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GOVERNMENTAL EQUIPMENT LEASE-PURCHASE AGREEMENT
Lessee: KERB COLRYTY, TEXAS Lessor: Caterpillar Financial Services Corporation
Address: 700 MAIN ST RM 103 Address: 2120 West End Avenue
City: KERRVILLE • •^'_;~, ~ ~ 1 ~ City: Nashville
State/ Zip TX 78028 ~.• ~ ~'1_ : I •'~ f State/Zip,: (Tennessee 37203-0001
This Governmental Equipment Lease/Purchase Agreement is dated as of ~I I 1 ~~ (Ihe "Agreement").
T-
1. LEASE PAYMENTS; CURRENT EXPENSE. Lessee agrees la pay the lease payments (the "Lease Payments"} with respect to this Agreement during the term hereof in
Ihe amounts and on Ihe dates specified below. A portion o1 each Lease Payment is paitl as and represents the payment of interest and the balance of each Lease Payment is
paid as and represents payment of principal Lessor is authorized to inseA the due dales of the Lease Payments and any other information that should be added hereto in
order for this Agreement to re6ect the spect6c agreements of Ihe parties hereto. All Lease Payments shall be paitl to Lessor without notice or demand al such place as Lessor
may from lime to time designate by written notice to Lessee. Lessee shall pay the Lease Payments exclusively from moneys legally available therefor, in lawful money of the
United Stales of America. The obligations oT Lessee, including its obligation fo pay the Lease Payments due in any fiscal year, shall constitute a current expense of Lessee for
such fiscal year and shall not constitute an indebtedness of Lessee within the meaning of the CAnstitution and laws of the State in which Lessee is located (the "State').
Nothing herein shall wnstilule a pledge by Lessee of any taxes or other moneys (other than moneys lawfully apProprlated from time to time for Ihe payment of the `Payments'
(as defined In the last sentence of this Paragraph) owing hereunder EXCEPT AS PROVIDED IN PARAGRAPH 4, LESSEE'S OBLIGATIONS TO MAKE THE PAYMENTS TO
LESSOR IN THE AMOUNTS REQUIRED HEREBY ARE ABSOLUTE AND UNCONDITIONAL. LESSEE FURTHER EXPRESSLY AGREES THAT IT WILL MAKE ALL SUCH
PAYMENTS TO LESSOR REGARDLESS OF, AND WILL NOT ASSERT AGAINST LESSOR. ANY DEFENSE, CLAIM, SETOFF, OR COUNTERCLAIM OR OTHER RIGHT,
EXISTING OR FUTURE. WHICH LESSEE MAV HAVE AGAINST THE LESSOR OR ANY OTHER PERSON OR ENTITY FOR ANV REASON As usetl in this Agreement. .
"Payments' shall mean Ihe Lease Payments and any other amounts required to be paid by Lessee hereunder.
Lease Payments shall be paid by Lessee to Lessor as tollows~ f786.00 will be paid in arrears and Ihe balance of the Lease Payments is payable in 59 successive
monthly payments of which the first 58 payments ar th unt off 786.00 each, and the last payment is in the amount of $21.786.00 plus all other amounts then awing
hereunder, with the first Lease Payment due on ___~1 ` and subsequent Lease Payments due on a like date of each month (hereafter until paid in full. II Lessor
does not receive a Lease Payment on the date II is duo s e hall pay to Lessor, on demand a lase payment charge equal to the lesser o! five percent (5 %) of the payment
not paid when due or the highest charge allowed by law, whichever is less
The portion of the lease Payments constituting principal shall bear interest (computed on the basis of actual days elapsed in a 360 day year) at the rate of 4.74 % per
annum.
2. SECURITY INTEREST. Lessor agrees to lease to Lessee and Lessee agrees to lease from Lessor, the Items of equipment (the "Equipment") described below In order to
secure all of ds obligations hereunder, Lessee hereby (a) grants to lessor a first and prior security inleresl in any and all right, title, and interest of Lessee in Ihe Equipment
and in all additions, attachments, accessions. and substitutions (hereto, and on any proceeds Therefrom and (b) agrees to do any further act and hereby authorizes the filing of
such financing statements, or to execute and deliver such certificates of title, notices or acknowledgement or other instruments in form satisfactory to Lessor necessary or
appropriate to evidence such security interest. Lessee at Its expense wdl protect and defend lessor's security inleresl In the Equrpment and will keep the Equipment free and
clear of any and all claims, liens, encumbrances and legal processes however and whenever arising.
