HomeMy WebLinkAbout#4186 approving the purchase and financing of 2020 western star dump truck ORDINANCE NO 4186
AN ORDINANCE APPROVING THE PURCHASING AND FINANCING OF A
2020 WESTERN STAR DUMP TRUCK
WHEREAS, the City of Canton, Fulton County, Illinois ("City"), is a non-home rule unit
of government;
WHEREAS, Section 11-61-3 of the Illinois Municipal Code (65 ILCS 5/11-61-3)
provides, in part:
The corporate authorities of each municipality having a population of less than 1,000,000
inhabitants shall have the express power to purchase or lease either real estate or personal
property for public purposes through contracts which provide for the consideration for such
purchase or lease to be paid through installments to be made at stated intervals during a
certain period of time, but, in no case, shall such contracts provide for the consideration to
be paid during a period of time in excess of 20 years nor shall such contracts provide for
the payment of interest at a rate of more than that permitted in"An Act to authorize public
corporations to issue bonds, other evidences of indebtedness and tax anticipation warrants
subject to interest rate limitations set forth therein", approved May 26, 1970, as amended.'
The indebtedness incurred under this Section when aggregated with existing indebtedness
may not exceed the debt limits provided in Division 5 of Article 8 of this Code;
WHEREAS, the City is in need of a new dump truck to use for public purposes;
WHEREAS, the City Council of the City of Canton has determined that it is necessary
and in the best interest to purchase a new dump truck and to finance a portion of the purchase
thereof.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND THE CITY
COUNCIL OF THE CITY OF CANTON, FULTON COUNTY, ILLINOIS AS FOLLOWS:
1. The Mayor is hereby authorized to execute and deliver any and all purchase agreements,
purchase orders, or other documents (collectively "purchase contract") necessary to
purchase a 2020 Western Star dump truck from Truck Centers, Inc. for a purchase price
not to exceed $154,000.00,provided the purchase contract thereof shall not exceed twenty
(20) years.
2. The Mayor and City Treasurer hereby authorized to execute and deliver any financing
agreements and/or notes necessary to accomplish the foregoing for a term not to exceed
five (5)years and interest rate no greater than four percent (4%)per annum;
3. Prior to the execution and delivery of the financing agreements and/or notes, the City
Treasurer and Comptroller shall verify and confirm that all financing incurred hereunder is
in compliance with Illinois law and within the permissible debt limits of the City of Canton;
4. This Resolution shall be in full force and effective immediately upon its passage by the
City Council of the City of Canton and approval by the Mayor thereof.
PASSED AND APPROVED THIS 7th day of April, 2020.
AYES: Aldermen Ryan Mayhew, Quin Mayhew, John Lovell, Craig West, Angela Hale, Jeff
Fritz, Angela Lingenfelter, Justin Nelson
NAYS: None
ABSENT: None
APPRO ED:
By: f�� : _ .
Kent McDow7Mayor
ATTEST: _
�`Plan. �ley-Rock, City Clerk
EXHIBIT A
Iwo
inc;` "NEW" VEHICLE PURCHASE ORDER
rl�
Purchaser(s)Name: City Of Canton Date: 3/30/2020
Address: 2 Main St Sales Rep: Randy Janssen
City: Canton State: IL. ZIP: 61520 Sold FOB: Canton IL.
Phone: (309)647-0065 FAX: Delivery Date: May 2020
STOCK# YEAR MAKE MODEL COLOR SERIAL# PRICE
292737 2020 WestemStar 4700SF Red SKKAAVFEILLLR3641 $140,000.00
ADDITIONAL INFORMATION: Koenig Body installed front plow hitch and plow $13,896.00
LEINHOLDER INFORMATION: TOTAL ORDER PRICE: $153,896.00
NET TRADE:
TRADE MAKE MODEL ALLOWANCE
YEAR AMOUNT PAY-OFF DOC FEE:
SALES TAX:
TITLE/LICENSE FEE: $158.00
PAYMENT TERMS: Cash,Certified Check,Vire Transfer,Bank Financing,or DEPOSIT:
Approved Commercial Financing Company is acceptable. Checks must be $60,000.00
approved in advance and Truck Centers, Inc.will retain MSONehicle Title until DOWN PAYMENT:
check(s)dear bank or wired/ACH funds are received. $94,054.00
BALANCE DUE:
PURCHASER(S)AGREES TO THE FOLLOWING TERMS:
Purchaser accepts the Spec Sheet for the vehicle(s)described herein and agree(s)that it is complete,correct,and as ordered_
PAIR WARRANTY DISCLAIMER.TRUCK CENTERS,INC.("DEALER")DISCLAIMS ALL WARRANTIES,EXPRESSED OR
IMPLIED,INCLUDING ANY IMPLIED WARRANTY OR MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE. THE
VEHICLE(S)DESCRIBED ABOVE IS/ARE SOLD"AS IS"BY DEALER.The vehicle(s)may or may not be covered by limited
warranty(ies)provided by the manufacturer(s),but Dealer makes NO warranties whatsoever
LIMITATION OF PURCHASER(S)DAMAGES IN NO EVENT WILL TRUCK CENTERS,INC.("DEALER")BE LIABLE FOR ANY
CONSEQUENTIAL,INCIDENTAL,SPECIAL OR PUNITIVE DAMAGES OF PURCHASER(S),INCLUDING WITHOUT LIMITATION,
DAMAGES FOR LOSS OF USE, LOSS OF TIME,LOSS OF INCOME OR PROFIT,OR DAMAGE TO OR LOSS TO PROPERTY,OR
COSTS OF USE OR REPLACEMENT,REGARDLESS OF WHETHER SUCH DAMAGES ARE SOUGHT IN CONTRACT,TORT OR
OTHERWISE IN CONNECTION WITH THE SALE OF THE VEHICLE(S)DESCRIBED IN THIS VEHICLE PURCHASE ORDER.
DEALER'S LIABILITY HEREUNDER IS LIMITED TO THE"TOTAL ORDER PRICE"AS STATED ABOVE ;e -.,
"The Undersigned warrants having full authority to complete the order on behalf of the Purchaser(s)"
Signed:
TRUCK CENTERS,INC. h a. Title:
PURCHASER
(G.M.Approval)
Signed: Title:
PURCHASER
Date:
TROY ST.LOUIS MORTON MT.VERNON SPRINGFIELD
2280 Formosa Rd 747 E.Taylor Ave. 300 E.Ashland St 621 45v'St SOUTHWa BEND ELKHART
Troy,IL 62294 St.Louis,MO 63147 2981 E.Singer 1011 n ,IN 46619 South 2000 Ct,IN
465141
(800)669-3454Morton.IL 61550 Mt.Vernon,IL 62864 Springfield,IL 62703 Bend,IN Elkhart,IN 46514
(800)325-8809 (800)397-4292 (800)786-2545
(800)786-12e0 (800)589a364 (800)686a364
SALES INVOICE i
t'; Twelve Convenient Locations or Online a v1400001189
ig htt!Iwwftl►.truckCenterslnC.CORt Date
cli((nt
Intl,
rU • " f I IL:uecahr,Starke,Hudson,Marlon,Mt.Vernon, 04/08/2020
` . ,gr -'f[ !N:Man.Evanstiae South Bend 'Tray
g`; Mo:St Louis,St.Peters
Customer PO:I
I'lcasc Remit Payment to:
CITY 2280 Formosa Rd.
2 Magi Troy,IL 62294
CANTON,IL 6120
(309)647-1391 ROO-669-1454
Salesman Randy Janssen
BILL OF SALE
,
YIN Make Mild Year Type Allowance Payoff Amount
SKIDLAX641 WESTERN STAR 4700SF 2020 Saks 153,896.00
Stock:292737
Sales Price
I PCS Equity Trade-In 153,896.00
0.00
Nat Sales Price
153,896.00
Extended Warranty
0.00
Fees For Tale
150.00
Fees for License and Registration
8.00
Sales Mix
Document Fees
0.00
Fees Other 0.00
Total Tax,Title,License and Other 0.00
158.00
AMOUNT DUE
154,054.00
Cash/Down Payment
50,000.00
Amount Financed/Ceah Due `
i/ d# 2 �� ,rk /� �I 94,054.00
Purchased Sy F ^_/= 1,i,-; �'! _. !- Date: }J
%
tTruck Centers,Inc.c 4----` 1fI `1 tt/ i
LAuthorized By: 'c� z - !c'Lt � ; + Date: Sf� _,.,,, _ f1
Deity Date: 04/08/2020 J
JeId: 7391851 \ vsa Paper art
1 SALES INVOICE II
77_ _ Twelve Convenient Locations or Online a
r V140000889
i` #Mt�t://mr1�MNr t►11d[ientersi tC.coin ® I, Date
"' � ,4i r IL:Decatur,tusks,Hudson,Morten,Fit Venae,Springfield,T 04/08/2020
-
vtt
� _ y� IN:Bichsel,Evansville,South send
MO:St.Louis,St Pete's
Customer PO: .
I Please Remit Payment to:
CITY OF CANTON 2280 Formosa Rd.
2Main St
CANTON,IL 61520 Troy,B.62294
(309)647-1391
800-664-3454
Salesman:Randy Janssen
BILL OF SALE
I
DEALER WARRANTY DISCLAIMER: TRUCK CENTERS,INC.("DEALER')DISCLAIMS ALL WARRANTIES,EXPRESSED OR
IMPLIED,INCLUDING ANY IMPLIED WARRANTY OR MERCHANTABLILTY OR FITNESS FOR PARTICULAR PURPOSE THE
VEHICLE(S)DESCRIBED ABOVE 1S/ARE SOLD"AS IS-BY DEALER, The vi s)may or may not be covered by limited
warr�nty(ies)pr vided by the manufac usr(s),but Dealer makes NO warranties,whatsoever.
X d fA
(initials)
LIMITATION OF PURCHASERS)DAMAGES: IN NO EVENT WILL TRUCK CENTERS,INC.('DEALER")BE LIABLE FOR ANY
CONSEQUENTIAL,INCIDENTAL,SPECIAL OR PUNITR/E DAMAGES OF PURCHASER(S),INCLUDING WITHOUT LIMITATION,
DAMAGES FOR LOSS OF USE,LOSS OF TIME,LOSS OF INCOME OR PROFIT,OR DAMAGE TO OR LOSS TO PROPERTY,
OR COSTS OF USE OR REPLACEMENT,REGARDLESS OF WHETHER SUCH DAMAGES ARE SOUGHT IN CONTRACT,TORT
OR OTHERWISE IN CONNECTION WITH THE SALE OF THE VEHICLE(S)DESCRIBED IN THIS VEHICLE BILL OF SALE.
DEAJ.ER•S LIABIUITY HEREUNDER IS LIMITED TO THE TOTAL ORDER PRICE'AS STATED ABOVE.
X j' t
(initials)
JeId, 1391851 M,,,,�
tSak3}8M4r5ak_Y91 Page 2 of 2
Confirmation Number: 0-453-052-640
Date Submitted: 04/08/2020
Date Printed: 04/08/2020
;1 , Illinois Department of Revenue Legal Name: TRUCK CENTERS INC
DBA Name:
ST-556 Sales Tax Transaction Return Account ID: 0155-8447
(For Sales of Vet ick Aircraft,Trailers, Filing Period: 4/8/2020
and Mobile Homes-Do not use for teases) Due Date: 04/28/2020
Tax return no.: 604387399 50 COMMERCE DR
Taxable location no.: 090-0012-7-001 MORTON, IL 61550
Taxable location name: Morton-Morton Business
Dealer's license no.: DL4796
1 Enter the purchaser's name and address
Name(s)CITY OF CANTON
Street 2 MAIN STREET City CANTON State IL ZIP 61520
2 Describe the item sold 6 Enter the price,and figure the tax
®A Vehicle ❑B Watercraft ❑C Aircraft
❑D Trailer ❑E Mobile Home ❑F 1 Total price(include accessories,federal excise taxes,
and
dealer premation,documentary
®New ❑Used freigha tdealer pursed rebatesfees,
153,896.00
identification no. 5f0CAAVFEILLLR3641 2 Total trade-in credit or value 0.00
Year 2020 Make WESTERN STAR 3 Amotutt subject to tax[Line 1-tire 21.... 153,896.00
4 Tax[Line 3 X 0 [ 0.00
Body style and model 4700SF 5 Use tax for certain districts
3 Enter the date of delivery 04/08/2020 a' County
(This return is due no later than 20 days after the date of deivery) b. City
4 Describe the trade-in,if any
C. Township 0.00
Item traded in
6 Total tax[Line 4+Line 5] 0.00
Identification no. 7 Retailer's allowance if filed on time
Year [Line 6 X 0.0175 j 0.00
8 Net tax due[Line 6-Line 7] 0.00
Body style and model 9 Prior overpayment 0.00
5 Exempt or sale to a nonresident 10 Previously leased vehicle credit 0.00
[1A Nonresident purchaser(NOT an out-of-state dealer). By siring this return,!affirm that I meet all
Drive-away permit no.A�.plate no. State requirements to claim thus credit.
❑ B Sold for resale to a DEALER Tax return no.
