURN: if you do not exercise the Lease End Provision at the end of toss or damage of or to the Equipment; and (c). any liability to the manufacturer or supplier this Lease term, you will Immediately crate, insure and ship all, but not less than all, of the arising under any purchase orders issued by or assigned to us. Equipment, in good working condition, to us at a location and by means we designate, with 11. TAXES: PERSONAL PROPERTY TAX FEES: You agree to show the Equipment as all expenses to be prepaid by you. You must give us 60 days prior written notice of your "Leased Property" on all personal property tax ("PPT") returns. You agree to pay us all PPT intent to return the Equipment under this Section. You agree to pay a restocking fee not to exceed $1 assessed against the Equipment. During the term of your lease, we may charge you an 00 for each Item of Equipment which you return to us under this Section. You must disassemble one pack, equipment for shipment in a manner authorized by the man. estimated PPT fee to offset PPT exposure on your leased Equipment This fee will be a ufacturer or its representative and provide for its reassembly at the return location in the reasonable estimate of the expected tax liability, usually 90% of the PPT assessed for your condition required by this Lease, at your expense. If you fail to return all of the Equipment Equipment in the preceding lax year. We may also charge you an administrative fee of no to us as agreed, you shall pay to us the regular Lease payments each month until all of the more than $12 per item of leased Equipment with each PPT bill to offset the costs associated Equipment is returned. If the Equipment is damaged when received by us or otherwise riot with the reporting, payment, and collection of actual or estimated PPT: You agree to in the condition required upon return to us,. you agree to pay for all costs of repair or reimburse us for applicable sates and/or use tax and all other taxes, fees, fines and penalties restoration. You will also be responsible for any damage to the Equipment which occurs which may be imposed, levied or assessed by any federal: stale. or local government or during shipping. 20. FAX: If we agree, you may transmit this Lease and related documents to us by telecopy agency which relate to this Lease, the Equipment or its use. Fines and penalties will be or facsimile ('Tax"). The fax version of this Lease and related documents shall constitute an limited to any incurred as a result of your failure to act in accordance with federal, state and original of the documents and "best evidence" of the parties' agreement, and shall be focal tax laws and codes and/or the terms of this lease. You agree to reimburse us for binding on you as if it were manually signed : and personally delivered.. You agree that the reasonable costs incurred in collecting or paying any taxes, assessments, charges, penalties fax document will be admissible in any legal action. To the extent this Lease constitutes or fees. chattel paper under the UCC: a security interest in this Lease may be created through he 12. ASSIGNMENT: YOU MAY NOT SELL, PLEDGE. TRANSFER, ASSIGN OR SUBLEASE transfer and possession of a copy of this Lease manually executed by us without the need THE EQUIPMENT OR THIS LEASE. We may sell, assign or transfer all or any part of this to transfer possession of any other fax or copy of this Lease, or any other related Lease and/or the Equipment The new owner will have the same rights that we have. but you documents or instruments. We have no duty to verily or inquire as to the validity, execution. signers you will not assert against the new owner any claims, defenses or set-oft s that you authority or any other matter concerning the propriety of any fax. 21. MISCELLANEOUS: If any provision of this Lease is unenforceable, invalid or illegal, the may have against us or any supplier. remaining provisions will continue to be effective. You must bring any action against us 13. DEFAULT DAMAGES : If you, or any guarantor of your obligations: (a) fail to make any relating to this Lease within one year after the basis for the claim first arises, and in any Lease payment within 5 days of when due, or (b) become insolvent or commence bankruptcy event not later than one year following termination of this Lease. Time is of the essence or receivership proceedings or have such proceedings commenced against you, or (c) with respect