Description of tini[(s) SerialM
(I I Kew 420D Caterpillar Hackhue Luader FDP 15262
r
r\ Lessee confirms that it has an immediate need for, and expects to make immediate use of, substantially all the Equipment, which need is not temporary or expected to
f ~ tliminish during Ihe term of this Agreement. The Equipment will be used by Lessee fa the purpose of pedorming one or more of Lessee's governmental lunchons consistent
with the scope of Lessee's authority and not in any trade or business carried on by a person other than Lessee.
3. WARRANTIES. LESSOR HAS NOT MADE AND GOES NOT MAKE ANY WARRANTY, REPRESENTATION OR COVENANT OF ANV KIND. EXPRESS OR IMPLIED.
AS TO THE EOUIPh1ENT AS TO LESSOR, LESSEE'S LEASE AND PURCHASE OF THE EQUIPMENT SHALL BE ON AN "AS IS' AND "WHERE IS" BASIS ANO 'WITH
ALL FAULTS" Lessee shall enforce all warramies, agreements and represenlauons, d any, with regard to the Equpment against the maker of such warranties Except
pursuant to an amendment as provided herein, rip person is authorized to waive or alter any term or wntldion of this Agreement.
4. NONAPPROPRIATION. Lessee covenants antl represents to lessor that (a) Lessee wll1, to Ihe extent permitted by Stale law include in its budget for each successive
fiscal year during the term of this Agreement a sufficient amount to permit Lessee Io discharge all o! its obligations hereunder, (b) Lessee has budgetetl and has available for
p( the current fiscal year suHiuent funds to comply with its obligations under This Agreement and (c) there are no cimumstances presently affecting Lessee [hat could reasonably
p~ be expected to adversely affect ns ability to budget funds (or the payment of sums due hereunder Notwithstanding any provision of this Agreement to the contrary, Lessor
T antl Lessee agree that in the event that poor to the commencement of any of Lessee's (scat years Lessee does not have sufhcienl funds appropriated to make the Payments
due hereunder for said fiscal year, Lessee shall have the option of terminating this Agreement as of the dale of the commencement of such fiscal year by giving Lessor snty
,S.~t (60) days prwr written notice of its intent to cancel lMS Agreement. No later Than the last day of Ihe lass fiscal year for which appropriations were made for the Payments due
%~ hereunder (toe "Return Date"), Lessee shall return to Lessor all, but not less than all, of the Equipment, at Lessee's sole expense, in accordance with Paragraph 18. and This
iXCi~. Agreement shall terminate on the Return Date wittwut penalty or expense to Lessee and Lessee shall not be obligated to pay trio Lease Payments beyond such fiscal year,
provided, that Lessee shall pay all Lease Payments and other Payments for which moneys have keen appropriated or are otherwise available, provided further, That Lessee
shall pay month-to-month rent at the rate set by lessor for each month or pan thereof that Lessee fails to return the Equipment To the extent lawful and permitted by public
~ g.'vrrn tuyy ryry~~~sxx~~Fp~~py~~rr,I n~:,w.i.w~w,n~n.~.~e•r+r,
IS. ~-. CG ~A~~IS;I NN~III
policy, Lessee agrees d will not terminate this Agreement under the provisions o! this Paragraph 4 if any Furlds are appropriated to it or by it for the acquisition, retention w
operation of the Equipment or other equipment performing lunctions similar to the Equipment for the fiscal year in which lertnination occurs or the next succeedmg fiscal year
5. TAX WARRANTY. Lessee is validly existing as a body corporate and politic and public instrumentality of the State with the power antl authority to enter into This
Agreement and to carry out its obligations hereunder and the transactions contemplated hereby Lessee shall, at all times, do and perform all acts and things necessary and
within its control in order to assure that the interest component of the lease Payments received by the Lessor shall, for the purposes of federal income taxation, be excluded
from the gross income of the Lessor and shall not take or permit any act or thing That could cause the interest component of the lease Payments received by the Lessor to be
included in the gross income of the Lessor for the purposes of Federal income taxation. The Equipment will not be used in any trade or business corned on by a person oMer
than Lessee Lessee will submit information reporting statements and other information relating to This Agreement al the limes and in the forms and to the places required by
the Internal Revenue Code of t9B8, as amended, (the "Code-) and the Treasury Regulations and Rulings related thereto.