❑ C Exempt organization (government,smock re(igio s.or charitable) 91 Excess tax collected. 0.00
Tax-exempt no. E- 12 Total tax due
❑ D Sold to an interstate carrier for hire-for use arolling [fie 8-Line 9-Line 10+Line 11) 0.00
Certificate of autiterity no. 13 Credit memorandum 0.00
❑ E Sold for rental use 14 Amount due[Line 12-Line 13[ 0.00
Purchaser's account ID no_
® F Other(describe) City of Canton 99969807Under penalties of penury,we state that we have examined this return,
inducting any schedules and statements,and to the best of our knowledge,it
is true,correct,and complete_ if the senor has taken a qualified trade-in,we
also stats that the purcha4er has roperly assign'a{i and surrer)dered the title
of the trade-in to the`e1 r. ;-,_
Signature I' s1—` t
of ,
Dates(((
,'Irt
"'
oig of seller t . f < DaleZ-
/.
o•
r Warranty Start Foran(WAR275)
�_. _.___ _.__1__._ Daimler Trucks North America LLC 1
I Single or Multiple Vehicle Registration for a Single Customer
t Instructions for DTNA Dealers only:Sean and upload this completed and signed form to the Product Registration screen in OWL Save a copy of
completed form for your foes
Instructions for other Dealers(including Bodybuilder and Coach dealers)/Customers:Scan and email this completed and signed form to DTNA's
Warran Department at.NI I;MI aFP Dai nee corn
Deer ' Dealer TRUCK CENTERS INC/ Phone 309-263-4240
DTNA Dealer Code CGFD Dealer Contact Name Jan Krieger Email
llaiegergfinrckcentersinc oam
Vehicle VIN(17 characters) In-Service Date Distance at In-Service
FT+0 sir❑ear g TaeQ rccc❑
SKKAAVFEI LLLR3641 4/9/20 222 0 MI
Fn-Q sn.Q wsT 0 TBBQ ❑ — aKM.
0MI
FTI-0 6710 wsT Q Tee°Fcoc 0 ❑KM
O MI
FaQ STL Q Q wST 1ee0 FcCc Q Y_— QKM
{ 0MI
---------------
FTsTL 0 WST 0 TmBQ FCcc Q _
0 MI
tD
— — (]KM
Filo STL Q WST O TBBQ FCCC 0 �_..----- . --- --- [)MI
FILO STL Q War Q TBBO FCCC❑ OKM
❑KM
Q MI
0 MI
FTLO Sit 0 WST 0 Ttr013 FCcc❑
Customer Name 'CITY OF CANTON Phone 349-647-1391KM
Authorized Representative Name
Email _ _ ___ -__ ____
--------- -
Address 2 MAIN STREET
pA,
city CANTO NState/province
I L Country USA j Zip 61520
The above vehicle(s)will be used for the following vocation/applications only(choose only one): — —
I
Q Airport ❑Fine Service 0 Mobile Lab Service Q Rescue and Emergency
Q Airport/Transit Shuttle 0 Heavy Haul Service 0 Oil Field ❑Road/Rail Service
0 Armored Car Service 0 Inter-city Bus/Coach ❑Para-transit Van Service Q School taus Service
0 Charter/Shuttle/Transit 0 Intra City Bus Service Q Pickup and Delivery/Short Haul Q Shuttle Bus
0 0 C j' wty 0 Line Haul/Long Haul ❑Recreation(specify one below) 0 Tour/Bus Coach-City
❑Farm Construction Q Logging Service 0 Business 0 Personal 0 Tour Bus/Coach-Cross Country
0 Mining 0 Refuseal
Utility/Repair Maintenance
0 Wrecking Service
Customer Certification: By signing below,I certify that the above vehicle(s)will be used only for the above selected vocation/application. I understand that all
notices regarding the above vehicle(s),including warranty,recall,and field service campaign information,wig be mated to the above customer name and address. I
acknowledge that I have received the applicable owners Warranty tnformapon book,and I accept the terms and conditions set forth therein,including the Limited
Warranty Disclaimer and Lineation of Liability. I certify that I have received the applicable Maintenance Manuai(s),Operators Manual(s)and Drivers Manual(s)for
the above vehicle(s),or,in the case of vehicles manufactured by Thomas Built Bus,I have received the website address where these documents may be obtained. I
have reviewed the Telematics Data Terms of Use in the Driver's Manual and hereby agree to those Terms of Use. If applicable,I have been instructed on correct fifth
wheel operation. I acknowledge that the Federal Safety Standards and Emission stickers have been affixed to the driver's side doorframe of the above vehicle(s). I
acknowledge that I have been offered Extended Coverage warmly options(if applicable).
— — — REQUIRED information from Customer or Authorized Customer Representative
Signature _ Data ,
r
t/ `i% tr l t Y3 P ' ' $A4yb
rY ;
jPrintFormf WAR275(Rev:4116/2018)
Page 2 of 2
TRUCK CENTERS,INC.
EXEMPTION CERTIFICATE
FOR STATES AND LOCAL GOVERNMENTS
(Single Transaction Purchases)
(To support tax-free sales of taxable articles to a State or Local government)
I,the undersigned,certify that I am 11121.E (Title of oflicer) f City of Canton
(State or local government)that I am duly authorizet1 o execute this certificate;and that:
The article or articles specified in the accompanying order,or below, were purchased tax free from Truck Centers,
Inc_for the exclusive use of_City nt" _canton____.___(Governmental unit)of Illinois (State and Local
government)on__4/_$/2020_(Date),and were thereafter exported.
I understand that the exemption from tax in the case of sales of articles under this exemption certificate to a State or
Local Government,is limited to the sale of articles purchased for its exclusive use.
I,the undersigned,hereby certify under penalties of perjury that I am authorized to execute this Certificate on behalf
of the Purchaser identified below.
Purchaser will provide a new Certificate to Truck Centers,Inc.,if any information in this Certificate changes.
If Purchaser uses any item purchased from Truck Centers,Inc.,to which this Certificate applies other than for use as
required by this exemption,Purchaser will be liable for the applicable excise tax and will indemnify Truck Centers,Inc.,with
respect to such tax,penalties and related legal costs.
I have not previously executed a statement in respect of the article or articles covered by this statement, and I
understand that the fraudulent use of this Certificate may subject me and all parties making such fraudulent use of this
statement to a fine of not more than$10,000,or imprisonment for not more than 5 years,or both,together with the costs of
prosecution.
Date of Purchase: April 8 20 20
VIN Number(s); 5RItMVFE1I JJ.R1641
I
� 4/8/20
dt
(Signure a$Date Signed)
[ / [
ftr
v E'A ; . 6 fl t l I t"1 f
4irtt or Type Name of Pty Signing)
Y
ift
t
(Title of Perstsn.Slgning)
CITY OF CANTON
(Name of Purchaser)
.(Purchaser Employer Identification Number)
Si' a i
`.i' 4 1rii � i'.,)',*,.,:':4 .IjCERTIFICATE OF ORIGIN FORA VEHICLE!' kr � tf;ti'`r
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WESTERN STAR TRUCKS' ��
Ii.,„
04/01/19 DATE
INVOICE NO.
4
W38055
VEHICLE iDEMTI CRTIOH NO. YEAH MAKE r
r!'441:1'1.-7.4
5KKAAVFEILLLR3641 2020 WESTERN STARit BOOP TYPE 1
�,r SHIPPING WEIGHT
, . TRUCK 13126
r
H P'S.A.E.) G V.W.R. NO,CYLS SERIES OR MODEL
350 39000 6
4700SF
44
t
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f}7:4.03- t,the undersigned authorizer)representative of the company, firm or corporation named below, hereby comfy
t1�'L that the new vehicle described above is the property of the said company,firm or corporation and is transferred
on the above date and under the Invoices Number indicated to tfte following distributor or deafer.
NAME OF DISTRIBUTOR.DEALER,ETC. )'
ki ,
t I i
3 ti
4;*.$ TRUCK CENTERS, INC.
2280 FORMOSA ROAD
I TROY, IL 62294
� 1
�,{j*F
{,i.
r
its' THIS VEHICLE HAS A 50 STATE EMISSION SYSTEM. r !�
ttr, '
3
t ' It is further certified that this was the first transfer of such new motor vehicle in ordinary trade and commerce- ,
r.Y.
DAIMLER TRUCKS NORTH AMERICA LLC
e
BY. t
(SIGNATURE OF AUTHORIZED REPRESENTATIVE) (AGEPNT)
tr y x: 4747 NORTH CHANNEL
rPORTLAND, OREGON 97217
CITE•STATE
r tst ui `�'.Sti n fir} 1
• 7,r * -+.� . ; �d r10 y-f l'lC i �" t ` . 7!.� tt"4SHr•�i 71 ...''.',.',`,,x':-.-/ 7, ..0" '. ti�sri t4 C -.' :1
.a.- % L.,,.. ,..t. • Q w.. y^fi r ' t N . r ). ..
-............--:..,-,.1::::.;'..4,..'-:'r'..14''''f,-..:'(....:h.--...-...'.
4/812020 TEhg'ORARY REGISTRATION PERMIT
The application and fee have been forwarded to the Illinois Secretary of State's Office in Springfield,Illinois.The customer receipt must be
carried in the vehicle as long as the trp plate is being displayed.
TRP Number 521 U926
Agency TRUCK CENTERS INC
Agent Number DL4796
Date Issued 04108/2020
Confirmation Number 20931249
Expiration Date 071Q7/2020
Owner 1 CITY OF CANTON
Address 2 MAIN STREET
CANTON.IL 61520
Driver's License Number
Owner 2
Driver's license Number
VIN 5KKAAVFE II LLR364I
Vehicle Year 2020
Vehicle Make Western Star
Vehicle Model 4700SF
Fee Paid 158 00
Signature of Issuing Agent - j` 1 ;� (
TRP Instructions
1.Affix Temporary Registration Plate to plate area on rear of car.
2.Upon receipt of License Plates,remove Temporary Registration Plate and attach License Plates.Temporary Registration Plate must be
destroyed and discarded.
3.Improper display of the Temporary Registration Permit is a violation of the lanais Vehicle Code and
penalties. you may be subject to fines and
4.In case of loss or theft of Temporary Registration Plate,you should immediatley contact your local law enforcementenc and
loss or theft,then go to a Secretary of State Facility to receive a replacement. y report the
The customer receipt must be carried in the vehicle as long as the trp plate is being displayed.
hitpsJlwww_lisps.govitrplr 2cormnand=receipt&idTrp--20931249&codeRexType=1
1/1
Daimler
Truck Financial
MASTER INSTALLMENT PURCHASE AGREEMENT /
This Master Installment Purchase Agreement is dated as of April 24, 2020 ("Master Agreement"), and
entered into by and between Mercedes-Benz Financial Services USA LLC, a Delaware limited liability
company ("Lender"), and City of Canton, a body corporate and politic existing under the laws of the State of
Illinois (".Borrower").
1. Agreement. Borrower agrees to finance with Lender its installment purchase of certain
"Equipment" as described in each Equipment Schedule (in substantially the form attached hereto as Exhibit A),
which together with an Installment Payment Schedule (in substantially the form attached to such Equipment
Schedule as Exhibit A-1) constitute a"Schedule", subject to the terms and conditions of and for the purposes set
forth in the related Contract. Trucks, buses, other motor vehicles and other items of equipment and personal
property may be financed under this Master Agreement from time to time by execution of individual Schedules
by the parties hereto and as otherwise provided herein. Each Schedule and the terms and provisions of this
Master Agreement (which includes all exhibits hereto, together with any amendments and modifications
pursuant hereto) that are incorporated by reference into such Schedule shall constitute a separate and
independent contract and installment purchase of the Equipment therein described and are referred to herein as a
"Contract". In the event of any conflict in terms between a Schedule and this Master Agreement, the terms of
"the Schedule shall control in the interpretation of the Contract created thereby.
2. Term. The "Commencement Date" for each Contract is the date when interest commences to
accrue under such Contract which date shall be the earlier of(a)the first date on which the Equipment listed in
such Contract is accepted by Borrower in the manner described in Section l 1 and the Funding Conditions under
Section 8 with respect to such Contract have been satisfied, or (b)the first date on which the Funding
Conditions under Section 8 with respect to such Contract have been satisfied and sufficient monies to purchase
the Equipment listed in such Contract are deposited for that purpose into an Escrow Fund with an escrow agent
as provided in Section 11, or (c)the date sufficient monies are set aside for acquisition of Equipment as
evidenced in Exhibit D, if applicable. The "Contract Term" for each Contract means the Original Term and all
Renewal Terms therein provided and for this Master Agreement means the period from the date hereof until
termination of all Contracts thereunder. The "Original Term" means, with respect to a Contract, the period
from the Commencement Date for such Contract until the end of Borrower's fiscal year or biennium, as the
case may be (the "Fiscal Period") in effect at such Commencement Date. The "Renewal Term" for each
Contract means each successive term having a duration that is coextensive with the Fiscal Period.
3. Representations and Covenants of Borrower. Borrower represents, covenants and warrants for
the benefit of Lender on the date hereof and as of the Commencement Date of each Contract as follows:
(a) Borrower is a public body corporate and politic duly organized and existing under the constitution and laws
of the State where Borrower is located ("State") with full power and authority under the constitution and laws of
the State to enter into this Master Agreement and each Contract and the transactions contemplated hereby and
thereby and to perform all of its obligations hereunder and thereunder; (b)Borrower has duly authorized the
execution and delivery of this Master Agreement and each Contract by proper action of its governing body at a
meeting duly called and held in accordance with State law, or by other appropriate official approval, and all
requirements have been met and procedures have occurred to ensure the validity and enforceability of this
Master Agreement and each Contract;
(c) Borrower will do or cause to be done all things necessary to preserve and keep in full force and effect its
existence as a body corporate and politic; (d) Borrower has complied with such public bidding requirements as
may be applicable to this Master Agreement and each Contract and the acquisition by Borrower of the
MBFS Master Installment Purchase Agreement(MIPA).doc
2213676
Daimler
Truck Financial
Equipment as provided in each Contract; (e) during the Contract Term, the Equipment will be used by Borrower
solely and exclusively for the purpose of performing essential governmental or proprietary functions of
Borrower consistent with the permissible scope of Borrower's authority; (f)within 210 days after the end of
each Fiscal Period, Borrower will provide Lender with a copy of its audited financial statements for such
Fiscal Period, budgets and proof of appropriation for the ensuing Fiscal Period, and such other financial
information relating to the ability of Borrower to continue each Contract as may be requested by Lender;
(g)Borrower has an immediate need for the Equipment listed on each Schedule and expects to make immediate
use of the Equipment listed on each Schedule; and (h) during the last ten years prior to the Commencement
Date of the applicable Contract, Borrower's governing body has not failed (for whatever reason) to appropriate
amounts sufficient to pay its obligations that are subject to termination or non-renewal for failure to appropriate
funds.
