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HomeMy WebLinkAbout2008/04/22 Item 9 CITY COUNCIL AGENDA STATEMENT ~\~ CITY OF '~CHULA VISTA April 22, 2008 Item ~ SUBMITTED BY: REVIEWED BY: RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA AUTHORIZING THE CITY MANAGER AND/OR HIS DESIGNEE TO COMPLETE ALL NECESSARY APPLICATION PROCESSES AND TO ENTER INTO A FIVE-YEAR LEASE PURCHASE AGREEMENT WITH NECESSARY PARTIES FOR THE ACQUISITION OF MEDICAL RESUSCITATION EQUIPMENT MANUFACTURED BY ZOLL MEDICAL CORPORATION FOR USE BY THE FIRE DEPARTMENT, APPROVING THE FINANCING OF THE LEASE PURCHASE AGREEMENT THROUGH KANSAS STATE BANK OF MANHATTAN, AND AUTHORIZING THE MAYOR TO SIGN ALL NECESSARY;1xREEMENTS FIRE CHIEp..r CITY MANAGER ITEM TITLE: 4/5THS VOTE: YES NO X SUMMARY The Chula Vista Fire Department delivers quality Basic Life Support (BLS) services to residents, visitors, and employees every day. A vital component of this service heavily relies on the resuscitative equipment that is carried on all apparatus. Such essential equipment includes cardiac defibrillators, Auto-Pulse devices, and portable suction units. The industry standard for the service life of this equipment is five years. The Fire Department is requesting authorization to enter into a five-year lease purchase agreement to acquire for the acquisition of medical resuscitation equipment from Zoll Medical Corporation in order to replace existing equipment that is beyond its useful performance life. Financing for the lease-purchase of this equipment is to be provided by Kansas State Bank of Manhattan. No budget amendment is required for acquisition of this equipment in fiscal year 2007-2008 because the Fire Department has sufficient funds to make the initial payments under the proposed financing agreement. 9-1 April 22, 2008 Item ~ Page 2 ENVIRONMENTAL REVIEW The Environmental Review Coordinator has reviewed the proposed activity for compliance with the California Environmental Quality Act [CEQA] and has determined that the activity is not a "Project" as defined under Section 15378 of the State CEQA Guidelines because it does not involve a physical change to the environment; therefore, pursuant to Section 15060[c][3] of the State CEQA Guidelines the activity is not subject to CEQA. Thus, no environmental review is necessary . RECOMMENDATION Council adopt the resolution. BOARDS/COMMISSIONS RECOMMENDATION Not Applicable. DISCUSSION The current age of the Fire Department's automatic external defibrillators (AED) has reached the seven-year mark. The Department currently does not have Auto-Pulse devices. Together, the AED and Auto-Pulse comprise the "standard of care," and are considered the comprehensive cardiac resuscitative package. In addition, the Fire Department currently uses manually operated suction units for airway management. These manually operated suction units presently carried are limited in their ability and application to provide proper and effective airway management capabilities. This is especially true when managing a patient's airway during advanced life support (ALS) interventions. The Fire Department is recommending authorization to replace its configuration of resuscitative equipment in an effort to come into alignment with industry standards. A more detailed description of the equipment that is proposed for replacement is as follows: Portable Suction Units Current suction units are a manually hand-held apparatus that creates vacuum each time a handle is squeezed. Unlike modem power-operated suction units, the current manually-operated suction units cannot provide constant, uninterrupted suctioning; nor are they capable of maintaining airway patency in those patients whom have had advanced airway adjuncts inserted. The suction units required are battery powered, self-contained, and accept both rigid and/or soft suction catheters. This capability allows emergency medical technicians (EMTs) to perform both orpharyngeal (non-intubated patients), and tracheal (intubated patients) suctioning. Auto-Pulse & Defibrillators Sudden cardiac arrest is the abrupt loss of heart function. If untreated, it leads to death within minutes. Each year in the United States, over 250,000 people die from out-of-hospital sudden cardiac arrest. In the City of Chula Vista, there are approximately 173 deaths from sudden cardiac arrest each year. 9-2 April 22, 2008 Item ~ Page 3 The survival rate is only five percent, and this rate has not improved in 30 years. The problem is that four out of five victims collapse at home. By the time EMTs arrive with a defibrillator, most sudden cardiac arrest patients cannot be shocked successfully because too much time has passed. The only treatment for these patients is CPR and drug therapy. While bystander CPR is effective in improving a patient's chances of survival, manual CPR in general is very inefficient. This is especially important to professional rescuers, who may need to deliver CPR for 20 to 40 minutes. Many times, this includes moving the patient down stairs and during transport to the hospital. During manual CPR, the heart only receives 10 to 20 percent of its normal blood flow. The brain gets 30 to 40 percent. In order to restart the heart, it is essential to circulate oxygen and medications to the heart muscle. Without circulation, the odds of successful resuscitation are very poor. While the minimal flow provided by manual CPR is adequate for bystanders to help sustain life until professional help arrives, full circulation is needed by Emergency Medical Services (EMS) ifresuscitation efforts are going to be effective. Because defibrillation is most effective in the first three to four minutes, AEDs are placed where they can help cardiac arrest victims who collapse in public places. However, eighty percent of sudden cardiac arrests occur at home, and survival decreases seven to ten percent every additional minute. After discovering a loved one who is pulse-less and not breathing, distraught family members sometimes panic and may even call a neighbor or relative before calling 911. By the time the dispatcher collects the information from the caller, dispatches EMS, we respond, and actually arrive at the patient's side, six to twelve minutes may have passed. Even the most efficient EMS systems in the country cannot overcome these built-in response time limitations. Once the time window for defibrillation has been missed, the only hope for the patient is to circulate oxygen and medications to the heart and brain while attempt to restart the heart. We need the right tools to succeed. What is needed is improvement in the ability to circulate blood to the heart and brain during cardiac arrest. The most critical survival aspect of cardiac care is the ability to deliver continuous, uninterrupted high-quality cardiac compressions (CPR). To overcome the limitations of manual CPR, EMTs and paramedics need a more effective tool to provide 100-110 percent blood flow to the heart and brain for patients of all sizes, without fatigue. By delivering automated, computerized chest compressions throughout treatment, a better effort of circulating oxygen and medications to the heart and brain can be achieved. Most importantly, the Auto- Pulse maintains circulation throughout treatment, including during transport to the hospital. Survival rates increased from five (5) percent to 33-37 percent using the Auto-Pulse. The return of spontaneous circulation (ROSe) has improved to 74 percent. An important safety benefit to EMS personnel is that they can wear their seat belt in the back of the ambulance while performing CPR. The only hope for sudden cardiac arrest victims is to bring advanced technologies to the patient in the field. Many advances have been made over the years, including public CPR training, advancing care to the paramedic level and, most recently, placing AEDs in public areas where they are the most effective. The Auto-Pulse device provides the missing link in the treatment of cardiac arrest. They provide a powerful new tool than enable greater levels of circulation to sudden cardiac arrest patients, including the 80 percent who collapse at home. 9-3 April 22, 2008 Item q Page 4 This, in conjunction with AEDs, the Auto-Pulse, has become the "standard of care" in cardiac resuscitation. Acquisition of the Auto-Pulse is an investment that will increase the Fire Department's ability to save lives. Approval to move forward with this equipment acquisition is requested as the current status of the Fire Department's AED's includes two documented Class-l recalls by the FDA: sporadic unreliability and one documented unit failure. Currently four "loaner" units are on front line apparatus because these AED's are no longer functional as a result of their performance life being past industry standards by two years. Chula Vista Municipal Code Section 2.56.140 authorizes the purchasing agent to participate in cooperative bids with other government agencies for the purchase of materials of common usage provided that such items are purchased through a competitive process that the purchasing agent determines to be consistent with good purchasing practices. The pricing from loll Medical Corporation is from a County of Los Angeles Fire Department competitive bid, specifically County of Los Angeles Solicitation No. 208423 approved in 2002. The current amendment extending this bid with loll Medical Corporation expires August 15,2008. Staff is recommending purchasing this equipment manufactured by loll Medical Corporation based on the determination of the City's Purchasing Agent that County of Los Angeles Solicitation No. 208423 is consistent with good purchasing practices and is in compliance with Chula Vista Municipal Code Section 2.56.140. loll Medical Corporation, through its affiliate P&L Capital, has also provided the City a cost effective financing option that will allow the City to acquire this equipment via a five-year lease purchase agreement. These financing terms will be extended to the City by the Kansas State Bank of Manhattan upon the successful completion of an application process. The total amount to be fmanced for purchasing this equipment is $764,224.42, and will result in monthly payments of $14,351.29 over a five-year period. Included in this amount are an extended warranty and a preventative maintenance agreement that will also be acquired. The loll Medical Corporation price quote is Attachment 1. The fmancing application is Attachment 2. The financing agreement is Attachment 3. Staff is recommending acquiring the AED and Auto-Pulse equipment manufactured by loll Medical Corporation, as this equipment configuration will provide the Fire Department the ability to upgrade this equipment from Basic Life Support (BLS) capability, to Advanced Life Support (ALS) capability. This will be a necessary option should the Fire Department launch a paramedic program in the future. In addition, the loll Medical Corporation products to be purchased also offer the following unique features: Mainstream Capnography - This allows users to determine the level of effectiveness of CPR procedures and patient response. Masimo Set Pulse Oximetry - This is provides the best industry standard for measuring oxygen saturation levels in patients necessary to determine the patient's oxygen needs and treatment requirements. 9-4 April 22, 2008 Item l Page 5 Protocol Assist Markers - This feature allows for emergency medical procedures to be time stamped for evaluation and documentation. Rescue Net Code Review - Allows for emergency medical response data to be transferred from equipment to records management systems. AED Mode - This is a safety feature that provides for functionality in BLS or ALS modes depending the level of training of the user. DECISION MAKER CONFLICT Staff has reviewed the decision contemplated by this action and has determined that it is not site specific and consequently the 500-foot rule found in California Code of Regulations section 18704.2(a)(I) is not applicable to this decision. FISCAL IMPACT The total cost to purchase this equipment is $764,224.42. The Fire Department is recommending acquiring this equipment through a five-year lease purchase agreement that will result in monthly payments in the amount of$14,351.29. There will be no fiscal impact for fiscal year 2007-2008 as funds in the amount of $28,702.58 from the Fire Department budget will be used to pay the monthly lease purchase payments for the balance of the current fiscal year. Funds to pay the ongoing lease purchase payments will be included in the Fire Department's fiscal year 2008- 2009 budget. The Department will purchase the suction units for the amount of $16,940 with current fiscal year 2007-2008 budgeted funds. The Fire Department is projecting to make these purchases and still remain within projected mid-year Council adopted savings levels. Attachment 1: Attachment 2: Attachment 3: Zoll Medical Corporation Price Quote P & L Capital Financing Application Financing Agreement with Kansas State Bank of Manhattan 9-5 ZOLLo ,.