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HomeMy WebLinkAboutR-2004-096 High Speed Copier / Printer Machine Purchase (re: Key Municipal Finance)RESOLUTION NO. R-2004- 96 A RESOLUTION of the City of Yakima, Washington, approving and authorizing the acquisition of a high speed copier/printer machine in the amount of not to exceed $55,000 pursuant to the Master Tax -Exempt Installment Purchase Agreement with Key Municipal Finance. WHEREAS, the City of Yakima, Washington ("City"), by Ordinance No. 2003-25 passed on May 6, 2003, authorized the City to enter into a Master Tax - Exempt Installment Purchase Agreement with Key Municipal Financial ("Key") dated as of October 15, 2003 (the "Agreement"); WHEREAS, the City has determined that it is advisable to purchase a high speed copier/printer machine in the amount of not to exceed $55,000 pursuant to the terms of the Agreement; NOW, THEREFORE, BE IT RESOLVED by the City of Yakima, Washington, as follows: Section 1. Approval of Documents. The proper officers of the City are hereby authorized to execute Property Schedule No. 4 and accompanying exhibits on behalf of the City of Yakima, in substantially the form attached hereto. The above -listed agreements shall be amended only with the approval of the City. Section 2. Authorization of Documents. The Mayor or City Manager are hereby authorized to execute the documents relating to financing the copier/printer machine. The Mayor, City Manager, Director of Finance and Budget, and each of the other appropriate officers, agents and representatives of the City are each hereby authorized and directed to take such steps, to do such other acts and things, and to execute such letters, certificates, agreements, papers, financing statements, assignments or instruments as in their judgment may be necessary, appropriate or desirable in order to carry out the terms and provisions of, and complete the transactions contemplated by this resolution. Section 3. Prior Acts. All acts taken pursuant to the authority of this resolution but prior to its effective date are hereby ratified and confirmed. Section 4. Effective Date. This resolution shall be in effect from and after its adoption in accordance with law. ADOPTED by the City Council of the City of Yakima, Washington at a regular meeting thereof, held this 6th day of July 2004. CITY OF YAKIMA, WASHINGTON Paul P. George, Mayor ATTEST City Clerk APPROVED AS TO FORM: City Attorney K:1257391000691ZCF\ZCF R21T9 Addendum to Master Tax -Exempt Installment Purchase Agreement THIS ADDENDUM, which is entered into as of 7/15/2004 by and among Key Municipal Finance, a Division of Key Corporate Capital Inc. ("Seller"), Key Government Finance, Inc. ("KGF") and City of Yakima ("Purchaser"), is intended to modify and supplement the Master Tax -Exempt Installment Purchase Agreement between Seller and Purchaser dated 10/15/2003 (the "Master Agreement"). Capitalized terms not otherwise defined herein shall have themeanings set forth in the Master Agreement. Key Municipal Finance, a Division of Key Corporate Capital Inc. ("KCCI") hereby gives Purchaser notice, and Purchaser hereby acknowledges receipt of notice, that Key Corporate Capital Inc. has reorganized its Key Municipal Finance Division pursuant to which it has created a wholly owned subsidiary, Key Government Finance, Inc. As such KGF, a Colorado corporation, whose offices are at 1000 S. McCaslin Blvd., Superior, Colorado 80027, is successor in interest to KCCI and KCCI has assigned all right, title and interest of KCCI in and to the Master Agreement, each and every Property Schedule and all documerits and property related thereto (collectively the "Lease") to KGF, and KGF has assumed all duties and obligations of KCCI under the Lease. All references in the Lease to KCCI shall be deemed to refer to Key Government Finance, Inc., as Seller. By execution below, KGF hereby accepts such delegation of the obligations and duties of KCCI set forth herein. • IN WITNESS WHEREOF, KCCI, KGF and Purchaser have caused this Addendum to be executed in their names by their duly authorized representatives as of the date first above written. KCCI: Key Municipal Finance, a Division of Key Cor orate Capital In . e Name: jZ. A-. 2-6-24 1 Tit., Name: kbU-Ao,.5 - S cjn \6\ Title: DIRECTOR OF OPERATIONS & SYNDICATIOI KGF: Key Government Finance, Inc. By: Name: '©kn L e,klO_ Title: DIRECTOR OF OPERATIONS & SYNDICATIONS S Purchaser: City of Yakima Name: jZ. A-. 