4. Tax Covenants and Representations; Tax Indemnity. Borrower agrees that it will not take any
action that would cause the interest portion of Installment Payments under any Contract to be or to become
ineligible for the exclusion from gross income of the owner or owners thereof for federal income tax purposes,
nor will it omit to take or cause to be taken, in a timely manner, any action which omission would cause the
interest portion of Installment Payments under a Contract to be or to become ineligible for the exclusion from
gross income of the owner or owners thereof for federal income tax purposes. Borrower agrees to (a) complete
and file in a timely manner an information reporting return with respect to each Contract as required by the
Internal Revenue Code of 1986, as amended ("Tax Code"); (b) rebate an amount equal to excess earnings on
any escrow or other fund created with respect to a Contract to the federal government if required by, and in
accordance with, Section 148(f) of the Tax Code, and make the determinations and maintain the records
required by the Tax Code; and (c) so long as any Installment Payments under a Contract remain unpaid, moneys
on deposit in any Escrow Fund created with respect to a Contract as provided in Section 11 will not be used in a
manner that will cause such Contract to be classified as an "arbitrage bond" within the meaning of Section
148(a) of the Tax Code.
Borrower represents to Lender on the date hereof and as of the Commencement Date of each Contract that (i)
Borrower has a substantial amount of the power to tax, the power of eminent domain or police power under
applicable State law; (ii) neither Borrower nor any agency or unit of Borrower has on hand any property,
including cash and securities, that is legally required or otherwise restricted (no matter where held or the source
thereof) to be used directly or indirectly to purchase the Equipment under the related Contract; (iii) Borrower
has not and will not establish any funds or accounts (no matter where held or the source thereof) the use of
which is legally required or otherwise restricted to pay directly or indirectly Installment Payments under a
Contract; (iv) Borrower does not intend to sell or otherwise dispose of the Equipment or any interest therein
prior to the conclusion of the Contract Term of the related Contract; (v) the payment of the Installment
Payments or any portion thereof under each Contract is not (under the terms of this Master Agreement or any
Contract) directly or indirectly (A) secured by any interest in property used or to be used in any activity carried
on by any person other than a state or local governmental unit or payments in respect of such property or (B) on
a present value basis, derived from payments (whether or not to Borrower) in respect of property, or borrowed
money, used or to be used in any activity carried on by any person other than a state or local governmental unit;
(vi) the Equipment will not be used, directly or indirectly, in any activity carried on by any person other than a
state or local government unit; (vii) no portion of the purchase price for the Equipment will be used, directly or
indirectly, to make or finance loans to any person other than Borrower; (viii) Borrower has not entered into any
management or other service contract with respect to the use and operation of the Equipment; (ix) Borrower has
entered into, or will enter into, each Contract for the purpose of purchasing and acquiring the Equipment and
not for the purpose of refinancing any outstanding obligation of Borrower more than 90 days in advance of its
payment or prepayment date; and (x) the purchase price for the Equipment has been or will be paid directly by
Lender to the supplier thereof, and no portion of the purchase price for the Equipment has been or will be paid
to Borrower as reimbursement for any expenditures paid by Borrower more than 60 days prior to the
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Commencement Date of the applicable Contract or, if earlier, more than 60 days prior to any official action
taken to evidence an intent to finance the Equipment on a federally tax-exempt basis.
If Borrower takes any action or fails to take any action (including, without limitation, breaching any covenant
contained in this Section 4), or makes any misrepresentation herein or in any certificate or document required to
be given in connection with this Master Agreement or any Contract, in any case which causes or results in the
interest portion of Installment Payments under such Contract to be or become includible in gross income of the
owner or owners thereof for federal income tax purposes, Borrower agrees to pay (subject to Section 7)
promptly after any such determination of taxability and on each Installment Payment due date thereafter to
Lender an additional amount determined by Lender to compensate such owner or owners for the loss of such
excludability (including without limitation; compensation relating to interest expense, penalties or additions to
tax), which determination shall be conclusive (absent manifest error).
Lender and Borrower intend that each Contract constitute a "conditional sale" for federal income tax purposes
and, therefore, Lender and Borrower intend that Borrower be considered the owner of the Equipment under
each Contract for federal income tax purposes.
5. Financing Installment Purchase of Equipment. Upon satisfaction of the Funding Conditions set
forth in Section 8 with respect to a Contract and execution and delivery of such Contract, Lender advances
funds to provide for, and Borrower borrows funds from Lender to finance, Borrower's installment purchase and
acquisition of the Equipment in accordance with the terms thereof. The Contract Term for each Contract may
be continued, solely at the option of Borrower, at the end of its Original Term or any Renewal Term for the next
succeeding Renewal Term up to the maximum Contract Term set forth in such Contract. At the end of the
Original Term and at the end of each Renewal Term the Contract Term shall be automatically extended upon
the successive appropriation by Borrower's governing body of amounts sufficient to pay Installment Payments
and other amounts payable under the related Contract during the next succeeding Fiscal Period until all
Installment Payments payable under such Contract have been paid in full, unless Borrower shall have
terminated such Contract pursuant to Section 7 or Section 22. The terms and conditions during any Renewal
Term shall be the same as the terms and conditions during the Original Term, except that the Installment
Payments shall be as provided in the applicable Contract.
6. Continuation of Contract Term. Borrower currently intends, subject to Section 7, to continue
the Contract Term of each Contract through its Original Term and all of its Renewal Terms and to pay the
Installment Payments and other amounts thereunder. Borrower reasonably believes that legally available funds
in an amount sufficient to make all Installment Payments and other payments during the maximum Contract
Term of each Contract can be obtained. Borrower currently intends to do all things lawfully within its power to
obtain and maintain funds from which the Installment Payments may be made, including making provision for
such payments to the extent necessary in each budget or appropriation request submitted and adopted in
accordance with applicable provisions of law. Notwithstanding the foregoing, the decision whether or not to
budget and appropriate funds or to extend the applicable Schedule for any Renewal Term is within the
discretion of the governing body of Borrower.
7. Non-appropriation. Borrower is obligated only to pay such Installment Payments and other
amounts under each Contract as may lawfully be made from funds budgeted and appropriated for that purpose.
If Borrower's governing body fails to appropriate sufficient funds in any Fiscal Period to pay Installment
Payments and other amounts when due under any Contract during the next succeeding Fiscal Period (a "Event
of Non-Appropriation"), then (a) Borrower shall deliver written notice to Lender of such Event of Non-
Appropriation at least 30 days prior to the end of the then current Fiscal Period, but failure to deliver such
notice shall not extend the Contract Term; (b) on or before the Return Date, Borrower shall cease use of the
Equipment covered by the affected Contract and peaceably remove and deliver all (but not less than all) of
such Equipment to Lender, at Borrower's expense (from legally available funds) at the location(s) in the United
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States to be specified by Lender and in the condition required by Section 13; and (c) the affected Contract shall
terminate on the Return Date without penalty or expense to Borrower, provided that Borrower shall pay all
Installment Payments and other amounts payable under the affected Contract for which funds shall have been
appropriated, and provided further that Borrower shall pay month-to-month rent at the rate set forth in the
affected Contract for each month or part thereof that Borrower fails to return the Equipment under the affected
Contract as provided in this Section 7. "Return Date" means the last day of the Fiscal Period for which
appropriations were made for the Installment Payments due under a Contract.
8. Conditions to Lender's Performance. This Master Agreement is not a commitment by Lender or
Borrower to enter into any Contract not currently in effect, and nothing in this Master Agreement is intended or
shall be construed to impose any obligation upon Lender or Borrower to enter into any proposed Contract, it
being understood that whether Lender or Borrower enters into any proposed Contract shall be a decision solely
within their respective discretion. Lender shall have no obligation to pay the purchase price for Equipment to
a supplier or deposit any amount into an Escrow Fund as provided in Section 11 unless all reasonable conditions
established by Lender ("Funding Conditions") have been satisfied, including, without limitation, the following:
(a)Borrower has signed and delivered to Lender the Schedule and the related Escrow Agreement (if
applicable); (b) no Event of Default or Event of Non-Appropriation shall have occurred and be continuing under
any Contract; (c) no material adverse change shall have occurred in the financial condition of Borrower since
the date of this Master Agreement; (d)the Equipment to be described in such Schedule is reasonably
satisfactory to Lender and is free and clear of any security interests, liens or other encumbrances (except the
security interest provided in this Master Agreement to secure Borrower's obligations to Lender under the
related Contract); (e) all representations of Borrower in each Contract remain true, accurate and complete; and
(f)Lender has received all of the following documents, which shall be reasonably satisfactory, in form and
substance, to Lender: (1) evidence of insurance coverage or self-insurance required by Section 17; (2) an
opinion of Borrower's counsel in substantially the form attached as Exhibit C hereto; (3) if any items of
Equipment are motor vehicles, properly completed certificates of title or certificates of origin (or applications
therefor) for such vehicles and noting Lender's interest thereon; (4) for Equipment other than motor vehicles,
such Uniform Commercial Code financing statements as Lender may require; (5) copies of resolutions by
Borrower's governing body duly authorizing the Contract and incumbency certificates for the person(s) who
will sign the Contract; (6) such documents, opinions and certificates as Lender may request relating to federal
tax-exemption of the interest portion of Installment Payments payable under the Contract, including (without
limitation) IRS Form 8038-G or 8038-GC and evidence of the adoption of a reimbursement resolution or other
official action in the event that Borrower is to be reimbursed for expenditures that it has paid more than
sixty days prior to the date on which the Funding Conditions are satisfied; (7) if applicable, a certificate of an
authorized official of Borrower designating the Contract as a "qualified tax-exempt obligation" within the
meaning of Section 265(b)(3) of the Tax Code; and (8) such other documents and information previously
identified by Lender or otherwise reasonably requested by Lender.
Borrower shall cooperate with Lender in Lender's review of any proposed Contract. Without limiting the
foregoing, Borrower will provide Lender with any documentation or information Lender may request in
connection with Lender's review of any proposed Contract. Such documentation may include, without
limitation, documentation concerning the Equipment and its contemplated use and location and documentation
or information concerning the financial status of Borrower and other matters related to Borrower. Credit
information relating to Borrower may be disseminated among Lender and any of its successors and assigns.
9. Installment Payments. Borrower shall promptly pay "Installment Payments" as described in
Exhibit A-1 to each Contract, in lawful money of the United States of America, to Lender on the dates and in
such amounts as provided in each Contract. Borrower shall pay Lender a charge on any Installment Payment
not paid on the date such payment is due at the rate of 12% per annum or the maximum rate permitted by law,
whichever is less, from such date until paid. Installment Payments consist of principal and interest portions as
more fully detailed on the Schedule for each Contract. Lender and Borrower understand and intend that the
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obligation of Borrower to pay Installment Payments under each Contract shall constitute a current expense of
Borrower payable solely from its general fund or other funds that are legally available for that purpose and shall
not in any way be construed to be a debt of Borrower in contravention of any applicable constitutional or
statutory limitation or requirement concerning the creation of indebtedness by Borrower, nor shall anything
contained in this Master Agreement or in a Contract constitute a pledge of the general tax revenues, funds or
monies of Borrower.
10. INSTALLMENT PAYMENTS TO BE UNCONDITIONAL. EXCEPT AS PROVIDED IN
SECTION 7, THE OBLIGATIONS OF BORROWER TO MAKE INSTALLMENT PAYMENTS AND TO
PERFORM AND OBSERVE THE OTHER COVENANTS AND AGREEMENTS CONTAINED IN EACH
CONTRACT SHALL BE ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS WITHOUT
ABATEMENT, DIMINUTION, DEDUCTION, SET-OFF OR DEFENSE, FOR ANY REASON, INCLUDING
WITHOUT LIMITATION ANY FAILURE OF THE EQUIPMENT TO BE DELIVERED OR INSTALLED,
DISPUTES WITH ANY SUPPLIER OR VENDOR OF ANY EQUIPMENT OR LENDER, ANY DEFECTS,
MALFUNCTIONS, BREAKDOWNS OR INFIRMITIES IN THE EQUIPMENT OR ANY ACCIDENT,
CONDEMNATION OR UNFORESEEN CIRCUMSTANCES.
11. Delivery and Acceptance by Borrower. Borrower shall order the Equipment to be subject to a
Contract, cause such Equipment to be delivered and installed at the location specified in such Contract, and pay
any and all delivery, installation and other costs in connection therewith. When the Equipment listed in any
Contract has been delivered and acceptance tested, Borrower shall immediately accept such Equipment and
evidence said acceptance by executing and delivering to Lender an Acceptance Certificate (in substantially the
form attached hereto as Exhibit B) whereupon, as between Lender and Borrower, the Equipment shall be
deemed to have been unconditionally accepted by Borrower for all purposes of the applicable Contract. Subject
to satisfaction of the Funding Conditions with respect to the related Contract, Lender shall pay to such supplier
or vendor as directed by Borrower on the Commencement Date for such Contract the purchase price for such
Equipment in an amount equal to the aggregate principal portion of Installment Payments under the applicable
Contract, unless Lender and Borrower otherwise agree in the related Schedule. During the Contract Term of
each Contract, Borrower shall be entitled to quiet use and enjoyment of the Equipment identified therein,
subject to the terms of the applicable Contract.