8. A551GNMENT. Lessee may not, without Lessoi s written consent, by operation of law or otherwise. assign, transfer, pledge, hypothecate or otherwise tlispose of ds right.
title and interest in and to this Agreement and the Equipment and/or grant or assign a security interest harem, m whole w in Dart Lessor may not transfer, Berl. assign,
pledge, hypothecate, or otherwise dispose of its right, title and interest in and to Ihis Agreement and the Equipment and/or grantor assign a security interest herein, m whole
or in pan.
7. INDEMNITY. To the extent permitted by law. Lessee assumes lizbility for, agrees to and does hereby indemnity, protect and hold harmless Lessor and its agents.
employees, officers. directors, subsidiaries and stockholders from and against any and all liabilities, obligations, losses, damages, injuries, claims. demands, penalties,
actions. costs and expenses (including reasonable attorney's tees). of whatsoever kind and nature, arising out of the use, condition (including, but not limited to, latent and
other defects and whether or not diswverable Dy Lessee or Lessor), operation, ownership, selection, delivery, storage. leasing or return of any item of Equipment, regardless
of where, how and by whom operated. or any failure on the part of lessee to accept the Equipment or otherwise to perfbrm or comply with any conditions of this Agreement.
The indemnifies contained in this Paragraph shall continue in full force and effect notwithstanding the termination of this Agreement. Lessee is an independent contractor and
nothing contained in this Agreement shall authorize Lessee or any other person to operate or use any Equipment so as to incur any obligation on behalf of Lessor or impose
any liability on Lessor Nothing in this Agreement is intended nor should any provision of flits Agreement be construed to, limit, waiver, abridge or otherwise
modity any rights, claims, or causes of action that the Lessee may have against any person or entity other than Lessor.
8. LO55 AND DAMAGE. Lessee shall bear the entire risk of loss, Ihefl. destruction or damage to the Equipment a any pan thereof from any cause whatsoever No loss.
(heft, tleslruction w damage of the Equipment shall relieve Lessee of the obligation to make lease Payments or to penortn any obligation owing hereunder In the event of
loss, theft, destruction or damage of any kind to any item of the Equipment. Lessee shall immediately notify Lessor and, al the option of Lessor, shall (a) place the same in
good repair, working order and condition (ordinary wear and tear excepted), or (b) replace the same with like equipment in good repair, working order and condition (ordinary
wear and tear excepted). The'net proceeds- (as defined in the last sentence of Ihis Paragraph) of any insurance recovery shall be applied to clause (a) or Ib) as Drovided
above unless an Event of Delaull shall have occurred and be continuing in which case the net proceeds shall be paid to Lessor to the extent of, and applied to the amount due
and payable to Lessor under this Agreement. Any net proceeds remaining after application of net proceeds in accordance with the preceding sentence shall be paid to. and
belong to, Lessee. II the net proceeds of any insurance recovery are insuNCient to pay m full for the repair, restoration or replacement of the Equipment, lessee shall either
complete the work to the satisfaction of Lessor, and pay any costs in excess o1 the net proceeds without any claim for reimbursement or credA from Lessor or pay the then
applicable purchase prrce for the Equipment (as detemmne0 by Lessor according to its usual and customary manner) plus all Payments then due antl owing hereunder "Net
proceeds" shall mean the amount remaining 6om the gross proceeds of any insurance claim or wndemnation award after deducting all expenses (including reasonable
attorneys' fees) incurred in the collection of such claim or award.