2-6-24 1 Tit., Title: C- t TY WI At Al iti G-&- rt._ Attest: By: Name: 1A--+Q.dcr N S. /Z Title: C,.Ty CITY CONTRACT No: angt-Zg RESOLUTION ea Form No: 96 -400.o97 -lard -1- Property Schedule No. 04 Master Tax -Exempt Installment Purchase Agreement This Property Schedule No. 04 is entered into as of the Commencement Date set forth below, pursuant to that certain Master Tax - Exempt Installment Purchase Agreement (the "Master Agreement"), dated as of 10/15/2003, between Key Government Finance, Inc., and City of Yakima. 1. Interpretation. The terms and conditions of the Master Agreement are incorporated herein by reference as if fully set forth herein. Reference is made to the Master Agreement for all representations, covenants and warranties made by Purchaser in the execution of this Property Schedule, unless specifically set forth herein. In the event of a conflict between the provisions of the Master Agreement and the provisions of this Property Schedule, the provisions of this Property Schedule shall control. All capitalized terms not otherwise defined herein shall have the meanings provided in the Master Agreement. 2. Commencement Date. The Commencement Date for this Property Schedule is 7/15/2004 3. Property Description and Payment Schedule. The Property subject to this Property Schedule is described in Exhibit 1 hereto. Purchaser shall not remove such property from the locations set forth therein without giving prior written notice to Seller. The Installment Payment Schedule for this Property Schedule is set forth in Exhibit 1. 4. Opinion. The Opinion of Purchaser's Counsel is attached as Exhibit 2. 5. Purchaser's Certificate. The Purchaser's Certificate is attached as Exhibit 3. 6. Proceeds. Seller shall disburse the proceeds of this Property Schedule in accordance with the instructions attached hereto as Exhibit 4. 7. Acceptance Certificate. The form of Acceptance Certificate is attached as Exhibit 5. 8. Additional Purchase Option Provisions. In addition to the Purchase Option provisions set forth in the Master Agreement, Installment Payments payable under this Property Schedule shall be subject to prepayment as follows: See termination amount in Exhibit 1 (Payment Schedule), subject to per diem adjustment. . Bank Qualification and Arbitrage Rebate. Attached as Exhibit 6. 10. Expiration. Seller, at its sole determination, may choose not to accept this Property Schedule if the fully executed, original Agreement (including this Property Schedule all ancillary documents) are not received by Seller at its place of business by 7/15/2004. IN WITNESS WHEREOF, Seller and Purchaser have caused this Property Schedule to be executed in their names by their duly authorized representatives as of the Commencement Date above. Seller: Key Government Finance, Inc. By:��o J Name: jale1 Li /C -- Title: Title: DIRECTOR OF OPERATIONS & SYNDICATION Purchaser: City of Yakima By:��o J Name: g.•.4-. -c:. TeL Title: L'- r TY MAN ft- 6-61e- ,,--:;z' Attest: By 2, t. Name: ktor Je.6 N S. itoS6le- sao„s Title: Li t ry CLE L4&. EXHIBIT 1 Property Description and Payment Schedule Re: Property Schedule No. 04 to Master Tax -Exempt Installment Purchase Agreement between Key Government Finance, Inc., and City of Yakima. The Property is as follows: The Property as more fully described in Exhibit A incorporated herein by reference and attached hereto. EQUIPMENT LOCATION: Printshop Basement, 129 N. 2nd Street, Yakima, WA 98901 USE: Operations – This use is essential to the proper, efficient and economic functioning of Purchaser or to the services that Purchaser provides; and Purchaser has immediate need for and expects to make immediate use of substantially all of the Property, which need is not temporary or expected to diminish in the foreseeable future. Installment Payment Schedule If the Due Dates are not defined in this Installment Payment Schedule, they shall be defined as the last day of each quarterly period of this Installment Payment Schedule commencing with the Acceptance Date. Interest rate 3.97% Total Principal Amount $54,255.09 Payment No. Due Date Installment Principal Amount Interest Amount Prepayment Title: Payment 14- A/ i4,- 6 -6 Balance 1 15 -Oct -2004 3,004.29 2,465.81 538.48 52,825.06 2 15 -Jan -2005 3,004.29 2,490.28 514.01 50,284.97 3 15 -Apr -2005 3,004.29 2,515.00 489.29 47,719.67 4 15 -Jul -2005 3,004.29 2,539.96 464.33 45,128.91 5 15 -Oct -2005 3,004.29 2,56517 439.12 42,512.44 6 15 -Jan -2006 3,004.29 2,590.63 413 66 39,870.00 7 15 -Apr -2006 3,004.29 2,616.34 387.95 37,201.33 8 15 -Jul -2006 3,004.29 2,642.31 361.98 34,506.17 9 15 -Oct -2006 3,004.29 2,668.53 335.76 31,784.27 10 15 -Jan -2007 3,004.29 2,695 02 309.27 29,035.35 11 15 -Apr -2007 3,004.29 2,721.77 282.53 26,259.14 12 15 -Jul -2007 3,004.29 2,748.78 255.51 23,455.39 13 15 -Oct -2007 3,004.29 2,776.06 228.23 20,623.80 14 15 -Jan -2008 3,004.29 2,803.62 200.68 17,764.11 15 15 -Apr -2008 3,004.29 2,831.44 172.85 14,876.04 16 15 -Jul -2008 3, 004.29 2,859.54 144.75 11, 959.31 17 15 -Oct -2008 3,004.29 2,887.92 116.37 9,013.63 18 15 -Jan -2009 3,004.29 2,916 59 87.71 6,038.71 19 15 -Apr -2009 3,004.29 2,945.53 58.76 3,034.26 20 15 -Jul -2009 3,004.29 2,974.77 29.52 0.00 Purchaser: City of Yakima Y: ` Name: 12.4.SA- Title: C..