As an alternative to acceptance of the Equipment and payment by Lender of the purchase price therefor
on behalf of Borrower under a Contract as provided in the next preceding paragraph, Lender and Borrower may
agree with respect to a Contract and the Equipment to be acquired and financed thereunder to enter into an
escrow agreement (an "Escrow Agreement") relating to such Contract, dated the Commencement Date of such
Contract, among Lender, Borrower and the escrow agent therein identified, relating to the creation and
administration of an escrow fund (an "Escrow Fund") thereunder. Subject to satisfaction of the Funding
Conditions with respect to the related Contract, Lender shall deposit funds into the related Escrow Fund on the
Commencement Date for such Contract for payment of the costs to purchase and acquire the Equipment under
such Contract, and such funds (including investment earnings thereon) shall be disbursed in accordance with the
applicable Escrow Agreement. "Borrower shall pay the excess (if any) of the actual costs of purchasing and
acquiring the Equipment under a Contract over the amount deposited by Lender in the related Escrow Fund and
interest earnings thereon.
During the Contract Term of each Contract, Borrower shall be entitled to quiet use and enjoyment of the
Equipment identified therein, subject to the terms of the applicable Contract.
12. Location; Inspection. Once installed, no item of the Equipment will be moved from the location
(or the base location with respect to motor vehicles) specified for it in the related Contract without Lender's
prior written consent, which consent shall not be unreasonably withheld. Lender shall have the right at all
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reasonable times during regular business hours to enter into and upon the property where the Equipment is
located for the purpose of inspecting the Equipment.
13. Use; Maintenance. Borrower will not install, use, operate or maintain the Equipment improperly,
carelessly, in violation of any applicable law or in a manner contrary to that contemplated by the related
Contract. Borrower shall provide all permits and licenses, if any, necessary for the installation and operation of
the Equipment. In addition, Borrower agrees to comply in all respects with all applicable laws, regulations and
rulings of any legislative, executive, administrative or judicial body. Borrower agrees that it will, at Borrower's
own cost and expense, maintain, preserve and keep the Equipment in good repair and working order, in a
condition comparable to that recommended by the manufacturer. Lender shall have no responsibility to
maintain, repair or make improvements or additions to the Equipment.
Borrower shall not alter any item of Equipment or install any accessory, equipment or device on an item of
Equipment if that would impair any applicable warranty, the originally intended function or the value of that
Equipment. All repairs, accessories, equipment and devices furnished, affixed to or installed on any Equipment,
excluding temporary replacements, shall thereupon become subject to the security interest of Lender.
14. Title. During the Contract Term under each Contract, and so long as Borrower is not in default
under Section 24, all right, title and interest in and to each item of the Equipment under the related Contract
shall be vested in Borrower immediately upon its acceptance of each item of Equipment, subject to the terms
and conditions of the applicable Contract. Upon the occurrence of an Event of Default under a Contract (as
provided in Section 24) or upon termination of a Contract pursuant to Section 7, full and unencumbered legal
title to the Equipment shall, at Lender's option, pass to Lender, and Borrower shall have no further interest
therein. In addition, upon the occurrence of such an Event of Default or such termination, Borrower shall
execute and deliver to Lender such documents as Lender may request to evidence the passage of such legal title
to Lender and the termination of Borrower's interest therein, and upon request by Lender shall deliver
possession of the Equipment to Lender in accordance with Section 7 or Section 25, as applicable. Upon
payment or prepayment of all amounts due and owing under a Contract in accordance with its terms, Lender's
security interest or other interest in the Equipment under such Contract shall terminate, and Lender shall
execute and deliver to Borrower such documents as Borrower may request to evidence the termination of
Lender's security interest in the Equipment subject to the related Contract.
15. Security Interest. To secure the payment and performance of all of Borrower's obligations under
each Contract, upon the execution of such Contract, Borrower grants to Lender a security interest constituting a
first and exclusive lien on the Equipment subject to such Contract, on the moneys and investments held from
time to time in any related Escrow Fund and on any and all proceeds of any of the foregoing. Borrower agrees
to execute and deliver such additional documents, in form satisfactory to Lender, which Lender deems
necessary or appropriate to establish and maintain its security interest in the Equipment, including, without
limitation, such financing statements with respect to personal property under Article 9 of the Uniform
Commercial Code in effect in the State and treating such Article 9 as applicable to entities such as Borrower.
The Equipment is and will remain personal property and will not be deemed to be affixed to or a part of the real
estate on which it may be situated.
16. Liens, Taxes, Other Governmental Charges and Utility Charges. Borrower shall at all times
protect and defend, at its own cost and expense, its title in and to the Equipment from and against all claims,
liens and legal processes of its creditors and keep the Equipment free and clear of all such claims, liens and
legal processes except those created by the related Contract. The parties to this Master Agreement contemplate
that the Equipment under each Contract will be used for governmental or proprietary purposes of Borrower and
that the Equipment will therefore be exempt from all property and other taxes. Nevertheless, Borrower shall
pay promptly when due or reimburse Lender for, and hold Lender harmless from: (a) all titling, recordation,
filing, registration, documentary stamp and other fees; (b) taxes (other than taxes calculated solely on the basis
of Lender's net income), including but not limited to transfer, sales, use, excise, gross receipts, value added and
personal property taxes; and (c) assessments and all other charges or withholdings of any nature (together with
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any penalties, fines or interest on any such fees, taxes, assessments, charges or withholdings) arising at any time
relating to the Equipment or any Contract or with respect to the use, possession, acquisition, ownership,
operation, delivery, return or other disposition of any Equipment or upon the Installment Payments, whether the
same be assessed to Lender or Borrower. Borrower and Lender shall cooperate in providing each other with
any appropriate resale or governmental exemption certificates, sale-for-lease exemption certificates and other
similar documentation, if applicable. Unless otherwise required by applicable law, Borrower shall timely make
all filings, reports or returns with respect to any applicable fees and taxes. If Lender is required by applicable
law to make any such filing, report or return, Borrower shall promptly notify Lender in writing, provide Lender
with all information required in order for Lender to timely file any and all of the same and pay all costs and
expenses related thereto from legally available funds. Borrower shall pay all utility and other charges incurred
in the use and maintenance of the Equipment as the same may become due.
17. Insurance. At its own expense, Borrower shall during the Contract Term of each Contract
maintain (a) casualty insurance insuring the Equipment under such Contract against loss or damage by fire,
collision and all other risks covered by the standard extended coverage endorsement then in use in the State and
any other risks reasonably required by Lender, in an amount at least equal to the then applicable " Prepayment
Price" of the Equipment as described in Exhibit A-I of each Contract; (b) liability insurance that protects
Borrower from liability in all events in form and amount satisfactory to Lender as set forth in the attachment
hereto titled "Insurance Coverage Requirements"; and (c)workers' compensation coverage as required by the
laws of the State; provided that, with Lender's prior written consent, Borrower may self-insure against the risks
described in clauses (a) and (b). Borrower shall furnish to Lender evidence of such insurance or self-insurance
coverage throughout the Contract Term of each Contract. Borrower shall not materially modify or cancel such
insurance or self-insurance coverage without first giving written notice thereof to Lender at least 10 days in
advance of such cancellation or modification. Lender shall be named as a loss payee with respect to all
casualty insurance described in clause (a) above and as an additional insured with respect to all liability
insurance described in clause (b)above..
18. Advances. In the event Borrower shall fail to keep the Equipment in good repair and working
order pursuant to Section 13 or to maintain any insurance required by Section 17, Lender may, but shall be
under no obligation to, maintain and repair the Equipment or obtain and maintain any such insurance coverages,
as the case may be, and pay the cost thereof. All amounts so advanced by Lender shall constitute additional
consideration for the then current Original Term or Renewal Term under the affected Contract, and Borrower
agrees to pay such amounts so advanced by Lender with interest thereon from the advance date until paid at the
rate of 12%per annum or the maximum rate permitted by law,whichever is less.
19. Damage, Destruction and Condemnation. If (a)the Equipment or any portion thereof is
destroyed, in whole or in part, or is damaged by fire or other casualty or(b) title to, or the temporary use of, the
Equipment or any part thereof shall be taken under the exercise or threat of the power of eminent domain by any
governmental body or by any person, firm or corporation acting pursuant to governmental authority, Borrower
and Lender will cause the Net Proceeds to be applied to the prompt replacement, repair, restoration,
modification or improvement of the Equipment to substantially the same condition as existed prior to the event
causing such damage, destruction, or condemnation, unless Borrower shall have exercised its option to prepay
its obligations under the related Contract pursuant to Section 22. Any balance of the Net Proceeds remaining
after such work has been completed shall be paid to Borrower.
For purposes of this Section, the term "Net Proceeds" shall mean the amount remaining from the gross
proceeds of any insurance claim or condemnation award or sale under threat of condemnation after deducting
all expenses, including attorneys' fees, incurred in the collection thereof. If the Net Proceeds are insufficient to
pay in full the cost of any replacement, repair, restoration, modification or improvement referred to herein,
Borrower shall either (i) complete such replacement, repair, restoration, modification or improvement and pay
any costs thereof in excess of the amount of the Net Proceeds from funds legally available for that purpose, or
(ii) prepay its obligations under the related Contract pursuant to Section 22. The amount of the Net Proceeds,
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if any, remaining after completing such replacement, repair, restoration, modification or improvement or after
prepaying its obligations under such Contract pursuant to Section 22 shall be retained by Borrower. If
Borrower shall make any payments pursuant to this Section, Borrower shall not be entitled to any
reimbursement therefor from Lender nor shall Borrower be entitled to any diminution of the amounts payable
under Section 9.
20. DISCLAIMER OF WARRANTIES. BORROWER ACKNOWLEDGES THAT LENDER IS
NOT THE SUPPLIER OR VENDOR OF ANY OF THE EQUIPMENT. LENDER MAKES NO WARRANTY
OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION,
MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE OR FITNESS FOR USE OF THE
EQUIPMENT, OR WARRANTY WITH RESPECT THERETO WHETHER EXPRESS OR IMPLIED. AS
BETWEEN BORROWER AND LENDER, BORROWER ACCEPTS ALL SUCH EQUIPMENT AS IS AND
WITH ALL FAULTS. BORROWER AGREES TO SETTLE ALL CLAIMS WITH RESPECT TO THE
EQUIPMENT DIRECTLY WITH THE SUPPLIER OR VENDOR AND WILL NOT ASSERT OR SEEK TO
ENFORCE ANY SUCH CLAIMS AGAINST LENDER OR ITS ASSIGNEE. IN NO EVENT SHALL
LENDER BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGE
IN CONNECTION WITH OR ARISING OUT OF ANY CONTRACT OR THE EXISTENCE, FURNISHING,
FUNCTIONING OR BORROWER'S USE OF ANY ITEM, PRODUCT OR SERVICE PROVIDED FOR IN
ANY CONTRACT.
21. Vendor's Warranties. Lender hereby irrevocably appoints Borrower as its agent and
attorney-in-fact during the Contract Term of each Contract, so long as Borrower shall not be in default under
such Contract, to assert from time to time whatever claims and rights (including without limitation warranties)
relating to the Equipment that Lender may have against Vendor. The term "Vendor" means any supplier or
manufacturer of the Equipment as well as the agents or dealers of the manufacturer or supplier from whom
Borrower purchased or is purchasing such Equipment. Borrower's sole remedy for the breach of such warranty,
indemnification or representation shall be against Vendor of the Equipment, and not against Lender. Any such
matter shall not have any effect whatsoever on the rights or obligations of Lender with respect to any Contract,
including the right to receive full and timely Installment Payments and other payments under each Contract.
Borrower expressly acknowledges that Lender makes, and has made, no representations or warranties
whatsoever as to the existence or the availability of such warranties by Vendor of the Equipment.
22. Prepayment Option. Borrower shall have the option to prepay all, but not less than all, its
obligations under a Contract, upon giving written notice to Lender at least 30 days before the prepayment date,
at the following times and upon the following terms: (a) on the Installment Payment due dates specified in such
Contract, upon payment in full of the Installment Payments then due and all other amounts then owing under
such Contract plus the then applicable Prepayment Price as referenced in Exhibit A-1 to such Contract, which
may include a premium on the unpaid principal balance; or (b) in the event of substantial damage to or
destruction or condemnation of substantially all of the Equipment listed in such Contract, on the day specified
in Borrower's notice to Lender of its exercise of the prepayment option upon payment in full to Lender of the
Installment Payments then due and all other amounts then owing under such Contract plus the then applicable
Prepayment Price plus accrued interest from the immediately preceding Installment Payment due date to such
prepayment date.
23. Assignment. Lender's right, title and interest in and to each Contract, including Installment
Payments and any other amounts payable by Borrower thereunder and all proceeds therefrom, may be assigned
and reassigned at any time and from time to time to one or more assignees or subassignees by Lender without
the necessity of obtaining the consent of Borrower. During the term of this Master Agreement, Borrower shall
keep, or cause to be kept, a complete and accurate record of all such assignments in form necessary to comply
with Section 149 of the Tax Code. For this purpose, Borrower appoints Lender to act as its registration agent,
which appointment Lender hereby accepts. Lender agrees on Borrower's behalf to maintain such record of all
assignments. Borrower agrees to execute all documents that may be reasonably requested by Lender or any
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assignee to protect its interests and property assigned pursuant to this Section. Borrower shall not have the right
to and shall not assert against any assignee any claim, counterclaim or other right Borrower may have against
Lender or Vendor. Assignments may include without limitation assignment of all of Lender's security interest
in and to the Equipment listed in a particular Contract and any related Escrow Fund and all rights in, to and
under the Contract related to such Equipment and any related Escrow Agreement. Borrower hereby agrees that
Lender may, without notice to Borrower, sell, dispose of, or assign any particular Contract or Contracts through
a pool, trust, limited partnership, or other similar entity, whereby one or more interests are created in a Contract
or Contracts, or in the Equipment listed in or the Installment Payments under a particular Contract or Contracts.