- TO: Chula Vista Fire Department ---..~ (Juld'..:IJlJ'::~ 2rJfi'" Ready ZOLL Medical Corporation Worldwide HeadQuarters 269 Mill Rd Chelmsford, Massachusetts 01824-4105 (978) 421-9655 Main (800) 348-9011 (978) 421-0015 Telefax Advam:inCJ ..u.lih..lion. TodiIy." 447 F Street Chula Vista, CA 91910-3715 Attn: Chief John Davidson QUOTATION 13517 V:2 DATE: February 19, 2008 email: idavidson@ci.chula-vista.ca.us TERMS: Net 30 Days Ouote w/eanuo FOB: Shippin9 Point Freight: Prepay and Add ITEM MODEL NUMBER DESCRIPTION QTY. UNIT PRICE DISC PRICE TOTAL PRICE 1 50101730020164013 E Series AED with 12-lead with 1.step patient cable, 20 $25,285.00 $18,205.20 $364,100.00 . Sp02 ( comes with EtC02 port) with reusable sensor and 4' cable, Integrated Bluetooth, NIBP with Adult.Plus cuff and hose and Noninvasive Pacing Includes Manual Override, AC Power, Printer, Protocol Assist Codemarkers and GPS Clock Auto Sync, TriM ode Display, 3-lead ECG patient cable, universal cable, ready for one (1) SurepowerTM Rechargeable Lithium Ion Battery with built in AC Charger ordered separately, RS232 data transfer port, Roll Cage and Rapid Cable Deployment System or Rugged SottPack Carry Case, AC power cord, 12" AC extension power cord, one package of recorder paper, two PCMC1A slots, Operator's Manual. and standard one (1) year warranty for EMS use. 1a 8000-0312 E Series Only CAPNO 5 Mainstream C02 Sensor and 20 $4,500.00 $3,240.00 $64,800.00 . Cable 2 8050-0030-01 SurePower'lll Charging Station 10 $2,195.00 $1,581.06 $15,810.00 . .4 Charging bays . Multiple chemistry compatible . 200 watt capacity . Graphic driven user interface . RS-232 communication port 3 8019-0535-01 SurePowerN Rechargeable Lithium Ion Battery Pack 60 $450.00 $324.00 $19,440.00 . . 5.8 Ah Capacity . High density lithium ion chemistry . RunTime™ Indicator . Automatic calibration ready . Stores history of use and maintenance This quote is made subject to ZOLL's standard commercial terms and conditions (ZOLL T's + C's) which Paae 1 Subtotal $464,150.00 accompan this uote. An urchase order P.O. issued in res onse to this uotation will be deemed to y q yp () p q incorporate ZOLL T's + C's. Any modification of the ZOLL T's + C's must be set forth or referenced in the customer's P.O. No commercial terms or conditions shall apply to the sale of goods or services governed by this quote and the customer's P.O unless set forth in or referenced by either document. 1. DELIVERY WILL BE MADE 60-90 DAYS AFTER RECEIPT OF ACCEPTED PURCHASE ORDER. 2. PRICES WILL BE F.O.B. SHIPPING POINT. 3. WARRANTY PERIOD (See above AND Attachment). 4. PRICES QUOTED ARE FIRM FOR 60 DAYS. 5. APPLICABLE TAX & FREIGHT CHARGES ADDITIONAL. 6. ALL PURCHASE ORDERS ARE SUBJECT TO CREDIT AFPROVAL BEFORE ACCEPTANCE BY ZOLL. 7. PURCHASE ORDERS TO BE FAXED TO ZOLL CUSTOMER SERVICE AT 978-421-0015. 8. ALL DISCOUNTS OFF LIST PRiCE ARE CONTINGENT UPON PAYMENT WITHIN AGREED UPON TERMS. g. PLEASE PROVIDE A COPY OF OR REFERENCE TO YOUR QUOTATION NUMBER WITH PURCHASE Page 1 Catherine Prophet Sr. EMS Territory Manager 800-242-9150, x9570 9-6 Attachment 1 ZOLLo ,.- ----.. (ILlI~kll!h>, 21)11:3 Retul.v ZOll Medical Corporation Worldwide HeadQuarters 269 Mill Rd Chelmsford, Massachusetts 01824-4105 (978) 421-9655 Main (800) 348-9011 (978) 421-0015 Telefax AdvanGincr ....II....it..tiGn. TQdlty." TO: Chula Vista Fire Department 447 F Street Chula Vista, CA 91910-3715 Attn: Chief John Davidson QUOTATION 13517 V:2 emall: idavidson@ci.chula-vista.ca.us DATE: February 19, 2008 TERMS: Net 30 Days Quote w/Caono FOB: Shippin9 Point Freight: Prepay and Add ITEM MODEL NUMBER DESCRIPTION QTY. UNIT PRICE DISC PRICE TOTAL PRICE 4 8778- 0107 4 Year Extended Warranty 20 $3,400.00 $3,400.00 $68,000.00 (at time of equipment sale) 4a 8778- 4222 4 Year, 2 Preventative Maintenance 20 $1,600.00 $1,600.00 $32,000.00 (at time of equipment sale) 5 8012-0206 12~lead ECG Simulator 1 $995.00 $717.00 $717.00 . 6 8700-0700-01 AutoPulse<El System - Generates consistent and 11 $10,995.00 $10,995.00 $120,S45.00 uninterrupted chest compressions, offering improved blood flow during cardiac arrest. Includes Backboard, User Guide, Quick Reference Guide, Shoulder Restraints, Backboard Cable Ties, Head Immobilizer, Grip Strips, In-service Training DVD, and one year warranty. 7 8700-0702-01 Autopulse@ Battery - Original equipment Nickel-metal 33 $575.00 $575.00 $18,975.00 Hydride (NiMH) battery for use with the AutoPulse Platform. 8 8700-0703-01 AutoPulse@BatteryCharger, U.S.- Charges and 11 $1,795.00 $1,795.00 No Charge conditions up to two batteries and automatically assesses battery charge level. Includes User Guide and U.S. power cord. 9 8700-0706-01 LifeBancl@ 3 pack - Single-use chest compression band. 11 $375.00 $375.00 $4,125.00 (3 per packase) 10 8700-0705-01 Autopulse@Soft Carry Case - Soft-sided carrying case 11 $395.00 $395.00 $4,345.00 holds AutoPulse Platform, spare battery, spare LifeBand and Shoulder Restraints. 11 7800-1003 MRL Quest AED Trade-In 20 ($200.00) ($4,000.00) .. This quote is made subject to ZOLL's standard commercial terms and conditions (ZOLL T's + C's) which Paae 2 Subtatal $709,257.00 accom an this uote. An urchase order P.O. issued in res onse to this uotation will be deemed to p y q yp () p q incorporate ZOLL T's + Cts. Any modification of the ZOLL T's + C's must be set forth or referenced in the customer's P.O. No commercial terms or conditions shall apply to the sale of goods or services governed by this quote and the customer's P.O unless set forth in or referenced by either document 1. DELIVERY Will BE MADE 60-90 DAYS AFTER RECEIPT OF ACCEPTED PURCHASE ORDER. 2. PRICES Will BE F.O.B. SHIPPING POINT. 3. WARRANTY PERIOD (See above AND Attachment). 4. PRICES QUOTED ARE FIRM FOR 60 DAYS. 5. APPLICABLE TAX & FREIGHT CHARGES ADDITIONAL. 6. ALL PURCHASE ORDERS ARE SUBJECT TO CREDIT APPROVAL BEFORE ACCEPTANCE BY ZOlL. 7. PURCHASE ORDERS TO BE FAXED TO ZOll CUSTOMER SERVICE AT 978-421-0015. 8. All DISCOUNTS OFF LIST PRICE ARE CONTINGENT UPON PAYMENT WITHIN AGREED UPON TERMS. 9. PLEASE PROVIDE A COPY OF OR REFERENCE TO YOUR QUOTATION NUMBER WITH PURCHASE Page 2 Catherine Prophet Sr. EMS Territory Manager 800-242-9150, x9570 9-7 ZOLLo ",- --. CJuldJ..:1J1J\..:'.2IJlJ'S Remfy ZOLL Medical Corporation Worldwide HeadQuarters 269 Mill Rd Chelmsford, Massachusetts 01824-4105 (978) 421-9655 Main (800) 348-9011 (978) 421-0015 Telefax AdvaBGinV "'IIUSCit..dGn. Tod.y." TO: Chula Vista Fire Department 447 F Street Chula Vista, CA 91910-3715 Attn: Chief John Davidson QUOTATION 13517 V:2 DATE: February 19, 2008 email: idavidson4i>ci.chula-vista.ca.us TERMS: Net 30 Days Quote w/Canno FOB: Shippin9 Point Freight Prepay and Add ITEM MODEL NUMBER DESCRIPTION QTY. UNIT PRICE DISC PRICE TOTAL PRICE Estimated Sales Tax (CA 7.75%) ..... $54.957.42 ""'Trade-In Value valid if all units purchased are in good operational and cosmetic condition, and include all standard accessories such as paddles, cables, etc. Customer assumes responsibility for shipping trade-in equipment to ZOlL Chelmsford within 60 days of receipt of new equipment. Customer agrees to pay cash value for trade~in equipment not shipped to ZOLL on a timely basis. *Reflects Discount Pricing This quote is made subject to ZOll's standard commercial terms and conditions (ZOll rs + C's) which TOTAL $764,224.42 accompany this quote. Any purchase order (P.O.) issued in response to this quotation wm be deemed to incorporate ZOll T's + C's. Any modification of the ZOll T's + C's must be set forth or referenced in the customer's P.O. No commercial terms or conditions shall apply to the sale of goods or services governed by this quote and the customer's P.O unless set forth in or referenced by either document 1. DELIVERY WILL BE MADE 60-90 DAYS AFTER RECEIPT OF ACCEPTED PURCHASE ORDER. 2. PRICES WILL BE F.O.B. SHiPPING POINT. 3. WARRANTY PERIOD (See above AND Attachment). 4. PRICES QUOTED ARE FIRM FOR 60 DAYS. 5. APPLICABLE TAX & FREIGHT CHARGES ADDITIONAL. 6. ALL PURCHASE ORDERS ARE SUBJECT TO CREDIT APPROVAL BEFORE ACCEPTANCE BY ZOlL. 7. PURCHASE ORDERS TO BE FAXED TO ZOll CUSTOMER SERVICE AT 978-421-0015. 8. All DISCOUNTS OFF LIST PRICE ARE CONTINGENT UPON PAYMENT WITHIN AGREED UPON TERMS. 9. PLEASE PROVIDE A COPY OF OR REFERENCE TO YOUR QUOTATION NUMBER WITH PURCHASE Page 3 Catherine Prophet Sr. EMS Territory Manager 800-242-9150. x9570 9-8 P&LCAPITAL Chula Vista Fire Department Finance Solution: ZOLL Medical .. This transaction mllst be designated as tax-exempt lInder Section 103 of the lntel'llaJ Revenue Code of 1986 as amended. '" LESSEE'S TOTAL AMOUNT OF TAX-EXEMPT DEBT TO BE ISSUED IN THIS CALENDAR YEAR WJLL NOT EXCEED THE $10,000,000 LIMIT. o This is a tinal1.cc!owllership lease. No J'esidual value. D Fixed interest I1lte for the (5) yon; term. Lease Basis: Payment: $764.224.42 $14,351.30 per man th for 60 mon ths _ Pr~ra111: Rcqulrements: First Payment: Documentation Fee: $1.00J>.iELoot. _ _ _ _ updated appltcatlon, tmanc!als as hsted 011 appllcatlon Due one month from close o (110 additional fees) Tim If you have allY questions regarding this finance solution, please Accepted (signed) ( )' ive me a call to discuss t~- Printed name! Title Maria Kachadoorian, Director of FinancefTreasurer Date '1//& lOf- t , This. is lllJl'OflOSal only nnd is not II commitment to nmmcc. This l)TOl108R.lls suhjec.t fo c.redlt review nud npproval null pl'opel' execution or llIutulllly llcccptflhlc ducumcnh~tiOI1. . Lease quote is vl1lid for 30 days afur dule on proposnl. 041D41U8 r&L Capital Tim Mathison 4131 South 143" Circle*Omaha*NE*68137 800-<i98-1686 tax-402-758-1259 timfilJ.olcapita].coll1 www.plcapital.com Attac~...t 2 P&LCAPITAl MUNICIPAL CREDIT APPLICATION Please complete the application and return with the requested financial info/1llatiol1. GENERAL INFORMATION Le al Name of Lessee: Cit of Chula Vista Address: 276 Fourth Ave, Ci : Chula Vista Count: San Die 0 Contact Person: Pablo Quilantan Phone: 619 585-5693 Email Address:Puilantanci.chula-vista.ca.us Alternative Contact Person: James S. Geerin Date municipality was established: State: CA Zl : 91910 Title: Administrative Services ManaQer Fax: 619 585-5685 11tle: Fire Chief Phone: 619 409-5858 Does the lessee self-insure for property & liability insurance? Self Insured TRANSACTION INFORMATION Total Cost of E ul ment/Pro ect: $764 224.42 "'Down Pa ment: $0 Trade In: $0 Other: $0 Amount to Finance: $$764,224.42 Delivery Date: TSD Arrears Semi-Annual Annual What fund will the remain in lease a ments be made from? General Fund EQUIPMENT DESCRIPTION Equipment Description - including make and model (please attach brochure if available): AED and Auto Pulse Equipment: see attached quote New E uJ ment: 181 Yes D No Refurbished: D Yes No Replacement: 181 Yes D No If not a re lacement, wh is the e ui ment needed? Su out Included: Yes 0 No Soft Costs Included: Yes D No Ph s~callocation of e ui ment after delive : Describe the essential use of the equipment being purchased: Equipment will be used for Advance Life Support applications If no, list aQe of equipment or date manufactured: Year: A!=Ie of current equipment: Year urchased: Amount of buyout inciuded: $ Amount of soft oosls included shi in, software and sales tax: $54,967.42 BUILDING PROJECT Is the ro'ect an addition renovation or a new buildin ? No Does the lessee own the land? DVes DNa Is the land included in the financin ? Yes ...DNa If yes, what is the cost of the land? N/A What is the physical address of the new proiect? N/A Please provide the current building's age, estimated market value, square feet, and brief description of facility layout: NJA Please provide a brief description of the addition, renovation, or new building: N/A What is the essential use for the new project? N/A 9-10 FINANCIAL INFORMATION lIthe lessee's expenditures exceeded revenues for anyone of the last three years, please explain why and what measures were taken to correct the shortfall: The city has had a structural budget problem that has caused the city to use its reserves. In order to correct this the city has cut spending in the current fiscai year by approximately $8 million and Is proposing a $25 million reduction from its fiscal year 2007-08 budget of $f86 miliion to its proposed fiscel year 2008-09 budget of $141 million. Have the re uested lease a menls been included in the operating budget? Yes 0 No Will the lessee issue more than $10000,000 in Tax-Exem t Debt in this Calendar Year? Yes 0 No Has the lessee defaulted or non-a ro riated 011 a nor lease or bond? 0 Yes [8J No Can any of the invested assets either directly or through an investment pool in derivatives, inverse floaters, reverse repurchase a reements or an other invesbment be characterized as a 'Hi h Risk''? DYes 0.No DEMOGRAPHICS Po ulation in 2004:208 768 2005: 216 999 2006: 223 533 2007: 227 723 Please list the major employers in the city and the number of people employed: 1.Sweetwater High Schaal District 4,515 3. Southwestern CommunityColiege 2,503 5. City of Chula Visla 1,661 2. CV Elementa School District1., 708 4. Rohr/BF Goodrich 1 903 Has the munici alit been rated b a ma"or ratin Ratin :A- Agency: Standard and Poors TAX LEVY INFORMATION Please Indicate the tax/milllevy lor each yaar, 2004-05: $18.7 miliion 2005-06: $22.1 million 2006-07: $25.2 miliion Budget 2007-08: $30.3 million Are there any voter imposed restrictions an taxing or spending? ~Yes DNa If es lease ex [ain: Pro osition 13 limits fa ert tax increases to 1 % of the assessed value of the ro ert Please indicate the assessed value for each year. 2004-05: $15.4 billion 2005-05: $18.5 biilion 2006-07: $21.3 biilion Bud et 2007-08: $24.9 billion Please indicate the percentage of taxes actualiy coliected far each year. 2004-05: 98.81% 2005-06: 98.57% 2006-07: 97.85% B~d~t 2007-08: 96% Who are the three largest taxpayers end what percent of taxes do they represent? 