9. INSURANCE. Lessee agrees to keep the Equipment insured tb protect all interests of Lessor, of Lessee's expense, for such risks, in such amounts, in such forms and
with such companies as Lessor may require, including but not limited to fire and extended coverage insurance, explosion and collision coverage, and personal liability and
property damage liability insurance. Lessor may (but shall not be obligated to) insure the Equipment at the expense of Lessee Any insurance policies relating to loss or
damage to the Equipment will name Lessor as loss payee as its interests may appear and the proceeds may be applied toward the replacement or repair of the Egwpment or
the satisfaction of the Payments due hereunder Any such policies shall contain a provision that they may not be cancelled or the coverage reduced without thirty (30) days
prior written notice to Lessor Any liability insurance policies will name Lessee and Lessor as co-insured and the Droceeds shall be applied firs) to Lessor to the extent of its
liability, if any, and the balance to lessee. lessee shall furnish certificates, policies or endorsements to Lessor as proof of such insurance. Lessee hereby appoints Lessor as
Lessee's attorney-in-fact to make claim Ior, receive payment of antl execute or endorse all documents. checks or drags for loss or damage or return premiums under any
insurance policy issued on the Equipment and hereby assigns to Lessor all of its right, lisle and mteresl in and to such insurance policies and the proceeds thereof. If Lessee is
self-insured with respect to equipment such as the Equipment. Lessee shall maintain an actuarially sound self-insurance program in farm satisfactory to Lessor and shall
provide evidence thereof in form and substance satisfactory to Lessor
10. TAXES, MAINTENANCE AND INSPECTION. The parties to this Agreement contemplate that the Equipment will be used for a govemmenlal or proprietary purpose of
Lessee and. therefore, that the Equipment will be exempt from all taxes presently assessed and levied with respect to Dersonal property. Nevertheless, if the use, possession
or acgwsition of the Equipment is determined to be subject to tazafion, Lessee shall pay when due all taxes and govemmenlal charges assessed or levied against or with
respect to the Equipment. Lessee agrees to use. operate and maintain the Equipment in accordance with all laws, regulations and ordinances and in axordance with Me
provision of any policies of insurance covering the Equipment and shall not rent the same or permit the same to be used by anyone other Ihan Lessee or Lessee's
employees Lessee agrees to keep the Equipment in good repair, working order and condition (ordinary wear and tear excepted) and house the same in suitable shelter, and
to permd Lessor or Its assigns to inspect the Equipment al any lime and to otherwise protect its interests therein. If any Equipment is customarily covered by a maintenance
agreement, Lessee will furnish Lessor with a maintenance agreement by a party reasonably satisfactory to Lessor No maintenance or other service for the Equipment will be
provided by Lessor Without the prior written wnsent of Lessor. Lessee shall not make any alterations, modifications or attachments to the Equipment that cannot be removed
without materially damaging the funcfional capabilities or economic value of the Equipment. In the event the Equipment is returned to Lessor, the Lessee. at its sole cost and
expense, and at the request of Lessor, will remove all alteratons, modifications and attachments, and repair the Equipment as necessary to return the Equipment to the
condition in which it was furnished, ordinary wear and tear and permittetl modifications excepted. All replacement parts shall be free and clear of liens of others, and shall
become part of the Equipment and subject to the terms hereof.
11. LATE PAYMENTS AND PERFORMANCE OF LESSEE'S OBLIGATIONS BY LESSOR. I1 (a) any Payment other Than a Lease Payment is not paid when due or (b)
Lessee fads to perform any of its obligations hereunder and Lessor performs the same for the account of Lessee and incurs expenses. costs, penalties or liabilities in so doing
("Reimbursable Expenses'), Lessee shall pay interest on such Payment from the date due and, with respect to the Reimbursable Expenses, from the date incurred, in each
case until paid, at the rate of eighteen (18 %) percent per annum (or, if such rate is in excess of the maximum rate permitted by law, the maximum rate permitted by law).
12. DEFAULT. The following shall constitute an event of default under this Agreement, and the terms 'Event of Oefaulf" and "default" shall include, whenever they are used in
this Agreement, the following: (a) subject to Paragraph 4 hereof, failure by Lessee to pay any Lease Payment or any other Payment required to be paid when due and such
failure continues for ten (10) days after the due date thereof, (b) Lessee fails to Derform w observe any other covenant, condition, or agreement to be performed or observed
by it hereunder and such failure is not cured within twenty (20) days after written notice thereof 6y Lessor, (c) the discovery Dy Lessor that any statement, representauon w
warranty made by Lessee in this Agreement or any writing ever delivered by Lessee pursuant hereto or in connection herewith is false, misleading, or erroneous in any
material respect (tl) any determination by the United States Internal Revenue Service that the pomon of the Payments constituting'interesl' is inclutlible in the yross income