None of Borrower's right, title and interest in, to and under any Contract or any portion of the
Equipment listed in any Contract or in any Escrow Fund may be assigned, subleased, or encumbered by
Borrower for any reason without obtaining prior written consent of Lender, which consent may be withheld,
conditioned or delayed in the sole discretion of Lender. Any purported assignment, sublease or encumbrance
without Lender's prior written consent shall be null and void.
24. Events of Default. Any of the following events shall constitute an "Event of Default" under a
Contract: (a) failure by Borrower to (i) pay any Installment Payment or other payment required to be paid under
such Contract at the time specified therein or(ii) maintain insurance as required under such Contract; (b) failure
by Borrower to observe and perform any covenant, condition or agreement contained in this Master Agreement
or such Contract on its part to be observed or performed, other than as referred to in subparagraph (a) above, for
a period of 30 days after written notice specifying such failure and requesting that it be remedied is given to
Borrower by Lender, unless Lender shall agree in writing to an extension of such time prior to its expiration;
provided that, if the failure stated in the notice cannot be corrected within the applicable period, Lender will not
unreasonably withhold its consent to an extension of such time if corrective action is instituted by Borrower
within the applicable period and diligently pursued until the default is corrected; (c) any statement,
representation or warranty made by Borrower in or pursuant to any Contract shall prove to have been false,
incorrect, misleading or breached in any material respect on the date when made; (d) Borrower institutes any
proceedings under any bankruptcy, insolvency, reorganization or similar law or a receiver or similar official is
appointed for Borrower or any of its property; or(e) an Event of Default occurs under any other Contract.
25. Remedies on Default. Whenever any Event of Default exists under a Contract, Lender shall have
the right, at its sole option without any further demand or notice, to take one or any combination of the
following remedial steps: (a) by written notice to Borrower, Lender may declare all Installment Payments
payable by Borrower pursuant to such Contract and other amounts payable by Borrower under such Contract to
the end of the then current Original Term or Renewal Term to be immediately due and payable; (b) with or
without terminating the Contract Term under such Contract, Lender may enter the premises where the
Equipment listed in such Contract is located and retake possession of such Equipment or require Borrower at
Borrower's expense to promptly return any or all of such Equipment to the possession of Lender at such place
within the United States as Lender shall specify, and sell such Equipment or, for the account of Borrower, lease
such Equipment, continuing to hold Borrower liable, but solely from legally available funds, for the difference
between (i) the Installment Payments payable by Borrower pursuant to such Contract and other amounts related
to such Contract or the Equipment listed therein that are payable by Borrower to the end of the then current
Original Term or Renewal Term, as the case may be, and (ii) the net proceeds of any such sale or leasing (after
deducting all expenses of Lender in exercising its remedies under such Contract, including without limitation all
expenses of taking possession, storing, reconditioning and selling or leasing such Equipment and all brokerage,
auctioneer's and attorney's fees), subject, however, to the provisions of Section 7. The exercise of any such
remedies in respect of any such Event of Default shall not relieve Borrower of any other liabilities under any
other Contract or the Equipment listed therein; (c) Lender may terminate any Escrow Agreement relating to
such Contract and apply any proceeds in the Escrow Fund thereunder to the Installment Payments under such
Contract; and (d) Lender may take whatever action at law or in equity may appear necessary or desirable to
enforce its rights under such Contract or as a secured party in any or all of the Equipment and any related
-9-
Daimler
Truck Financial
Escrow Fund. Any net proceeds from the exercise of any remedy under a Contract(after deducting all costs and
expenses described in this Section) shall be applied as follows: (i) if such remedy is exercised solely with
respect to a single Contract, Equipment listed in such Contract or rights thereunder, then to amounts due
pursuant to such Contract and other amounts related to such Contract or such Equipment; or (ii) if such remedy
is exercised with respect to more than one Contract, Equipment listed in more than one Contract or rights under
more than one Contract, then to amounts due pursuant to such Contracts pro-rata.
26. No Remedy Exclusive. No remedy herein conferred upon or reserved to Lender is intended to be
exclusive and every such remedy shall be cumulative and shall be in addition to every other remedy given under
a Contract now or hereafter existing at law or in equity. No delay or omission to exercise any right or power
accruing upon any default shall impair any such right or power or shall be construed to be a waiver thereof, but
any such right or power may be exercised from time to time and as often as may be deemed expedient. In order
to entitle Lender to exercise any remedy reserved to it in Section 25 it shall not be necessary to give any notice
other than such notice as may be required in Section 25.
27. Notices. All notices or other communications under any Contract shall be sufficiently given and
shall be deemed given when delivered or mailed by registered mail, postage prepaid, or delivered by overnight
courier, to the parties hereto at the addresses listed below (or at such other address as either party hereto shall
designate in writing to the other for notices to such party), or to any assignee at its address as it appears on the
registration books maintained by Lender(as Borrower's registration agent as provided in Section 23).
28. General Indemnification. To the fullest extent permitted by State law, Borrower shall
indemnify, defend and hold harmless Lender from and against any and all liability, obligation, loss, claim, tax
and damage whatsoever, regardless of cause thereof, and all expenses in connection therewith (including,
without limitation, attorney's fees and expenses and court costs and expense) arising out of or as result of
(a) entering into this Master Agreement or any Contract or any of the transactions contemplated hereby or
thereby, (b)the ownership of any item of Equipment, (c) the ordering, acquisition, use, operation, condition,
purchase, delivery, rejection, storage or return of any item of Equipment, (d) any accident in connection with
the operation, use, condition, possession, storage or return of any item of Equipment resulting in damage to
property or injury to or death to any person, and/or (e) the breach of any covenant of Borrower or any material
representation of Borrower contained in this Master Agreement or a Contract. The indemnification and
obligations arising under this Section shall be payable solely from funds legally available for such purpose and
shall continue in full force and effect notwithstanding the full payment of all obligations under all Contracts or
the tennination of the Contract Term under all Contracts for any reason.
29. Miscellaneous Provisions. Each Contract shall inure to the benefit of and shall be binding upon
Lender and Borrower and their respective successors and assigns. References herein to "Lender" shall be
deemed to include successors and each of Lender's assignees and subsequent assignees from and after the
effective date of each assignment as permitted by Section 23. In the event any provision of any Contract shall
be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or
render unenforceable any other provision thereof. Each Contract may be amended by mutual written consent of
Lender and Borrower. Each Contract and this Master Agreement may be simultaneously executed in several
counterparts, each of which shall be an original and all of which shall constitute but one and the same
instrument. The captions or headings in this Master Agreement and in each Contract are for convenience only
and in no way define, limit or describe the scope or intent of any provisions or sections of this Master
Agreement or any Contract. This Master Agreement and each Contract shall be governed by and construed in
accordance with the laws of the State.
30. Waiver of Jury Trial. Borrower expressly waives any and all right to a jury trial in any dispute
regarding or arising out of this Agreement.
-10-
ACKNOWLEDGEMENT OF BOARD APPROVAL
Board: [Name of Board]
Date of Board Meeting: [Date of Meeting]
Borrower: City of Canton
Lender: Mercedes-Benz Financial Services USA LLC
Master Installment Master Installment Purchase Agreement dated April 24,
Purchase Agreement 2020
Contract Schedule No. 1 dated April 24, 2020 to the Master
Installment Purchase Agreement
Equipment to be See attachment for details
purchased:
Cost not to exceed: $94,054.00
Rate 3.8820%
Rate of interest:
A motion was offered by seconded by and carried by a
vote of to to approve entering into a Master Installment Purchase Agreement with Mercedes-
Benz Financial Services USA LLC for the purpose of purchasing, via a financing contract, the equipment
listed on the attachment. The cost shall not exceed the figure specified above.
Borrower has or will comply with applicable property acquisition laws, public bidding requirements, and
open meeting laws in connection with the Master Installment Purchase Agreement and the transactions
contemplated thereby. Borrower is a political subdivision or agency of the State of Illinois within the
meaning of Section 103 of the Internal Revenue Code of 1986, as amended, with full power and authority
to enter into, and perform its obligations under, the Contract.
The Master Installment Purchase Agreement and the Contract have been or will be duly authorized,
executed, and delivered by Borrower. It is the intention of the Board that the above Contract shall
constitute a legal, valid and binding obligation of Borrower, enforceable against Borrower in accordance
with its terms, except to the extent limited by state and federal laws affecting creditors' remedies and by
bankruptcy, reorganization, moratorium or other laws of general application relating to or affecting the
enforcement of creditors' rights.
Capitalized terms herein shall have the same meanings as in the Contract unless otherwise provided
herein.
I certify the above Contract is approved by the Board.
Board Member Signature Date
Print Name
Title
Daimler
Truck Financial
IN WITNESS WHEREOF, Lender and Borrower have caused this Master Agreement to be executed in their
names by their duly authorized representatives as of the date first above written.
(LENDER) (BORROWER)
Mercedes-Benz Financial Services City of Canton
USA LLC 2 N.Main Street
8377 E Hartford Dr., Ste. 115 Canton, IL 61520
Scottsdale, AZ 85255
By By
Name Name /P,l'1 E OWe(1
Title Title_
-11-
EXHIBIT A
EQUIPMENT SCHEDULE
SCHEDULE NO.1
RE: MASTER INSTALLMENT PURCHASE AGREEMENT dated as of April 24, 2020 ("Master Agreement"), between
MERCEDES-BENZ FINANCIAL SERVICES USA LLC ("Lender") and City of Canton ("Borrower"). All terms used and not
otherwise defined herein have the meanings ascribed to them in the Master Agreement.
For purposes of the Contract created hereby,the following items of Equipment are hereby included under this Schedule together with
all attachments, additions, accessions,parts, repairs, improvements, replacements and substitutions thereto as provided in the Master
Agreement.
At least ninety-five percent of the amount advanced under the Contract created hereby will be used to finance assets that are
capitalizable for federal income tax purposes.
DESCRIPTION OF EQUIPMENT
Quantity Description Model No./Serial No. Location
SEE ATTACHED EXHIBIT 1-EQUIPMENT DESCRIPTION ATTACHED HERETO AND MADE A PART HEREOF.
The Installment Payments shall be in such amounts and payable on such Installment Payment due dates as set forth in the Installment
Payment Schedule attached to this Schedule as Exhibit A-1 and incorporated herein by this reference, subject to adjustment upon the
occurrence of a determination of taxability as provided in Section 4 of the Master Agreement.
CONTRACT TERM: The Contract Term shall consist of the Original Term and the number of consecutive Renewal Terms for
payment of the scheduled Installment Payments shown on the Installment Payment Schedule,with the final Renewal Term ending on
the first day after the last scheduled Installment Payment due date,subject to earlier termination pursuant to the Master Agreement.
IF MOTOR VEHICLES ARE BEING FINANCED:
Registration. Any Equipment that is a motor vehicle is to be registered and titled as follows:
(a) Registered Owner: City of Canton
(b) Lienholder: Pinnacle Public Finance,Inc
8377 E Hartford Dr,Ste 115
Scottsdale,AZ 85255
Borrower shall be responsible for the correct titling of all Equipment financed under the Contract created hereby. Borrower
will cause the original Certificates of Title to be delivered to Lender for retention in Lender's files throughout the Contract Term of
the Contract created hereby.
Borrower hereby represents, warrants and covenants that its representations, warranties and covenants set forth in the Master
Agreement (particularly Sections 3 and 4 thereof) are true, accurate and complete as though made on the Commencement Date.
Borrower acknowledges and agrees that Lender has acted solely for its own account in connection with the Contract and not as a
municipal advisor, financial advisor, agent or fiduciary to Borrower or any other person or entity. Borrower further represents and
warrants that(a) no material adverse change has occurred in the financial condition of Borrower since the dated date of the Master
Agreement; (b) no Event of Default has occurred and is continuing under any Contract currently in effect; (c) no Event of Non-
Appropriation under any Contract currently in effect is threatened; (d) the Equipment listed in this Schedule is essential to the
functions of Borrower or to the services Borrower provides its citizens; (e)Borrower has an immediate need for,and expects to make
immediate use of, substantially all such Equipment,which will be used by Borrower only for the purpose of performing one or more
of Borrower's governmental or proprietary functions consistent with the permissible scope of its authority;and(f)Borrower has made
its own determination to enter into the Contract created hereby and the terms hereof in reliance on the advice of its own financial,
accounting,tax, legal and other advisors. The terms and provisions of the Master Agreement(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.
Dated: April 24,2020
Borrower: City of ton Lender: MERCEDES-BENZ FINANCIAL SERVICES USA LLC
By X I By
Name Q A, V\A e Dowe l I Name
Title Title
• `� i �`.l
EXHIBIT 1
DESCRIPTION OF EQUIPMENT
Quanti Description Model No./Serial No. Location
Mode-1 t 9700 s F
One 1 Western Star Truck Serf a,(.A�
5 KKatq v F ll-L-9
EXHIBIT A-1
INSTALLMENT PAYMENT SCHEDULE
SCHEDULE NO. 1
Installment Outstanding
Payment Interest Principal Prepayment Principal
Payment No. Due Date Amount Portion Portion Price Balance
4/24/2020 $94,054.00
1 4/24/2021 $25,838.92 $3,651.17 $22,187.75 $73,303.58 $71,866.25
2 4/24/2022 $25,838.92 $2,789.84 $23,049.08 $49,793.52 $48,817.18
3 4/24/2023 $25,838.92 $1,895.08 $23,943.84 $25,370.80 $24,873.34
4 4/24/2024 $25,838.92 $965.58 $24,873.34 -$0.00 -$0.00
Totals: $103,355.68 $9,301.68 $94,054.00 Rate 3.8820%
PREPAYMENT PRICE SCHEDULE: The Prepayment Price on each Installment Payment due date shall be the amount set forth for
such Installment Payment due date in the "Prepayment Price" column of the Installment Payment Schedule shown above. The
Prepayment Price is in addition to all Installment Payments then due under this Schedule(including the Installment Payment shown on
the same line in the Installment Payment Schedule).