1. Rohr InclBF Goodrich 0.46% 2. Essel Vitan LLP 0.45% 3. BRE Pro erties 0.37% FINANCIAL INFORMATION REQUIRED; ALL OF THESE ITEMS ARE LOCATED ON THE CITY OF CHULA VISTA WEBSITE WWW.CHULAVISTACA.GOV .{ Complete copies of the last three (3) years audited financial statements v" Current "interim" financial statements (if the most recent audit is more than 6 months old) .{ A co of the current fiscal ear's bud et Failure to consummate this transaction once credit approved with lease documents drafted and delivered to the lessee will result in a lost deal fee being assessed to the lessee. If the transaction is funded by Baystone Financial Group, this fee will NOT be charged. "'Proof of down payment is required prior to any payment of tease proceeds to the vendor, unless otherwfse negotiated. Typed Name Marla Kechadoorlan and Title: Director of FinancefTreasurer Date: 0411~!?.9._Q.(L_ Tim Mathison - Sales manager - P&L Capital 4131 S 143rd Cir, Omaha, NE 68137; 800.658.6239; Fax 402-758-1259 Tim@pigaojt,l.com BAYSTONE FINANCIAL>. GROUP Together. we keep communities running. Sent via Email: tim@olcaoita/.com April 16, 2008 Tim Mathison P & L Capital Re: Financing for New ZoU Defibrillators, City of Chula Vista Dear Mr. Mathison: Please find the enclosed docwnentation for your review and completion. An instruction sheet has been included as a guide to assist you with the process. Once you have completed and returned the required documentation to Baystone Financial Group, the transaction can be funded. The docwnentation has been filled out according to the terms and amount shown on the formal proposal. If you have questions or comments, please feel free to call us. Kansas State Bank is listed as Lessor in this Lease with Option to Purchase Agreement. Baystone Financial Group is the exclusive originator, marketing agent and selling agent for Kansas State Bank of Manhattan. Baystone Financial Group is an affiliate of the bank under Federal Banking Laws. For your convenience, we have listed the documentation that we require before Mav 4. 2008: **THIS DOCUMENTATION SENT OUT PRIOR TO CREDIT APPROV AL** ./ D The Lease WrrH ALL FXHlBlTS EXECUTED CnRRF:CTLY ./ D 8038 IRS Form ./ D Lessee Acknowledgement ./ D Insurance Memo Please note that a documentation fee of $350.00 wiD be due from the Lessee if this transaction is not funded. Additional fees may be charged by Lessor if Lessor incurs additional costs in documentation processing, legal negotiation, analysis and credit processing. This fee will NOT be charged if the transaction is funded by Kansas State BanklBaystone Financial Group. If you have any questions regarding the above documentation, please feel free to contact me. Sincerely, lenni Braddock Documentation Associate 'Specialists in Lease Finance' Manhattan Chicago ~ Phoenix 1680 Charles Place, Manhattan, Kansas 66502; 800.752.3562; 785.587.4050; Fax 785.537.4806 E.mail: baystone@baystone.net; Website: www.baystone.net Attachn~knl ~ *OPTIONAL* 'As an additional payment option for Lessee, we are now providing the option of ACH (Automatic Clearing House). By completing this form, Lessee is authorizing Lessor to withdraw said payment amount on said date. Debit Authorization I hereby authorize Kansas State Bank Lease Department to initiate debit entries to the account indicated below at the financial institution named below and to debit the same to such account for: Lease Number Payment Amount Frequency of Payments Annual 0 Semi-AnnualD $14,351.29 Quarterl Monthl 0 Day of Month (please choose one) Beginning Month Year 1stD 5th 0 15th 0 2o'hD I acknowledae that the oriaination of ACH transactions to this account must comolv with the provisions of U.S. law. Financial Institution Name Branch Address City State Zip Routing Number Account Number Type of Account o Checking o Savings This authority is to remain in fuli force and effect until Kansas State Bank has received written notification from any authorized signer of the account of its termination in such time and manner as to afford Kansas State Bank a reasonable opportunity to act on it. Lessee Name on Contract Ci of Chula Vista Signature and Title Printed Signature and Title Tax 10 Number Date PLEASE A IT ACH COPY OF A VOIDED CHECK TO THIS FORMI USA Patriot Act USA Patriot Act requires identity verification for ali new accounts. This means that we may require information from you to aliow us to make a proper identification. 9-13 Documentation Instructions The instructions listed below should be followed when completing the enclosed documentation. Documentation comoleted imomoerlv will de/av fundino. If you have any questions regarding the instructions or the documentation, please call us. ALL ORIGINAL DOCUMENTATION MUST BE RETURNED TO BAYSTONE FINANCIAL GROUP PRIOR TO FUNDING. I. LEASE WITH OPTION TO PURCHASE AGREEMENT DThe Agreement .( Sign and type name and title DExhibit A, Description of Equipment .( Type complete equipment description, (if unavailabie, leave blank) .( Type the location where the equipment will be located after delivery/installation. DExhibit B, Payment Schedule .( Sign and type name and title DExhibit C, Acceptance of Obligation .( Sign and type name and title DExhibit D, Lessee Resolution .( Type in the date of the meeting in which the purchase was approved. .( Print or type the name and title of the individual(s) who is authorized to execute the Agreement .( The secretary, chairman or other authorized board member of the Lessee must sign the resolution where indicated. .( A third individual must attest the Resolution where indicated. DExhibit E, Officers Certificate .( Fill in all of the blanks necessary .( Sign and type name and title DExhibit F, Certificate of Acceptance .( PLEASE KEEP THE ACCEPTANCE CERTIFICATE UNTIL YOU RECEIVE THE EQUIPMENT. WE WILL THEN NEED THE ORIGINAL AT THA T TIME. DExhibit G, Void Payment Request Form .( Sign and type name and title DExhibit G, Payment Request Form PLEASE KEEP THE PA YMENT REQUEST FORM UNTIL YOU NEED TO REQUEST FUNDS FROM THE VENDOR PA YABLE ACCOUNT DOpinion of Counsel .( Request that your legal counsel retype the Opinion of Counsel to his/her letterhead, sign and date it. .( Leaal counsel shall not alter the oDinion. If counsel would like changes made to the opinion, he/she must first contact Baystone Financial Group. DBank Qualified Certificate .( Sign and type name and title II. 8038 - IRS FORM .( In Box 2, type employer identification number .( Sign and type name and title III. CERTIFICATE OF INSURANCE .( Complete the memo attached stating who your insurance carrier & # is. 9-14 CA Standard VPA 102307 LEASE WITH OPTION TO PURCHASE AGREEMENT Lessee: City of Chula Vista 276 Fourth Avenue Chula Vista, California 91910 Lessor: Kansas State Bank of Manhattan 1010 Westloop, P.O. Box 69 Manhattan, Kansas 66505-0069 Dated as of April 16, 2008 This Lease With Option to Purchase Agreement dated as of the date listed above is between Lessor and Lessee listed directly above. Lassor desires to finance the purchase of the Equipment described in Exhibit "A" to Lessee and Lessee desires to finance the purchase of the Equipment from Lessor subject to the terms and conditions of this Agreement which are set forth below. I. Definitions: Section 1.01 Definitions. The following terms will have the meanings indicated below unless the context clearly requires otherwise: "Additional Schedule" refers to the proper execution of additional Schedules to Exhibit A, Exhibit S, Exhibit C and Exhibit D as well as other exhibits or documents that may be . required by the Lessor all of which relate to a lease of additional Equipment "Agreement" means this Lease with Option to Purchase Agreement and all Exhibits attached hereto. "Budget Year" means the Lessee's fiscal year. "Commencement Date" is the date when Lessee's obligation to pay rent begins. "Equipment" means all of the items of Equipment listed on Exhibit "A" and all replacements, restorations, modifications and improvements. "Legally Available Funds. means funds that the governing body of Lessee duly appropriates or are othelWise legally available for the purpose of making Rental Payments under this Agreement, including monies held in the Vendor Payable Account to the extent that such moneys are used to prepay Rental Payments or Purchase Option Price. "Lessee" means the entity listed above as Lessee and which is leasing the Equipment from Lessor under the previsions of this Agreement "Lessor" means the entity originally listed above as Lessor or any of its assignees. "Lease Term" means the Original Term and all Renewal Terms. "Original Term" means the period from the Commencement Date until the end of the Budget Year of Lessee. 'Partial Prepayment Date" means the first Rental Payment date that occurs on or after the eartier of (a) the twenty-four month (24) anniversary of the Commencement Date or (b) the date on which Lessee has accepted all the Equipment and all of the Equipment has been paid for from the Vendor Payable Account. "Purchase Price" means the total cost of the Equipment, including all delivery charges, installation charges, legal fees, financing costs, recording and filing fees and other costs necessary to vest full, clear legal title to the Equipment in Lessee, subject to the security interest granted to and retained by Lessor as set forth in this Agreement, and othelWise incurred in connection with the financing of ll1is Equipment "Renewal Term" means the annual term which begins at the end of the Original Term and which is simultaneous with Lessee's Budget Year. "Rental Payments" means the payments Lessee is required to make under this Agreement as set forth on Exhibit "B~. MState" means the state in which Lessee is located. 'Surplus Amount" means any amount on deposit in the Vendor Payable Account on the Partial Prepayment Date. 'Vendor Payable Accounf' means the separate account of that name established pursuant to Section X of this Agreement II. Lessee Warranties Section 2 01. Lessee reoresents warrants and covenants as follows for the benefit of Lessor or its assionees: (a) Lessee is an "issuer of tax exempt obligations" because Lessee is the State or a political subdivision of the State within the meaning of Section 103(a) of the Internal Revenue Coda of 1986, as amended, (the "Code") or because Lessee is a constituted authority or district authorized to issue obligations on behalf of the State or political subdivision of the State within the meaning of Treasury Regulation 1.103-1(b). (b) Lessee is authorized under the Constitution and laws of the State to enter into this Agreement, and has used such authority to properly exeC1..lte and deliver this Agreement Lessee has followed all proper procedures of its goveming body in executing this Agreement. The Officer of Lessee executing this Agreement has the authority to execute and deliver this Agreement. This Agreement constitutes a legal, valid, binding and enforceable obligation of ll1e Lessee in accordance with its terms. (c) Lessee has complied with all statutory laws and regulations that may be applicable to the execution of this Agreement (d) Lessee shall use the Equipment only for essential, traditional government purposes. (e) Should the IRS disallow the tax-exempt status of the Interest Portion of the Rental Payments as a result of the failure of the Lessee to use the Equipment for governmental purposes, then Lessee shall be required to pay additional sums to the Lessor or its assignees so as to bring the after tax yield to the same level as the Lessor or its assignees would attain if the transaction continued to be tax-exempt. (1) Should the Lessee cease to be an issuer of tax exempt obligations or if the obligation of Lessee created under this Agreement ceases to be a tax exempt obligation for any reason, then Lessee shall be required to pay additional sums to the Lessor or its assignees so as to bring the after tax yield on this Agreement to the same level as the Lessor or its assignees would attain if the transaction continued to be tax-exempt. (g) Lessee has never non-appropriated funds under an Agreement similar to this Agreement (h) Lessee will submit to the Secretary of the Treasury an information reporting statement as required by the Code. (i) Upon request by Lessor, Lessee will provide Lessor with current financial statements, reports, budgets or other relevant fiscal information. U) Lessee shall retain the Equipment free of any hazardous substances as defined in the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. 