of Lessor for Federal income tax purposes, or (e) the filing of a petition In bankruptcy by or aganst Lessee, or failure of Lessee promptly to lift any execution, garnishment, or
allachmenl or such consequences as would impair the ability of lessee to carry on its governmental lunctions. or assignment by Lessee for the Benefit of creditors, or the
entry by Lessee into agreement of compositwn with creditors, or the approval by a court of competent jurisdiction of any atljustment of indebtedness of Lessee. w the
dissolution or liquidation of Lessee
13. REMEDIES. Whenever any Event of Derault shall have occurretl. Lessor shall have the right at its option and wdhout any further demand or notice, to lake one or any
combination of the Following remedial steps. (a) Lessor, may declare all Lease Payments due or to became due during the fiscal year in which the Event of Default occurs to
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•m -
be immediately due arW payable by Lessee; (D) Lessor may repossess any or all oT the Equipment Dy giving Lessee wdtten notice to deliver the Equipment to Lessor in the
manner prdvtded in Paragraph 18, or in the event Lessee fails to do so within ten (10) days aher receipt of such notice, and subject td all applicable laws, Lessw may enter
upon Lessee's premises where the Equipment is kept and take possession of the Equipment and charge Lessee /or costs incurred in repossessng the Equipment, including
reasonable attorneys' fees. Lessee hereby expressly waives any damages occasioned by sucn repossession Notwithstanding the faU that Lessor has taken possession of
the Equipment, lessee shell continue to be responsible for the lease Payments due during the fiscal year then in eflecl, (c) i/ Lessor terminates this Agreement and lakes
possession and disposes of the Equipment or any portion thereof, Lessor shall apply the proceeds of any such disposition to pay the following dems in the following order (i)
all costs linduding, Dul not Iimile0 to, attorneys' lees) incurred in securing possession of the Equipment, (ii) all expenses incurred in completing the disposition of the
Egwpment (iiQ any sales w transfer lazes; (iv) all costs and expenses incurred by Lessor to return [he Equipment to the contlition required by Paragraph 18 hereol, antl (v) all
Payments wheNer tlue or due in the future hereunder Any disposition proceeds remaining after These disbursements have been made shall be paid to Lessee. In addition,
Lessor may exerase any other right, remedy or privilege that may be available to Lessor under applicable law w, by appropriate court action at law or in equity. Lessor may
enforce any of Lessee's obligations hereunder Lessor's rights and remedies are cumulative and may be exercised concurrently or separately No such right or remedy is
exclusive of any other right or remedy permitted by This Agreement or by law or in equity
14. NOTICES. Fw the purpose of this Agreement any notices required td be given, shall ix given to the games hereto in writing and by certified mail at the address herein set
forth, or to such other addresses as each parry may substitute 6y notice to the other, which notice shall be effective upon Its receipt
15. DELIVERY; TITLE. Lessee has advised Lessor df its desire to lease the Equipment, the cost of the Equipment, the expected delivery date and the desired lease terms
for the Equipment. Lessee shall order such Equipment and shall cause such Equipment to be delivered pursuant to Lessee's directions. Lessor shall have no liability to
Lessee, w to any other person for transportation, delivery or installation of the Equipment. Lessee shall bear the risk of lass with respect to any Equipment Notwithstanding
the designatbn of Caterpillar Financial Services Corporation as Lessor, Caterpillar Financial Services Corporation shall not own the Equipment. Unless applicable law
requires to the contrary, legal Dlle to Me Equipment, mUuding, if applicable, any software license component Ihereol shall, so Tong as an Event of Default or the termination of
This Agreement pursuant to Paragraph 4 hereof has not occurred, and only as provided by law, is in lessee. Upon the occurrence of an Event of Default or termination of this
Agreement pursuant to Parag2ph 4 hereof, full and unencumbered legal title to the Egwpment shall pass to the lessor without the necessity of further action 6y the parties
hereto, and the Lessee snail have no further interest therein In connection with the reversion of title to Lessor, Lessee shall execute and deliver to lessor such documents as
Lessor may request Io evidence the passage of Lessee's title antl interest therein, and upon request by the Lessor, the Lessee shall deliver possession of the Equipment to
the Lessor at Lessee's sole cost and expense and in the condition required Oy Paragrapn 18 hereof
16. MISCELLANEOUS. This Agreement may not be modified, amended, altered or changed except by a written agreement signed Oy the party sough) to be changed. In the
event any provision hereof shall be invalid or unenforceable, the remaining provisions hereof shall remain m full torte and effect. This Agreement, together with exhibits,
constitutes the entire agreement between Lessee and Lessw and supersedes all prior and contempbraneous writings. understandings, agreements, solicitations, documents
and representations, expressed or implied. 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.