COMMENCEMENT DATE: April 24,2020
Borrower: City f Canton
I �r•y —"L
By X: '
Name:--,"r
ame: e(r1 . Kc Dowe
Title:Mp(u py
Ir
CERTIFICATE OF THE FINANCE DIRECTOR
The undersigned Director of Finance of the City of Canton(the"Borrower"),does hereby certify as
follows:
1. The representations, warranties, covenants and agreements of the Borrower contained in the
Contract created under Schedule No. 1 to the Master Installment Purchase Agreement dated April 24, 2020 by and
between the Borrower and Mercedes-Benz Financial Services USA LLC(the"Contract")are true and correct on and
as of this date as if made on this date;
2. There is currently no Event of Default or event that with notice or lapse of time or both would
become an Event of Default under the Contract;
3. That all payments due and to become due during the current fiscal year,which is from the first day
of until the last day of_AL,are within the fiscal budget of such year.
All terms not defined herein shall have the meaning ascribed to such terms as set forth in Contract.
Dated this day ofAAQ�,2020.
City of Canton
By: 1jACkr_ 'Roo
Name: C 1MC
Title: iA u o Y
EXHIBIT D
ACCEPTANCE OF INSTALLMENT PAYMENT OBLIGATION
Re: Schedule No. 1 dated April 24, 2020 that incorporates by reference the terms and provisions of the Master Installment
Purchase Agreement dated as of April 24, 2020, between MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as
Lender,and City of Canton,as Borrower.
In accordance with the Master Installment Purchase Agreement described above(the"Master Agreement"),the undersigned
hereby acknowledges and represents that:
All or a portion of the Equipment(as such term is defined in the Master Agreement)listed in the above-referenced Schedule
(the"Schedule")has not been delivered,installed,or available for use and has not been placed in service as of the date hereof;
Borrower acknowledges that Lender has agreed to set aside funds in an amount sufficient to provide financing(to the extent
requested by Borrower and agreed to by Lender)for the Equipment listed in the Schedule(the"Financed Amount");
The Financed Amount is set forth as the "Total Principal Portion" of Installment Payments in the Installment Payment
Schedule attached to the Schedule as Exhibit A-1 ("Exhibit A-1");and
Borrower agrees to execute a Payment Request Form,attached to the Master Agreement as Exhibit B,authorizing payment of
the Financed Amount,or a portion thereof,for each disbursement of funds.
NOTWITHSTANDING that all or a portion of the Equipment has not been delivered to, or accepted by, Borrower on the
date hereof,Borrower warrants that:
(a) Borrower's obligation to commence Installment Payments as set forth in Exhibit A-1 is absolute and unconditional as
of the Commencement Date of the Schedule and on each date set forth in Exhibit A-1 thereafter,subject to the terms and conditions of
the Master Agreement;
(b) Immediately upon delivery and acceptance of all the Equipment, Borrower will notify Lender of Borrower's final
acceptance of the Equipment by delivering to Lender a "Final Acceptance Certificate" in the form set forth as Exhibit B to the
Agreement;
(c) In the event that any surplus amount remains from the funds set aside or an Event of Non-appropriation under the
Master Agreement occurs, any amount then remaining shall be applied or distributed in accordance with Lender's standard servicing
procedures, which includes, but is not limited to, application of the remaining amount to the next Installment Payment and other
amounts due;and
(d) Regardless of whether Borrower delivers a Final Acceptance Certificate, Borrower shall be obligated to pay all
Installment Payments (including principal and interest) as they become due as set forth in Exhibit A-1, subject to the terms of the
Master Agreement.
(e) Borrower understands and agrees that interest shall accrue on the entire Financed Amount as of the date hereof, and
further understands and agrees that any interest earned shall be retained by Lender in consideration of managing the internal escrow
account.
AGREED TO on April 24,2020
City of Cant n
By X
Title �A"
EXHIBIT B
PLEASE COMPLETE EITHER FINAL OR PARTIAL ACCEPTANCE,AS APPLICABLE
FINAL ACCEPTANCE CERTIFICATE
Re: Schedule No. 1,dated April 24,2020,that incorporates by reference the terms and provisions of the Master Installment Purchase Agreement dated as of
April 24,2020,between MERCEDES-BENZ FINANCIAL SERVICES USA LLC,as Lender,and City of Canton,as Borrower.
In accordance with the Master Installment Purchase Agreement described above (the"Master Agreement"),the undersigned Borrower hereby certifies and represents
to,and agrees with Lender as follows:
(1) All of the Equipment listed in the above-referenced Schedule(the"Schedule")has been delivered,installed and accepted on the date hereof.
(2) Borrower 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) Borrower is currently maintaining the insurance coverage required by Section 17 of the Master Agreement.
(4) (a)No event or condition that constitutes,or with notice or lapse of time,or both,would constitute,an Event of Default exists at the date hereof under any
Contract currently in effect; (b) no material adverse change has occurred in the financial condition of Borrower since the dated date of the Master
Agreement;and(c)no Event of Non-appropriation under any Contract currently in effect has been threatened.
City of Canton,, II��VV
y
By X: �eq
Title: NA 66xcv�)
'n
Acceptance Date: /t/1
>OR<
PAYMENT REOUEST and PARTIAL ACCEPTANCE CERTIFICATE
MERCEDES-BENZ FINANCIAL SERVICES USA LLC is hereby requested to pay the person or entity designated below as Payee, the sum set forth below in
payment of a portion or all of the cost of the acquisition described below. The amount shown below is due and payable under the invoice of the Payee attached hereto
with respect to the cost of the acquisition of the equipment and has not formed the basis of any prior request for payment. The equipment described below is part or all
of the"Equipment'listed in Exhibit A to the Master Installment Purchase Agreement referenced above.
Quantity Serial Number/Description: Amount:
Payee:
Payee's Federal ID Number:
Borrower hereby certifies and represents to and agrees with Lender as follows:(i)the equipment described above has been delivered,installed and accepted on the date
hereof;(ii)Borrower has conducted such inspection and/or testing of said equipment as it deems necessary and appropriate and hereby acknowledges that it accepts said
equipment for all purposes;(iii)Borrower is currently maintaining the insurance coverage required by Section 17 of the Master Agreement;(iv)no event or condition
that constitutes,or with notice or lapse of time or both would constitute,an Event of Default exists at the date hereof under any Contract currently in effect;(v)no
material adverse change has occurred in the financial condition of Borrower since the dated date of the Master Agreement;and(vi)no Event of Non-appropriation
under any Contract currently in effect has been threatened.
Dated:
City of Canton
By X
Title
PLEASE RETURN PAYMENT REQUEST TO:
MERCEDES-BENZ FINANCIAL SERVICES USA LLC
8377 E Hartford Dr,Ste 115
Scottsdale,AZ 85255
INSURANCE COVERAGE REQUIREMENTS
LENDER: MERCEDES-BENZ FINANCIAL SERVICES USA LLC,and its successors,transferees and assigns
BORROWER: City of Canton
Please reference Control Number 102883 on the Certificate of Insurance
1. In accordance with Section 17 of the Master Agreement,we have instructed the insurance agent named below.
(Please fill in Agent 1name,Address and t'e'lephone number).
\SCS- Telephone: (216 d2gr5_ 2<7j V
Fax: sa a
Ac C ynf -V =L• Le 27/ Contact: ( )
2. Borrower acknowledges that it is required to maintain insurance in accordance with the Agreement that,at a minimum, meets the below
coverage requirements.
Coverages Required
Property: Borrower is required to maintain a policy of All Risk Physical Damage Insurance on the leased
equipment evidenced by a Certificate of Insurance and Long Form Loss Payable Clause naming
MERCEDES-BENZ FINANCIAL SERVICES USA LLC and/or its successors,transferees and
assigns as Loss Payee.
Coverage Required: Full Replacement Value of the Equipment or the Purchase Price listed on
the signed payment schedule as of the commencement date.
Auto Liability: Borrower is required to maintain a policy of Liability Insurance (General or Automobile, as
applicable) evidenced by a Certificate of Insurance naming MERCEDES-BENZ FINANCIAL
SERVICES USA LLC and/or its successors,transferees and assigns as Additional Insured.
Minimum Coverage Required: $2,000,000
Workers' To the extent such insurance is required by State law,Borrower is required to maintain a policy
Compensation: of insurance that meets the coverages required by the laws of the State. Borrower should notify
Lendor if not required by law please advise and present documentation to support(i.e.Statute).
3. Borrower acknowledges that Borrower may only self-insure for the above requirements if approved in writing by Lendor.
4. Borrower acknowledges that if Borrower intends to self-insure, it is Borrower's responsibility to notify Lendor in writing and request a
self-insurance questionnaire for completion.Self-insurance will not be approved without Lendor first receiving and reviewing a completed
self-insurance questionnaire from Borrower.
5. Borrower has,or will,provide proof of insurance coverage that meets the requirements of this exhibit prior to the time the Equipment is
delivered.
Proof of insurance coverage will be provided prior to the time the Equipment is delivered to us.
PLEASE LIST CERTIFICATE HOLDER NAME&ADDRESS AS FOLLOWS:
MERCEDES-BENZ FINANCIAL SERVICES USA LLC and its successors,transferees and assigns
8377 E Hartford Dr.Ste.115
Scottsdale,AZ 85255
Provide the requirements listed above to your insurance provider.
Borrower: ity f Canton J
By'
Name: 1 A c-Do w
Title: l�
,i ,=f j� .. 'r.�S i �
PAYMENT INSTRUCTIONS
Pursuant to the Master Installment Purchase Agreement dated as of April 24,2020(the"Master Agreement"),the terms and provisions of which are incorporated by
reference into Schedule No. 1, dated April 24,2020, between MERCEDES-BENZ FINANCIAL SERVICES USA LLC (the"Lender") and City of Canton (the
"Borrower"),the Borrower hereby acknowledges the obligations to make Installment Payments promptly when due,in accordance with Exhibit A-1 to such Schedule.
BORROWER NAME: City of Canton TAX ID#: 37-6000876 // rr\\
INVOICE MAILING ADDRESS: ,v'� �/ �t"11C� t�� (D S 11
Mail invoices to the attention of: 1� � hone3 ( ~�b��1 ',F,aax
Approval of Invoices required by: (,><t1-}ph Cl CO f C.InC t Phone3 ) �{-7 fax ���a1
Accounts Payable Contact: V l s Phone 3 �K7�(L tax 3 �11M
Processing time for Invoices: 3 O Approval: �j(� �(,(I S Checks:
Do you have a Purchase Order Number that you would like included on the invoice? No Yes LPO#
Do your Purchase order numbers change annually? No / Yes Processing time for new purchase orders: 3y S"-S
BORROWER: CE/Canton
By X: - -,Ck
Title: _),A-C'
Date: I����10
r '^.�
BANK QUALIFIED DESIGNATION
Schedule No.1 dated April 24,2020 to Master Installment Purchase Agreement dated April 24,2020
Borrower hereby represents and certifies the following(please check one):
Bank Qualified
❑ Borrower has designated,and hereby designates,this Contract as a"qualified tax-exempt obligation'for the purposes and within
the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the "Code"). In making that designation,
Borrower hereby certifies and represents that:
• As of the date hereof in the current calendar year,neither Borrower nor any other issuer on behalf of Borrower has designated
more than$10,000,000 of obligations(including this Contract)as"qualified tax-exempt obligations";
• Borrower reasonably anticipates that the total amount of tax-exempt obligations(including this Contract) to be issued by or
on behalf of Borrower(or allocated to Borrower)during the current calendar year will not exceed$10,000,000;
• The Contract will not be at any time a"private activity bond"as defined in Section 141 of the Code;
• The Contract is not subject to control by any entity and there are no entities subject to control by Borrower;and
• Not more than $10,000,000 of obligations of any kind (including the Contract) issued by, on behalf of or allocated to
Borrower will be designated for purposes of Section 265(b)(3)of the Code during the current calendar year.
Non-Bank Qualified
XBorrower has not designated this Contract as a "qualified tax-exempt obligation' for the purposes and within the meaning of
Section 265(b)(3)of the Code.
BORROWER: City of Ca to �, ��� \ l��
Signature: X I�JI\
Printed Name/Title: X e clt-,*,\V,)WeA( a `�r
Instructions for 8038-GC:
Updated for use with January, 2012 form
The below described lines need to be completed by the Borrower:
Line 2: Enter the Borrower's EIN number
An issuer (Borrower) that does not have an employer identification number (EIN) should
apply for one on Form SS-4,Application for Employer Identification Number. This form may
be obtained at Social Security Administration offices or by calling 1-800-TAX-FORM (1-800-
829-3676). You can also get this form on the IRS website at www.irs.gov. You may receive
an EIN by telephone by following the instructions for Form SS-4.
Lines 6 and 7: Enter the name, title, and telephone number of the officer of the Issuer
whom the IRS may call for more information
If the issuer wishes to designate a person other than an officer of the issuer (including a
legal representative or paid preparer) whom the IRS may call for more information with
respect to this return,enter the name,title, and telephone number of such person.
Line 10: ' Bank Qualified Designation
Check this box if this Lease is designated as a "small issuer exception" under section
265(b)(3)(B)(i)(III). (Borrower reasonably anticipates that the total amount of tax-exempt
obligations (including this Lease) to be issued by or on behalf of Borrower(or allocated to
Borrower)during the calendar year 2020 will not exceed$10,000,000.)