9601 et. seq. as amended and supplemented. (k) Lessee presently intends to continue this Agreement for the Original Term and all Renewal Terms as set forth on Exhibit "8" hereto. The official of Lessee responsibie for budget preparation will include in the budget request for each Budget Year the Rental Payments to become due in such Budget year, and will use all reasonable and lawful means available to secure the appropriation of money for such Budget Year sufficient to pay the Rental Payments coming due therein. Lessee reasonably believes that moneys can and will lawfully be appropriated and made available for this purpose. III. Acquisition of Equipment, Rental Payments and the Purchase Option Price Section 3.01. Acouisition Installation and Acceotance Lessee shail be solely responsible for the ordering of the Equipment and for the delivery and installation of the Equipment. _Lessor shall have no liability for any delay in delivery or failure by the supplier to deliver any Equipment or to fill any purchase order. Lessee will payor cause the supplier to pay all transportation, packing, taxes, duties, insurance, installation, testing and other charges in connection with the delivery, installation and use of the Equipment As soon as practicable after the receipt of the Equipment, Lessee shall fumish Lessor with an Acceptance Certificate. Execution of the Acceptance Certificate by any employee, official or agent of Lessee having managerial, supervisory or procurement authority with respect to Equipment of the same general type as the Equipment shall constitute acceptance of the Equipment on behalf of the Lessee. By making a Rental Payment after its receipt of the -Equipment pursuant to this Agreement, Lessee shall be deemed to have accepted the Equipment on the date of such Rental Payment for purposes of this Agreement All Rental Payments paid prior to delivery of the Acceptance Certificate shall be credited to Rental Payments as they become due as shown on the Rental Payment Schedule attached as Exhibit B hereto. Section 3.02. Rental Pavments. Lessee shall pay Rental Payments exclusively to Lessor or its assignees in lawful, legaily available money of the United States of America. The Rental Payments shall be sent to the location specified by the Lessor or its assignees. The Rental Payments shall be payable solely from Legally Available Funds, shall constitute a current expense of the Lessee and shall not constitute an indebtedness of the Lessee. The Rental Payments are due as set forth on Exhibit B. Lessor shall have the option to charge interest at the highest lawful rate on any Rental Payment received later than the due date for the number of days that the Rental Payment(s) were late, plus any additional accrual on the outstanding balance for the number of days that the Rental Payment(s) were late. Lessor shall also have the option, on monthly payments only, to charge a late fee of up to 10% of the monthly Rental Payment that is past due. The Rental Payments will be payabie without notice or demand at the time and in the Amounts Section 3.04. Purchase Ootion Price. Upon thirty (30) days written notice, Lessee shall have the option to pay, in addition to the Rental Payment, the corresponding Purchase Option Price which is listed on the same line on Exhibit B. This option is only available to the Lessee on the Rental Payment date and no partial prepayments are allowed. If Lessee chooses this option and pays the Purchase Option Price to Lessor then Lessor will transfer any and all of its rights, title and interest in the Equipment to Lessee. Sedion 3.05. Lease Term The Lease Term of the Agreement shall be the Original Term and all Renewal Terms until all the Rental Payments are paid as set forth on Exhibit B except as provided under Section 4.01 and Section 9.01 below. If, after the end of the budgeting process which occurs at the end of the Original Term or any Renewal Term, Lessee has not non~appropriated as provided for in this Agreement then the Lease Term shall be extended into the next Renewal Term and the Lessee shall be obligated to make all the Rental Payments that come due during such Renewal Term. Section 3.06 Disclaimer of Warranties. LESSOR MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION, MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE OR ANY OTHER WARRANTY IMTH RESPECT TO THE EQUIPMENT. LESSOR SHALL NOT BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGE ARISING OUT OF THE INSTALLATION, OPERATION, POSSESSION, STORAGE OR USE OF THE EQUIPMENT BY LESSEE. IV. Non-Appropriation Section 4.01 Non~ADDroDriation. If insufficient funds are available in Lessee's budget for the next Budget Year to make the Rental Payments for the next Renewal Term and the funds to make such Rental Payments are othelWise unavailable by any lawful means whatsoever, then Lessee shall have the option to non-appropriate the funds to pay the Rental Payments for the next Renewal Term. Lack of a sufficient appropriation shall be evidenced by the passage of an ordinance or resolution by the goveming body of Lessee specifically prohibiting Lessee from performing its obligations under this Agreement and from using any moneys to pay the Rental Payments due under this Agreement for a designated Budget Year and ail subsequent Budget Years. If Lassee chooses this option, then all Obligations of the Lessee under this Agreement regarding Rental Payments for aU remaining Renewal Terms shall be terminated at the end of the then current Original Term or Renewal Term without penalty or liability to the Lessee of any kind provided that if Lessee has not delivered possession of the Equipment to Lessor as provided herein and conveyed to Lessor or released its interest in the Equipment by the end of the last Budget Year for which Rental Payments were paid, the termination shall nevertheless be effective but Lessee shall be responsible for the payment of damages in an amount equal to the amount of the Rental Payments thereafter coming due under Exhibit "B" which are ,attributable to the number of days after such Budget Year during which Lessee fails to take such actions and for any other loss suffered by Lessor as a result of Lessee's failure to take such actions as required. Lessee shall immediately nottfy the Lessor as soon as the decision to non~appropriate is made. If such non~appropriation occurs, then Lessee shall deliver the Equipment to Lessor as provided below In Section 9.04. Lessee shall be liable for all damage to the Equipment other than normal wear and tear. If Lessee falls to deliver the Equipment to Lessor, then Lessor may enter the premises where the Equipment is located and take possession of the Equipment and charge Lessee for costs incurred. V. Insurance, Damage, Insufficiency of Proceeds Section 501. Insurance. Lessee shall maintain both casualty insurance and liability insurance at its own expense with respect to the Equipment Lessee shall be solely responsible for selecting the insurer(s) and for making all premium payments and ensuring that all policies are continuously kept in effect during the period when Lessee is required to make Rental Payments. Lessee shall provide Lessor with a Certificate of Insurance which lists the Lessor and/or assigns as a loss payee and an additional insured on the policies with respect to the Equipment (a) Lessee shall insure the Equipment against any loss or damage by fire and all other risks covered by the standard extended coverage endorsement then in use in the State and any other risks reasonably required by Lessor in an amount at least equal to the then applicable Purchase Option Price of the Equipment Alternatively, Lessee may insure the Equipment under a blanket insurance policy or policies. (b) The liability insurance shall insure lessor from liability and property damage in any form and amount satisfactory to Lessor. (c) Lessee may self~insure against the casualty risks and liability risks described above. If Lessee chooses this option, Lessee must furnish Lessor with a certificate and/or other documents which evidences such coverage. (d) All insurance policies issued or affected by this Section shan be so written or endorsed such that the Lessor and its assignees are named additional insureds and loss payees and that all losses are payable to Lessee and Lessor or its assignees as their interests may appear. Each policy issued or affected by this Section shall contain a provision that the insurance company shall not cancel or materially modify the policy without first giving thirty (30) days advance notice to Lessor or its assignees. Lessee shall furnish to Lessor certificates evidencing such coverage throughout the Lease Term. Section 502. Damaoe to or Destruction of EauiDment Lessee assumes the risk of loss or damage to the Equipment. If the Equipment or any portion thereof is lost, stolen, damaged, or destroyed by fire or other casualty, Lessee will immediately report all such losses to all possible insurers and take the proper procedures to attain aU insurance proceeds. At the option of Lessor, Lessee shall either (1) apply the Net Proceeds to replace, repair or restore the Equipment or (2) apply the Net Proceeds to the applicable Purchase Option Price. For purposes of this Section and Section 5.03, the term Net Proceeds shall mean the amount of insurance proceeds collected from all applicable insurance policies after deducting all expenses incurred in the collection thereof. Section 5 03. Insufficiencv of Net Proceeds. If there are no Net Proceeds for whatever reason or if the Net Proceeds are insufficient to pay in full the cost of any replacement, repair, restoration, modification or improvement of the Equipment, then Lessee shall, at the option of Lessor, either (1) complete such replacement, repair, restoration, modification or improvement and pay any costs thereof in excess of the amount of the Net Proceeds or (2) apply the Net Proceeds to the Purchase Option Price and pay the deficiency, if any, to the Lessor. . Sedion 5 04. Lessee Neclicence. Lessee assumes all risks and liabilities, whether or not covered by insurance, for loss or damage to the Equipment and for injury to or death of any person or damage to any property whether such injury or death be with respect to agents ar employees of Lessee or of third parties, and whether such property damage be to Lessee's property or the property of others (including, without limitation, liabilities for loss or damage related to the release or threatened release of hazardous substances under the Comprehensive Environmental Response, Compensation and Liability Act, the Resource Conservation and Recovery Act or similar or successor law or any state or local equivalent now existing or hereinafter enacted which in any manner arise out of or are incident to any possession, use, operation, condition or storage of any Equipment by Lessee) which is proximately caused by the negligent conduct of Lessee, its officers, employees and agents. Lessee hereby assumes responsibility for and agrees to reimburse Lessor for all liabilities, obligations, losses. damages, penalties, claims, actions, costs and expenses (including reasonable attorneys' fees) of whatsoever kind and nature, imposed on, incurred by or asserted against Lessor that in any way relate to or arise out of a claim, suit or proceeding, based in whole or in part upon the negligent conduct of Lessee, its officers, employees and agents, to the maximum extent permitted by law. VI. TItle and Security Interest Section 6.01 Title. Title to the Equipment shall vest in Lessee when Lessee acquires and accepts the Equipment Title to the Equipment will automatically transfer to the Lessor in the event Lessee non~appropriates under Section 4.01 or in the event Lessee defaults under Section 9.01. In either of such events, Lessee shall execute and deliver to Lessor such documents as Lessor may request to evidence the passage of legal title to the Equipment to Lessor. Section 6.02. Securitv Interest. To secure the payment of all Lessee's obligations under this Agreement, Lessee hereby grants to Lessor a security interest under the Uniform Commercial Code constituting a first lien on the Equipment descnbed more fully on Exhibit "An. The security interest established by this section includes not only aU additions, attachments, repairs and replacements to the Equipment but also all proceeds