to the payment and performance of all of your obligations under this Lease. terminate your existence by merger, consolidation, safe of substantially all your assets, or 22. MERGER: THE ABOVE TERMS AND CONDITIONS REPRESENT AND MERGE ALL (d) default under any other agreement you have with us or our affiliates, or (e) otherwise OF THE TERMS AND CONDITIONS INTO THIS LEASE. THIS LEASE CANNOT BE breach any warranty, covenant or provision of this Lease, you will be in default.. If you are in MODIFIED OR ALTERED UNLESS IT IS IN WRITING AND SIGNED BY ONE OF OUR default we may, but shall not be obligated to, do any or all of the following. (1) declare OFFICERS. immediately due and. payable the Remaining Balance and all unpaid amounts due under this Lease, (ii) require you to immediately return all Equipment to us at your expense, (iii) with or without notice, demand or legal process, re-take possession of the Equipment (and you authorize us to enter upon the premises wherever the Equipment may be found), (iv) sell, hold, use, lease or 'se dispose of the Equipment, (v) immediately terminate this Lease and an other a emenls w-etravp with you), (vi) apply any security deposit Vtho d Si Nor Lessee Full Legal Name: City of Tigard DBA Tigard Police Department Titl . Indicate Purchasing Agent, Buyer, etc. a, -*r 919 Signed B C A TIV CAPITAL PAR S INC. Date X Z v Lease Agreement, Page 2 of 2 Schedule A This schedule supplements and is hereby incorporated by reference in Lease Schedule No. 41273, dated , 20 ("Schedule"l, to Lease Agreement dated by and between Panasonic Finance Solutions ("Lessor") and City of Tigard DBA Tigard Police Department(" Lessee"). o • T P CF18/19 IN-DASH MOUNT 27 1727182 GAMBER JOHNSON Mfg#: GMJ-7160-0179 Contract: NATIONAL IPA 073103-01 /27 701889 GAMBER SUPPORT BASE BRACE NP-PDRCIND Mfg#: GMJ-NP-PDRC-KITS Contract: NATIONAL IPA 073103-01 27 1277420 GABBER STND DOCK F/ CF19 W/ DUAL PAS Mfg#: GMJ-7160-0021-02 Contract: NATIONAL IPA 073103-01 ~3 569462 GAMBER BASE 2000-2004 CHEVY TRUCK Mfg#: GMJ-DS-122 Contract: NATIONAL IPA 073103-01 3 697604 GAMBER OFFSET MOUNTING STEP Mfg#: GMJ-DS-STEP Contract: NATIONAL IPA 073103-01 3 697606 GAMBER 7" LOWER TUBE Mfg#: GMJ-DS-LOWER-7 Contract: NATIONAL IPA 073103-01 1 LA 200 60C40C7D-C96B-4277-8FAD-62EF87258ECCII]8105 • o • 3 1627012 GAMBER JOHNSON CTR UPPER POLE 7" Mfg#: GMJ-7160-0178 Contract: NATIONAL IPA 073103-01 3 1464706 GAMBER 6" ARTICULATING ARM W/90 TILT Mfg#: GMJ-7160-0026 Contract: NATIONAL IPA 073103-01 3 1503839 CAMBER JOHNSON SUPPORT BRACE Mfg#: GMJ-LAC-02 Contract: NATIONAL IPA 073103-01 3 1277420 GAMBER STND DOCK F/ CF19 W/ DUAL PAS Mfg#: GMJ-7160-0021-02 Contract: NATIONAL IPA 073103-01 3 714374 CAMBER KEYBOARD BRACKET Mfg#: GMJ-KEYBOARD-BRKT Contract: NATIONAL IPA TECH SOLUTIONS OB3052 *Note* this can be re-used from existing Motorola mounts 3 714372 GAMBER ARTICULATING ARM FOR KEYBOARD Mfg#: GMJ-KEYBOARD-ARM Contract: NATIONAL IPA 073103-01 3 714371 GAMBER UNIVERSAL KEYBOARD-SUPPORT Mfg#: GMJ-KEYBOARD3 Contract: NATIONAL IPA 073103-01 2 569462 GAMBER BASE 2000-2004 CHEVY TRUCK Mfg#: GMJ-DS-122 Contract: NATIONAL IPA 073103-01 2 697604 GAMER OFFSET MOUNTING STEP Mfg#:.GMJ-DS-STEP Contract: NATIONAL IPA 073103-01 2 697606 GAMBER 7" LOWER TUBE Mfg#: GMJ-DS-LOWER-7 Contract: NATIONAL IPA 073103-01 *Note* this can be re-used from r existing Motorola mounts a 2 1627012 CAMBER JOHNSON CTR UPPER POLE 7" Mfg#: GMJ-7160-0178 Contract: NATIONAL IPA 073103-01 2 1464706 GAMBER 6" ARTICULATING ARM W/90 TILT Mfg#: GMJ-7160-0026 Contract: NATIONAL IPA Z C>v LA 073103-01 i • 2 1503839 GAMBER JOHNSON SUPPORT BRACE Mfg#: GMJ-LAC-02 Contract: NATIONAL IPA 073103-01 2 1277420 GAMBER STND LOCK F1 CF19 W/ DUAL PAS Mfg#: GMJ-7160-0021-02 Contract: NATIONAL IPA 073103-01 2 714374 GAMBER KEYBOARD BRACKET Mfg#: GMJ-KEYBOARD-BRKT Contract: NATIONAL IPA TECH SOLUTIONS 083052 *Note* this can be re-used from existing Motorola mounts 2 714372 GAMBER ARTICULATING ARM FOR KEYBOARD Mfg#: GMJ-KEYBOARD-ARM Contract: NATIONAL.IPA 073103-01 2 714371 GAMBER UNIVERSAL KEYBOARD SUPPORT Mfg#: GMJ-KEYBOARD3 Contract: NATIONAL IPA 073103-01 33 1719270 PAN TB CF19 1.2GHZ 160GB 2GB XPT 7dfg# : P,NB-CF-I911DRC66M Contract: NATIONAL IPA 073103-01 sd Li v e Wall 717Contract: BTO PAN TB FB SP9300 160GB 3GB XP Mfg#: PNB-CF-FBEWDZG2M NATIONAL IPA 073103-01 2 1714110 PANASONIC 160GB HDD FOR CF-19MK3 Mfg#: PNB-CF-K19HD1631 Contract: NATIONAL IPA 073103-01 ' 2 1636780 