Sian Here: Please provide an authorized signature, date, and printed (or typed)
name and title of the individual signing on behalf of Borrower.
Form 8038-GC Information Return for Small Tax-Exempt 102883
Governmental Bond Issues, Leases, and installment Sales
(Rev.January the T ► Under Internal Revenue Code section 149(e) OMB No.1545-0720
Department of the Treasury
Internal Revenue Service Caution:if the issue price of the issue is$100,000 or more,use Form 8038-G.
Reporting Authority Check box if Amended Return ► El
1 Issuer's name 2 Issuer's employer Identification number PN)
City of Canton 3 7 1 6 0 0 0 B 7 6
3 Number and street(or P.O.box if mail is not delivered to street address) Room/suits
2 N.Main Street
4 City,town,or post office,stale,and ZIP coda. 6 Report number(For IRS Use Only)
Canton,IL 61520
6 Name and fills of officer o ther employee of issuer or designated contact person whom the IRS may call for more information 7 Telephone number of officer or legal representative
e -�
k/ Ntc Dowelll IA a 3o°t—ioy�-oo�5
Description of Obligations Ch Ck one: a Ingle issue E] or a consolidate return ❑.
8a Issue price of obligation(s)(see instructions) . . . . . . . . . . . . . . . . . . 8a 94,054 00
b Issue date (single issue) or calendar date (consolidated). Enter date in mm/dd/yyyy format (for
example,01/01/2009)(see instructions)► 04/24/2020
9 Amount of the reported obllgation(s)on line 8a that is:
a For leases for vehicles . . . . . . . . . . . . . . . . . . . . . . . . . 9a
b For leases for office equipment. . . . . . . . . . . . . . . . . . . . . . . 9b
c For leases for real property . . . . . . . . . . . . . . . . . . . . . . . . 9c
d For leases for other(see instructions) . . . . . . . . . . . . . . . . . . . . . 9d 94,054 00
e For bank loans for vehicles . . . . . . . . . . . . . . . . . . . . . . . . 9e
f For bank loans for office equipment . . . . . . . . . . . . . . . . . . . . . 9f
g For bank loans for real property. . . . . . . . . . . . . . . . . . . . . . . 9g
h For bank loans for other(see instructions) . . . . . . . . . . . . . . . . . . . 9h
i Used to refund prior issue(s) . . . . . . . . . . . . . . . . . . . . . . . 91
J Representing a loan from the proceeds of another tax-exempt obligation(for example,bond bank) . . 9j
k Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9k
10 If the issuer has designated any issue under section 265(b)(3)(B)(i)(III)(small Issuer exception),check this box . . . . ► ❑
11 If the Issuer has elected to pay a penalty in lieu of arbitrage rebate,check this box(see instructions) . . . . . . . ► ❑
12 Vendor's or bank's name: Mercedes_-Benz Financial Services USA LLC
13 Vendor's,dr bank's employer identification number. 2 0 8 6 5 3 0
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
Sinature true,correct,and com lets.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(s)
g that I have autho ized have.
and
GJ'P4
Consent ' I , �M+AJJC_ 1919 611 JU�i or'
Signature o ssuer's Authorized representative Date Type or print name and title
Paid Pdnt/Typs preparer's name Preparer's signature Date Check ❑ if PTIN
Preparer Michael Krahenbuhl self-employed 3O1850365
Use Only Firm's name ► Pinnacle Public Finance,Inc. Firm's EIN ► 273119149
Firm's address► 8377 E.Hartford Dr,Ste 115,Scottsdale,AZ 85255 Phone no. 460.419-3914
General Instructions Who Must File pay a penalty in lieu of arbitrage rebate(see
governmental the line 11 instructions).P
Issuers of tax-exempt Section references are to the Intemal Revenue
Code unless otherwise noted obligations with issue prices of less than Filing a consolidated return for multiple
$100,000 must file Form 8038-GC. issues.For all tax-exempt governmental
What's New Issuers of a tax-exempt governmental obligations with Issue prices of less than
The IRS has created a page on IRS.gov for obligation with an issue price of$100,000 or $100,000 that are not reported on a separate
information about the Form 8038 series and more must file Form 8038-G,Information Form 8038-GC,an issuer must file a
its instructions,at wwwJrs.gov/form8038. Return for Tax-Exempt Governmental consolidated information return including all
Information about any future developments Obligations. such issues issued within the calendar year.
affecting the Form 8038 series(such as Filing a separate return for a single issue. Thus,an issuer may file a separate Form
legislation enacted after we release it)will be 8038-GC for each of a number of small issues
Issuers have the option to file a separate
posted on that page. Form 8038 GC for any tax-exempt and report the remainder of small issues
governmental obligation with an issue rice issued during the calendar year on one
Purpose of Form g 0 P consolidated Form 8038-GC.However,if the
of less than$100,000.
Form 8038-GC is used by the issuers of tax- issue is a construction issue,a separate Form
exempt governmental obligations to provide An issuer of a tax-exempt bond used to 8038-GC must be filed to give the IRS notice
the IRS with the information required by finance construction expenditures must file a of the election to pay a penalty in lieu of
section 149(e)and to monitor the separate Form 6038-GC for each issue to give arbitrage rebate.
requirements of sections 141 through 150. notice to the IRS that an election was made to
Cat,No.641068 Form 8038-GC (Rev.1-2012)
CERTIFICATE OF SIGNATURE AUTHORITY OF BORROWER
April 24,2020
MERCEDES-BENZ FINANCIAL SERVICES USA LLC
8377 E.Hartford Dr.,Ste. 115
Scottsdale,AZ 85255
RE: Master Installment Purchase Agreement dated April 24, 2020 (the "Master Agreement"), between City of Canton
("Borrower")and MERCEDES-BENZ FINANCIAL SERVICES USA LLC,("Lender").
Dear MERCEDES-BENZ FINANCIAL SERVICES USA LLC,
I do hereby certify that I am the duly elected or appointed and acting Secretary/Clerk of the City of Canton, a body corporate and
politic duly organized and existing under the laws of the State of Illinois,that I have custody of the records of such entity,and that,as
of the date hereof, the individuals named below are the duly elected or appointed officers of such entity holding the offices set forth
opposite their respective names. I further certify that(a)the signatures set opposite their respective names and titles are their true and
authentic signatures, and(b) such officers are the duly authorized persons or have the authority on behalf of such entity to enter into
Master Agreement described above and separate Schedules relating thereto from time to time as provided in the Master Agreement
and to execute Acceptance Certificates, Disbursement Requests, and other documents relating to the Master Agreement and such
Schedules.
NAME TITLE SIGNATURE
(' rU ka,Q Nlj( ks17Y) -TreasVrer
n C . I
I further certify that the fiscal year of Borrower is from �l ()to dI V
IN WITNESS WHEREOF,I have duly executed this Certificate this 3 day of 2M.
C
(Secretary/Clerk)
(Someone other than the person signing the documents)
� a
i
U.S.DEPARTMENT OF AGRICULTURE(USDA)
CERTIFICATION OF COMPLIANCE WITH FEDERAL REQUIREMENTS/LAWS
Applicants should refer to the regulations cited below to determine the certification to which they are required to attest.
Applicants should also review the instructions for certifications included in the regulations before completing this form.
Signature on this form provides for compliance with certification requirements. The certifications shall be treated as a
material representation of fact upon which reliance will be placed when the United States of America determines to award
the covered transaction,grant,or cooperative agreement.
ELIGIBILITY CERTIFICATION
I hereby certify that the below signed applicant is unable to finance the proposed project from its own resources or through
commercial credit at reasonable rates and terms.
No outstanding judgment has been obtained and recorded by the United States of America in a Federal Court(other than in
the United States Tax Court).
DEBARMENT,SUSPENSION AND OTHER RESPONSIBILITY MATTERS(Form AD-1047)
As required by Executive Order 12549,Debarment and Suspension,for prospective participants in primary covered
transactions,as defined at 7 CFR Part 3017,Section 3017.510.
(1) The prospective primary participant certifies to the best of its knowledge and belief,that it and its principals:
(a) are not presently debarred,suspended,proposed for debarment,declared ineligible,or voluntarily excluded
from covered transactions by any Federal department or agency.
(b) have not within a three-year period preceding this proposal been convicted of or had a civil judgment
rendered against them for commission of fraud or a criminal offense in connection with obtaining,attempting to
obtain,or performing a public(Federal,State or local)transaction or contract under a public transaction:violation
of Federal or State antitrust statutes or commission of embezzlement,theft,forgery,bribery,falsification or
destruction of records,making false statements,or receiving stolen property;
(c) are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal,
State or local)with commission of any of the offenses enumerated in paragraph(1)(b)of this
certification;and
(d) have not within a three-year period preceding this application/proposal had one or more public transactions
(Federal,State or local)terminated for cause or default.
(2) Where the prospective primary participant is unable to certify to any of the statements in this certification, such
prospective participant shall attach an explanation to this proposal.
DRUG-FREE WORKPLACE REQUIREMENTS(Form AD-1049)(applies to grants)
As required by the Drug-Free Workplace Act of 1988, and implemented at 7 CFR Part 3017, Subpart F, Section 3017.600
for grantees.
The grantee certifies that it will provide a drug-free workplace by:
(a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing,possession, or use
of a controlled substance is prohibited in the grantee's workplace and specifying the actions that will be taken against
employees for violation of such prohibition;
(b)Establishing a drug-free awareness program to inform employees about-
(1) The dangers of drug abuse in the workplace;
(2) The grantee's policy of maintaining a drug-free workplace;
(3) Any available drug counseling,rehabilitation,and employee assistance programs;and
(4)The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace;
(c) Making it a requirement that each employee to be engaged in the performance of the grant be given a copy of the
statement required by paragraph(a);
(d) Notifying the employee in the statement required by paragraph(a)that,as a condition of employment under the
grant,the employee will-
(1) Abide by the terms of the statement;and
(2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no
later than five days after such conviction;
(e) Notifying the agency within ten days after receiving notice under subparagraph(d)(2)from an employee or
otherwise receiving actual notice of such conviction;
(D Taking one of the following actions within 30 days of receiving notice under subparagraph(d)(2),with respect to
any employee who is so convicted-
(1) Taking appropriate personnel action against such an employee,up to and including termination;or
(2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program
approved for such purposes by a Federal,State,or local health,law enforcement,or other appropriate agency;
(g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs(a),
(b),(c),(d),(e)and(f).
The grantee shall insert in the space provided below the site(s)for the performance of work done in connection with the
specific grant:
Place of Performance: (Street address,city,county,State,zip code):
2 N. Main Street, Canton, IL 61520
LOBBYING(Exhibit A-1 to Instruction 1940-0)
As required by 7 CFR Part 3018 for persons entering into a grant, cooperative agreement or contract over$100,000,or
loan or loan guarantee over$150,000, as defined at 7 CFR Part 3018,the undersigned certifies that to the best of his or
her knowledge and belief,that:
(1) No Federal appropriated funds.have been paid or will be paid,by or on behalf of the undersigned,to any person for
influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or
employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal
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I
contract, the making of any Federal grant, or Federal loan, and the extension, continuation, renewal, amendment, or
modification of any Federal contract,grant or loan.
(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or
attempting to influence an officer or employee of any agency, a Member of Congress,an officer or employee of Congress,
or an employee of a member of Congress in connection with this Federal contract, grant or loan, the undersigned shall
complete and submit Standard Form-LLL,"Disclosure of Lobbying Activities,"in accordance with its instructions.
(b) The undersigned shall require that the language of this certification be included in the award documents for all
subawards at all tiers (including contracts, subcontracts and subgrants, and loans) and that all subrecipients shall
certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this transaction was made or
entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by
section 1352,title 31,U.S.Code. Any person who fails to file the required certification shall be subject to a civil penalty of
not less than$10,000 and not more than$100,000 for each such failure.
EQUAL OPPORTUNITY AGREEMENT(Form RD 400-1)
Pursuant to the rules and regulations of the Secretary of Labor(herein called the`Secretary')issued under the authority of
Executive Order 11246,as amended,witnesseth:
In consideration of financial assistance(whether by a loan,grant,loan guaranty,or other form of financial assistance)made
or to be made by the United States of America(the Government)to Recipient, Recipient hereby agrees, if the cash cost of
construction work performed by Recipient or a construction contract financed with such financial assistance exceeds
$10,000 — unless exempted by rules, regulations or orders of the Secretary of Labor issued pursuant to Section 204 of
Executive Order 11246 of September 24, 1965.
(1) To incorporate or cause to be incorporated into any contract for construction work,or modification thereof,subject
to the relevant rules,regulations,and orders of the Secretary or of any prior authority that remain in effect,which is paid for
in whole or in part with the aid of such financial assistance,the following"Equal Opportunity Clause":
During the performance of this contract,the contractor agrees as follows:
(a) The contractor will not discriminate against any employee or applicant for employment because of race,
color,religion, sex or national origin.The contractor will take affirmative action to ensure that applicants
are employed, and that employees are treated during employment, without regard to their race, color,
religion, sex or national origin. Such action shall include, but not be limited, to the following:
employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or
termination; rates of pay or other forms of compensation; and selection for training, including
apprenticeship. The contractor agrees to post in conspicuous places, available to employees and
applicants for employment, notices to be provided by the Government setting forth the provisions of this
nondiscrimination clause.
(b) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the
contractor, state that all qualified applicants will receive consideration for employment without regard to
race,color,religion,sex or national origin.
(c) The contractor will send to each labor union or representative of workers with which he has a collective
bargaining agreement or other contract or understanding, a notice, to be provided by the Government,
advising the said labor union or workers' representative of the contractor's commitments under this
agreement, and shall post copies of the notice in conspicuous places available to employees and
applicants for employment.
(d) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of
all rules,regulations and relevant orders of the Secretary of Labor.