therefrom. Lessee authorizes Lessor to prepare and record any Financing Statement required under the Uniform Commercial Code to perfect the Security Interest created hereunder. VII. Assignment Section 7.01. Assionment bv Lessor. All of Lessors rights, title and/or interest in and to this Agreement may be assigned and reassigned in whole or in part to one or more assignees or sub-assignees (including a Registered Owner for Lease Participation Certificates) by Lessor at any time without the consent of Lessee. No such assignment shall be effective as against Lessee until the assignor shall have filed with Lessee written notice of assignment identifying the assignee. Lessee shall pay aU Rental Payments due hereunder relating to such Equipment to or at the direction of Lessor or the assignee named in the notice of assignment. Lessee shall keep a complete and accurate record of ail such assignments. Section 7.02. Assicnment bv Lessee. None of Lessee's right, title and interest under this Agreement and in the Equipment may be assigned by Lessee unless Lessor approves of such assignment in writing before such assignment occurs and only after Lessee first obtains an opinion from nationally recognized counsei stating that such aSSignment will not jeopardize the tax~exempt status of the obligation. VIII. Maintenance of Equipment Section 801. Lessee shall keep the Equipment in good repair and working order. Lessor shall have no obligation to inspect, test, service, maintain, repair or make improvements or additions to the Equipment under any circumstances. Lessee will be liable for all damage to the Equipment. other than normal wear and tear, caused by Lessee, its employees or its agents. Lessee shall pay for and obtain all permits, licenses and taxes necessary for the installation, operation, possession, storage Or use of the Equipment. If the Equipment includes any titled vehicle(s), then Lessee is responsible for obtaining such title(s) from the State and also for ensuring that Lessor is listed as First Lienholder on all of the title(s}. If any fees are required to be paid by the California Debt & Investment Advisory Commission then such fees shall be paid directly from the Lessee to the California Debt & Investment Advisory Commission. Lessee shall not use the Equipment to haul, conveyor transport hazardous waste as defined in the Resource Conservation and Recovery Act, 42 U.S.C. 6901 et seq, Lessee shall not during the term of this Agreement create, incur or assume any levies, liens or encumbrances of any kind with respect to the Equipment except those created by this Agreement. Lessee agrees that Lessor or its Assignee may execute any additional documents including financing statements, affidavits, notices, and simiiar instruments, for and on behalf of Lessee which Lessor deems necessary or appropriate to protect Lessor's interest in the Equipment and in this Agreement. The Equipment is and shall at all times be and remain personal property. Lessee shall allow Lessor to examine and inspect the Equipment at all reasonable times. 9 -1 6 IX. Default Section 9.01. Events of Default defined. The following events shall constitute an "Event of Default" under this Agreement: (a) Failure by Lessee to pay any Rental Payment listed on Exhibit "8" for fifteen (15) days after such payment is due according to the Payment Date listed on Exhibit "B". (b) Failure to pay any other payment required to be paid under this Agreement at the time specified herein and a continuation of said failure for a period of fifteen (15) days after written notice by Lessor that such payment must be made. If Lessee continues to fail to pay any payment after such period, then Lessor may, but will not be obligated to, make such payments and charge Lessee for all costs incurred plus interest at the highest lawful rate. (c) Failure by Lessee to observe and perform any warranty, covenant, condition, promise or duty under this Agreement for a period of thirty (30) days after written notice specifying such failure is given to Lessee by Lessor, unless Lessor agrees in writing to an extension of time. Lessor will not unreasonably withhold its consent to an extension of time if corrective action is instituted by Lessee. Subsection (c) does not apply to Rental Payments and other payments discussed above. (d) Any statement, material omission, representation or warranty made by Lessee in or pursuant to this Agreement which proves to be false, incorrect or misleading on the date when made regardless of Lessee's intent and which materially adversely affects the rights or security of Lessor under this Agreement. (e) Any proviSion of this Agreement which ceases to be valid for whatever reason and the loss of such provision would materially adversely affect the rights or seClJIity of Lessor. (f) Lessee admits in writing its inability to pay its Obligations. Lessee defaults on one or more of its other obligations. Lessee applies or consents to the appointment of a receiver or a custodian to manage its affairs. Lessee makes a general assignment for the benefit of creditors. Section 9.02. Remedies on Default \NtIenever any Event of Default exists, Lessor shall have the right to take one or any combination of the following remedial steps: (a) With or without terminating this Agreement, lessor may declare all Rental Payments and other amounts payable by lessee hereunder to the end of the then current 8udget Year to be immediately due and payable. (b) With or without tenninating this Agreement, Lessor may require Lessee at Lessee's expense to redeliver any or all of the Equipment to Lessor as provided below in Section 9.04. Such delivery shall take place within fifteen (15) days after the event of default occurs. If Lessee fails to deliver the Equipment, Lessor may enter the premises where the Equipment is located and take possession of the Equipment and charge Lessee for cost incurred. NotINithstanding that Lessor has taken possession of the Equipment, Lessee shall still be Obligated to pay the remaining Rental Payments due up until the end of the then current Original Term or Renewal Term. Lessee will be liable for any damage to the Equipment caused by Lessee or its employees or agents. (c) Lessor may retain alt amounts credited to the Vendor Payable Account and Lessee shall have no further interest therein. (d) Lessor may take whatever action at law or in equity that may appear necessary or desirable to enforce its rights. Lessee shall be responsible to Lessor for ail costs incurred by lessor in the enforcement of its rights under this Agreement including, but not limited to, reasonable attomey fees. Section 9.03 No Remedv Exclusive. No remedy herein conferred upon or reselVed to lessor is intended to be exclusive and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement 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 shall be construed to be a waiver thereof. Section 9.04 Return of Eauioment and Storaoe. (a) Surrender: The Lessee shall, at its own expense, surrender the Equipment to the Lessor in the event of a default or a non-appropriation by delivering the Equipment to the Lessor to a location accessible by common carrier and designated by Lessor. In the case that any of the Equipment consists of software, Lessee shall destroy all intangible items constituting such software and shall deliver to Lessor all tangible items constituting such software. At Lessors request, Lessee shall also certify in a form acceptable to Lessor that Lessee has complied with the above software retum provisions and that they will immediately cease using the software and that they shall permit Lessor and/or the vendor of the software to inspect Lessee's locations to verify compliance with the terms hereto. (b) Delivery: The Equipment shall be delivered to the location designated by the Lessor by a common carrier unless the Lessor agrees in writing that a common carrier is not needed. When the Equipment is delivered into the ClJstody of a common carrier, the Lessee shall arrange for the shipping of the item and its insurance in transit in accordance with the Lessor's instructions and at the Lessee's sole expense. Lessee at its expense shall completeiy sever and disconnect the Equipment or Its component parts from the Lessee's property all without liability to the Lessor. Lessee shall pack or crate the Equipment and all of the component parts of the Equipment carefully and in accordance with any recommendations of the manufacturer. The Lessee shall deliver to the Lessor the plans, specifications operation manuals or other warranties and documents furnished by the manufacturer or vendor on the Equipment and such other documents in the Lassee's possession relating to the maintenance and methods of operation of such Equipment (c) Condition: \NtIen the Equipment is surrendered to the Lessor it shall be in the condition and repair required to be maintained under this Agreement It will also meet all legal regUlatory conditions necessary for the Lessor to sell or lease it to a third party and be free of all liens. If Lessor reasonably determines that the Equipment or an item 01 the Equipment, once it is returned, is not in the condition required hereby, Lessor may cause the repair, service, upgrade, modification or overhaul of the Equipment or an item of the Equipment to achieve such condition and upon demand, Lessee shall promplIy reimburse Lassor for all amounts reasonably expended in connection with the foregoing. (d) Storage: Upon written request by the Lessor, the Lessee shall provide free storage for the Equipment or any item of the Equipment for a period not to exceed 60 days after the expiration of its lease term before returning it to the Lessor. The Lessee shall arrange for the insurance described to continue in full force and effect with respect to such item during its storage period arid the Lessor shall reimburse the Lessee on demand for'the incremental premium cost of providing such insurance. X. Vendor Payable Account Section 10.01. Establishment of Vendor Pavable Account. On the date that the Lessor executed this Agreement, which is on or after the date that the Lessee executes this Agreement, Lessor agrees to (i) make available to Lessee an amount sufficient to pay the total Purchase Price for the Equipment by establishing a separate, non-interest bearing account (the 'Vendor Payable Accounf), as agent for Lessee's account, with a financial institution that Lessor selects that is acceptable to Lessee (inCluding Lessor or any of its affiliates) and (H) to deposit an amount equal to such Purchase Price as reflected on Exhibit B in the Vendor Payable Account Lessee hereby further agrees to make the representations, warranties and covenants relating to the Vendor Payable Account as set forth in Exhibit C attached hereto. Upon Lassee's delivery to Lessor of a Payment Request Form in the form set forth in Exhibit G attached hereto, Lessee authorizes Lessor to withdraw funds from the Vendor Payable Account from time to time to pay the Purchase Price, or a portion thereof, for each item of Equipment as it is delivered to Lessee. The Payment Request Form must be signed by an authorized individual acting on behalf of lessee. The authorized individual or individuals designated by the Lessee must sign the Payment Request Form Signature Card which will be kept in the possession of the Lessor. Section 10.02 Down Payment. Prior to the disbursement of any funds from the Vendor Payable Account, the Lessee must either (1) deposit all the down payment funds that the Lessee has committed towards the purchase of the Equipment into the Vendor Payable Account or (2) Lessee must provide written verification to the satisfaction of the lessor that all the down payment funds lessee has committed towards the purchase af the Equipment have already been spent or are simultaneously being spent with the funds requested from the initial Payment Request Form. For purposes of this Section, the down payment funds committed towards the Equipment from the Lessee are the down payment funds that were represented to the Lessor at the time this transaction was submitted for credit approval by the Lessee to the Lessor. Section 10.03. Disbursement uoon Non-Aoorooriation If an Event of Non.appropriation occurs prior to the Partial Prepayment Date, the amount then on deposit In the Vendor Payable Account shall be retained by the Lessor and Lessee will have no interest therein. Section 10.04. Surolus Amount. Any Surplus Amount then on deposit in the Vendor Payable Account on the Partial Prepayment Date shall be applied to pay on such Partial Prepayment Date a portion of the Purchase Option Price then applicable. Section 10.05. Recalculation of Rental Pavments Upon payment of a portion of the Purchase Option Price as provided in Section 10.04 above, each Rental Payment thereafter shall be reduced by an amount calculated by Lessor based upon a fraction the numerator of which is the Surplus Amount and the denominator of which is the Purchase Option Price on such Partial Prepayment Date. Within15 days after such Partial Prepayment Date, Lessor shall provide to Lessee a revised Exhibit B to this Agreement, which shaH take into account such payment of a portion of the Purchase Option Price thereafter and shall be and become thereafter Exhibit B to this Agreement. Notwithstanding any other provision of this Section 10, this Agreement shall remain in full force and effect with respect to all or the portion of the Equipment accepted by Lessee as provided in this Agreement. and the portion of the principai component of Rental Payments remaining unpaid after the Partial Prepayment Date plus accrued interest thereon shall remain payable in accordance with the terms of this Agreement, including revised Exhibit 8 hereto which shall be binding and conclusive upon Lessor and Lessee. XI. Miscellaneous Section 11 01 Notices. All notices shall be sufficiently given and shall be deemed given when delivered or mailed by registered mail, postage prepaid, to the parties at their respective places of business as first set forth herein or as the parties shall designate hereafter in writing. Section 11.02. Bindino Effect. This Agreement shall inure to the benefit of and shall be binding upon Lessee and Lessor and their respective successors and assigns. Section 11.03. Severabilitv. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. Section 11 04. Amendments Addenda Chanoes or Modifications. This Agreement may be amended, added to, changed or modified by written agreement duly executed by Lessor and Lessee. Section 11.05. Execution in Counteroarts. This 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. Section 11.06. Caotions. The captions or headings in this Agreement do not define, gwt, 'scribe the scope or intent of any provisions or sections of this Agreement. Section 11_07. Master Lease. This Agreement can be utilized as a Master lease Agreement. This means that the lessor and the Lessee may agree to the lease of additional Equipment under this Agreement at some point in the future by executing one or more Additional Schedules to Exhibit A, Exhibit S, Exhibit C and Exhibit D as well as other exhibits or documents that may be required by lessor. Additional Schedules will be consecutively numbered on each of the exhibits which make up the Addition~1 Schedule arid all the terms and conditions of the Agreement shall govem each Additional Schedule. Section 11.08. !;.nt!re Writino. This Agreement constitutes the entire writing between Lessor and Lessee. No waiver, consent, modification or change of terms of this Agreement shall bind either party unless in writing and signed by both parties, and then such waiver, consent, modification or change shall be effective only in the specific instance and for the specific purpose given. There are no understandings, agreements, representations, conditions, or warranties, express or implied, which are not specified herein regarding this Agreement or the Equipment leased hereunder. Any terms and conditions of any purchase order or other documents submitted by Lessee in connection with this Agreement which are in addition to or inconsistent with the terms and conditions of this Agreement will not be binding on Lessor and will not apply to this Agreement. Lessor and Lessee have caused this Agreement to be executed in their names by their duly authorized representative~ listed below. CITY OF CHULA VISTA KANSAS STATE BANK OF MANHATTAN Signature Signature Typed Name and Title Typed Name and Title 9-18 Schedule (01) EXHIBIT A DESCRIPTION OF EQUIPMENT RE: Lease With Option to Purchase Agreement dated as of April 16, 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) Below is a detailed description of all the items of Equipment including quantity, model number and serial number where appiicable: New Zoll Defibrillators Physical Address of Equipment after Delivery: 9-19 Schedule (01) EXHIBIT B PAYMENT SCHEDULE RE: Lease With Option to Purchase Agreement dated as of April 16, 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) Date of First Payment: May 25, 2008 Original Balance: $764,224.42 Total Number of Payments: Sixty (60) Number of Payments Per Year: Twelve (12) Pmt Due Rental Applied to Applied to .Purchase No. Date Payment Interest Principal Option Price 1 25-May-08 $14,351.29 $3,055.72 $11,295.57 Not Available 2 25-Jun-08 $14,351.29 $3,010.55 $11,340.74 Not Available 3 25-Jul-08 $14,351.29 $2,965.21 $11,386.08 Not Available 4 25-Aug-08 $14,351.29 $2,919.68 $11,431.61 $743,901.81 5 25-Sep-08 $14,351.29 $2,873.97 $11,477.32 $731,596.25 6 25-0ct-08 $14,351.29 $2,828.08 $11,523.21 $719,256.85 7 25-Nov-08 $14,351.29 $2,782.00 $11,569.29 $706,883.52 8 25-Dec-08 $14,351.29 $2,735.74 $11,615.55 $694,476.16 9 25-Jan-09 $14,351.29 $2,689.30 $11,661.99 $682,034.68 10 25-Feb-09 $14,351.29 $2,642.67 $11,708.62 $669,558.99 11 25-Mar-09 $14,351.29 $2,595.85 $11,755.44 $657,048.99 12 25-Apr-09 $14,351.29 $2,548.85 $11,802.44 $644,504.58 13 25-May-09 $14,351.29 $2,501.66 $11,849.63 $631,925.68 14 25-Jun-09 $14,351.29 $2,454.28 $11,897.01 $619,312.19 15 25-Jul-09 $14,351.29 $2,406.71 $11,944.58 $606,664.01 16 25-Aug-09 $14,351.29 $2,358.95 $11,992.34 $593,981.05 17 25-Sep-09 $14,351.29 $2,311.00 $12,040.29 $581,263.21 18 25-0ct-09 $14,351.29 $2,262.86 $12,088.43 $568,510.39 19 25-Nov-09 $14,351.29 $2,214.52 $12,136.77 $555,722.50 20 25-Dec-09 $14,351.29 $2,165.99 $12,185.30 $542,899.45 21 25-Jan-10 $14,351.29 $2,117.27 $12,234.02 $530,041.13 22 25-Feb-10 $14,351.29 $2,068.35 $12,282.94 . $517,147.45 23 25-Mar-10 $14,351.29 $2,019.24 $12,332.05 $504,218.32 24 25-Apr -1 0 $14,351.29 $1,969.93 $12,381.36 $491,253.63 25 25-May-10 $14,351.29 $1,920.42 $12,430.87 $478,253.29 26 25-Jun-10 $14,351.29 $1,870.72 $12,480.57 $465,217.20 27 25-Jul-10 $14,351.29 $1,820.82 $12,530.47 $452,145.26 28 25-Aug-10 $14,351.29 $1,770.72 $12,580.57 $439,037.37 29 25-Sep-10 $14,351.29 $1,720.41 $12,630.88 $425,893.43 30 25-0ct-10 $14,351.29 $1,669.91 $12,681.38 $412,713.35 31 25-Nov-10 $14,351.29 $1,619.20 $12,732.09 $399,497.02 32 25-Dec-10 $14,351.29 $1,568.29 $12,783.00 $386,244.35 33 25-Jan-11 $14,351.29 $1,517.18 $12,834.11 $372,955.23 34 25-Feb-11 $14,351.29 @1,ttfi.86 $12,885.43 $359,629.57 Schedule (01) EXHIBIT B PAYMENT SCHEDULE (Continued) RE: Lease With Option to Purchase Agreement dated as of April 16, 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) Pmt Due Rental Applied to Applied to 'P u rchase No. Date Payment Interest Principal Option Price 35 25-Mar-11 $14,351.29 $1,414.34 $12,936.95 $346,267.26 36 25-Apr-11 $14,351.29 $1,362.62 $12,988.67 $332,868.20 37 25-May-11 $14,351.29 $1,310.68 $13,040.61 $319,432.30 38 25-Jun-11 $14,351.29 $1,258.54 $13,092.75 $305,959.45 39 25-Jul-11 $14,351.29 $1,206.19 $13,145.10 $292,449.55 40 25-Aug-11 $14,351.29 $1,153.63 $13,197.66 $278,902.50 41 25-Sep-11 $14,351.29 $1,100.86 $13,250.43 $265,318.19 42 25-0ct-11 $14,351.29 $1,047.88 $13,303.41 $251,696.53 43 25-Nov-11 $14,351.29 $994.68 $13,356.61 $238,037.41 44 25-Dec-11 $14,351.29 $941.28 $13,410.01 $224,340.72 45 25-Jan-12 $14,351.29 $887.66 $13,463.63 $210,606.37 46 25-Feb-12 $14,351.29 $833.82 $13,517.47 $196,834.25 47 25-Mar-12 $14,351.29 $779.78 $13,571.51 $183,024.25 48 25-Apr-12 $14,351.29 $725.51 $13,625.78 $169,176.28 49 25-May-12 $14,351.29 $671.03 $13,680.26 $155,290.22 50 25-Jun-12 $14,351.29 $616.33 $13,734.96 $141,365.98 51 25-Jul-12 $14,351.29 $561.41 $13,789.88 $127,403.45 52 25-Aug-12 $14,351.29 $506.27 $13,845.02 $113,402.52 53 25-Sep-12 $14,351.29 $450.91 $13,900.38 $99,363.09 54 25-0ct-12 $14,351.29 $395.33 $13,955.96 $85,285.05 55 25-Nov-12 $14,351.29 $339.53 $14,011.76 $71,168.29 56 25-Decc 12 $14,351.29 $283.51 $14,067.78 $57,012.71 57 25-Jan-13 $14,351.29 $227.26 $14,124.03 $42,818.20 58 25-Feb-13 $14,351.29 $170.78 $14,180.51 $28,584.66 59 25-Mar-13 $14,351.29 $114.08 $14,237.21 $14,311.98 60 25-Apr-13 $14,351.29 $57.16 $14,294.13 $0.00 City of Chula Vista Signature Typed Name and Title *Assumes a1l Rental Payments due to date are paid 9-21 Schedule (01) EXHIBIT C ACCEPTANCE OF OBLIGATION TO COMMENCE RENTAL PAYMENTS UNDER EXHIBIT B RE: Lease With Option to Purchase Agreement dated as of ADril 16. 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) I, the undersigned, hereby certify that I am a duly qualified representative of Lessee and that I have been given the authority by the governing body of Lessee to sign this Acceptance of Obligation to commence Rental Payments with respect to the above referenced Agreement. I hereby certify that: 1. The Equipment described on Exhibit A has not been delivered, installed or available for use as of the Commencement date of this Agreement. 2. Lessee acknowledges that Lessor has agreed to deposit into a Vendor Payable Account an amount sufficient to pay the total purchase price (the "Purchase Price") for the Equipment so identified in such Exhibit A; 3. The principal amount of the Rental Payments in the Exhibit B accurately refiects the Purchase Price; 4. Lessee agrees to execute a Payment Request Form authorizing payment of the Purchase Price, or a portion thereof, for each withdrawal of funds from the Vendor Payable Account. Notwithstanding that the Equipment has not been delivered to or accepted by, Lessee on the date of execution of the Agreement, Lessee hereby warrants that: (a) Lessee's obligation to commence Rental Payments as set forth in ExhiM B is absolute and unconditional as of the Commencement Date and on each date set forth in Exhibit B thereafter, subject to the terms and conditions of the Agreement; (b) immediately upon delivery and acceptance of all the Equipment, Lessee will notify Lessor of Lessee's final acceptance of the Equipment by delivering to Lessor the "Acceptance Certificate" in the form set forth in ExhiM F attached to the Agreement; (c) in the event that any Surplus Amount is on deposit in the Vendor Payable Account when an Event of Non-appropriation under the Agreement occurs, then those amounts shall be applied as provided in Section 10 of the Agreement; (d) regardless of whether Lessee delivers a final Acceptance Certificate, all Rental Payments paid prior to delivery of all the Equipment shall be credited to Rental Payments as they become due under the Agreement as set forth in Exhibit B. City of Chula Vista Signature Typed Name and Title 9-22 Schedule (01) EXHIBIT 0 LESSEE RESOLUTION RE: Lease With Option to Purchase Agreement dated as of April 16, 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) At a duly called meeting of the Governing Body of the Lessee (as defined in the Agreement) held on the following resolution was introduced and adopted: BE IT RESOLVED by the Goveming Body of Lessee as follows: 1. Determination of Need. The Governing Body of Lessee has determined that a true and very real need exists for the acquisition of the Equipment described on Exhibit A of the Lease With Option to Purchase Agreement dated as of April 16,2008, between Citv of Chula Vista (Lessee) and Kansas State Bank of Manhattan (Lessor). 2. Approval and Authorization. The Governing Body of Lessee has determined that the Agreement, substantially in the form presented to this meeting, is in the best interests of the Lessee for the acquisition of such Equipment, and the Governing Body hereby approves the entering into of the Agreement by the Lessee and hereby designates and authorizes the following person(s) to execute and deliver the Agreement on Lessee's behalf with such changes thereto as such person(s) deem(s) appropriate, and any related documents, including any Escrow Agreement, necessary to the consummation of the transaction contemplated by the Agreement. Authorized Indivldual(s): (Printed or Typed Name and Title of individual(s) authorized to execute the Agreement) 3. Adoption of Resolution. The signatures below from the designated individuals from the Governing Body of the Lessee evidence the adoption by the Governing Body of this Resolution. Signature: (Signature of Secretary, Board Chairman or other member of the Governing Body) Typed Name & Title (Typed Name and Title of individual who signed directly above) Attested By: (Signature of one addttionai person who can witness the passage of this Resolution) Typed Name & Title: (Typed Name and Title of individual who signed directly above) 9-23 Schedule (01) EXHIBIT E OFFICERS CERTIFICATE RE: Lease With Option to Purchase Agreement dated as of ADril 16. 2008. between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) . I, the undersigned, hereby certify that I am a duly qualified representative of Lessee and that I have been given the authority by the governing body of Lessee to sign this Officers Certificate with respect to the above referenced Agreement. I hereby certify that: 1. Lessee has appropriated and/or taken other lawful actions necessary to provide moneys sufficient to pay all Rental Payments required to be paid under the Agreement during the current Budget Year of Lessee, and such moneys will be applied in payment of all Rental Payments due and payable during such current Budget Year. 2. Lessee has obtained insurance coverage as required under the Agreement from an insurer qualified to do business in the State. 