-( "- 14- A/ i4,- 6 -6 EXHIBIT 3 Purchaser 's Certificate Re: Property Schedule No. 04 to Master Tax -Exempt Installment Purchase Agreement between Key Government Finance, Inc. and City of Yakima. The undersigned, being the duly elected, qualified and acting keeper of records for the City of Yakima ("Purchaser") do hereby certify, as of 7/15/2004, as follows: 1. Purchaser did, at a meeting of the governing body of the Purchaser held -T"4-41 dery by resolution or ordinance duly enacted, in accordance with all requirements of law, approve and authorize the execution and delivery of the above -referenced Property Schedule (the "Property Schedule") and the Master Tax -Exempt Installment Purchase Agreement (the "Master Agreement") by the following named representative of Purchaser, to wit: NAME OF EXECUTING OFFICIAL TITLE OF EXECUTING OFFICIAL SIGNATURE OF EXECUTING OF ICIAL 1°4(,L rJA, GGoit, (,.4 VIA A, yoo It ? And/ Or ..� •°(....----. k -.e, - ‘.:. Ci.N.-\-`k\I\t,1/4.m..N,,, -*-7-4zz. 1 2. The above-named representative of the Purchaser held at the time of such authorization and holds at the present time the office set forth above. 3. The meeting(s) of the governing body of the Purchaser at which the Master Agreement and the Property Schedule were approved and authorized to be executed was duly called, regularly convened and attended throughout by the requisite quorum of the members thereof, and the enactment approving the Master Agreement and the Property Schedule and authorizing the execution thereof has not been altered or rescinded. All meetings of the governing body of Purchaser relating to the authorization and delivery of Master Agreement and the Property Schedule have been: (a) held within the geographic boundaries of the Purchaser; (b) open to the public, allowing all people to attend; (c) conducted in accordance with internal procedures of the governing body; and (d) conducted in accordance with the charter of the Purchaser, if any, and the laws of the State. 4. No event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute, an Event of Default (as such term is defined in the Master Agreement) exists at the date hereof with respect to this Property Schedule or any other Property Schedules under the Master Agreement. 5. The acquisition of all of the Property under the Property Schedule has been duly authorized by the governing body of Purchaser. 6. Purchaser has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current budget year to make the Installment Payments scheduled to come due during the current budget year under the Property Schedule and to meet its other obligations for the current budget year and such funds have not been expended for other purposes. 7. As of the date hereof, no litigation is pending, (or, to my knowledge, threatened) against Purchaser in any court (a) seeking to restrain or enjoin the delivery of the Master Agreement or the Property Schedule or of other agreements similar to the Master Agreement; (b) questioning the authority of Purchaser to execute the Master Agreement or the Property Schedule, or the validity of the Master Agreement or the Property Schedule, or the payment of principal of or interest on, the Property Schedule; (c) questioning the constitutionality of any statute, or the validity of any proceedings, authorizing the execution of the Master Agreement and the Property Schedule; or (d) affecting the provisions made for the payment of or security for the Master Agreement and the Property Schedule, _ City of Yakima ." 1 pft, sr, z,p- k Title:A 5 A "`" t 1. t � Y C L cradle._:: , SIGNER MUST NOISE THE SAME AS THE'EXECUTING .QFI=i7C:(`Sob N ABOVE. Form No: 96-400.o97-kmf -1- EXHIBIT 4 Payment of Proceeds Instructions Key Government Finance, Inc. 1000 South McCaslin Blvd. Superior, CO 80027 Re: Property Schedule No. 04 (the "Property Schedule") to Master Tax -Exempt Installment Purchase Agreement between Key Government Finance, Inc. ("Seller "), and City of Yakima ("Purchaser"). Ladies and Gentlemen: The undersigned, an Authorized Representative of the Purchaser hereby requests and authorizes Seller to disburse the net proceeds of the Property Schedule as follows: Name of Payee: i (Zj C 1/4i /rn a By check If by check, Payee's address: By wire transfer If by wire transfer, instructions as follows: Pay to Bank Name: g 04A Bank Address: l(%,Af�n-•et �vL� Bank Phone #: 5' - (� )5" For Account of: 670 d r Ire /M i Account No.: /r%T 2 ! 