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(e) The contractor will furnish all information and reports required by Executive Order 11246 of September 24,
1965, rules, regulations, and orders, or pursuant thereto, and will permit access to his books, records, and
accounts by the Government, USDA, Civil Rights Office, and the Secretary of Labor for purposes of
investigation to ascertain compliance with such rules,regulations,and orders.
(fl In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any
of the said rules,regulation, or orders,this contract may be cancelled,terminated,or suspended in whole or in
part and the contractor may be declared ineligible for further Government Contracts or federally assisted
construction contracts in accordance with procedures authorized in Executive Order No. 11246 of September
24, 1965,and such other sanctions may be imposed and remedies invoked as provided in Executive Order No.
11246 of September 24, 1965,or by rule,regulation or order of the Secretary of Labor,or as provided by Law.
(g) The contractor will include the provisions of this paragraph I and paragraph (a) through (g) in every
subcontract or purchase order, unless exempted by the rules, regulations, or orders of the Secretary of Labor
issued pursuant to Section 204 of Executive Order No. 11246 of September 24, 1965, so that such provisions
will be binding upon each such subcontractor or vendor.The contractor will take such action with respect to
any subcontract or purchase order as the Government may direct as a means of enforcing such provisions,
including sanctions for noncompliance: Provided, however,that in the event the contractor becomes involved
in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the
Government,the contractor may request the United States to enter into such litigation to protect the interest of
the United States.
(2) To be bound by the above equal opportunity clause with respect to its own employment practices when it participates in
federally assisted construction work;Provided,that if the organization so participating is a State or local government,the above
equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not
participate in work on or under the contract.
(3) To notify all prospective contractors to file the required"Compliance Statement",Form RD 400-6,with their bids.
(4) Form AD-425, Instructions to Contractors, will accompany the notice of award of the contract. Bid conditions for all
nonexempt federal and federally assisted construction contracts require inclusion of the appropriate"Hometown"or"Imposed"
plan affirmative action and equal employment opportunity requirements. All bidders must comply with the bid conditions
contained in the invitation to be considered responsible bidders and hence eligible for the award.
(5) To assist and cooperate actively with the Government and the Secretary in obtaining the compliance of contractors and
subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary that it will
furnish to the Government and the Secretary such information such as, but not limited to, Form AD-560, Certification of
Nonsegregated Facilities, to submit the Monthly Employment Utilization Report, Form CC-257, as they may require for the
supervision of such compliance, and that it will otherwise assist the Government in the discharge of its primary responsibility
for securing compliance.
(6) To refrain from entering into any contract,or contract modification subject to Executive Order 11246 of September 24,
1965,with a contractor debarred from,or who has not demonstrated eligibility for,Government contracts and federally assisted
construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal
opportunity clause as may be imposed upon contractors and subcontractors by the Government or the Secretary of Labor
pursuant to Part II,Subpart D of the Executive Order.
(b) That if the recipient fails or refuses to comply with these undertakings, the Government may take any or all of the
following actions: Cancel, terminate, or suspend in whole or in part this grant(contract, loan, insurance, guarantee);
refrain from extending any further assistance to the organization under the program with respect to which the failure or
refund occurred until satisfactory assurance of future compliance has been received from such organization; and refer
the case to the Department of Justice for appropriate legal proceedings.
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ASSURANCE AGREEMENT(Form RD 400-4)
As a condition of receipt of Federal financial assistance,you acknowledge and agree that you must comply(and require any
subgrantees,subrecipients,contractors,successors,transferees,and assignees to comply)with applicable provisions of national
laws and policies prohibiting discrimination,including but not limited to:
(1) Title VI of the Civil Rights Act of 1964,as amended,which prohibits you from discriminating on the basis of race,color,or
national origin(42 U.S.C.2000d et seq.),and 7 CFR Part 15,7 CFR 1901,Subpart E
As clarified by Executive Order 13166,Improving Access to Services for Persons with Limited English Proficiency,and
resulting agency(Rural Housing Service,Rural Business and Cooperative Service,and Rural Utilities Service)guidance,
national origin discrimination includes discrimination on the basis of limited English proficiency(LEP).To ensure
compliance with Title VI,you must take reasonable steps to ensure that LEP persons have meaningful access to your
programs [in accordance with USDA RD LEP Guidance for RD Funded(Assisted)Programs].Meaningful access may
entail providing language assistance services,including oral and written translation,where necessary.You are encouraged
to consider the need for language services for LEP persons served or encountered both in developing your budgets and in
conducting your programs and activities.For assistance and information regarding your LEP obligations,go to
http://www.lep.gov;
(2) Title IX of the Education Amendments of 1972,as amended,which prohibits you from discriminating on the basis of sex in
education programs or activities(20 U.S.C. 1681 et seq.)[as implemented by 7 CFR Part 15,7 CFR 1901,Subpart E];
(3) The Age Discrimination Act of 1975,as amended,which prohibits you from discriminating on the basis of age
(42 U.S.C.6101 et seq.)[as implemented by 7 CFR Part 15,7 CFR 1901,Subpart E];
(4). Section 504 of the Rehabilitation Act of 1973,as amended,which prohibits you from discriminating on the basis of
disability(29 U.S.C.794) [as implemented by 7 CFR Part 15,7 CFR Part 15b,7 CFR 1901,Subpart E];
(5).Title VIII of the Civil Rights Act, which prohibits you from discriminating in the sale, rental, financing, and advertising of
dwellings, or in the provision of services in connection therewith, on the basis of race, color, national origin, religion, disability,
familial status, and sex (42 U.S.C. 3601 et seq.), as implemented by the Department of Housing and Urban Development at 24
CFR part 100. The prohibition on disability discrimination includes the requirement that new multifamily housing with four or
more dwelling units, i.e.,the public and common use areas and individual apartment units(all units in buildings with elevators and
ground-floor units in buildings without elevators) be designed and constructed with certain accessible features, see 24 CFR Part
100.201;and
(6). Titles 11 and III of the Americans with Disabilities Act,which prohibit you from discriminating on the basis of disability in
the operation of public entities,public and private transportation systems,places of public accommodation, and certain testing
entities(42 U.S.C. §§ 12131-12189),as implemented by Department of Justice regulations at 28 C.F.R.parts 35 and 36,and 7 CFR
Part 15,7 CFR Part 15b,7 CFR 1901,Subpart E.
You also acknowledge and agree that you must comply(and require any subgrantees,subrecipients,contractors,successors,
transferees,and assignees to comply)with applicable provisions governing USDA Rural Development(Rural Housing Service,
Rural Business and Cooperative Service,and Rural Utilities Service)access to records,accounts,documents,information,
facilities,and staff:
1.You must cooperate with any compliance review or complaint investigation conducted by USDA Rural Development(Rural
Housing Service,Rural Business and Cooperative Service,and Rural Utilities Service).
2.You must give USDA Rural Development(Rural Housing Service,Rural Business and Cooperative Service,and Rural
Utilities Service)access to and the right to examine and copy records,accounts,and other documents and sources of information
related to the grant and permit access to facilities,personnel,and other individuals and information as may be necessary,as
required by Title VI,Title IX,Age,and Section 504 implementing regulations and other applicable laws or program guidance.
3.You must keep such records and submit to the responsible Department official or designee timely,complete,and
accurate compliance reports at such times,and in such form and containing such information,as the responsible
Department official or his designee may determine to be necessary to ascertain whether you have complied or are
complying with relevant obligations.
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4.You must comply with all other reporting,data collection,and evaluation requirements,as prescribed by law or detailed
in program guidance.
5. Make available to users,participants,beneficiaries and other interested persons such information regarding the provisions of
this agreement and the regulations,and in such manner as the Rural Development or the U.S.Department of Agriculture finds
necessary to inform such persons of the protection assured them against discrimination.
6. If, during the past three years,you(the recipient)have been accused of discrimination on the grounds of race, color, national
origin (including limited English proficiency), sex, age, disability, religion, or familial status, you must provide a list of all such
proceedings,pending or completed,including outcome and copies of settlement agreements.
7. In the event any court or administrative agency makes a finding of discrimination on grounds of race,color,national origin
(including limited English proficiency),sex,age,disability,religion,or familial status against you,or you settle a case or matter
alleging such discrimination,you must forward a copy of the complaint and findings to USDA Rural Development(Rural Housing
Service,Rural Business and Cooperative Service,and Rural Utilities Service),Office of Civil Rights.
The United States has the right to seek judicial enforcement of these obligations.
You also acknowledge and agree that you must comply(and require any subgrantees,subrecipients,contractors,successors,
transferees,and assignees to comply)with applicable provisions of program-specific nondiscrimination policy requirements found
at CFR Part 15,7 CFR Part 15 b, 12 CFR Part 202,7 CFR 1901, Subpart E.,DR4300-003,DR4330-0300,DR4330-005.Period of
Obligation. In the case of any service,financial aid,covered employment,equipment,property,or structure provided,leased,or
improved with federal assistance extended to the Recipient by Rural Development(Rural Housing Service,Rural Business and
Cooperative Service,and Rural Utilities Service),this assurance obligates the Recipient for the period during which federal
assistance is extended.In the case of any transfer of such service,financial aid,equipment,property,or structure,this assurance
obligates the transferee for the period during which federal assistance is extended.If any personal property is so provided,this
assurance obligates the Recipient for the period during which it retains ownership or possession of the property.In all other cases,
this assurance obligates the Recipient for the period during which the federal assistance is extended to the Recipient by Rural
Development(Rural Housing Service,Rural Business and Cooperative Service,and Rural Utilities Service).
Employment Practices
Where a primary objective of the federal assistance is to provide employment or where the Recipient's employment practices affect
the delivery of services in programs or activities resulting from federal assistance extended by Rural Development(Rural Housing
Service,Rural Business and Cooperative Service,and Rural Utilities Service),the Recipient agrees not to discriminate on the
grounds of race,color,national origin,sex,age,or disability,in its employment practices.Such employment practices may include,
but are not limited to,recruitment,advertising,hiring,layoff or termination,promotion,demotion,transfer,rates of pay,training
and participation in upward mobility programs;or other forms of compensation and use of facilities
Data Collection
The Recipient agrees to compile and maintain information pertaining to programs or activities developed as a result of the
Recipient's receipt of federal assistance from Rural Development(Rural Housing Service,Rural Business and Cooperative
Service,and Rural Utilities Service).Such information shall include,but is not limited to the following:(1)the manner in which
services are or will be provided and related data necessary for determining whether any persons are or will be denied such services
on the basis of prohibited discrimination;(2)the population eligible to be served by race,color,national origin,sex,age,and
disability;(3)data regarding covered employment including use or planned use of bilingual public contact employees serving
beneficiaries of the program where necessary to permit effective participation by beneficiaries unable to speak or understand
English;(4)the location of existing or proposed facilities connected with the program and related information adequate for
determining whether the location has or will have the effect of unnecessarily denying access to any person on the basis of
prohibited discrimination;(5)the present or proposed membership by race,color,national origin,sex,age and disability in any
planning or advisory body which is an integral part of the program;and(6)any additional written data determined by Rural
Development(Rural Housing Service,Rural Business and Cooperative Service,and Rural Utilities Service)to be relevant to the
obligation to assure compliance by recipients with laws cited in this assurance agreement.
Under penalty of perjury,the undersigned officials certify that they have read and understand their obligations as herein described,
that the information submitted in conjunction with this Document is accurate and complete,and that the recipient is in compliance
with the nondiscrimination requirements set out above.
Rights and remedies provided for under this agreement shall be cumulative.
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FEDERAL COLLECTION POLICIES FOR CONSUMER OR COMMERCIAL DEBTS(Form RD 1910-11)
The Federal Government is authorized to check credit information about the applicant(s)including using the federal Credit Alert
Interactive Voice Response System(CAIVRS)or its successors to check to see if the applicant(s)are delinquent or in default on
a Federal debt.
The Federal Government is authorized by law to take any or all of the following actions in the event your loan payments become
delinquent or you default on your loan:
• Report your name and account information to a credit reporting agency,and the Credit Alert Interactive Voice
Response System(CAIVRS).Assess interest and penalty charges for the period of time that payment is not made.
• Assess charges to cover additional administrative costs incurred by the government to service your account.
• Offset amounts to be paid to you from your Federal income tax refund.
• Offset amounts to be paid to you under other Federal Programs.
• Refer your account to a private collection agency to collect the amount due.
• Foreclosure on any security you have given for the loan.
• Pursue legal action to collect through the courts.
• Report any written off debt to the Internal Revenue Service as taxable income.
• If you are a current or retired Federal employee,take action to offset your salary,or civil service retirement
benefits.
• Debar or suspend you from doing business with the Federal Government either as a participant or principal
throughout the executive branch of the Federal Government for the period of debarment or suspension.
• Refer any debt that is delinquent to the Treasury Offset Program(TOP)in accordance with the Debt Collection
Improvement Act of 1996.
• Refer any eligible debt that is delinquent to Treasury for cross servicing in accordance with the Debt Collection
Improvement Act of 1996.
• Garnish your wages as allowed by the Debt Collection Improvement Act of 1996.
Any or all of these actions may be used to recover any debts owed when it is determined to be in the interest of the
Government to do so.
CERTIFICATION:As the duly authorized representative of the applicant,I hereby certify the applicant will comply with
the above applicable certification(s)and the project is consistent with area wide comprehensive development plans.
City of Canton
(Date) (Name of Applicant)
(SEAL) (Signature of Aut ed Entity Offi ial)
Mayor
ATT T'. r (Title of Authorized Entity Official)
rh" � 2 N. Main Street
(Signature of Attesting Official) (Address)
City Clerk Canton, IL 61520
(Title of Attesting Official) (City,State and Zip Code)
(Rev.12/20/2017)
7