PANASONIC MINI PORT REP FOR CF-F8 Mfg#: PNB-CF-VEBU08U Contract: NATIONAL IPA 073103-01 ✓J 35 1141218 PANASONIC COMPUTRACE COMP 3Y Mfg#: PAW-CF-SVCASCTC3Y Contract: NATIONAL IPA 073103-01 35 470719 PAN TOUGHBOOK WARRANTY PRO PLUS 3YR Mfg#: PAW-CF-SVCLTNF3Y Contract: NATIONAL IPA 073103-01 f/ 35 1695772 PANASONIC 3YR TB PREMIER SVC Mfg#: PAW-CF-S09SLC3 Contract: NATIONAL IPA 073103-01 / 33 1639492 PANASONIC 1GB MEM CF52E-G Equipment Location: 13125 SW Hall Blvd Tigard OR 97223-8144 A fax copy of this document shall be accepted as a legal binding agreement. Panasonic Finance Solutions l agal Name of Corporation 655 Business Center Drive, Suite 250, Horsham, PA 19044 City of Ti ar DBA and Police Department -Phone (800 373-6304 FAX 267 960-4001 Signature ~ Signatu PrintlNa^me AA itie Date P Name Titi Date SV (Z' I Q S 0 . 200 60C4OC7D-C96B-4277-8FAD-62EF87258ECC[1]8/05 Reference is hereby de to the Equipment Lease agreement W-hitions d as of by and between Panasonic: Finance (Lessor) and City of Tigard (Lessee). I have acted as counsel to Lessee with respect to the Equipment Lease Agreement described above (the "Lease") and various related matters, and in this capacity have reviewed a duplicate original or certified copy of the Lease and the Exhibits attached thereto. Based Upon the examination of these and such other docr.rments as I deem relevant, it is my opinion that: 1. Lessee is a political subdivision of the State of OR (the State), dt.rly organized, existing and operating under the Constitution and laws of the State. 2. Lessee is authorized and has power under- applicable law to enter- into the Lease, and to carryout its obligations thereunder and the t ansac:tions conte-mplated thereby. 3. The Lease Ia_as been duly authoiizeu, approved, exf:ciuted and delivered by and on behalf of Lessee, and is valid and binding contract; of Lessee enforceable in accordance with its terms, except to the extent limited by State and Federal laws affecting remedies and by bankruptcy, reorganization or other laws of general application relating to or affecting the enforcement of creditors' rights. 4. The authorization, approval and execution of the Lease and all other proceedings of Lessee relating to the transactions conternpiated triereby have been performed in accordance with all applicable open meeting, public bidding and all other laws, rules and regulations of the State. 5. The execution of the Lease and the appropriation of moneys to pay the Lease Payments corning due thereunder do not result in the violation of any constitutional, statutory or other limitation relating to the manner, forrn or amount of indebtedness which may be incurred by Lessee. I There is no litigation, action, suit of proccediml 1_aerauirrr or before any court, administrative agency, arbitrator or govern menta I holy that challenges the. i organization or existence of C, the ra;Ahority raf 1 e ,ee or its officers or its employees to ("ntel' into tl)e L., )se.; the proper authorization, approval and/or the appropriation, of r1orle>yS3 to rrr~rl<< t_e,i c Pcivnne nt. a under the i ease for the current ; fiscal year of Lessee; or the ability of Lesser: oth i v .is' to perform) its obligations under the lease and the transactions contemplated thereby. RespectfuI!y yoi rs, ;t By: ~...p f i`c r r ea t f-r: r sue, i Print Name) i RE.: An epment!' ;1273 INSURANCE LETTER Date: 17-/S - 20~ To Whom It May Concern: - I This is to advise you that , ovn, ~'t 1~' So►•~ Insurance Agent Insurance Company pn i2an /U CO~y-vA A I) 2 ..<-~LL t T2 <2 3 ",q) C) R. 912-SAS Address City State Zip Code SD3- data - g~ is my authorized agent. 7rea Code and Telephone Number Please contact your agent and ask them to provide a binder or Certificate of Insurance, followed by the original policy, showing the coverage provided, the expiration date, policy number and the equipment covered. Our insurance requirements are as follows: INSURED: Panasonic Finance Solutions ("Lessor") and Its Assigns 655 Business Center Drive, Suite 250 Horsham, PA 19044 Phone: 267-960-4000 Fax: 267-960-4001 LIABILITY INSURANCE: Lessor must be named as Additional Insured as its interests may appear. $1,000,000 combined single limit for Bodily Injury and Property Damage. PHYSICAL DAMAGE INSURANCE: Lessor must be provided with a standard Lender's Loss Payable clause showing the interest of Lessor as lessor and loss payee, and fire and extended coverage, including