3. No event or condition that constitutes or would constitute an Event of Default exists as of the date hereof. 4. The governing body of Lessee has approved the authorization, execution and delivery of this Agreement on its behalf by the authorized representative of Lessee who signed the Agreement. 5. Please list the Source of Funds (Fund Item in Budget) for the Rental Payments that come due under Exhibit B of this Agreement. If the above Source of Funds is solely a grant type fund, then the Lessee, by signing below, hereby authorizes the General Fund of the Lessee as a backup source of funds from which the Rental Payments can be made. City of Chula Vista Signature Typed Name and Title 9-24 Schedule (01) EXHIBIT F CERTIFICATE OF ACCEPTANCE RE: Lease With Option to Purchase Agreement dated as of ADril 16. 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) I, the undersigned, hereby certify that I am a duly qualified representative of Lessee and that I have been given the authority by the governing body of Lessee to sign this Certificate of Acceptance with respect to the above referenced Agreement. I hereby certify that: 1. The Equipment described on Exhibit A has been delivered and installed in accordance with Lessee's specifications. 2. Lessee has conducted such inspection and/or testing of the Equipment as it deems necessary and appropriate and hereby acknowledges that it accepts the Equipment for all purposes. 3. Lessee has appropriated and/or taken other lawful actions necessary to provide moneys sufficient to pay all Rental Payments required to be paid under the Agreement during the current Budget Year of Lessee, and such moneys will be applied in payment of all Rental Payments due and payable during such current Budget Year. 4. Lessee has obtained insurance coverage as required under the Agreement from an insurer qualified to do business in the State. 5. No event or condition that constitutes or would constitute an Event of Default exists as of the date hereof. 6. The governing body of Lessee has approved the authorization, execution and delivery of this Agreement on its behalf by the authorized representative of Lessee who signed the Agreement. City of Chuta Vista Signature Typed Name and Title 9-25 Schedule (01) EXHIBIT G PAYMENT REQUEST FORM VOID TO BE UTILIZED AS A SIGNATURE CARD ONLY RE: Lease With Option to Purchase Agreement dated as of ADril 16. 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) In accordance with Section 10.01, by executing this Payment Request Form the Lessee hereby represents that the Payee or Payees iisted below who are requesting payment have deiivered the Equipment or a portion of the Equipment or performed the services to the satisfaction of the Lessee and that the amounts requested beiow by the Payee or Payees are proportionate with the value of the Equipment delivered or services rendered by the Payee or Payees. The Lessee hereby represents and warrants for all purposes that: 1. Pursuant to the invoice attached hereto, the amount to be disbursed is $ consistent with the Agreement between Lessee and Vendor. 2. Payment is to be made to: Payee: and this amount is 3. Partial Disbursement. The undersigned certifies that the foilowing documents are attached to this Payment Request Form when there is a request for a partial release of funds from the Vendor Payable Account to pay for a portion of the Equipment: (1) Invoice from the Vendor, (2) copy of the agreement between Lessee and Vendor (if requested by the Lessor), (3) Insurance Certificate (if applicable), (4) front and back copy of the original MSOiTitle listing Kansas State Bank and/or its assigns as the first lien holder (if applicable). By executing this Payment Request Form and attaching the documents as required above, the Lessee shall be deemed to have accepted this portion of the Equipment for all purposes under the Agreement, including, without limitation, the obligation of Lessee to make the Rental Payments with respect thereto in a proportionate amount of the total Rental Payment. 4. Final Disbursement. The undersigned certifies that the following documents are attached to this Payment Request Form when there is a final release of funds from the Vendor Payable Account: (1) Final Vendor Invoice, (2) Signed Acceptance Exhibit F of the Lease, (3) Insurance Certificate, (4) front and back copy of the original MSOiTitle listing Kansas State Bank and/or its assigns as first lien holder (if applicable). By executing this Payment Request Form and attaching the documents as required above, the Lessee shall be deemed to have accepted the Equipment for all purposes under the Agreement, including, without limitation, the Obligation of Lessee to make the Rental Payments with respect thereto. 5. No amount set forth in this Payment Request Form was included in any Payment Request Form previously submitted. 6. Each disbursement hereby requested has been incurred and is a proper charge against the Vendor Payable Account. No amount hereby requested to be disbursed will be paid to Lessee as reimbursement for any expenditure paid by Lessee more than 60 days prior to the date of execution and delivery of the Agreement. By executing this Payment Request Form Lessee certifies that Lessee is the title owner to the Equipment, or a portion thereof, and that in the event that any third party makes a claim to such title that Lessee will take all measures necessary to secure titie including, without limitation, the appropriation of add~ional funds to secure title to the Equipment, or a portion thereof, and keep the Lease in full force and effect. Please forward this document and any correspondence relating to vendor payment to: Baystone Financial Group / Kansas State Bank of Manhattan, Attn: Documentation Dept. 1680 Charles Place, Manhattan KS, 66502. Fax: 785-537-4806. Please call 800-752-3562 if you have any questions. CITY OF CHULA VISTA Signature Typed Name and Title Signature of additional authorized individual (optional) of Lessee Signature Typed Name and Title 9-26 Schedule (01) EXHIBIT G PAYMENT REQUEST FORM RE: Lease With Option to Purchase Agreement dated as of Aoril 16. 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) In accordance with Section 10.01, by executing this Payment Request Form the Lessee hereby represents that the Payee or Payees listed below who are requesting payment have deiivered the Equipment or a portion of the Equipment or performed the services to the satisfaction of the Lessee and that the amounts requested below by the Payee or Payees are proportionate with the value of the Equipment delivered or services rendered by the Payee or Payees. The Lessee hereby represents and warrants for ali purposes that: 1. Pursuant to the invoice attached hereto, the amount to be disbursed is $ consistent with the Agreement between Lessee and Vendor. 2. Payment is to be made to: Payee: and this amount is 3. Partial Disbursement The undersigned certifies that the foliowing documents are attached to this Payment Request Form when there is a request for a partiai release of funds from the Vendor Payable Account to pay for a portion of the Equipment: (1) invoice from the Vendor, (2) copy of the agreement between Lessee and Vendor (if requested by the Lessor), (3) Insurance Certificate (if applicable), (4) front and back copy of the original MSOlTitle listing Kansas State Bank and/or its assigns as the first lien holder (if applicable). By executing this Payment Request Form and attaching the documents as required above, the Lessee shali be deemed to have accepted this portion of the Equipment for ali purposes under the Agreement, including, without limitation, the obligation of Lessee to make the Rental Payments with respect thereto in a proportionate amount of the total Rental Payment. 4. Final Disbursement. The undersigned certifies that the foliowing documents are attached to this Payment Request Form when there is a final release of funds from the Vendor Payable Account: (1) Final Vendor Invoice, (2) Signed Acceptance Exhibit F of the Lease, (3) Insurance Certificate, (4) front and back copy of the original MSOlTitle listing Kansas State Bank and/or its assigns as first lien holder (if applicable). By executing this Payment Request Form and attaching the documents as required above, the Lessee shali be deemed to have accepted the Equipment for ali purposes under the Agreement. including, without limitation, the obligation of Lessee to make the Rental Payments with respect thereto. 5. No amount set forth in this Payment Request Form was included in any Payment Request Form previously submitted. 6. Each disbursement hereby requested has been incurred and is a proper charge against the Vendor Payable Account. No amount hereby requested to be disbursed will be paid to Lessee as reimbursement for any expenditure paid by Lessee more than 60 days prior to the date of execution and delivery of the Agreement. By executing this Payment Request Form Lessee certifies that Lessee is the title owner to the Equipment, or a portion thereof, and that in the event that any third party makes a claim to such title that Lessee wili take ali measures necessary to secure title including, without limitation, the appropriation of additional funds to secure title to the Equipment, or a portion thereof, and keep the Lease in fuli force and effect. Please forward this document and any correspondence relating to vendor payment to: Baystone Financial Group / Kansas State Bank of Manhattan, Attn: Documentation Dept. 1660 Charles Place, Manhattan KS, 66502. Fax: 785-537-4806. Please cali 800-752-3562 if you have any questions. CITY OF CHULA VISTA Signature Typed Name and Title 9-27 OPINION OF COUNSEL (Must be re-tvoed onto attornev's letterhead) (Date, must be on or after the meeting date listed on Exhibit 0, Lessee Resolution) Kansas State Bank of Manhattan 1010 Westloop, P.O. Box 69 Manhattan, Kansas 66505-0069 RE: Lease With Option To Purchase Agreement dated as of April 16. 2008. between Kansas State Bank of Manhattan (Lessor) and the City of Chula Vista (Lessee) Ladies and Gentlemen: As counsel to Lessee I have reviewed the Lease With Option To Purchase Agreement dated April 16. 2008. Based on my knowledge as counsel for Lessee, and upon my review of the Agreement, I am of the opinion that: 1. Lessee is a political subdivision of the State of California, or a constituted authority authorized to issue obligations on behalf of a political subdivision of the State. 2. Lessee has the requisite power and authority to purchase the Equipment and to execute and deliver the Agreement and to perform its obligations under the Agreement. The Agreement and the other documents either attached hereto or required herein have been duly authorized, approved and executed by and on behalf of Lessee, and the Agreement is a legal, valid and binding obligation of Lessee enforceable in accordance with its terms. 3. The authorization, approval and execution of the Agreement and all other proceedings of Lessee relating to the transactions contemplated thereby have been performed in accordance with all open meeting laws, public bidding laws and all other applicable state and federal laws. 4. There is no litigation, action, suit or proceeding pending or before any court, administrative agency, arbitrator or governmental body that challenges the authority of the Lessee or any of the Lessee's officers or employees to enter into the Agreements. 5. The above opinion is for the sole benefit of the Lessor listed above and can only be relied upon by the Lessor or any permitted assignee or subassignee of Lessor under the agreement. (Signature of Counsel for City of Chula Vista) 9-28 Schedule (01\ BANK QUALIFIED CERTIFICATE RE: Lease With Option to Purchase Agreement dated as of April 16, 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) Whereas, Lessee hereby represents that it is a "Bank Qualified" Issuer for the calendar year in which this Agreement is executed by making the following designations with respect to Section 265 of the Internal Revenue Code. (A "Bank Qualified Issuer" is an issuer that issues less than ten million ($10,000,000) dollars of tax-exempt obligations during the calendar year). Now, therefor, Lessee hereby designates this Agreement as follows: 1. Designation as Qualified Tax-Exempt Obligation. Pursuant to Section 265(b)(3)(B)(i) of the Internal Revenue Code of 1986 as amended (the "Code"), the Lessee hereby specifically designates the Agreement as a "qualified tax-exempt obligation" for purposes of Section 265(b)(3) of the Code. In compliance with Section 265(b)(3)(D) of the Code, the Lessee hereby represents that the Lessee will not designate more than $10,000,000 of obligations issued by the Lessee in the calendar year during which the Agreement is executed and delivered as such "qualified tax-exempt obligations". 