2. ABA No.: /d2, -( PVP 51V City of Yakima By: Name: )/yn z7/2/ ,h'l , X41;3eA) Title: fi�,A-W2 Form No: 96-400.o97-kmf -1- EXHIBIT 5 Acceptance Certificate Key Government Finance, Inc. 1000 South McCaslin Blvd. Superior, CO 80027 Re: Property Schedule No. 04 to Master Tax -Exempt Installment Purchase Agreement between Key Government Finance, Inc. and City of Yakima Ladies and Gentlemen: In accordance with the above -referenced Master Tax -Exempt Installment Purchase Agreement (the "Master Agreement"), the undersigned ("Purchaser") hereby certifies and represents to, and agrees with, Key Government Finance, Inc. ("Seller"), as follows: Date: (1) The Property, as such terms are defined in the above -referenced Property Schedule, has been acquired, made, delivered, installed and accepted on the date indicated below. (2) Purchaser has conducted such inspection and/or testing of the Property as it deems necessary and appropriate and hereby acknowledges that it accepts the Property for all purposes. (3) No event or condition that constitutes, or with notice or lapse of time, or both, would constitute, an Event of Default (as such terms are defined in the Master Agreement) exists at the date hereof. J L y I a, Zo o if City of Yakima as Purchaser By: -----., Name: i2.. A. 201/4A-',5 , Ta_ Title: —d Cr' im" AI A- 6-6 Form No: 96-400.o97-kmf -1- EXHIBIT A -- PROPERTY DESCRIPTION Copier/Printer: KCDA Savin 40105, DR840 Finisher, Savin RT46 LCT, 1-2-3 hole punch type 1075, Savin by pass tray type 2105. Controller and Software: Cascade Copier Fiery EB -105, Prizm software Form No: 96-400.o97-kmf - 2 - EXHIBIT 6 Bank Qualification And Arbitrage Rebate Key Government Finance, Inc. 1000 South McCaslin Blvd. Superior, CO 80027 Re: Property Schedule No. 04 to Master Tax -Exempt Installment Purchase Agreement between Key Government Finance, Inc. and City of Yakima Qualified Tax -Exempt Obligation This section intentionally left blank Arbitrage Rebate. (a) Purchaser is a governmental unit under the law of the State with general taxing powers, (b) this Property Schedule is not a private activity bond as defined in Section 141 of the Code, and (c) 95% or more of the net proceeds of this Property Schedule will be used for local government activities of Purchaser . Purchaser: City of Yakima By: Name: .- A--� ®A P. - Title: C -t 7"y' mfkn✓/O-6-6 Form No: 96-400.o97-kmf -1- ITEM TITLE: BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. *1) For Meeting Of 7/6/2004 A Resolution approving and authorizing the acquisition of a high speed copier/printer in an amount not to exceed $55,000 pursuant to the Master Tax -Exempt Installment Purchase Agreement with Key Government Finance SUBMITTED BY: Rick Pettyjohn, Information Systems Manager CONTACT PERSON/TELEPHONE: Tim Jensen, Treasury Servi es Officer, 576-6T SUMMARY EXPLANATION: Information Systems is replacing the old sixty -five -pager -per -minute central computer system printer with a new one -hundred -page -per -minute printer. This printer is similar to the high- speed copiers in the Print Shop. These machines will be networked together to provide backup capability and to facilitate load sharing allowing more throughput and faster response times to document requests. The attached Resolution authorizes an Installment Loan Agreement for this printer pursuant to the City's Master Tax -Exempt Installment Loan Agreement dated October 15, 2003 - Ordinance 2003-25. Financing will be provided under this agreement as property schedule #4. This is a five-year installment agreement at an interest rate of 3.97%. The total principal amount is not to exceed $55,000. Twenty payments of approximately $3,000 will be made quarterly for an annual amount of $12,000. This loan will close and documents will be finalized before July 15, 2004. The attached agreements will be completed at that time. The 2004 Information Systems' Budget contains appropriations for the Capital Lease expenditures and revenue and Debt Service expenditure for this transaction. Resolution XX Ordinance Other (Specify) Property Schedule # 4 Contract Mail to (name and address): Phone: Funding Source Ge 1 Fund APPROVED FOR SUBMITTAL: City Manager STAFF RECOMMENDATION: Approve Resolution BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2004-96.