theft, vandalism, malicious mischief, etc. This insurance is required in amount equal to your equipment cost or replacement value, whichever is the greater. NOTICE OF CANCELLATION: 30 Days Notice of Cancellation is required. DESCRIPTION OF EQUIPMENT: A Description of Equipment Covered must be inserted in the Policy and Certificate. Attach a copy of Schedule A, if applicable. By signing below, we signify that we have contacted our insurance agent and will provide the above coverage and evidence of same will be forwarded to you immediately. Lessee: City of Ti and By: Name: rint ame) Title: Insurance Letter 8/05 i Form 8038- Information Return for Tax-Exempt Governmental Obligations 0- Under Internal Revenue Code section 149(e) OMB No. 1545-0720 (Rev. November 2000) ® See separate Instructions. Department of the Treasury Internal Revenue Service Caution: If the issue price is under $100,000, use Form 8038-GC. Reporting Authority If Amended Return, check here ® ❑ 1 Issuer's name 2 Issuer's employer identification number City of Tigard 93 ; 0503940 3 Number and street (or P.O. box if mail is not delivered to street address) Room/suite 4 Report number 13125 SW Hall Blvd 3 5 City, town, or post office, state, and ZIP code 6 Date of issue Tigard, OR 97223 07/14/2009 7 Name of issue 8 CUSIP number NA NA 9 Name and title of officer or legal representative whom the IRS may call for more information 10 Telephone number of officer or legal representative Debbie Smith-Wagar, Assistant Finance Director ( 503 ) 718-2493 Type of Issue (check applicable box(es) and enter the issue price) See instructions and attach schedule 11 ❑ Education . . . . . . . . . . . . . . . . . . . . . . . . . . 11 12 ❑ Health and hospital . . . . . . . . . . . . . . . . . . . . . . . 12 13 ❑ Transportation . . . . . . . . . . . . . . . . . . . . . . . . . 13 14 Z Public safety . . . . . . . . . . . . . . . . . . 14 205,997.37 15 ❑ Environment (including sewage bonds) . . . . . . . . . . . . . . . . . 15 16 ❑ Housing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 17 ❑ Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 18 ❑ Other. Describe ® 18 19 If obligations are TANS or RANs, check box ❑ If obligations are BANS, check box ® ❑ 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. (a) Final maturity date (b) Issue price (c) Stated redemption (d) Weighted (e) Yield price at maturity average maturity 21 7115/2011 $ 199,859.08 $ NA 3 years 3.0 % M_ M Uses of Proceeds of Bond Issue (including underwriters' discount) 22 Proceeds used for accrued interest . . . . . . . . . . . . . . . . . . . . . 22 23 Issue price of entire issue (enter amount from line 21, column (b)) . . . . . . . 23 24 Proceeds used for bond issuance costs (including underwriters' discount) . 24 25 Proceeds used for credit enhancement . . . . . . . . . . . . 25 26 Proceeds allocated to reasonably required reserve or replacement fund . . 26 27 Proceeds used to currently refund prior issues . . . . . . . . . 27 28 Proceeds used to advance refund prior issues . . . . . . . . . 28 29 Total (add lines 24 through 28) . . . . . . . . . . . . . . . . . . . . . . . 29 30 Nonrefundin proceeds of the issue subtract line 29 from line 23 and enter amount here). 30 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 . . . years 32 Enter the remaining weighted average maturity of the bonds to be advance refunded . . ® years 33 Enter the last date on which the refunded bonds will be called . . . . . . . . . . . Is 34 Enter the date(s) the refunded bonds were issued 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 (see instructions) 36a b Enter the final maturity date of the guaranteed investment contract 0, MR, 37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units 37a b If this issue is a loan made from the proceeds of another tax-exempt issue, check box D ❑ and enter the name of the issuer go- and the date of the issue Is- 38 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check box . . . ® ❑ 39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . . . . . . . ® ❑ 40 If the issuer has identified a hedge, check box > ❑ . . . . . . . . . . . . . . . . . . . . . . . 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. Sign Here 1 /6 A Toby LaFrance, Finance Director Signatur ss er's authorized representative Date Type or print name and title For Paperwork Redu on Act Notice, see page 2 of the Instructions. Cat. No. 63773S Form 8038-G (Rev. 11-2000)