17. JURY TRIAL WAIVER. THE PARTIES TO THIS AGREEMENT HEREBY UNCONDITIONALLY WAIVE. IN A KNOWING AND INTENTIONAL MANNER, THEIR
RESPECTIVE RIGHTS 70 A JURY TRIAL OF ANV CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF, DIRECTLY OR INDIRECTLY, THIS
AGREEMENT OR RELATED DOCUMENTS. ANV DEALINGS BETWEEN THEM RELATING TO THE SUBJECT MATTER HEREOF OR ANV RELATED TRANSACTIONS,
ANDlOR THE RELATIONSHIP THAT IS BEING ESTABLISHED BETWEEN THEM
18. RETURN OF EQUIPMENT. If Lessor is entitled to obtain possession bf any Egwpment or if Lessee is oblgated at any Gme to return any Equipment, then (a) title to the
Equipment shall vest in Lessor immediately upon Lessor's notice thereof Ic Lessee, and (b) Lessee shall, at its sole expense and risk, immediately de~nslall, disassemble,
pack. crate. insure and return the Equipment to Lessor (all in accordance wish applicable industry standards) at any location in the continental United Slates selected by
Lessor Such Equipment shall De Vn the same condition as when recewed by Lessee (ordinary wear and tear excepted), shalt be In good operating order and maintenance as
required hereby, shall be free and clear of any bens (except Lessor's hen) and shall comply with all applicable laws and regulations. Until Equipment is returned as required
above, all terms of this Agreement shall remain in full force and effect mduding, without limitation, Lessee's ohllgation to pay Lease Payments and to insure the Equipment.
19. OTHER DOCUMENTS In connection with the execution of Inis Agreement, Lessee shall cause to De delivered to lessor (i) an Acceptance Cemficate substantially in the
form attached hereto as Attachment A, (ii) a certified copy of Lessee's Authorizing Resolution substantially in the form attached hereto as Attachment B, (iii) a Venficanon of
Insurance substantially in the form attached hereto, (iv) an opinion of Lessee's Counsel subslanlialty in the form attached hereto as Attachment C. (v) a form 8038 G or 8038
GC as required under the Cooe, and (vi) any other documents or items requred by Lessw
20. APPLICABLE LAW. This Agreement shall be governed by and wnstruetl in accordance with the laws, excluding the laws relating to the choice of law, of the Slate
Lessee: Lessor:
KERR COUNTY, TEXAS Caterpillar Financial Services Corporation
~.
Signature
~~~~
sy: x,.. f- 1 ~•..
Print Na(J~~ ~ , 1 `' ' ~o
Title: ~J~/~,tT.. ~" '^-~
Catherine E. Suter
Signature. (//{{-)~~ ,,_ ~ y~
Print Name pocumentation Manager
TiBe
' .~. .._... _.. .. ..,_ .'rA.:., a;f_k7 .. ,... ... .~ .. ...... .....~ J.v;._, <.,'b:.,..,: 4~.. .....Cr'9. .,1.. ,. '3t:'r':... -, .. ..
Amendment No. 1 to Governmental Equipment Lease-Purchase Agreement
(For use with Texas Lessees in tax exempt transactions)
WHEREAS, Caterpillar Financial Services Corporation ("Lessor") and the political subdivision of
the State of Texas named below ("Lessee) are parties to that certain Governmental Equipment Lease-
Purchase Agreement (the "Agreement"), dated as of ~j,,/ ~ ZZ ~~; and
WFIEREAS, Lessor and Lessee have agreed to amend the Agreement as provided herein.
NOW THEREFORE, in consideration of the mutual agreements herein contained and other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties
hereto, intending to be legally bound, agree as follows:
1 Capitalized terms used herein and not defined herein shall have the meanings ascribed to them
in the Agreement.
2. Paragraph 4 of the Agreement is amended and restated in its entirety to read as follows:
AiVNUAL RIGHT OF TERMINATION. Lessee may terminate this
Agreement as of the last day of any calendar year during the term hereof
by giving Lessor sixty (60) days prior written notice of its intent to
terminate this Agreement (although the failure to give such notice shall not
affect Lessee's right to terminate this Agreement as provided herein). In
the event Lessee gives to Lessor such notice during the term hereof, Lessee
shall, no later than the last day of such calendar year (the "Return Date"),
return to Lessor all, but not less than all, of the Equipment, at Lessee's sole
expense, N accordance with Paragraph 18, and this Agreement shall
terminate on the Return Date. Thereafter, Lessee shall not incur any
additional obligations hereunder, provided, that, Lessee shall pay all Lease
Payments and other Payments due prior to the Return Date and, provided
further, that Lessee shall pay month-to-month rent at the rate set forth
above for each month or part thereof that Lessee fails to return the
Equipment.