2. Issuance Limitation. In compliance with the requirements of Section 265(b)(3)(C) of the Code, the Lessee hereby represents that the Lessee (including all subordinate entitles of the Lessee within the meaning of Section 265(b)(3)(E) of the Code) reasonably anticipates not to issue in the caiendar year during which the Agreement is executed and delivered, obligations bearing interest exempt from federal income taxation under Section 103 of the Code (other than "private activity bonds" as defined in Section 141 of the Code) in an amount greater than $10,000,000. City of Chula Vista Signature Typed Name and Title 9-29 LESSEE ACKNOWLEDGEMENT RE: Lease With Option to Purchase Agreement dated as of ADril 16. 2008, between Kansas State Bank of Manhattan (Lessor) and City of Chula Vista (Lessee) Lessee hereby acknowledges that it has ordered or caused to be ordered the equipment that is the subject of the above- mentioned Agreement. Please complete the below information, attach another page if necessary... Vendor Name: Phone: Contact Person: Equipment: Amount of Equipment: Vendor Name: Phone: Contact Person: Equipment: Amount of Equipment: Vendor Name: Phone: Contact Person: Equipment: Amount of Equipment: Lessee will immediately notify Lessor if any of the information listed above is changed. 9-30 INSURANCE REQUIREMENTS Pursuant to Article V in the Lease With Option to Purchase Agreement, you have agreed to provide us evidence of insurance covering the property in the Agreement. A Certificate of Insurance naming all insured parties and coverages must be returned to us as soon as possible, but no later than the date on which delivery of equipment occurs. If vou have not taken possession of the equipment. please complete the Insurance Memo included with the documentation. In the case of self-insurance, the amounts of liability and physical damage coverage are to be listed on some form of certificate supplied by you. In addition, information regarding the nature of your self-insurance pro!1;lam should also be forwarded to us as soon as possible. INSURANCE REQUIREMENTS BY KANSAS STATE BANK OF MANHATTAN: 1. LIABILITY ~ Minimum of$I,OOO,OOO.OO combined single-limit on bodily injury and property damage. ~ Kansas State Bank and/or Its Assigns MUST be listed as additionalinsured and loss payee. 2. PHYSICAL DAMAGE ~ All risk caverage to guarantee proceeds sufficient to pay the applicable Purchase Option Price as set forth in Exhibit B of the Agreement. Kansas State Bank and/or Its Assigns MUST be listed as additional insured and loss payee. ~ The deductible amounts on the insurance policy should not exceed (to be determined upon credit appraval) 3. ENDORSEMENT ~ Lessor will receive at least thirty (30) days written notice from Insurer prior to alteration, cancellation or reduction of insurance caverage. PLEASE FAX THE CERTIFICATE TO US AS SOON AS POSSIBLE AT (785) 537-4806, AND MAIL THE ORIGINAL TO: Kansas State Bank and/ or Its Assigns P.O. Box 69, 1010 Westloop Manhattan, Kansas 66505-0069 YOUR ASSISTANCE IS GREATLY APPRECIATED TO COMPLETE THIS TRANSACTION, IF YOU HAVE ANY QUESTIONS, PLEASE GIVE US A CALL AT (800) 752-3562. City of Chula Vista Insurance Company: Agent's Name: Telephone Number. Fax Number: Address: 9-31 " Kansas State Bank 1010Westloop, f>.O. Box 69 Manhattan, KS 66505-0069 TIN~J1CCJE DATE: April 16, 2008 To: City of Chula Vista 276 Fourth Avenue Chula Vista, California 91910 Re: Financing for New Zoll Defibrillators DESCRIPTION AMOUNT First rental payment due May 25, 2008. $14,351.29 SUBTOTAL $14,351.29 SALES TAX SHIPPING & HANDLING TOTAL DUE $14,351.29 Make all checks payable to: Kansas State Bank of Manhattan If you have any questions concerning this invoice, call: Jenni Braddock @ (800) 752- 3562. 9-32 Form 8038-G (Rev. November 2000) Information Return for Tax-Exempt Governmental Obligations > Under Intemal Revenue Code section 149(e) ). See separate instructions Caution: If the issue price is under $100,000, use Form 803B-GG. OMB No. 1545-0720 Department of the Treaswy Inlema! RevenueSenrice Reporting Authority 1. Issuer's name City of Chula Vista If Amended Return, check here D 2. lssuer'~ employer identification number 3. Number and street (or PO Box if mail is not delivered to street address) 276 Fourth Avenue 5. City, town, or post office, state, and ZIP code Chula Vista, California 91910 RoorrVSuite 4. Report number 3 6. Date of issue 7. Name of issue Lease with 0 tion to Purchase A eement 9. Name and title of officer or legal representative whom the IRS may call for more infonnation 8. CUSIP number 10. Telephone no. of officer or legal representative Type of Issue (check applicable box(es) and enter the issue price) See instructions d attach schedule 11. 0 Education . . 11 12. 0 Health and hospital 12 13. 0 Transportation 13 14. 0 Public safety . . . 14 15. 0 Environment (including sewage bonds) 15 16. 0 Housing . . 16 17. 0 Utilities . . . 17 18. 0 Other, Describe > 18 19. If obiigations are TANs or RANs, check box > 0 If obligations are BANs, check box > 0 20. If obligations are in the form of a lease or installment sale, check box > 0 Description of Obligations. Complete for the entire issue for which this form is bein filed. (a) Fina! Maturity date (b) Issue price (c) Stated redemption price at maturity (d) Weighted avg. maturity (e) Yield $ Uses of Proceeds of Bond Issue (including underwriters' discount) 22. Proceeds used for accrued interest. . . . 23. Issue price of entire issue (enter amount from iine 21, coiumn (b)) 24. Proceeds used for bend issuance costs (including underwriters' discount) 24 25. Proceeds used for credit enhancement . . . . . . . 25 26. Proceeds allocated to reasonably required reserve or repiacement fund 27. Proceeds used to currentiy refund prior issues. 28. Proceeds used to advance refund prior issues 29. Total (add lines 24 through 28). . . . . . . . . . . 30. Nonrefunding proceeds ofthe issue (subtract line 29 from line 23 and enter amount Description of Refunded Bonds (Complete this art on for refundin bonds.) 31. Enter the remaining weighted average maturity of the bonds to be currently refunded 32. Enter the remaining weighted average maturity of the bonds to be advance refunded 33. Enter the last date on which the refunded bonds wiil be called 34. Enter the date(s) the refunded bonds were issued. ..... Miscellaneous ears > > > > years years 35. Enter the amount of the state volume cap allocated to the issue under section 141 (b)(5) 35 36 a Enter the amount of gross proceeds invested or to be invested in a guaranteed inveslment contract(see in_.) 36a b Enter the final maturity date of the guaranteed inveslment contract > 37. Pooled financlngs: (a) Proceeds of this issue that are to be used to make loans to other govemmental units 137. I b If this issue is a loan made from the proceeds of another tax-exempt issue, check box > 0 and enter the name of the issuer > and the date of the issue > 38. If the issuer has designated the issue under section 265(b)(3)(B}(i)(III) (small issuer exception), check box. > 0 39. If the issuer has eiected to pay a penaity in lieu of arbitrage rebate, check box. . . > 0 40. If the issuer has identified a hedqe, check box. > CJ Under penalties of pe~ury, 1 declare that I have examined this return and accompanying schedules and statements, and, to the best of my knowledge and belief, they are true, correct, and complete. Please Sign Here Signature of issuer's authorized representative Date Cat No. 637738 Type or print name and title Form B038-G (Rev. 11-2000) 9-33 RESOLUTION NO. 2008- RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA AUTHORIZING THE CITY MANAGER AND/OR HIS DESIGNEE TO COMPLETE ALL NECESSARY APPLICATION PROCESSES AND TO ENTER INTO A FIVE- YEAR LEASE PURCHASE AGREEMENT WITH NECESSARY PARTIES FOR THE ACQUISITION OF MEDICAL RESUSCITATION EQUIPMENT MANUFACTURED BY ZOLL MEDICAL CORPORATION FOR USE BY THE FIRE DEPARTMENT, APPROVING THE FINANCING OF THE LEASE PURCHASE AGREEMENT THROUGH KANSAS STATE BANK OF MANHATTAN, AND AUTHORIZING THE MAYOR TO SIGN ALL NECESSARY AGREEMENTS WHEREAS, the City of Chula Vista Fire Department delivers quality Basic Life Support (BLS) services to residents, visitors, and employees every day; and WHEREAS, a vital component of this service heavily relies on the resuscitative equipment that is carried on all fire and rescue apparatus; and WHEREAS, such essential equipment includes cardiac defibrillators, Auto-Pulse devices, and portable suction units; and WHEREAS, the industry standard for the service life of this equipment is five years; and WHEREAS, the Fire Department is requesting authorization to enter into a five-year lease purchase agreement to acquire medical resuscitation equipment manufactured by Zoll Medical Corporation in order to replace existing equipment that is beyond its useful performance life; and WHEREAS, Chula Vista Municipal Code section 2.56.140 authorizes the purchasing agent to participate in cooperative bids with other government agencies for the purchase of materials of common usage provided that such items are purchased through a competitive process that the purchasing agent determines to be consistent with good purchasing practices; and WHEREAS, information regarding pricing regarding the medical resuscitation equipment manufactured by Zoll Medical Corporation is from a competitive bid by the Los Angeles County Fire Department, specifically County of Los Angeles Solicitation No. 208423 approved in 2002; and J:\Atlomey\RESO\AGREEMENTS\Zoll Medical Corp defibs 5-year lease_04-22-08.doc 9 _ 3 4 Resolution No. 2008- Page 2 WHEREAS, the quote obtained by Zoll Medical Corporation regarding pncmg of twenty automatic electronic defibrillators, other necessary operating equipment, and necessary extended warranties and preventative maintenance agreements, dated February 19, 2008, was based on the pricing Zoll provided to the Los Angeles County Fire Department from Solicitation No. 208423; and WHEREAS, Fire Department staff is recommending acquiring this equipment from Zoil Medical Corporation based on the determination of the City's Purchasing Agent that County of Los Angeles Solicitation No. 208423 is consistent with good purchasing practices and is in compliance with Chula Vista Municipal Code Section 2.56.140; and WHEREAS, the total amount to be financed for purchasing this equipment is $764,224.42, and this purchase amount will result in monthly payments of $14,351.29 over a five-year period, through a lease purchase agreement with Kansas State Bank of Manhattan; and WHEREAS, financing terms are being extended to the City upon the successful completion of an application process with Kansas State Bank of Manhattan; and WHEREAS, the Fire Department will align its emergency equipment configuration with industry standards and increase its capability to serve the community and save lives by acquiring this equipment; and WHEREAS, staff is recommending acquiring the AED and Auto-Pulse equipment from Zoll Medical Corporation, as this equipment configuration will provide the Fire Department the ability to upgrade this equipment from Basic Life Support (BLS) capability to Advanced Life Support (ALS) capability; and WHEREAS, this will be a necessary option should the Fire Department launch a paramedic program in the future. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Chula Vista does hereby authorize the City Manager and/or his designee to complete all necessary application processes and to enter into a five-year lease purchase agreement with necessary parties for the acquisition of medical resuscitation equipment manufactured by Zoll Medical Corporation; and NOW, THEREFORE, BE IT FURTHER RESOLVED that the City Council of the City of Chula Vista does hereby approve the financing of the five-year lease purchase agreement through Kansas State Bank of Manhattan and authorizes ongoing funding for the lease purchase payments in the estimated amount of$14,351.29 a month to be included in the Fire Department's budget for fiscal year 2008-2009 and subsequent fiscal years for the duration of the five-year agreement; and J:\Anorney\RESOIAGREEMENTSlZoll Medical Corp delibs 5-year leasc_04-22-08.doc 9- 35 Resolution No. 2008- Page 3 NOW, THEREFORE, BE IT FURTHER RESOLVED that the City Council of the City of Chula Vista does hereby authorize the Mayor to sign all necessary agreements for the acquisition and financing of the medical resuscitation equipment manufactured by Zoll Medical Corporation and to be financed through Kansas State Bank of Manhattan for use by the Fire Department. Presented by Approved as to form by James S. Geering Fire Chief (Interim) 9r^1rfJ~~ 1\un Moore City Attorney J:\Allomcy\RESO\AGREEMENTSlZoll Medical Corp dcfibs5-year leasc_04-22-08.dCK: 9 - 36