3. Except as amended hereby, the Agreement remains in full force and effect and enforceable in
accordance with its terms. This amendment set forth herein shall be effective as of the date hereof.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their
respective officers duly authorized thereto as of the date of the Agreement set forth above.
Caterpillar Financial Services Corporation
sy:
Vat erne
Nam/e~:O ~ ~ ~ ~~ ,
Titlb--R't""""' ~.
Documentation an
KERR COUNTY, TEXAS
~~' `~`_•
By: ~... J
Name: ~ ~ j .vim I a.,
Title: ~~,) ..._ ~~ \ .1~, ~ C..
'~II firu'Nd:~fli1+l:~I'Qrl:r'I ~II
ATTACHMENT A
ACCEPTANCE CERTIFICATE
This Acceptance Certificate is executed and delivered by KERR COUNTY, TEXAS ("Lessee") in connection with the Governmental
Equipment Lease-Purchase Agreement dated as of ~c.P1u~S 22~?~4. (the "Agreement"), between Lessee and Caterpillar
Financial Services Corporation ("Lessor").
Lessee hereby certifies that:
1. Capitalized terms used herein and not defined herein shall have the meanings assigned to them in the Agreement.
2. The Equipment: 1 NEW 420D Caterpillar Backhoe Loader FDP15262 has been delivered to it, and has been inspected by it, and is
in good working order and condition and is of the size, design, capacity and manufacture selected by it and meets the provisions of [he.purchase
orders with respect thereto. Lessee hereby confums it irrevocably accepts said items of Equipment "as-is, where-is" for all purposes of the
Agreement as of the Acceptance Date set forth b/'e~/low.
3. The Equipment will be located at: `fo~~ SAN fgNToNt o ~G{I u!A y/
KERRV[LLE TX 78028 KERB ~
4. The Acceptance Date is ~' J E ~`7_~ QD~
Dated: ~~ 22 ~
Lessee:
KERR COUNTY, TEXAS ___._~~
Signature: ~ .'-' " ~ _~
-~~~--
BY : ~ ac~~_lQ-._
Print Name
Title:
IIIIQ~~~~~~Q~IIUI
' _ ~. _ .+ .._: _._'i?J1r._,S!M", b.l•S'ut:lY ]LY~._ r. ._.,.'.i:::'!DC~Y :. 3•~ef4~1!`~.::: ... _. ~ .. a.n. tiS :111. • Y•-
ATTACHMENT B
LESSEE'S AUTHORIZING RESOLUTION
Whereas, ICERR COUNTY, TEXAS (the "Governmental Entity"), a body politic and corporate duly organized and existing as a
political subdivision, municipal corporation or similar public entity of the State of Texas (the "State"), is authorized by the laws of the
State to purchase, acquire and lease personal property for the benefit of the Governmental Entity and its inhabitants and to enter into
contracts with respect thereto; and
Whereas, in order to acquire such equipment, the Governmental Entity proposes to enter into alease-purchase transaction pursuant to
that certain Governmental Equipment Lease-Purchase Agreement (the "Agreement") with Caterpillar Financial Services Corporation,
the form of which has been presented to the governing body of the Governmental Entity at this meeting;
Now, Therefore, Se [[ And It Is Hereby Resolved:
Section 1. Approval of Documents. The form, [ernts and provisions of the Agreement and all other schedules and exhibits attached
thereto are hereby approved in substantially the form presented at this meeting, with such insertions, omissions and changes as shall be
approved by counsel of the Governnental Entity or other members of the governing body of the Governmental Entity executing the
same, the execution of such documents being conclusive evidence of such approval; and the persons holding the titles listed below or
any other officer of the Governmental Entity who shall have the power to execute contracts on its behalf are hereby authorized and
directed to execute, acknowledge, countersign and deliver the Agreement and al] exhibits attached thereto, and the Secretary/Clerk of
the Governmental Entity is hereby authorized to attest to [he foregoing and affix the seal of the Governmental Entity to such
documents.
Section 2. Other Actions Authorized. The officers and employees of the Governmental Entity shall take all action necessary or
reasonably required by the parties to the Agreement to cony out, give effect to and consummate the transactions contemplated thereby
and to take all action necessary in conformity therewith, including, without (imitation, the execution and delivery of any closing and
other documents required to be delivered in connection with the Agreement.
Section 3. No General Liability. Nothing contained in this Resolution, the Agreement, or any other instrument shall be constmed with
respect to the Governmental Entity as incurring a pecuniary liability or charge upon the general credit of the Govemmental Entity or
against its taxing power, nor shall the breach of any agreement contained in this Resolution, the Agreement, or any other instrument or
document executed in connection therewith impose any pecuniary liability upon the Govemmental Entity or any charge upon its
general credit or against its taxing power, except to the extent that the payments payable under the Agreement are special limited
obligations of the Governmental Entity as provided in the Agreement.
Section 4. Authorized Sienatories. Following are the true names, correct titles and specimen signatures of the incumbent officers
referred to in the foregoing resolution:
Name (Print or Type) 1 Title (Print or Type) Signature
`_~_ ~_~Z
Section 5. Effective Date. This Resolution shall be effective immediately upon its approval and adoption. This Resolution was
adopted and approved on u~ ti d,- ~O~
Signature
~Sy /Clerk
Name Panted/: Jf ~]i(J~G[~
Date: [JJ' ~~" U`7
Ilq Q~~k+~'~?~~11III

. .
KERB COUNTY ATTORNEY DAVID M. M O T L E Y
COUNTY COURTHOUSE, SUITE BA-103 ~ 700 MAIN STREET KERRVILLE, TEXAS 78028
ATT.4CH~~fENT C
OPINION OF LESSEE'S COUNSEL
Date: June 22, 2004
Lessor: Caterpillar Financial Services Corporation
2120 West End Avenue
Nashville, TN 37203-0001
Re: Governmental Equipment Lease-Purchase Agreement dated as of ~ ~~ Z!i 2004, by and between
KERB COUNTY, TEXAS and Lessor.
Ladies and Gentlemen:
I have acted as counsel to Lessee in connection with the execution and delivery by Lessee of the Govemmental
Equipment Lease-Purchase Agreement described above, and all related exhibits, attachments, and other documents necessary to
consummate the transactions contemplated therein (collectively, [he foregoing is referred to as the "Lease").
Based upon the foregoing examination and upon an examination of such other documents, records, and certificates and
having made such other investigation as 1 consider necessary to render the opinions herein, I am of the opinion that:
1. Lessce is a county, duly organized and legally existing as a political subdivision under the Constitution and
laws of the State of Texas with full power and authority to enter into the Lease and to carry out its obligations
thereunder and the transactions contemplated [hereby.
2. The Lease has been duly authorized, executed, and delivered by Lessee and, assuming due authorization,
execution, and delivery thereof by Lessor, constitutes [he legal, valid, and binding obligation of Lessee, enforceable
against Lessee in accordance with its terms, subject to any applicable bankruptcy, insolvency, moratorium, or other
laws or equitable principles affecting the enforcement of creditors' rights generally, and does no[ violate any judgment,
order, law, or regulation applicable to Lessee.
3. No litigation or proceeding is pending or, to the best of my knowledge, threatened to restrain or enjoin the
execution, delivery, or performance by Lessee of [he Lease or in any way to contest the validity of [he Lease, to contest
or question the creation or existence of Lessee or its governing body or the authority or ability of Lessee [o execute or
deliver the Lease or to comply with or perform its obligations [hereunder. There is no litigation pending or, to the best
of my knowledge, threatened that seeks to or could restrain or enjoin Lessee from annually appropriating sufficient
funds to pay [he Lease Payments (as defined in the Lease) or other amounts contemplated by the Lease.
4. The authorization, approval, and execution of [he Lease and all other proceedings of Lessee relating [o the
transactions contemplated [hereby have been performed in accordance with all applicable open meeting, public records,
public bidding, and all other laws, rules, and regulations of the State. The appropriation of moneys to pay the Lease
Payments coming due under the Lease does not and will not result in the violation of any constitutional, statutory, or
other limitation relating to the manner, forth, or amount of indebtedness which may be incurred by Lessee.
5. The Lessee is within the meaning of Section 103 of the Internal Revenue Code of 1986, as amended, and
Treasury Regulations and Rulings related thereto, a state or fully constituted political subdivision or agency of a state.
Ve truly yo rs,
~v' otley, K C unty Attorney
DM/s
MAIN NUMBER (830) 792-2220 HOT CHECKS (830) 792-2221 FAX (830) 792-2228